Loading...
HomeMy WebLinkAbout26-0326 L'MEGA, LLC CITY OF ELGIN BUILDING IMPROVEMENT PROGRAM AGREEMENT (208-214 Prairie Street) THIS AGREEMENT is made and entered into this 217 day of/Wa a ,2026, by and between the City of Elgin, Illinois, a municipal corporation (hereinafter referred to as "City"), and L'MEGA LLC, an Illinois Limited Liability Corporation (hereinafter referred to as "Owner"). WHEREAS, the City Council of the City of Elgin (hereinafter referred to as the "City Council") has adopted Ordinance Nos. S6-99, S1-02, S2-02, S3-02 and S4-02 proposing, approving,and creating the Elgin Central Area Tax Increment Financing Redevelopment Plan and Project (hereinafter referred to as the "ECA TIF District") pursuant to the Tax Increment Allocation Redevelopment Act at 65 ILCS 5/11-74.4-1,et seq.;and WHEREAS, the ECA TIF District was established on April 10, 2002, and will continue for thirty-five (35) years thereafter pursuant to the enactment of Public Act 104-0322, effective August 15,2025;and WHEREAS, the Owner is the owner of the property identified by Kane County PIN 06- 13-309-007,more commonly known as 208-214 Prairie Street,Elgin,Illinois(hereinafter referred to as the"Subject Property");and WHEREAS, the Subject Property is located within the area commonly referred to as Downtown Elgin;and WHEREAS,the Subject Property is located within the ECA TIF District;and WHEREAS, the Subject Property is improved with a two-story building that is vacant, may be functionally obsolete, and is below certain minimum code standards for occupancy (hereinafter referred to as the"Building");and WHEREAS,the Owner intends to redevelop the Building on the Subject Property and that redevelopment will most likely include development assistance from the City;and WHEREAS,the Owner and the City agree that a visual review and professional assessment of certain structural members of the Building will help inform the viability of the redevelopment of the Building; and WHEREAS,the redevelopment of the Building on the Subject Property would further the goals and objectives of the Elgin Central Area TIF Increment Financing Redevelopment Plan and Project and assist the City in its objective to create a more economically viable and sustainable downtown business district, all of which are hereby declared by the City to be a valid public purpose of the City;and -1- WHEREAS,the redevelopment of the Building on the Subject Property would promote the value of adjacent buildings and properties and increase the City's tax revenues; and WHEREAS, the redevelopment of the Building on the Subject Property would not occur in the absence of development assistance from the City as herein provided; and WHEREAS, in order to incent and facilitate continued investment in the Subject Property as herein described which will further the goal and objectives of the Elgin Central Area Tax Increment Finance and Redevelopment Plan and Project, the City has agreed to provide certain development assistance as hereinafter described;and WHEREAS,the City of Elgin is a home rule unit and may exercise any power and perform any function pertaining to its governmental affairs; and WHEREAS, this Building Improvement Program Agreement, resulting in furthering and achieving the goals and objectives of the Elgin Central Area Tax Increment Finance and Redevelopment Plan and Project,and resulting in the benefits the City has hereinabove stated,are matters within the government affairs of the City; and WHEREAS, the continued investment in the Subject Property will strengthen the commercial sector of the downtown in the City; and WHEREAS,the continued investment in the Subject Property will enhance the tax base of the City;and WHEREAS, the continued reinvestment in the Subject Property will serve to further the development of adjacent areas; and WHEREAS, the Owner is a long-standing member of Downtown Elgin and meets high standards of credit worthiness and financial strengths; and WHEREAS,this Agreement is made in the best interests of the City. NOW, THEREFORE, in consideration of the mutual promises and covenants contained herein,the sufficiency of which is hereby mutually acknowledged,the parties hereto hereby agree as follows: Section 1. The above recitals are incorporated into and made a part of this Agreement. Section 2. The Owner shall commission a visual review and professional assessment of the roof framing wood bowstring trusses and the exterior masonry walls of the Building on the Subject Property in the manner depicted in the 4-page proposal from COBU Architecture Studio, PLLC dated December 4, 2025 which is attached hereto as Attachment A and made a part hereof (such visual review and assessment of the Building on the Subject Property is hereinafter referred to as the"Subject Building Assessment"or alternatively as the "Work"). -2- Section 3. The total approved project costs for the Subject Building Assessment shall be twelve thousand five hundred dollars and no cents ($12,500.00) as set forth in Attachment A (such total approved project costs for the Subject Building Assessment are hereinafter referred to as "Eligible Costs"). The City shall pay the Owner a sum not to exceed twelve thousand five hundred dollars and no cents ($12,500.00) toward the Eligible