13-48 Resolution No. 13-48
RESOLUTION
AUTHORIZING EXECUTION OF A COMMUNITY DEVELOPMENT
BLOCK GRANT SUB-RECIPIENT AGREEMENT WITH THE
NORTHERN ILLINOIS FOOD BANK FOR REIMBURSEMENT
OF CONSTRUCTION COSTS ASSOCIATED WITH THE FOOD
DISTRIBUTION AND COMMUNITY NUTRITION CENTER
BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF ELGIN,ILLINOIS,that
Sean R. Stegall,City Manager,and Kimberly A.Dewis,City Clerk,be and are hereby authorized and
directed to execute a community development block grant agreement on behalf of the City of Elgin
with the Northern Illinois Food Bank for reimbursement of construction costs associated with the
food distribution and community nutrition center,a copy of which is attached hereto and made a part
hereof by reference.
s/David J. Kaptain
David J. Kaptain, Mayor
Presented: March 20, 2013
Adopted: March 20, 2013
Omnibus Vote: Yeas: 7 Nays: 0
Attest:
s/Kimberly Dewis
Kimberly Dewis, City Clerk
AGREEMENT
BETWEEN THE CITY OF ELGIN AND
THE NORTHERN ILLINOIS FOOD BANK
This AGREEMENT is entered into as of the 20th day of March , 2013, by and
between the CITY OF ELGIN, an Illinois municipal corporation (hereinafter called "GRANTEE" or
"CITY") and the NORTHERN ILLINOIS FOOD BANK, a not-for-profit corporation incorporated
pursuant to the laws of the State of Illinois (hereinafter called "SUB-RECIPIENT"), having a principal
place of business at 273 Dearborn Court, Geneva, Illinois 60134.
I. RECITALS
A. CITY has applied for Community Development Block Grant funds (hereinafter referred
to as "CDBG funds") from the United States Department of Housing and Urban
Development (hereinafter called "HUD") as provided by the Housing and Community
Development Act of 1974, as amended (P.L. 93-383)(hereinafter called "ACT").
B. CITY has considered and approved the application of SUB-RECIPIENT for CDBG funds
allotted to CITY for distribution to SUB-RECIPIENT.
C. The CITY and SUB-RECIPIENT enter into this Agreement pursuant to their respective
powers to enter into such agreements, as those powers are defined in the Illinois
Constitution and applicable statutes.
II. SCOPE OF THE PROJECT
A. SUB-RECIPIENT hereby agrees to perform, in a timely fashion, the activities provided
for herein, and those previously defined in the Project Application and project description
submitted by the SUB-RECIPIENT, dated December 15, 2010, and entitled "Food
Distribution and Community Nutrition Center," a copy of which is attached hereto as
Exhibit "A" and incorporated herein by this reference (hereinafter referred to as the
"PROJECT"). The SUB-RECIPIENT was awarded a grant for Fiscal Year (FY) 2011-
2012.
B. All funding provided to SUB-RECIPIENT shall be used solely towards the
reimbursement of construction costs associated with the Food Distribution and
Community Nutrition Center located at 273 Dearborn Court, Geneva, Illinois, which was
completed in August 2011. The reimbursement will be for payments made by Northern
Illinois Food Bank to the general contractor between June 1, 2011 and May 31, 2012. An
estimated 502,400 low and moderate income individuals, within the 13-county service
area, received food from the Northern Illinois Food Bank during its 2011-2012 fiscal
year, of which 14,000 comprised of residents which are located within the City of Elgin
municipal boundaries. The subject building will serve 100 percent low and moderate
income persons as defined by 24 CFR 570.208 (a)(2)(1)(A). Such funding shall be used
only the reimbursement of construction costs associated with the Food Distribution and
Community Nutrition Center, and other costs associated with the above activity as are
consistent with the scope and intent of the PROJECT and are pre-approved by CITY
staff.
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C. The SUB-RECIPIENT shall comply with administrative and procurement requirements
as applied to the Community Development Block Grant program in accordance with 24
CFR 85:
1. The Bid Specifications shall include all specifications and pertinent attachments
and shall define the items or services in order for the bidder to properly respond.
2. The SUB-RECIPIENT shall submit the Bid Specifications and plans to the City's
Community Development Department for staff's approval prior to advertising in
a local newspaper and the Dodge Construction News.
3. The SUB-RECIPIENT shall include in the invitation for bids, the statement
"Minorities and women contractors are encouraged to submit bids." The SUB-
RECIPIENT shall purchase a 1" x 3" space in the Dodge Construction News
Classified Section specifically inviting Minority Business Entity/Women
Business Entity(MBE/WBE) firms to submit bids.
4. All bids will be publicly opened at the time and place prescribed in the invitation
for bids.
5. The SUB-RECIPIENT shall provide the City's Community Development
Department with a copy of the classified advertisement and the results from the
bid opening.
6. The contract award will be awarded, in writing, to the lowest responsive and
responsible bidder. Any or all bids may be rejected, if there are sound
documented reasons.
D. The SUB-RECIPIENT shall comply with the Federal Labor Standards and Prevailing
Wage Rates as applied to the Community Development Block Grant Program in
accordance with Title 29 of the Code of Federal Regulations, Part 5:
1. After the start of the described work, the SUB-RECIPIENT shall provide to the
City's Community Development Department staff, weekly reports of the
contractor and/or subcontractors at the job site. The SUB-RECIPIENT shall
conduct employee interviews of the contractor and/or subcontractors at the job
site.
2. Originals of all documents required for compliance with the Federal Labor
Standards shall be supplied to the City's Community Development Department.
3. SUB-RECIPIENT shall erect a sign in a prominent place at the job site crediting
the City of Elgin and HUD for funding of the PROJECT by including the
following statement:
"Funding for the Project has been provided, in part, by the City of Elgin from the
U.S. Department of Housing and Urban Development's Community
Development Block Grant Program."
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E. Quarterly Progress Reports
1. The SUB-RECIPIENT shall provide a Quarterly Progress Report to the CITY
each quarter, reporting on the status of the PROJECT in relation to the Project
Implementation Schedule. The quarterly progress reports shall begin upon the
signing of this Agreement, and be based on the CDBG program year, beginning
on June Is` and ending on May 3151 of the following year. The quarterly progress
report shall be submitted until the completion of the project or until directed to
discontinue such reports in writing by the CITY.
2. Quarterly progress reports shall be due on the 10`h day of the month following,
the end of the quarter, for the previous quarter's activities.
3. The SUB-RECIPIENT shall use a form provided by the Community
Development Department and shall include all required information about the
number of clients served each quarter (by race, income, and the number of
female headed households).
F. Request for Payment
1. The SUB-RECIPIENT shall provide the City's Community Development
Department, prior to the start of construction, with an itemized list of all
estimated expenditures. This list (on a State of Illinois Engineer's Pay Estimate
form BLR-283 or equivalent) shall show expected quantities and unit prices for
each item.
2. Request for payment shall be submitted on a timely basis. Each request for
payment sent to the CITY shall be accompanied by said payment estimate form
signed by the SUB-RECIPIENT'S authorized representative and showing the
work completed. Changes to items on the pay estimate form must be authorized,
in writing, by the SUB-RECIPEINT (on a State of Illinois Request for Approval
of Change in Plans Form BLR-228 or equivalent), and a copy of such
authorization shall be submitted to the City's Community Development
Department before payment pursuant to such changes is made.
G. Prior to the expenditure of CDBG funds, the SUB-RECIPIENT shall meet with the City's
Community Development Department staff to establish acceptable documentation and
guidelines regarding requests for payment for the activities described in the Scope of
Work. No payment of CDBG funds will be made by the CITY without the required
documentation.
H. SUB-RECIPIENT shall record and report monthly to the CITY all program income (as
defined in 24 CFR 570.500(a)) generated by activities carried out with CDBG funds
made available under this Agreement. Any such program income shall be returned to the
CITY. Written request for an exception to this section must be made in writing to the
CITY's Community Development Department. Such request shall describe why the
SUB-RECIPIENT needs the income, the specific activities the SUB-RECIPIENT will
undertake with the funds, and how the SUB-RECIPIENT will report income and
expenditures to the CITY. A written response to the request will be provided to the SUB-
RECIPIENT from the CITY. The use of any program income by the SUB-RECIPIENT
shall comply with the requirements set forth at 24 CFR 570.504. By way of further
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limitations, to the extent any such income is used during the Agreement period for
activities permitted under this Agreement, SUB-RECIPIENT shall reduce requests for
additional funds by the amount of any such program income balances on hand. All
unexpended program income shall be returned to the CITY at the end of this Agreement
period. Any interest earned on cash advances from the U.S. Treasury and from funds
held in a revolving fund account is not program income and shall be remitted promptly to
the CITY.
III. AMOUNT AND TERMS OF GRANT
A. The CITY shall distribute to SUB-RECIPIENT, as SUB-RECIPIENT'S portion of the
total grant received by the CITY and in consideration of SUB-RECIPIENT'S undertaking
to perform the PROJECT, a maximum of$75,000 (hereinafter "Grant Funds"), to be paid
in the manner set forth herein at Section VII.
B. This PROJECT shall be identified by the following project and account numbers: Project
No. 154748 and Account No. 230-0000-791.93-36, which identifying numbers shall be
used by SUB-RECIPIENT on all payment requests.
C. In the event the services identified in Section II, Scope of the Project of this Agreement
or other eligible services for low and moderate income individuals and households are no
longer provided at the SUB-RECIPIENTS's Food Distribution and Community Nutrition
Center due to actions by the SUB-RECIPIENT, the SUB-RECIPIENT shall reimburse
the U.S. Department of Housing and Urban Development or the CITY for project
activities undertaken in whole or in part with CDBG funds at a rate of 6.7% for each year
and portion of each year remaining on the ten-year useful life of the facility
improvements. The ten-year compliance period shall begin on the commencement date
of this Agreement. This provision shall not be construed as limiting the CITY from
asserting any claims against the SUB-RECIPIENT for the breach of any other terms of
this Agreement.