Costs for the Subject Building Assessment approved pursuant to the provisions of this Agreement. All parties hereto agree that all payments from the City provided for herein shall be made to the Owner,who shall provide the City with a full release concurrently with receipt. The City also agrees to waive any costs for permits, plan reviews, and inspections that are associated with the Subject Building Assessment, if any. Section 4. Eligible Costs shall include professional services, labor, material and equipment costs, and such other costs as may be reasonably necessary for the execution and completion of the Subject Building Assessment hereby provided for as established by the fee estimate as set forth in Attachment A. Section 5. The Subject Building Assessment shall be completed within ninety(90)days from the date of this Agreement, subject to reasonable delays beyond Owner's control. For the purpose of this Section 5 of this Agreement, "completed" shall mean that the Subject Building Assessment has been completed and a copy of the Summary Report described under Professional Services, Structural Assessment,Item C has been provided to the City. All of the Work related to the Subject Building Assessment shall be performed in compliance with all requirements of law, including any applicable codes and ordinances of the City. Section 6. The City shall be permitted access to the Subject Property with reasonable advance notice to Owner to periodically review the progress of the Work. Such review shall not be in lieu of any other inspections that may otherwise be required by law or by the City. Any and all portions of the Work which do not, in the sole discretion of the City, conform to the Subject Building Assessment or other applicable terms of this Agreement,shall be made to conform to the Subject Building Assessment and other applicable terms of this Agreement upon written notice of the existence of such non-conforming portions. Section 7. Upon completion of the Work,and upon final inspection and such other final inspections and approvals as may be required by law or requested by the City, the Owner shall submit to City: (1)an executed,notarized itemized contractor statement reflecting the total cost of the Work and each portion thereof,including,but not limited to,the cost of labor(whether provided by any contractor or subcontractor), materials and equipment; (2) copies of all contracts and invoices submitted, executed or incurred pursuant to the Work; and (3) reasonable proof of payment of all costs incurred pursuant to the Work. Section 8. City shall pay to the Owner the Eligible Costs provided for at Section 3 herein within thirty (30) days of Owner's completion of the Work as described within Section 7 herein and compliance with the provisions of Section 7 herein. In no event shall the amount paid to the Owner exceed the lesser of the amount specified in Section 3 of this Agreement or in the contractor statement. -3- Section 9. In the event Owner fails to complete the Work in accordance with the terms of this Agreement, or otherwise breaches the terms of this Agreement, City may terminate this Agreement upon written notice of breach and termination to the Owner, and any and all financial or other obligations on the part of City shall cease and become null and void. Additionally,Owner shall refund to City all money paid to Owner by City pursuant to this agreement upon thirty(30) days written demand. This provision shall not constitute a restriction on City to pursue any and all other rights to which it may be entitled by law. Section 10. Upon completion of the Work, and for a period of two(2)years thereafter, Owner shall properly maintain the Building, and shall not enter into any agreement, or take any other steps to demolish or otherwise substantially alter, change, or remove the Building without prior written approval from the City's Director of Community Development in his or her sole discretion. If the Work indicates that it is not economically feasible to restore the Building without demolition or substantial alteration, then the restrictions set forth above shall not apply. It is not intended that acts of God or by a third party that may affect the Building constitute a breach of the provisions of this Section by the Owner. Section 11. Nothing herein is intended to limit, restrict or prohibit the Owner from undertaking any other work in or about the Building or the Subject Property in so long as that work does not compromise the redevelopment viability of the Building and the structural items that are the subject of the Subject Building Assessment provided for in this Agreement. Section 12. This Agreement shall be binding upon City and its successors, and upon Owner, Owners' successors and assigns for a period of two (2)years from and after the date of completion and approval of the Work. Owner shall provide subsequent Owner(s)of Structure with a copy of this Agreement. This Agreement shall run with the land underlying Structure. The City may record a memorandum of this Agreement against title to the Subject Property. Notwithstanding the aforementioned two-year period, the provisions of Sections 9, 14, and 21 herein shall survive the expiration,completion and/or termination of this Agreement. Section 