D. Upon project completion as specified in Section II, Scope of the Project, any remaining
CDBG project funds shall be available for reallocation by the CITY to another eligible
CDBG project. If SUB-RECIPIENT materially fails to comply with any term of this
award, the SUB-RECIPIENT shall repay to the CITY all funds used for ineligible
activities.
E. A minimum of 51 percent of the persons served on an annual basis shall be at or below
80 percent of the Median Family Income in order for the SUB-RECIPIENT to maintain
eligibility for the CDBG funds provided for herein. Said income levels shall be updated
and revised annually to conform to levels set by the U. S. Department of Housing and
Urban Development. Failure to meet the aforementioned minimum 51 percent threshold
shall require SUB-RECIPIENT to reimburse the CITY for funds expended, in whole or in
part, for project activities.
F. Changes in the scope of services, budget, or method of compensation contained in this
Agreement, unless otherwise noted, may only be made through a written amendment to
this Agreement, executed by the SUB-RECIPIENT and CITY.
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IV. SUB-RECIPIENT'S COMPLIANCE WITH THE ACT
A. CITY shall assist SUB-RECIPIENT'S making application for CDBG funds.
B. SUB-RECIPIENT shall abide by the ACT, and all HUD rules and regulations
promulgated to implement the ACT.
C. SUB-RECIPIENT shall, upon request of CITY, (1) assist in the completion of an
environmental review and (2) complete certifications showing equal employment
opportunity compliance including equal employment opportunity certification with
reference to the PROJECT, as set forth in Exhibit "C" attached hereto and made a part
hereof.
D. SUB-RECIPIENT, in performing under this Agreement, shall:
1. Not discriminate against any worker, employee, or applicant, or any member of
the public, because of race, creed, color, sex, age or national origin, nor
otherwise commit an unfair employment practice; and
2. Take affirmative action to insure that applicants are employed without regard to
race, creed, color, sex, age or national origin, with such affirmative action in-
cluding, but not limited to the following: Employment, upgrading, demotion or
transfer, termination, recruitment or recruitment advertising, layoff or
termination, rates of pay or other forms of compensation, selection for training,
including apprenticeship.
E. SUB-RECIPIENT shall permit CITY and HUD to conduct on-site reviews, examine
personnel and employment records and to conduct any other procedures or practices to
assure compliance with the provisions of this Agreement. SUB-RECIPIENT agrees to
post in conspicuous places available to employees and applicants for employment notices
setting forth the provisions of this non-discriminatory clause.
F. SUB-RECIPIENT shall comply with all laws and state and federal rules and regulations,
including but not limited to those regarding a direct or indirect illegal interest on the part
of any employee or elected official of the SUB-RECIPIENT in the PROJECT or
payments made pursuant to this Agreement.
G. SUB-RECIPIENT hereby warrants and represents that neither the PROJECT, including
but not limited to any funds provided pursuant thereto, nor any personnel employed in the
administration of the program shall be in any way or to any extent engaged in the conduct
of political activities in contravention of Chapter 15 of Title 5, United States Code,
referred to as the Hatch Act.
H. SUB-RECIPIENT shall maintain records to show actual time devoted and costs incurred,
in relation to the PROJECT, and shall prepare and submit quarterly progress reports
which describe the work already performed and anticipated during the remaining time of
the PROJECT. Upon fifteen (15)days notice from the CITY, originals or certified copies
of all time sheets, billings, and other documentation used in the preparation of said
progress reports shall be made available for inspection, copying, or auditing by the CITY
at any time during normal business hours, at 150 Dexter Court, Elgin, Illinois.
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I. SUB-RECIPIENT shall adopt the audit requirements of the Office of Management and
Budget (hereinafter "OMB") Circular A-133, "Audits of Institutions of Higher Learning
and Other Non-Profit Institutions." SUB-RECIPIENT shall submit to the CITY one copy
of said audit report. SUB-RECIPIENT shall permit the authorized representatives of the
CITY, HUD and the Comptroller General of the United States to inspect and audit all
data and reports of the SUB-RECIPIENT relating to its performance under this
Agreement.
J. SUB-RECIPIENT and CITY shall at all times observe and comply with Title 24 CFR
Part 570 and all applicable laws, ordinances or regulations of the Federal, State, County,
and local government, which may in any manner affect the performance of this
Agreement. Without limiting the foregoing, the SUB-RECIPIENT shall comply with the
regulations, policies, guidelines and requirements set forth in Exhibit B, attached hereto
and incorporated herein by this reference.
K. SUB-RECIPIENT shall transfer to the CITY any unused CDBG funds and submit all
billings attributable to this Project at the time this Agreement expires.
L. SUB-RECIPIENT will ensure that any real property under the SUB-RECIPIENT'S
control that was acquired and/or improved in whole or in part with CDBG funds is used
to meet the benefit of low and moderate income persons as defined by HUD, for a period
of 10 years after the commencement of this Agreement.
M. If during the 10 year period after the commencement of this Agreement, the SUB-
RECIPIENT disposes of any property under the SUB-RECIPIENT'S control that was
acquired and/or improved in whole or in part with CDBG funds, then the SUB-
RECIPIENT will reimburse the CITY in the amount of the current fair market value of
the property less any portion of the value attributable to expenditures of non-CDBG
funds for acquisition of, or improvement to, the property in accordance with 24 CFR
570.503(b)(8)and 24 CFR 570.505.
V. RIGHTS TO SUBCONTRACT
A. SUB-RECIPIENT is herewith granted authority to subcontract all or any portion of the
PROJECT to such engineers, architects, independent land use consultants, professional
land planner, construction contractors or other entities as SUB-RECIPIENT shall deem
appropriate or necessary and upon such terms as may be acceptable to SUB-RECIPIENT.
B. Administration of any subcontracts by the SUB-RECIPIENT shall be in conformance
with 24 CFR Part 570.200(d)(2) and Part 85.36.
VI. SUB-RECIPIENT'S AUTHORIZATION TO ACCEPT PROPOSALS
A. After the CITY has received notification that funds for the PROJECT have been released
by HUD, the SUB-RECIPIENT shall be authorized to accept the proposal of any
subcontractor for the PROJECT.
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VII. BILLING PROCEDURE
A. Upon release of Grant Funds by HUD for the PROJECT, the CITY shall make
disbursements to the SUB-RECIPIENT as either reimbursement for advances made by
SUB-RECIPIENT or as advances for specific cash requirements of SUB-RECIPIENT for
the PROJECT. All claims of SUB-RECIPIENT, whether for reimbursement or
advancement, shall comply with the following requirements:
1. SUB-RECIPIENT shall submit a listing of all disbursements of CDBG funds, on
a form provided by the CITY;
2. Any claim for advancement of CDBG funds shall be limited to an amount
necessary for SUB-RECIPIENT to meet specific cash requirements for the
PROJECT and shall be disbursed by SUB-RECIPIENT within three (3) working
days of receipt by SUB-RECIPIENT;
3. Any request for reimbursement or advancement pertaining to work under
contracts from the SUB-RECIPIENT shall include the following:
a. For interim payments to contractors and subcontractors, certification that
the work for which payment is requested has been performed and is in
place and to the best of SUB-RECIPIENT'S knowledge, information and
belief that, the quality of such work is in accordance with the contract
and subcontracts, subject to: (i) any evaluation of such work as a
functioning PROJECT upon substantial completion; (ii) the results of
any subsequent tests permitted by the subcontract; and (iii) any defects or
deficiencies not readily apparent upon inspection of the work; and
b. For final payment, certification that the work has been performed in a
satisfactory manner and in conformance with the contract.
4. Processing of all requests for payment shall be contingent upon the submission of
the required documentation by the contractor and subcontractor to the CITY that
fully complies with federal labor standards, uniform relocation act or any other
applicable federal, state, or local statutes, rules or regulations.
5. SUB-RECIPIENT shall forward to CITY all billings, vouchers, and other
documents representing any accounts payable, in such timely and reasonable
manner as both parties shall determine; provided, however, that in no event shall
such documents be forwarded to CITY later than twenty-one (21) days after
SUB-RECIPIENT'S receipt of such documents.
6. SUB-RECIPIENT shall cooperate with the CITY to facilitate the maintenance of
financial records by the CITY as required by Title 24 CFR 85.
B. Upon submission of an acceptable claim for Grant Funds, CITY shall process such claim
and shall approve such claim for payment following approval by the City's Community
Development Department, for compliance with this Agreement and applicable HUD
requirements.
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C. Except as provided for in Section IX and X herein, CITY shall pay all required payments
against eligible project costs, as described in Section II.B, incurred by SUB-RECIPIENT
under this Agreement.
VIII. ADMINISTRATION AND REPORTING REQUIREMENTS
A. SUB-RECIPIENT shall administer the Grant Funds in conformance with the regulations,
policies, guidelines and requirements of OMB Circular numbers A-110, A-122, and A-
133, as they relate to the acceptance and use of federal funds for the PROJECT.
B. SUB-RECIPIENT shall submit all required information to show compliance with
applicable laws, rules and regulations, as specified in this Agreement and shall submit to
CITY a quarterly progress report no later than the 10th day of the month following the
activity being reported. SUB-RECIPIENT shall comply with all reporting and other
requirements as specified in Exhibit "B" attached hereto and made a part of this
Agreement.
C. Relocation of Tenants
SUB-RECIPIENT shall comply with the requirement under the Uniform Relocation
Assistance and Real Property Acquisition Policies Act of 1970. SUB-RECIPIENT shall
maintain a separate relocation file for each displaced person/business for at least three
years after the project has been completed or the person/business has received final
relocation payments, whichever is later. Relocation costs must be paid to any tenant
(residential or nonresidential) who occupies any building being acquired and is forced to
move without cause. Waiver of rights to relocation costs can only be done by a single
family homeowner.
D. Management Plan and Operating Budget of the Facility
SUB-RECIPIENT shall maintain, and keep current, a management plan and operating
budget stating policies governing the operation of the facility and shall keep this plan and
budget on file with the CITY.
IX. TERMINATION OF AGREEMENT OR SUSPENSION OF PAYMENT
A. During the implementation of the PROJECT, CITY may terminate this Agreement or
may suspend payment of Grant Funds to SUB-RECIPIENT for SUB-RECIPIENT'S
substantial breach of this Agreement, abandonment of the PROJECT or occurrence
rendering impossible the performance by SUB-RECIPIENT of this Agreement.
B. During the implementation of the PROJECT, the CITY may suspend payments of Grant
Funds, due to use of funds in a manner unrelated to or in breach of this Agreement
relative to, SUB-RECIPIENT'S performing the PROJECT, failure by SUB-RECIPIENT
in submitting supporting information or documentation for a claim, submission by SUB-
RECIPIENT of incorrect or incomplete reports, or SUB-RECIPIENT'S suspension of its
pursuit of the PROJECT.
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C. In the event CITY elects to terminate this Agreement or to suspend payments, for any
reason stated herein above in paragraph A and B of this Section IX, it shall notify the
SUB-RECIPIENT, in writing, of such action, specifying the particular deficiency, at least
five (5) working days in advance of any such action and establishing a time and a place
for the SUB-RECIPIENT to refute the alleged deficiency at a time prior to CITY'S taking
such action. After allowing the SUB-RECIPIENT the opportunity to refute or correct the
alleged deficiency, if the alleged deficiency continues to exist, in the opinion of the
CITY, the CITY may withhold payment of the Grant Funds until such time as the
violation or breach is remedied. No action taken or withheld by the CITY under this
paragraph shall relieve the SUB-RECIPIENT of its liability to the CITY for any funds
expended in violation of any of the terms of this Agreement.
D. SUB-RECIPIENT shall transfer to the CITY any unused CDBG funds and submit all
billings attributable to this Project at the time this Agreement terminates or is suspended.
X. REMEDIES
A. To the fullest extent permitted by law, SUB-RECIPIENT agrees to and shall indemnify,
defend and hold harmless the CITY, its officers, employees, boards and commissions
from and against any and all claims, suits,judgments, costs, attorneys fees, damages or
any and all other relief or liability arising out of or resulting from or through, or alleged
to arise out of, any breach of this Agreement; misuse or misapplication of funds derived
pursuant to this Agreement by SUB-RECIPIENT; violation of any statutes, rules and
regulations, directly or indirectly, by SUB-RECIPIENT and/or any of its agents or
representatives; or any negligent acts or omissions of SUB-RECIPIENT or of SUB-
RECIPIENT'S officers, employees, agents or subcontractors. In the event of any action
against the CITY, its officers, employees, agents, boards or commissions covered by the
foregoing duty to indemnify, defend and hold harmless, such action shall be defended by
legal counsel of CITY'S choosing. The provisions of this paragraph shall survive any
termination and/or expiration of this Agreement.
B. In the event of loss of approved Grant Funds for the PROJECT as a result of any
violation or breach of this Agreement by the CITY, misuse or misapplication of funds
received from HUD unrelated to the PROJECT, or any violation of the statutes, rules and
regulations of HUD, directly or indirectly, by CITY and/or any of its agents or
representatives, CITY'S liability to SUB-RECIPIENT shall be limited to any funds
which have previously been provided to sub-recipient pursuant to this Agreement. SUB-
RECIPIENT hereby waives and releases CITY from any and all other liability pursuant
to any such breach, misuse, misapplication or violation of statutes, rules or regulations.
C. In the event HUD, or any other federal agency, makes any claim which would give rise to
invoking the remedy provisions, as set forth in paragraph A or B of this Section X, then
the CITY or SUB-RECIPIENT shall immediately notify the other party, in writing,
providing the full details of the alleged violation. To the extent that any such matter is
not subject to exclusive federal jurisdiction, venue for the resolution of any disputes or
the enforcement of any rights arising out of or in connection with this Agreement
between the CITY and SUB-RECIPIENT shall be in the Circuit Court of Kane County,
Illinois.
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D. In addition to any remedies available to the CITY, if CITY has lost or been prevented
from receiving any federal funds, other than the Grant Funds, as a result of any alleged
violation of law or other breach of this Agreement by SUB-RECIPIENT, or if SUB-
RECIPIENT otherwise fails to comply with any term of this award or Agreement, the
SUB-RECIPIENT shall repay, upon demand by the CITY, such amount of Grant Funds
previously disbursed or allegedly due to the SUB-RECIPIENT.
XI. TIMELINESS
A. Time is of the essence of this Agreement. SUB-RECIPIENT shall meet the schedule
deadlines listed below. Any milestone which the SUB-RECIPIENT does not achieve
within two months of the date listed will result in the SUB-RECIPIENT submitting a
revised implementation schedule for approval by the City's Community Development
staff. Failure to achieve these deadlines may result in the loss or reduction of grant funds
at CITY's discretion.
Actions Date
1. Submit Request for Payment for March 31, 2013
Construction Costs paid during
June 1, 2011 and May 31, 2012
B. SUB-RECIPIENT. Shall complete the PROJECT within twelve (12) months from the
date of this Agreement. However, in the event of any alterations or additions or of
circumstances beyond the control of SUB-RECIPIENT, which in the opinion of the
Community Development Director will require additional time for completion of said
expenditures, then in that case, the time of completion shall be extended by the
Community Development Director by a period of time not to exceed six(6)months.
C. If SUB-RECIPIENT is delayed in the completion of the PROJECT by any cause
legitimately beyond its control, as determined by the CITY, such that it cannot complete
the PROJECT within eighteen (18) months of the date of this Agreement, it shall
immediately give written notice to the CITY of the anticipated delay, the reasons
therefore and request an extension of time for completion of the PROJECT. CITY's
Community Development Director shall consider any such request and shall make a
recommendation to CITY's City Council as to whether in his sole discretion he considers
such an extension to be reasonable and necessary, under the totality of circumstances to
be required for completion of the PROJECT due to the particular circumstances. The
CITY's City Council shall act upon the extension request and recommendation of the
Community Development Director and notify the SUB-RECIPIENT whether the time
extension is granted or denied, and the CITY's intention to exercise the remedies
available herein, including but not limited to suspension of further payments. A revised
implementation schedule shall be submitted by SUB-RECIPIENT if an extension is
granted by the CITY.
XII. MISCELLANEOUS PROVISIONS
A. AMENDMENTS - This Agreement constitutes the entire Agreement between the parties
hereto. There are no other agreements, either oral or implied, between the parties hereto
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regarding the subject matter hereof. Any proposed change in this Agreement shall be
submitted to the other party for prior approval. No modifications, additions, deletions, or
the like, to this Agreement shall be effective unless and until such changes are executed,
in writing, by the authorized officers of each party.
B. SUBJECT TO FINANCIAL ASSISTANCE AGREEMENT - This Agreement is made
subject to financial assistance agreements between the CITY and the United States
Department of Housing and Urban Development, with the rights and remedies of the
parties hereto being in accordance with any such agreements.
C. ASSIGNMENT - Except as provided in Sections V and VI hereof, SUB-RECIPIENT
shall not assign this Agreement or any part thereof and SUB-RECIPIENT shall not
transfer or assign any Grant Funds or claims due or to become due hereunder, without the
written approval of the CITY having first been obtained.
D. ATTORNEY'S OPINION - If requested, SUB-RECIPIENT shall provide an opinion of
its attorney, in a form reasonably satisfactory to the CITY, that all steps necessary to
adopt this Agreement, in a manner binding upon SUB-RECIPIENT, have been taken by
SUB-RECIPIENT, and that SUB-RECIPIENT is in compliance with applicable local,
state and federal statues, rules and regulations for the purpose of complying with this
Agreement.
E. HEADINGS - The section headings of this Agreement are for convenience and reference
only and in no way define, limit, or describe the scope or intent of this Agreement, and
should be ignored in construing or interpreting this Agreement.
F. The terms of this Agreement shall be severable. In the event 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.
G. This Agreement shall not be construed to create a joint venture, partnership, employment
or other agency relationship between the parties hereto.
H. Venue for the resolution of any disputes or the enforcement of any rights between the
parties hereto arising out of or in connection with the terms and provisions of this
Agreement shall be in the Circuit Court of Kane County, Illinois.
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IN WITNESS WHEREOF,the parties hereto have executed this Agreement on the dates recited below.
CITY OF ELGIN, an Illinois Municipal Corporation
BY: �• 'AW/
Sean R. Stegall
City Manager
DATE: March 20, 2013
ATTEST: &4�6� AW'A
Kimberly wis
City Clerk
SUB-RECIPIENT: Northern Illinois Food Bank
273 Dearborn Court, Geneva, Illinois 60134
BY: LEO
Pete Schaeftr '
President and CEO
DATE: I 0 I i
ATTEST:
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EXHIBIT A
SUB-RECIPIENT'S CDBG APPLICATION
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i
PROPOSAL APPLICATION FOR CDBG FUNDING:
THE COMMUNITY DEVELOPMENT BLOCK GRANT(CDBG)
ENTITLEMENT PROGRAM
FISCAL YEAR 2011
JUNE 1,2011 THROUGH MAY 31,2012
L
Organization Name: Northern Illinois Food Bank
Project Name: Food Distribution and Communitv Nutrition Center
Project Address: 273 Dearborn Court, Geneva, IL 60134
Exec Director Name: H. Dennis Smith
Address: 600 Industrial Drive,St. Charles, IL 60174
Telephone#: .630-443-6910 Fax#: 630-443-6916
Email Address: dsmith @northernilfoodbank.org Website(if applicable):www;northernilfoodbank.org
Employer(IRS) ID#: 136-3203648 DUNS#: F108716409
Contact Name: Hester Bury Title: Senior Development Officer
Contact Telephone#: 630-443-6910 ext.124 Fax#: 63D-443-6916
Contact Email: hbury@riorthernilfoodbank.org Website (if applicable):www.northernilfoodbank.org
PROJECT FUNDING REQUEST
CDBG Funds Requested $150,000 Funding Leveraged from other Sources 5151685,420
Check the category,which describes the type of funding, requested:
❑Housing ❑ Public Facility (❑ Infrastructure
Economic Development ❑ Public Service ❑ Other
BRIEF PROJECT DESCRIPTION:
Please provide a one-sentence statement about you r project—not your organization.