13. INTENTIONALLY OMITTED. Section 14. To the fullest extent permitted by law,Owner agrees to and shall indemnify, defend and hold harmless,the City,its officials,officers,employees,agents,attorneys,boards and commissions from and against any and all claims,suits,judgments,costs,attorneys'fees,damages or other relief, including, but not limited to, workers' compensation claims, in any way resulting from or arising out of the Work to be performed and/or negligent acts or omissions of the Owner in connection herewith, including negligence or omissions of contractors, subcontractors, employees or agents of the Owner, arising out of the performance of this Agreement and/or the Work. In the event of any action against the City,its officers,employees,agents,attorneys,boards and commissions covered by the foregoing duty to indemnify, defend and hold harmless, such action shall be defended by legal counsel of the City's choosing. The provisions of this Section shall survive any expiration,completion and/or termination of this Agreement. Section 15. This Agreement shall not be construed to create a partnership,joint venture or employment relationship between the parties hereto. -4- Section 16. This Agreement shall be subject to and governed by the laws of the State of Illinois. The parties hereto hereby agree that venue for any and all actions that may be brought by each and either of them to enforce the provisions of this Agreement shall be in the Circuit Court of Kane County, Illinois. Section 17. The terms of this Agreement shall be severable. In the event that any of the terms or provisions of this Agreement are deemed to be void or otherwise unenforceable for any reason,the remainder of this Agreement shall remain in full force and effect. Section 18. All notices, reports and documents required under this Agreement shall be in writing and shall be mailed by first-class mail,postage prepaid, addressed as follow: As to the City: City of Elgin 150 Dexter Court Elgin, IL 60120-5555 Attn: Community Development Director With a copy of any such notices to: City of Elgin 150 Dexter Court Elgin, IL 60120-5555 Attn: Corporation Counsel As to the Owner: L'MEGA LLC Attention: Robert Bruce Ridley, Manager 25 S. Grove Avenue, Unit 506 Elgin, IL 60120 Section 19. INTENTIONALLY OMITTED. Section 20. In all hiring or employment made possible or resulting from this Agreement, there shall be no discrimination against any employee or applicant for employment because of sex, age, race, color, creed, national origin, marital status, of the presence of any sensory, mental or physical handicap, unless based upon a bona fide occupational qualification,and this requirement shall apply to, but not be limited to,the following: employment advertising, layoff or termination, rates of pay or other forms of compensation and selection for training, including apprenticeship. Section 21. Notwithstanding anything to the contrary in this Agreement, with the sole exception of an action to recover the monies the City has agreed to pay to the Owner pursuant to Section 3 hereof, no action shall be commenced by the Owner against the City for monetary damages. Owner hereby further waives any and all claims to interest on money claimed to be due pursuant to this Agreement and waives any and all such rights to interest which it claims it may otherwise be entitled to pursuant to law, including, but not limited to, the Local Government Prompt Payment Act(50 ILCS 501/1, et seq.),as amended, or the Illinois Interest Act (815 ILCS 205/1,el seq.),as amended. The parties hereto further agree that any action by the Owner arising -5- out of this Agreement must be filed within one(1)year of the date the alleged cause of action arose or the same will be time-barred. Section 22. No official,officer,agent,employee or attorney of the City shall be charged personally or held contractually liable under any term or provision of this Agreement or because of their execution, approval,attempted execution or enforcement of this Agreement. Section 23. This Agreement and its attachments constitutes the entire agreement of the parties hereto and the subject matter hereof and may not be changed, modified, discharged or extended except by written amendment duly executed by the parties. Each party agrees that no representations or warranties shall be binding upon the other party unless expressed in writing herein or in a duly executed amendment hereof. Section 24. This Agreement is and shall be deemed and construed to be a joint and collective work product of the City and the Owner, and as such, this Agreement shall not be construed against the other party, as the otherwise purported drafter of same, by any court of competent jurisdiction in order to resolve any inconsistency, ambiguity, vagueness or conflict, if any,of the terms and provisions contained herein. Section 25. This Agreement and the obligations herein may not be assigned by the Owner without the express written consent of the City, which consent may be withheld at the sole discretion of the City. _ Section 26. INTENTIONALLY OMITTED. Section 27. Notwithstanding any other provisions of this Agreement, it is agreed and understood that the Owner shall comply with all federal,state,city,and other requirements