Northern Illinois Food Bank(NIFB)is requesting funding towards construction of a new Food Distribution and
Community Nutrition Center to enable them to handle more food more efficiently and provide hunger relief to
those in need in their service area,including Elgin.
City of Agin CDBG Application FY 2011 Application ?age 15
CONSTRUCTION PROJECTS ONLY
Public Improvements/Construction Activity Application Form
Project Name/Title:Food Distribution and Community Nutrition Center
Agency Name: Northern Illinois Food Bank
Agency Address: 600 Industrial Drive
City:St.Charles State: IL Zip: 60174
i
1. Project Description(Attach additional sheets as necessary.)
a. Provide a detailed description of the facilities to be provided or improved. Identify major components of
proposed.work and state estimated quantities:
Northern Illinois Food Bank (NIFB) is requesting funding for Phase 2 of the construction of our new Food
Distribution and Community Nutrition Center. Phase.1 was the purchase of the land, which was completed
in September 2008. Phase 2 started with a Ground Breaking ceremony in July 2010 and construction began
in September 2010. NiFB requested $200,000 from 2010 City of Elgin CDBG funds towards the Phase 2 costs
and was awarded $50,000. We are now requesting the balance of that request - $150,000 - to support
completion of the project.
The construction of a new facility has long been part of NIFB's vision to meet the hunger challenge in our 13-
i
county service area.The recent recession and high unemployment over the past two years has now made
this project an urgent necessity.The 2010 Hunger Study conducted by Feeding America for our service area
reported that we are serving 502,400 different people annually and 61,60D different people each week.
Many people facing-prolonged unemployment are requesting food assistance for the first time as they
struggle to make ends meet and feed themselves and their families. Since 2008 NIFB has.increased the
amount of food acquired and distributed:by 59%from 22.5 million pounds in FY 08 to 35.1 million pounds in
FY 10.-Our current 45-year old facility is no longer sufficient for us to effectively manage this amount of
food. The new facility will enable us to improve the storage and handling systems with added freezer and
cooler space, more dock doors and the ability to rack five pallets high in our dry storage area. A Clean Room
will enable us to safely re-pack bulk foods, which we currently are unable to accept, into family size
packages. In the Production Kitchen trained staff.will be able to convert donated foods, particularly the
frozen meat and perishable foods being recovered from local retail stores, into ready-to-eat meals. Both
these areas will increase the amount of food we can make available for distribution through our network of
food pantries, shelters and soup kitchens. An integral part of the new facility will be the Community
Nutrition Center, the physical base for our Community Nutrition Program. In September 2010 we hired a
credentialed dietitian to design this program that will provide nutrition education for partner agencies and
the client population.A Demonstration Kitchen will also provide opportunities for hands-on workshops and
classes to build awareness of healthy eating and good nutrition.
Elgin residents will benefit from the increased food NIFB can make available through their 45 partner
agencies in the county (see attached'list). In FY 10 NiFB distributed 673,404 pounds of food through these
agencies; a 43% increase over the previous year. Elgin agencies reported serving 118,087 individuals from
22,715 households (duplicated) in FY 10. The Youth Nutrition Program serves over 600 Elgin children daily
1 with nutritious meals and 250 children weekly with backpacks filled with food to take home for the i
weekend.
City of Elgin CDBG Application FY 2011 Application Page 16
(iv) Environmental Hazards
Yes X No `
if yes,explain:
c. Provide a time line for the project and current status of project progression:
Construction Bid Period: 7/2010–12/2010 Start Date: 9/2010 Completion Date: 7/2011
Status:As of December 2011 the building.is under construction.Completion is anticipated for July 2011.
3. Project Benefit: (Attach additional sheets as necessary.)
a. Describe the existing problems or conditions to be corrected by the.proposed activity. Identify the persons
affected by these conditions. Explain how the project benefits low and moderate income people.
NIFB serves all those in need of food in 13 northern Illinois counties. There are 299,523 people living in
poverty (US Census 2008) in our service area, but 1 in 6 are food-insecure, meaning that at least once in a
year they will be hungry and in need of food.assistance. NIFB provides food for 61,600 different people in
any given week. This is a significant increase of 65% over the past four years, reflecting the skyrocketing
demand caused by the recent recession and high levels of unemployment. In Kane County there are 38,764
people living in poverty (US Census 2008) and unemployment is currently at 8.3% (October 2010) but has
been as high as 12.3% (January 2010). As the second largest city in the county Elgin has seen sustained high
levels of unemployment since late 2008 and.this has put increased demand on local social services to ('
provide basic needs support for the low and moderate income population. Demand at emergency food
pantries has increased and these agencies are now serving an average of 10,000 individuals per month.
These food pantries receive approximately 70%of the food they distribute from NIFB.There are 13,351 Elgin
children eligible for free or reduced meals as determined by the Illinois State Board of Education. The
improved service that NIFB will be able to provide with the new facility will benefit Elgin residents by
providing access to increased amounts of nutritious food.Once named "the fattest city in the United States"
NIFB's Community Nutrition Program will also provide the Elgin community with opportunities for
addressing this obesity problem through workshops and increased access to nutritious protein and fresh
produce. NIFB is collaborating with Activate Elgin in their initiative and programs to address childhood
obesity in the community.
b. Describe in quantifiable terms the goals to be achieved by your project during the proposed funding period,
and how the recipients of your services will be benefited or changed.
NIFB's new facility will give us the resource to distribute up to 5 million pounds of food a month, more than
40•% increase over current capacity. Additional freezer and cooler storage will enable NIFB to recover, store
and distribute additional fresh and frozen product. This will benefit low-income recipients by providing
access to more food at local feeding programs and improving their health and well.being, while allowing
them to use their limited resources for other necessities.
Providing nutritious food for low—income children is vital to their physical and academic development.The
cost of healthy and fresh foods has risen while the cost of processed and junk food has decreased. Food-
insecure households purchase inexpensive and nutritionally deficient foods to maximize every dollar. This
leads to over-consumption of calorie dense foods,contributing to a less healthy diet and malnutrition.
City of Elgin CDBG Appiication FY 2011 Application Paae 18
I�
b. Indicate the primary function of the facilities to be provided or improved: i
The primary function of the new Community Nutrition and Food Distribution Center is to acquire and
distribute nutritious food to all those in need through NIFB's network of member agencies. Increased food
storage and handling space, additional dock doors, and a significantly larger freezer and cooler will provide
added capacity and translate to operating cost savings that can be leveraged to increase food distribution.
Additional facilities such as the Clean Room, Production Kitchen.and Community Nutrition Center will add
the ability for NIFB to process bulk foods and provide educational workshops on healthy eating and target
specific populations at risk of diabetes and obesity.
c. Readiness to Proceed:
(i) Do you have an architect/engineer under contract? If so provide name. X Yes i No
Rockford Associates Inc.
(ii) Do you have preliminary plans/drawings completed (If so,attach)? X Yes ❑ No
(ii) Do you have project cost estimates completed (if so attach)? X Yes ❑ No
(using Davis Bacon Wage Rate and Labor Standards)
Please note that any costs incurred prior to the award and environmental review process cannot be
reimbursed to the applicant.
e. Provide evidence of site control. Copy of the deed. If property is not owned provide a copy of the lease.
Agreement and letter from owner approving proposed work.
CONSTRUCTION PROJECTS ONLY
2. Project Location:Geneva, IL
a. Project Address/Location: (Include photographs)
273 Dearborn Court,Geneva, IL 60134
Census Tract(s):8525 Block Group(s):
b. Indicate if the project is located in, or will have any impact on,the following: (Please indicate Yes or No)
(i) National Register Historic District (ii) Designated Wetlands Area (iii) Land Use/Zoning Change
Yes X No ❑ Yes -' X No ❑ Yes X No
If yes, explain: If yes, explain: i If yes, explain: i
I
City of Elgin COBG Application FY 2011 Application Page 17
CONSTRUCTION PROJECTS ONLY
Project Budget
- RN N,
Ell
_ -§ -
_ - — � 1+1
4.
r
Land 5329,120.00 $1.970,880.00 $2,300,000.00
Existing structures $0.00
Other acquisition costs $0.00
w
Demolition/clearance $0.00
Other site costs $0.00
New Construction $1,200,493.00 $12,334,927.00 $13,535,420.00
Rehabilitation $0.00
Performance bond premium $0.00
Construction contingency 50.00
Furniture and fixtures $0.00
;a _ _
Architect Fees $0.00
Engineering fees $0.00
Other &E fees 50.00
Appraisal fees $0.00
Survey $0.00
Soil boring/environmentaVLBP evaluation $0.00
Tap fees and impact fees 50.00
Permitting fees $0.00
Legal fees $0.00
Other _ $0.00
N 8 $7��_ SS � _ .r_ sue_. s Tq0 r
Developer fees $0.00
Project reserves $0.00
Relocation costs - -• $0.00 -
Marketing/management $0.00
Operating $0.00
Taxes $0.00
Insurance $0.00
Other $0.00
35,`a'1�>
o.._--.-Z— 3-�.'- '+cam - °�+ $a - ,:4: �x .,- - _ '.,�'_ � +7__ .+Y-3 a. +•s a
'The line items in column A are a guide. Items may be added or deleted depending on the type of project.
CONSTRUCTION PROI=CTS ONLY
1. Construction Procurement Guidelines for private non-profit construction projects
All construction contracts in excess of$2,000 will be subject to federal Davis-Bacon Wage Rates and Labor
Standards provisions.A schedule of current prevailing wage rates and fringe benefits is available at the Illinois
City of =1gin CDBG Application FY 2011 Application Page 19
Department of Labor at www.state.il.us\agencv\idol\rates\evenmo\kane9999.htm .