of law that are applicable to the Owner in connection with the performance of this Agreement. Section 28. Time is of the essence of this Agreement. SIGNATURE PAGE FOLLOWS -6- • IN WITNESS WHEREOF,the parties hereto have executed this Agreement on the date first appearing above. CITY OF ELGIN. ATTEST: By: Richard G. Lozal Kim Dews,City Clerk City Manager OWNER: ,'MEGA LLC By: IVAA# �S• 1(.1( Name:Robert Bruce Ridley Title: Manager *. .7. Attachment A (4 Pages, Not Including This Cover Sheet) Proposal from COBU Architecture Studio, PLLC dated December 4, 2025 COB U ARCHITECTURE STUDIO THE PROJECT AND LOCATION: Commercial Structural Assessment 208 Prairie Street Elgin, Illinois 60120 DATE: December 4, 2025 AGREEMENT BETWEEN (ARCHITECT) COBU Architecture Studio,PLLC 5407 Trillium Blvd Unit B110 Hoffman Estates,Illinois 60192 312.410.1260 jay@cobu-arch.com AND(CLIENT) Grove Burritt LLC David Kruse 25 South Grove Elgin, Illinois 60120 312.342.1341 I david kruse@yahoo.com SCOPE OF SERVICES: It is our understanding renovation efforts will be started at the above noted property and the City of Elgin has requested a general structural evaluation to be completed. It is with this understanding we propose to provide the following selected professional services. PROFESSIONAL SERVICES: STRUCTURAL ASSESSMENT: The COBU Architecture Studio team shall perform the following services for the building at the above address. In general,assessment services shall consist of the following: A. Review of Roof Wood Bowstring Trusses 1. The team will perform a limited visual review of the roof framing wood bowstring trusses. The general type and location of observed significant structural deterioration or distress will be recorded. B. Review of Exterior Brick Masonry Bearing Walls 1. The team will perform a limited visual review of the exterior masonry walls.The general type and location of observed significant structural deterioration or distress will be recorded. COBU Architecture Studio,PLLC 5407 Trillium Blvd,Unit B110 Hoffman Estates,Illinois 60192 312-410-1260 C. Summary Report 1. The team will compile and analyze field visual review data in order to develop conceptual repair recommendations if required. If needed,we will include recommendations for additional evaluation or structural analysis. We will provide a letter report in PDF format with photos that summarizes our observations,findings,and conceptual repair recommendations. FEES: Review of Roof Trusses $4,750 Review of Exterior Bearing Walls $3,750 Summary Report $4,000 Total $12,500 PAYMENT SCHEDULE: Fees for Services shall be payable as follows: • Initial deposit/retainer Waived • To be billed monthly or as work is completed As Completed FEE NOTATIONS: An INITIAL PAYMENT as set forth under "Payment Schedule" is the minimum payment under this AGREEMENT. Subsequent payments for ARCHITECT'S services shall be billed as noted in proportion to the services performed in each phase of the contract work or as phases are completed. Reimbursable Expenses: No reimbursable expenses are anticipated. The CLIENT may authorize reimbursable at a later time, should the need arise. A 15% markup on all reimbursable expenses will be included. When provision of backup data for reimbursables is requested by the CLIENT, reimbursable expenses will be at actual cost plus 20%for ARCHITECT'S processing and administration. Billings/Payments: Invoices for the ARCHITECT'S services shall be submitted, at the ARCHITECT'S option, either upon completion of such services or on a monthly basis. Invoices shall be payable within 30 days after the invoice date. If the invoice is not paid within 60 days,the ARCHITECT may, without waiving any claim or right against the CLIENT, and without liability whatsoever to the CLIENT, terminate the performance of the service. Retainer shall be credited on the final invoice. Outstanding costs, including reimbursables shall be paid within 30 days. Late Payments:Accounts unpaid 30 days after the invoice date may be subject to a monthly service charge of 1.5% per month on the then unpaid balance. In the event any portion or all of an account remains unpaid 60 days after billing, the CLIENT shall pay all costs of collection, including reasonable attorney's fees. GENERAL TERMS AND CONDITIONS: Scope of the Agreement: This agreement represents the entire and integrated agreement between the CLIENT and the ARCHITECT from the date of signing forward and supersedes all prior negotiations, representations or agreements, either written or oral. This agreement may be amended on by written instrument signed by both CLIENT and ARCHITECT. December 4, 2025 Page 2 of 4 Commercial Structural Assessment Elgin, Illinois Client's Responsibilities: The CLIENT shall provide full information about the objectives, schedule, constraints and existing conditions of the project (including surveying and soil testing),and shall establish a budget with reasonable contingencies that meets the project requirements. The CLIENT shall designate a representative to act on its behalf with respect to the project,such representative to have authority to render decisions and approvals regarding performance of ARCHITECT'S services. The CLIENT shall furnish for the benefit of the project all legal,accounting and