(
$25,000-$99,999
Projects over $25,000 require Newspaper Advertisement Public Solicitation of Contractor Bids in Elgin
Standard Times. Federal requirements for Davis -Bacon and Minority and Women Business Enterprise
Participation (MBE/WBE)compliance will be applicable.
Federal Section 3 and City of Elgin Minority Workforce Requirements are not applicable for contracts
under$100,000.
The lowest 'qualified bid representing the. complete scope of work from a QUALIFIED
CONTRACTOR will be considered.
$100,000+
Projects over $100,000 require Newspaper Advertisement Public Solicitation of Contractor Bids in Elgin
Standard Times. Federal requirements for Davis -Bacon and Minority and Women. Business Enterprise
Participation (MBE/WBE)compliance will be applicable.
Federal Section 3 and City of Elgin Minority Workforce Requirements will be applicable for contracts over
$100,000.
Bond Requirement—100%Payment and Performance Bonds.
The lowest qualified bid representing the complete scope of work from a QUALIFIED CONTRACTOR will be
considered.
t
City of Agin CDBG Applicafion FY 2011 Appiication Page 20
2. PROJECT ELIGIBILTY SECTION
A. This project is located in 8525 Census Tract(s) (identify tract by number)
(website—Factfinder.census.gov)
B. This project meets at least ONE of the HUD national objectives listed below (please check all applicable,
discussion and definitions available on page 6 of the packet):
X 1. Benefits low/moderate income individuals/households
2.Addresses the prevention or elimination of slums or blight
3. Meets a particularly urgent community development need.
C. Check all statements that describe HOW this project or activity meets one of the National Objectives
above:
❑ LIM Area Benefit: the project meets the identified needs of L/M income persons
residing in an area where at least 51% of those residents are L/M income persons.
The benefits of this type of activity are available to all persons in the area regardless
of income. Examples: street improvements, water/sewer lines, neighborhood.
facilities,facade improvements in neighborhood commercial districts.
X LIM Limited Clientele: the project benefits a specific group of people (rather than all
the residents in a particular area), at least 51%of whom are L/M income persons.The
following groups are presumed to be L/M: abused children, elderly persons, battered
spouses, homeless, handicapped, illiterate persons. Examples: construction of a
senior center, public services for the homeless, meals on wheels for elderly,
construction of job training facilities for the handicapped.
LIM Housing: the project adds or improves permanent residential structures that will
be occupied by L/M income households upon completion. Housing can be either
owner or renter occupied units in either one family or multi- amily structures. Rental
units for L/M income persons must be occupied at affordable rents. Examples:
acquisition of property for permanent housing, rehabilitation of permanent housing,
conversion of non-residential structures into permanent housing.
❑ L/Mlobs: the project creates or retains permanent jobs,at least 51%of which are
taken by L/M income persons or considered to be available to L/M income
persons. Examples: loans to pay for the expansion of a factory, assistance to a
business which has publicly announced its intention to close w/resultant loss of
jobs, a majority of which are held by L/M persons.
❑ MicroEnterprise Assistance: the project assists in the establishment of a
microenterprise or assists persons developing a microenterprise. (A
microenterprise is defined as having five or fewer employees, one or more of
whom owns the business.) This activity must benefit low/moderate income
persons, area or jobs as defined in previous sections.
NOTE: List is continued on the following page...
City of Elgin CDBG Application FY 2011 Application Page 21
❑ Slum or Blighted Area: the project is in a designated slum/blight area and the result of
this project addresses one or more of the conditions that qualified the area.
❑ Spot Blight: the project will prevent or eliminate specific conditions of blight or
physical decay outside a slum area. Activities are limited to clearance, historic
preservation, rehabilitation of buildings, but only to extent necessary to eliminate
conditions detrimental to public health and safety. Examples: historic preservation of a
public facility threatening public safety, demolition of a deteriorated, abandoned
building.
D. Project Category[check one]:
❑ Acquisition of Real Property
❑ Disposition of Real Property
® Public Facilities and Improvements (e.g., homeless shelter, water and sewer
facilities, flood and drainage improvements, fire protection
facilities/equipment, community, senior and health centers, parking, streets,
curbs,gutters and sidewalks, parks and playgrounds.)
❑ . Privately-Owned Utilities
Public Service(i.e.,a new service or an increase in the level of a service)
❑ Relocation Payments and Assistance to Displaced Persons
❑ Removal of Architectural Barriers, Handicapped Accessibility
❑ Housing Rehabilitation
❑ Historic Preservation
❑ Commercial or Industrial Rehabilitation, including facade improvements and
correction of code violations.
❑ Special Economic Development or assistance to micro-enterprises.
t
City of-Elgin CDBG Application FY 2011 Application Page 22
3, IMPACT ON APPLICABLE GOALS,NEEDS,AND OBJECTIVES
The Five-Year Consolidated Plan identifies both priority needs in the community and strategies to
address these needs. The need for your proposed project will be determined by identifying how the
project impacts-upon the adopted Consolidated Plan Priority Needs.
Therefore, applications should provide a clear expianation.of how the project impacts upon the adopted
Consolidated Plan Priority Needs. Greater consideration will be given to projects that provide a clear
description of the project with supporting data and methodology of how the project will meet the
Consolidated Plan Priority Needs.
Please identify the category and activity applicable to your proposal, using that table as your guide:
Example:
✓Public Services Activity: Youth Transportation
❑ Homelessness Activity
❑ Infrastructure Activity
Affordable Housing Activity
Public Facilities Activity Food Distribution and Community
Nutrition Center Construction
❑ Planning&Capacity Building Activity
The City of Elgin has identified ten strategic goals to reflect the City's ongoing commitment to the community.
Greater consideration will be given to projects that provide a clear description of the project with
supporting data and methodology of how the project will meet the City's strategic goals.
Please identify ALL the categories applicable to your proposal:
N A Safe Community ❑ Quality Housing
❑ Neighborhood Vitality ❑ River as a Resource
g Economic Growth and Diversified Tax ❑ Alive Downtown
Base ❑ Financially Stable City Government
❑ Recreational, Leisure . and Cultural ❑ Customer Service
Opportunities for all Citizens ❑ Diverse Management Staff
PROPOSED PROJECT ACCOMPLISHMENTS
Please briefly describe ar000sed accomplishment(s) if funding is awarded:
(Accomplishments must be described in terms of households served, people served, businesses created,
housing units created,jobs created or public facilities undertaken. Example: This program will serve 485
LMI individuals, this program will create 25 jobs, etc.)
PROPOSED ACCONIPLISHMENTS:The project will enable distribution of up to 5 M pounds of food
per month to serve over 61,600 people per week. Every month at least 10,000 low to moderate
income Elgin residents will benefit from receiving nutritious food and meals.
Please answer the following auestions:
A. What is the total estimated number of persons to be served by this project? X02-,400
B. What is the total estimated number of LMI persons to be served by this project? 1 502,400
C. What is the anticipated percentage of LMI persons to be served by this project? ]00%
Ciiy of Elgin CDBG Appiicafion FY 2011 Appl A 23
4. ACTIVITY DESCRIPTION:
Please answer the following questions in the space provided.
A. Provide a detailed description of the proposed activity including how the activity will address the
community need you have indicated. identify whether the activity is new, ongoing,or expanded from
previous years.
The proposed activity is the construction of a new Community Nutrition and Food Distribution Center in
Geneva. This facility will enable Northern Illinois Food Bank to handle more food more efficiently and
provide access to increased amounts of nutritious food for partner agencies. This will benefit the low-
income population in need of food assistance because of limited resources caused by unemployment,
under-employment and other economic stress. The construction was started in September 2010 and is on-
going with anticipated completion in July 2011.
B. identify who will benefit from the proposed activity (e.g. homeless, youth, seniors, disabled, et
cetera). If designed to benefit persons of L/M income, describe the process you will use to identity
these persons and ensure that the activity meets this objective. (An LMi certification form is included
in the RFP Packet).
The 2010 Hunger in America study conducted by Feeding America for NiFB's service area reported that 61,600
people are served each week. Low to moderate income people in need of food assistance throughout NiFB's
13 county service area will benefit.from the improved facility by increased access to nutritious food through
their local food pantry, soup kitchen, shelter or youth activity site. NIFB handles distribution of federal
commodities for all qualifying partner agencies and these agencies are required to ask clients receiving food to i
sign a self-attestation that they meet federal low to moderate income guidelines. These signature sheets are
filed with NIFB monthly.
C. Identify the accomplishments you intend to achieve with this activity. Provide an activity
timeframe/schedule (include start, completion dates,and other significant stages).
The goal of this activity is to complete construction-of the new Community Nutrition and Food Distribution
Center and occupy the building in mid-2011.All operations will be moved from the existing St. Charles facility.
5. ORGANIZATIONAL CAPACITY
Please answer the following questions in the space provided.
A. Provide an overview of your organization including length of time in existence.Attach a list of current
officers and board members with terms.
Northern Illinois Food Bank (NIFB) was founded in 1982 in Wheaton, IL and relocated its
headquarters to St. Charles in 1995. In order to adequately serve their 7,000 square mile area NIFB opened
a Branch in Lake County in 2001 and acquired the Hunger Connection in Rockford in 2005. NIFB also has an
office in Joliet from which their Agency Representative provides service for the southern region. NIFB
provides nutritious food to all those in need through its own efforts and those of its 665 program partners
in the following 13 counties - Boone, DuPage, DeKalb, Grundy, Kane, Kankakee, Kendall, Lake, McHenry,
Ogle, Stephenson, Will and Winnebago. NIFB acquires, gathers, handles, and distributes donated,
government, and purchased food to 61,600 different people each week through local food pantries, soup
kitchens, shelters,group homes,youth activity centers and other food assistance sites.
City of Elgin CDBG Application FY 2011 Application Page 24
B. Describe your organization's experience in successfully conducting this type of activity. Identify any
skills,current services,or special accomplishments that demonstrate your capacity for success.
In FY 10 NIFB distributed 35.1 million pounds.of food, a 291/o increase over the previous year.Since.2004, NIFB
has become a leader in Food Recovery from local retail stores. NIFB makes. over 190 stops a week to pick up
frozen meat, produce, bread and bakery goods from a total of 119 retail stores, including Jewel,Sam's Club and
Walmart. In FY 10 we recovered 6.6 million pounds of food, of which 3.3 million was frozen meat, a valuable
source of protein. NIFB's Youth Nutrition Program is a multi-faceted, year-round program that brings nutritious
meals to children at risk of hunger or inadequate nutrition so they can develop healthy bodies and minds. Over
4,500 children are served daily with after-school snacks, cold and hot suppers and summer breakfasts and
lunches. More than 1,100 children are served weekly through the Backpack Program which gives at-risk children
a backpack filled with non-perishable, child-friendly, easy to prepare nutritious food to take home on the
weekend. In the past year we provided 1.1 million meals for hungry children. In 2009 NIFB introduced Senior
Food Boxes and Emergency Food Boxes to serve specific at risk populations. The Mobile Pantry, a traveling
food pantry carrying up to 10,000 pounds of food, provides direct distribution of food in under-served areas or
for agencies with limited storage and made 283 visits in the past year. A recently acquired second Mobile
Pantry truck will enable us to expand this program to reach more families. NIFB's consistent commitment to
service and high operating standards has earned them recognition for their innovative approach to feeding
hungry people, including the award of the 2010 Food Bank of the Year from Feeding America. They also have
seven consecutive years of a 4-star rating from Charity Navigator placing us among the top 2% of charities
nationwide for fiscal responsibility.
C. Identify the person(s) responsible for program and financial management of the activity. Identify all
other persons involved in this activity noting whether these positions are current or new, pending
this award.
H.Dennis Smith, President and CEO since 1998, is responsible for overseeing the progress and
financial management of the project. He is assisted by NIFB staff including Dianne Korizon, Manager of
Accounting and Finance (hired November 2010), Laura Hall, Director of Human Resources (hired November
2009),Julie Yurko, Director of Development(hired April 2010)and other senior staff.
NIFB has engaged the services of Ed Disler, Owner Services Management to act as our Owners
Representative during the construction of the new facility. Ed acts as the liaison between the Food Bank,
the architect Rockford Associates and the construction partner Ryan Companies.
-D:--Identify any other agencies/partners in this activity and define the roles and responsibilities of these----
partners.
NIFB collaborates every day with our partner agencies to serve those in need of food assistance.in
Elgin this includes 9 food pantries, 7 soup kitchens,6 group homes and 22 youth sites(see attached
list). NIFB staff participated in the start-up committee for the creation of Feeding Greater Elgin to
provide a new client-choice food pantry to serve the community. NIFB will continue to collaborate
closely with this new non-profit agency as they establish service.
Federal commodities from the TEFAP program are provided at no cost to Elgin emergency
food pantries and funding is also received to purchase food for these agencies from the Emergency
Food and Shelter Program administered by the Fox Valley United Way.
City of Elgin CDBG Application F11 2011 Application Page 2S
i
E. Demonstrate that the proposed activity is economically feasible and can be implemented in a timely
cost effective manner within the proposed program year.
NIFB has raised over$6 M towards the project budget of$15,835,420 which includes purchase of land
And construction.The NIFB Board.negotiated the issue of a.Tax Exempt Municipal Bond from the City
of Geneva in the amount of$12 M to enable construction to begin. A total of$875,493 was secured in
FY 10 CDBG funding from DuPage County,Kane County,City of Elgin and City of Naperville. NIFB
continues to raise funds from individuals,corporations,foundations and community organizations.
F. Oftentimes projects that receive an award of CDBG funding are actually awarded less than the
amount originally requested. This requires the submission of a revised budget and a description of
how it will carry out the proposed activity with reduced funding prior to the commitment of any
funding. Please indicate here whether your proposed activity could be undertaken with a reduced
commitment of funding and if so, please highlight how that would affect the scope of services you
are proposing.
NIFB and is committed to the completion of the project and would welcome funding at any amount from the
City of Elgin CDBG.
l
Application Page 10
A-7
City of Elgin CDBG Application I Y 20111 Application Pace 26
6. FINANCIAL.
The City encourages CDBG funds to be utilized as gap funding. A gap is defined as the amount of
funding necessary to run a program after all other funding sources have been identified, thus
leveraging is very important in the application process.
ACTIVITY BUDGET
Please answer. the following questions in the space provided. You may reference and attach an
additional page if necessary.
A. Complete the Budget Summary chart. More detailed budgets may be attached (and are strongly
recommended)in support of the proposal.
B. Identify sources of leveraged funding for this activity. Include the status of these funds (i.e. cash on
hand, grants received, planned fund-raising, etc.). Attach copies of funding commitment letters or
other evidence of funding support.
C. Leverage-Consideration will be given to the amount of non-CDBG funds committed to the project.
BUDGET SUMMARY
Category Breakdown CDBG Leveraged Funds Source of Total Funds
Leveraged Funds
Personnel *
Contractual Services
(Specify)
Rent &Utilities
Communications I �.
Travel
Land Purchase $329,120 $1,970,880 Individuals, $2,300,000
Corporations and
Foundations
Construction $875,493 $12,334,927 individuals, $13,535,420
(received) Corporations and
$325,000 Foundations
(pending)
Total CDBG Request $1,529,613
Total Other Funds $14,305,807
Grand Total $35,835,420
$1,529,61-3 _
City of Elgin CDBG Appiication FY 20111 Application Page 27
*NOTE: Please complete Budget Detail Chart on page 26 if personnel costs are included in your proposal.
BUDGET DETAIL
This section provides back-up for each line item shown in the Budget Summary Chart. Please make certain this
detailed breakdown is consistent with the Program Budget. Round up to the nearest hundred.
Please note: A job description for each person must be provided.
A Note about the Staff/Salary Breakdown: Please show all proposed staff positions funded with CDBG funds
that relate to the proposed activity. If multiple staff members have the same position/title, list separately(For
example: Counselor 1, Counselor 2). Use an additional sheet if necessary. You must submit iob descriptions
with your application for each position title identified below.
Is this a
Annual Total %Time Silent on Total Position
Position current or Annual X =
Fringe Annual this CDBG Cost Requested
Title proposed Salary
position?
Benefits Salary Project/Program from CDBG
X
X =
X =
X =
I
X =
X
A. Oftentimes projects that receive an award of CDBG funding are actually awarded less than the
amount originally requested. This requires the submission of a revised budget and a description of
how it will carry out the proposed activity with reduced funding prior to the commitment of any
funding. Please indicate here whether your proposed activity could be undertaken with a reduced
commitment of funding and if so, please highlight how that would affect the scope of services you
are proposing.
City of ligin CDBG Application FY 2011 Applicciion Page 28
A. THRESHOLD CERTIFICATION
In order for your application to be accepted, in addition to the application itself, your organization must
submit the following items to the Office of Housing and Community Development no later than 5:00 PM on
DECEMEBER 15,2010.
An original application with all questions completed along with one copy that is 3-hole punched and
clipped [not bound] of the completed application. (Only the original must include.the requested support
documents such as the articles of incorporation and the current list of your Board of Directors.)
The following attachments/certifications: (if you have not submitted an application in the last two years
OR if the information has changed)
❑. Articles of Atorporation
g Current List of Board of Directors
f Certified Organization Audit/Financial Statements of most recent year
a. Copy of OMB A-133 Audit (Required if $300,000 in aggregate Federal funds
expended),or
b. Financial statements audited by a CPA(only if not qualified for A-133),or
C. Profit and Loss Statement for most recently completed fiscal year and General
Ledger printout (only first time applicants or those who do not meet above criteria
may submit)
L) IRS 501(c)(3) Designation Letter(Pending letters will not be accepted)
f Current Fiscal Year Agency Budget, including all funding sources
❑ Job Descriptions per budget detail.
An Executed Statement of Applicant Form.
An Executed Signature Authorization Form.
Conflict of Interest Disclosure Form..
I hereby confirm that this packet contains all materials required.
Xl jz-/Ajl l�j fi'PI/7�
'4'i' "'Qe H. Dennis Smith
Signature and Printed Name
Authorized Signer
City or Elgin CDBG Application FY 2011 Application Page 29
B.STATEMENT OF APPLICANT
The undersigned acknowledges the following:
1. That, to the best of its knowledge and belief, all factual information provided is true and correct and all
estimates are reasonable.
2. That no revised proposals/applications may be made in connection with this application once the deadline for
applications has passed.
3. That the City of Elgin may request or require changes in the information submitted, and may substitute its
own figures, which it deems reasonable for any or all figures provided. That the applicant will participate in
required interview for project assessment and cooperatively assist in the review process.
4. That,if the project(s) is recommended and approved by the Mayor and City Council,the City reserves the right
to reduce and/or cancel the allocation if federal entitlements are cancelled, reduced, or rescinded.
5. The City of Elgin reserves the right not to fund any submittals received.
o. By submission of this application,the organization agrees to abide by the federal regulations applicable to this
program.
7. That, if the project(s) is funded, the organization agrees to abide by the City's locally established policies and
guidelines
8. That past program and financial performance will be considered in reviewing this application. {
9. That services are to be provided at no cost to citizens during the grant period. All program income (Le:fees,
repayments,foreclosures, etc.) must be remitted to the City.
10. That, if the project(s) is funded,the City or a designated agency may conduct an accounting system inspection
to review internal controls, including procurement and uniform administrative procedures, prior to issuance
of payments for projected expenditures. .._
11: That, if project(s) is funded,the City will perform an environmental review prior to the obligation of funds.
12. That, if a project is funded, a written agreement that includes a statement of work, records retention and
reporting, program income procedures, local and federal requirements, circumstances that would trigger
grant suspensions and terminations,and reversions of assets would be required between the organization and
the City.
13. That a project's funding does not guarantee its continuation in subsequent action plans.
14. Provide written signatory authority from the organization's governing body indicating who can execute
contracts and amendments on its behalf.
Statement of Applicant continued on following page.