insurance counseling services. The ARCHITECT shall have the right to rely on the accuracy of any information provided by the CLIENT. The ARCHITECT will not review this information for accuracy. Construction Cost: It is recognized that the ARCHITECT does not have control over the cost of labor, materials or equipment, over the Contractor's methods of determining bid prices, or over competitive bidding, market or negotiating conditions. Accordingly, the ARCHITECT cannot and does not warrant or represent that bids or negotiated prices will not vary from any estimate of construction cost or evaluation prepared or agreed to by the ARCHITECT. Jobsite Safety:The ARCHITECT is not responsible for jobsite safety or means and methods. Environmental:The ARCHITECT assumes no responsibility for the detection or removal of any hazardous substances found at the job site, soils engineering,or foundation engineering for poor soil conditions. Dispute Resolution: Any claims or disputes made during design, construction or post-construction between the CLIENT and ARCHITECT shall be submitted to non-binding mediation. CLIENT and ARCHITECT agree to include a similar mediation agreement with all contractors, sub-consultants, suppliers and fabricators, thereby providing for mediation as the primary method for dispute resolution between all parties. Indemnification: The CLIENT shall, to the fullest extent permitted by law, indemnify and hold harmless the ARCHITECT, their officers, directors, employees, agents and sub-consultants from and against all damage, liability and cost, including reasonable attorney's fees and defense costs,arising out of or in any way connected with the performance by any of the parties above named of the services under this Agreement,excepting only those damages, liabilities or costs attributable to the sole negligence or willful misconduct of the ARCHITECT. This Agreement shall be governed by the law of the principal place of business of the ARCHITECT. Limitation of Liability: In recognition of the relative risks, rewards and benefits of the project to both the CLIENT and the ARCHITECT,the risks have been allocated such that the CLIENT agrees that,to the fullest extent permitted by law,the ARCHITECT'S total liability to the CLIENT for any and all injuries,claims,losses, expenses, damages or claim expenses arising out of this Agreement from any cause or causes, shall not exceed the ARCHITECT'S total fee received for services rendered on the Project. Such causes include, but are not limited to, the ARCHITECT'S negligence, errors, omissions, strict liability, breach of contract or breach of warranty. Termination of Services: This Agreement may be terminated by either party upon seven (7)days written notice. In the event of termination, the ARCHITECT shall be compensated for all services performed to termination date,together with reimbursable expenses then due. December 4, 2025 Page 3 of 4 Commercial Structural Assessment Elgin, Illinois Ownership of Documents: The ARCHITECT shall be deemed the author of all documents and media produced by the ARCHITECT under this Agreement.The ARCHITECT shall retain all common law,statutory and other reserved rights. The ARCHITECT and CLIENT shall have joint copyright of the design produced under this agreement. The documents and media produced by the ARCHITECT under this Agreement may not be used by the CLIENT for any other endeavor without the written consent of the ARCHITECT. THE AGREEMENT: If the terms listed in this Letter Agreement are acceptable, please sign and return one copy as your authorization to proceed. Work will be scheduled upon receipt of the signed agreement and deposit retainer. This proposal is valid for 6 months from the date of the document noted on the first page. If you have any questions,please contact me. Thank you again for considering COBU Architecture Studio for this project. ARCHITECT'S Acceptance: CLIENT'S Acceptance: By: By: Jay C x, NCARB,SAME,ALA Managing Partner COBU Architecture Studio,PLLC Date: December 4,2025 Date: EXHIBIT A HOURLY RATES: • Partner $200.00 • Project Architect/Manager $150.00 • Staff Architect/Job Captain $120.00 • Drafting Staff $90.00 • Support Staff $80.00 EXHIBIT B ADDITIONAL SERVICES: The following is a partial listing of available optional services that may be performed by ARCHITECT upon agreement and authorization by CLIENT. If performed, an additional charge based on hourly rates,or an agreed fee shall apply. Services not listed may be included by mutual agreement between ARCHITECT and CLIENT. 1. Attending and/or preparing material for hearings, meetings, or conferences with individuals, groups, or agencies for the purpose of obtaining or assisting in the obtainment of rezoning,variances,conditional use permits,site plan approval,foundation permits,financing for the project, or any other like action. 2. Preparation of artwork or graphic artwork services. 3. Special Structural Engineering Services. 4. Architectural or Engineering re-seals of any kind. 5. Value engineering. 6. Assistance in obtaining permits. 7. Assistance in bidding project. 8. Review of shop,truss,or other drawings prepared by contractors,subcontractors,or suppliers. December 4,2025 Page 4 of 4 Commercial Structural Assessment Elgin, Illinois