City of Elgin CDBG Application FY 2011 Application page 30
15. Agrees to abide by the City of Elgin's Conflict of Interest policy. items of concern would include staff
members serving on the Board of Directors, staff members' families serving on the Board of Directors, and
other matters that may give the appearance of a conflict of interest..
PENALTY FOR FALSE OR FRAMULEW sunmua
U.S. Code Title 18,Section 1001, provides that a fine of up to$10,000 or imprisonment for
a period not to exceed five years,or both, shall be the penalty for willful misrepresentation and
the making of false,fictitious statements, knowing same to be false.
By signature below,the applicant acknowledges the above in its name on this j7 day of
Pst� 2 2010.
Northern Illinois Food Bank
Name of Organization
By:
(Signature)
H. Dennis Smith
President&CEO
(Title)
City of Agin CDBG Application FY 2011 Application Page 31
C. SIGNATURE AUTHORIZATION FORM If
The Board of Directors of Northern Illinois Food Bank does hereby resolve that on December 13'}',2010 the
Board reviewed the Application for Community Development Block Grant Funds to be submitted to the City of
Elgin Community Development Department for funding consideration for the fiscal year 2011 and in a proper
motion and vote approved this application for submission.
The Board further certifies that the organization making this application has complied with all applicable laws
and regulations pertaining to the application and is a non-profit organization, tax-exempt and incorporated in
the State of Illinois.
Northern Illinois Food Bank hereby proposes to provide the services or project identified in the Scope of
Services in accordance with this application for Community Development Block Grant Funds. If this application
is approved and this organization receives CDBG funding from the City of Elgin, this organization agrees to
adhere to all relevant Federal, State and local regulations and other assurances as required by the City.
Furthermore, as the duly authorized representative of the organization, I certify that the organization is fully
capable of fulfilling its obligation under this application as stated herein.
I further certify that this application and the information contained herein are true, correct and complete.
I also authorize the following person(s)to have signatory authority regarding this grant:
r
r
Name: : Dianne 6rizon Title: Manager of Accounting& Finance
Name: Susan Albrecht Title: Director of Warehouse& Processing
H. DennVSmith, President/Board of Directors (or other authorized person)
Date
PENALTY FOR FALSE OR FRAUDULENT STATEMENT
U.S. Code Title 18, Section 1001, provides that a fine of up to $10,000 or imprisonment j
for a period not to exceed five years, or both, shall be the penalty for willful
misrepresentation and the making.of false, fictitious slatements, knowing some to be
i( false.
(
City of .9-gin CDBG Application FY 2010 Instructions Page 27
Conflict of interest
The standards in OMB Circular A-110, Subpart C, provide that no employee, officer, or agent shall participate in
the selection, award, or administration of a contract supported by Federal funds if a real or apparent conflict of
interest would be involved.Such a conflict would arise when an employee, officer,or agent, any member of his or
her immediate family, his or her partner, or an organization which employs or is about to employ any of the
parties indicated herein, has a financial or other interest in the firm selected for an award.
The CDBG regulations at 24 CFR 570.611 and HOME regulations at 24 CFR 92.356 provide that no person who is an
employee, agent, consultant, officer, or elected official or appointed official of the recipient or subrecipient that
are receiving CDBG or HOME funds and (1) who exercises or has exercised any functions or responsibilities with
respect to activities assisted with CDBG funds; or (2) who is in a position to participate in a decision-making
process or gain inside information with regard to these activities, may obtain a financial interest from a CDBG-
assisted or HOME-assisted activity, or have any interest in any contract, subcontract, or agreement with respect
thereto, or the proceeds thereunder,either for themselves or those with whom they have family or business ties,
during their tenure or for one(1) year thereafter.
A disclosure of the nature of any perceived or actual conflict must be made prior to the execution of agreements
utilizing CDBG or HOME.
IF NO CONFLICT EXISTS,COMPLETE THE FOLLOWING:
I certify that no conflict of interest exists between the City of Elgin and Northern Illinois Food Bank-.
(�J I certify that no conflict of interest exists between the subcontractors of and Northern Illinois Food Bank.
IF A POTENTIAL CONFLICT EXISTS,COMPLETE THE FOLLOWING:
❑ 1 certify that a potential conflict of interest may exist between the City of Elgin and (name of organization)
❑ I certify that a potential conflict of interest may exist between (name of subcontractor)
and (name of organization)
Describe the nature of the conflict of interest below. identify the individual, employment and the conflict or
potential conflict, and their affiliation with your organization.
Signature of Authorized Agency Official Date
y Z �_:�Oxt?
H. Dennis Smith, President&CEO
Cify of Elgin CDBG Appiicaiion FY 2010 Instructions Page 27
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Northern Illinois Food Bank
Application for funding from City of Elgin CDBG
ATTACHMENTS
• Board of Directors FY 11
• A-133 Audit FY 10
• Audit FY 10
• Budget FY 11
• Elgin Partner Agencies
Site Control- Deed
Building Plan
Project Budget
• Major Donors
• Board Resolution
Statement of Applicant Form
Signature Authorization Form
Conflict of Interest Disclosure Form
Northern Illinois Food Bank Board of Directors FY 2011
NAME/POSITION BUSINESS TITLE
EXECUTIVE COMMITTEE
Alicia McCareins, Ph.D.,J.Q. RECA, LLC
Chair President
Francie Portrey Anything's Possible Events
Vice Chair President
Craig Sesemann Partner's Warehouse of Illinois
Vice Chair lPresident
Floyd Hill 1UPS
Treasurer Controller, North Central Region
Gordon Hahn Penn Station
Secretary
H.Dennis Smith Northern Illinois Food Bank
President& CEO
BOARD MEMBERS
Dan Adzia ProSource(retired)
Jeff Burdeaux Chicago Baking Co
President
Jeff Flemming Rockford Associates
Planners and Architects
Anne Hayes Community Volunteer
Karen Joyce The Nielsen Company
VP Professional Services
Gary Moe jAcosta Sales &Marketing
VP - General Manager
Keith Nielsen . Jewel-Osco
President
Jeff Norkiewicz Dominick's
V.P. Retail Operations
Jim Oberweis Oberweis Dairy
Chairman
Frank Pascoe University of St..Francis
Dean of College of Arts and Sciences
John Roussel Reinhart Food Service
J CEO
Judy Schaefer ISara. Lee Corporation
Director-Community Investment
Director-Sara Lee Foundation
Peter Schaefer McDonald's Corporation (retired)
Richard Werhand CROSSMARK
Sr. Director of Sales
1 ~
f
t
F
Norm-' ern 4inois Food Bank
Report on
Federal Award Progams
For the Year Ended
juiie-30;2010
Wolf & Company LLP
CerEified Pubiic Accouniants
i
i
NORTHERN ILLLNOIS FOOD BANK i
SCHEDULE OF E),--NDrrURES OF FEDERAL AWARDS
For the Year Ended June 30,2010
Pass-Through
Federal Entity Federal Federal Total
Federal Grantor/Pass-Throu-Iffi CFDA Contract Cash Noncash _ Federal
Graator/Prouam Title Number Number Expenditures Expenditures Expenditures
U.S.Department of Agriculture:
Passed throe--h:
Illinois State Board of Education:
Surr mer Food Service PTOgram 10.559 31045052P00 S 376,454 S $ 376,454
Child/Adult Care Food Program 10.558 31045052P00 1.077.924 - 1.077.924
1.454378 1.454.378
Illinois Department of Human Services:
Emergency Food Assistance Cluster:
Food Cott nodities 10.569 NIA 4.2I9,790 4.219,790
Te Costs .10.568 81kT..252000 584.204 - 5847204
10.568 ARRA 322.730 - 322.730
906.934 4.219.790 5.126.724
Feeding Illinois:
Supplemental NUnitiontissis'ancePro-ram 10.551 8DCL189000 10.705 - 10.705
Total U.S.Department ofA---xiculture 2.372.017 4.219.790 6.591.807
Department of Housing&urban Development:
Passed through:
The City of North Chicago:
Community Development Block Grant 14.218 B09MC1700032 5,555
Lake County:
Community Development Block Grant 14.218 B09UC1700032 42.000 - 42.000
_ -• Total Department of Housing&urban .-. .. .._..
Development 47555 - 473 55
Department of Health d Human Services:
TANIr7 Cluster
Passed thrcu :
Illinois Denaranent of Human Services:
Temporary Assistance for Needy Fammes 93.558 81XK8252000 125,721 - I25'2I
Feeding Illinois:
APGRA Temporary Assistance-for Needy Families
Special Project/Healthy Families 93.716 81X2190000 24.000 392.057 416.057
Total DmarUn_n',of Health&:Human
Services 149.7721 392.Q57 541.778
i
'c
See Notes to Schedule o;Expenditures offederal Awards.
5
NORTI-MRN ILLINOIS FOOD BANK
SCrlMULE Or EXPEN TDrFURES Or FEDERAL AWARDS
For the Year Ended June 30,2010
Pass-T"nrouslt
e Federal Entrty Federal Federal Total
Federal Grantor/Pass-ThroL'1-Zh CFDA Contract Cash Noncash Federal.
t Grantor/Proffm Title Nurnber Number Exnenditur°s Exaenditums E.mendinL*-.s
I Department of.Homeland Security:
Emergency Food and Shelter Program Cluster:
Emergency Food and ShelterNational Board Program:
Passed through:
United Wav of DeKalb County 97.024 240200-017 2,000 - 2.000
United Way of DuPk--County 97.024 240800-001 246,751 - 246,751
United Way of Grandy County 97.024 243200-005 4,965 - 4,965
I United Way of Kane County 97.024 245800-018 63,000 - 63,000
United Way of Kankakee County 97.024 246400-0i2 11,933 - 11,933
I United Way of Kendall County 97.024 246600-002 18,236 - 18,236
United Way of Lake County 97.024 247000-013 107,17/3 - 107,173
United Way of Ogle County 97.024 251800-013 2,356 - 2.356
United Wav of McHeny County 97.024 80,514 - 80,514
'initsd Way of Will County 97.024 25800^--022 48,500 - 48.500
United Way o£W'innebago 97.024 258800-031 9,000 - 9.000
United Way of Stephenson County 97.024 256000-010 4.500 - 4.500
598.928 - 598,928
ARRA Emergency rood and Shelter National Board
Program:
Passed through:
'United Wav of DeKalb County(ARR-A) - 97.114 240200-017 1,500 - 1.500
United Wav of DuPage County(ARRA) 97.114 240800-001 223,781 - 223.781
United Way of Grundy County(ARRA) 97.114 243200-005 =,183 - 3,1 S3
United Wav of Kane County(ARRA) 97.114 245800-018 40,000 - 40,000
United Way of Kankakee County(ARRA) 97.114 246400-012 10,526 - 10.526
United Way of Kendall County(ARRA) 97.114 246600-002 10.000 - 101000
United Way of Lake County(ARRA) 97.114 247000-013 97,173 - 97,173
United Wav of Oaie County(AP.RA) 97.114 251800-013 1.246 - 1,246
'United Way ofMcHenrr County(.ARRA) . . . ... . .97.114 4D,000 - 40;000
United Way of Will County(ARRA) 97.114 258000-022 37,622 - 37,622
United Way of Steohonson County(AP—RA) 97.114 X56000-010 10.123 - 10.123
475,154 - 475,15"-
Total Depararient of Homeland Securtn, 1.074.082 - 1.0?4,082
Total Exoeenditures of Federal Awards $ 3.643.375 S 4.6I I.847 S 8.255.222
See Notes to Schedule.of Fxpendiuures of Federal Awards-
6
Northern Illinois Food Bank i
Financial Statements
and
Independent Auditor's Report
For the Year Ended
June 30,2010
Wolf & Company LLP
Certified Public kccountans
CONTENTS
PAGE
Independent Auditor's Report I
Financial Statements:
Statements of Financial Position 2-3
Statements ofActivit;es and Changes in Net Assets 4-5
Statements of Functional Expenses 6-7
Statements of Cash Flows 8-9
Notes to Financial Statements 10-I6
I
Wolf; Company LLP NV VZ
A golf Financial Group Member
INDERENDBNT AUDITOR'S REPORT
To the Board of Directors
Northern Illinois Food Bank
We have audited the accompanying statements of financial position of NORTTIERN ILLINOIS FOOD BANK
(a nor.-profit organization)as of June 30,2010 and 2009,and the related statements of activities and chances in
Pet assets, functional expenses and cash flows for the years then ended. These financial statements are the
responsibility of the Food Bank's management Our responsibility is to express an opinion on these financial
statements based on our audits.
We conducted our audits in accordance with auditing standards generally accepted in the United States of
America and the standards applicable to financial audits contained in Government Auditing Standards, issued
by the Comptroller General of the United States. Those standards require that we plan and perform the audit to
obtain reasonable assurance about whether the financial statements are free of material misstatement An audit
includes examining,on a test basis;evidence supporting the amounts and disclosures in the financial statements.
An audit also includes assessing the accounting principles used.and significant estimates made-by management,
as well as evaluating the overall financial statement presentation. We believe that our audits provide a
reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in all material respects; the financial
position of Northern Illinois Food Bank as of June 30,2010 and 2009,and the changes in its net assets and cash
flows for the years then ended,in conformity with accounting principles generally accepted in the united States
of America.
in accordance with Government Auditing Standards, we have also issued our report dated November 3, 2010,
on our consideration of Northern Illinois Food Bank's internal control over financial reporting and on our tests
of its compliance with certain provisions of laws,regulations,contracts and grant agreements and other matters.
Tne purpose of that report is to describe the scope of our testing of internal eontroi over financial reporting and
compliance and the results of that testing and not to provide an opinion on the internal control over financial
reporting or on compliance. That report is an integral part of an audit performed in accordance with
Government Auditing Standards and should be considered in assessing the results of our audits.
Oak Brook,Minois
November 3,2010 1J Q
2100 Clearway Drive Oak Brook, Illinois 60523-1927
630.545.4500 main 630.574.7818 far : wwv,.wolrcoP_com
NORTHERN ILLNOIS FOOD BANK
STATEMENT OF FLNANCIAL POSITION
June 30.2010
ASSETS
Temporarily
Unrestricted Restricted Total
Current assets:
Cash and cash equivalents S 2,906,338 $ 1,173,994 S 4,080,332
Investments 720,679 - 720,679
Accounts receivable 359,I09 150.000 509,109
Grant receivable - 502,000 502,000
Contributions receivable,current portion - 331,543 331,543
Inventory 5,883,166 - 5,853,166
Prepaid expenses 24.609 _ - 24.609
Total current assets 9.893.901 2.157.537 12.0517438
Property and equipment,net of
accumulated depreciation 5.506.929 516.298 6.023.227
Other assets:
Contributions receivable,less current portion 366,198 .366,198
Deposits and coupons 2-318 - .2.318
2.318 366.198 368,516
Total assets S 15.403.148 S 3,040.033 S 18.443.181
LL&BILITIES ATN'D NET ASSETS
Current liabilities:
Accounts payable S 112,211 S 156,577 S 2682788
Accrued wages 301,450 - 301.450
Other accrued expenses 154,824 13.067 167;891
Due to a_g-mcies 82.824 - 8^.824
Total current liabilities 651,309 169,644 820,953
Net assets:
Unrestricted net assets:
Designated by the Board of Directors for:
General operations 485,448 - 485.448
Capital improvement 105,000 105.000
Equipment purchases 96.200 - 96,200
Facilities expansion 104,800 - 104,800
Undesi2nated 13.960.391 - 13,960,391
Total unrestricted net assets 14.751,839 - 14;751,839
Temporarily restricted net assets 2.870.389 2.870.389
Total net assets 14.751,8?9 2.870389 17.622.228
Total liabilities and net assets S 15.403.148 S 3.040,033 S 18.443.181
See accompanvip_g notes to financial statements.
2
r
NORTHERN ILLTINOIS FOOD BANK
STATE\ENT OF FINANCLAL POSITION
June 30,2009
ASSETS
Temporarily
Unrestricted Restricted Total
Current assets.
Cash and cash equivalent $ 1,294,123 S 520,712 $ 1,8I4,835
Investments 637,300 - 637,300
Accounts receivable 234.246 136,676 370,922
Contributions receivable,current portion - 151.255 151,255
Inventory 6,012,389 - 6,012,389
Prepaid expenses 26.264 26.264
Total current assets 8.204.322 808.643 9.012.965
Property and equipment,net of
accumulated depreciation 5.164.035 516 298 5.680333
Other assets:
Contributions receivable,less cur=t portion - 399,694 399,69
Deposis and coupons 818 - 818
818 399.694 400.512
'total assets S 13,369.175 S 1,724.635 S 15,093.810
LIABILITIES AN-D NTET ASSET'S
Current liabilities:
Accounts payable S 261,430 S 143.252 $ 404.682
Accrued wages 188.754 - 188,754
Other accrued expenses 231,350 802,368 1,033,718
Line of credit 804,443 - 804;443
Due to agencies 44.127 - 44.127
Total current.Iiabilities 1.530304 945.620 2.475.724
Net assets:
Unrestricted net assets:
Designated by the Board of Directors for: -
General operations 485.448 - 485.4-48
Capital improvement 1057000 - 105.000
Equipment purchases 96,200 - 96,200
Facilities expansion 104.800 - 10400
Undesignated 11,047.623 11.047.623
Total unrestricted net assets 11,839.071 - 11,839.071
Temporarily restricted net asses - 779.015 779.015
Total net asses 11.839.071 779.015 12.618.086
Total liabiiit ties and net asses S 13.369.I75 S 1.724.635 S 15.093.810
i
See accompanvinE:notes to financial satemens.
NORTHERN -LINOIS FOOD BANK
STATEME,I IT OF ACTIVITIES AND CHANGES IN NET ASSETS
For the Year Ended June 30,2010
Unrestricted
Food Bank Donated Total Temporarily
Operations Food Unrestricted Restricted Total
Support and revenue:
Contributions and grants S 4,309,983 S - $ 4,309,983 $ 2,180,014 $ 6,490,002
Fees and grants from
government agencies 3,617,778 - 3,617,778 502,000 4,119,778
Program service fees 5233.280 - 5;233,280 - 5,233,280
Rental income 24.560 - 24,560 24,560
Investment income 26,976 - 26,976 26,976
Other income 17,358 - 17,358 1 7,358
Donated goods and services 14558 5I.395,901 51,410,459 - 51.410,459
Total support and revenue 13,244,493 51,395,901 64,640,394 2.682.019 67.322.413
Net assets released from
resuictions 590,625 - 590,645 (590.645) -
Expenses:
Programs:
Food Bank operations 9,774,461 51,255.031 61,029,492 - 61.029.492
Supporting services:
Management and general 459,463 459,463 - 459.463
Fund raising 829.316 829.316 - 829.316
Totes supporting services 1.288,779 1.298.779 - 1.288,775
Total expenses 11,063 240 51-255.031 62.318.271 - 62.318271
Chanee in net assets 2,771,898 140,870 2,912,768 2,091x74 5;004;1 42
Net assets:
Beginning of year 7,309.609 4.529462 11.839.071 779.015 12,618,086
End o;year $10.081,507 S 4,670.332 S 14.751,839 S 2.870.389 S 17.622228
S=accompa-eying notes to nrancial statements.
x
%r
NORTHERN ILLINOIS FOOD BANK
STATENCI i''T OF ACTIVITIES AND CHANGES N NET ASSETS
For the Year Ended June 30,2009
Unrestricted
Food Bank Donated Total Temporarily
Operations Food Unrestricted Restricted Total
Support and revenue:
Contributions and grants S 3,734,771 $ - S 3,734,771 S 1,442,534 S 5,177,305
Fees and grants from
government agencies 67001,156 - 6,001,156 - 6,001,156
Program service fees 4,544,587 - 4,544,587 - 4,544,587
Rental income 24,560 - 24,560 - 24,560
investment income 31,008 - 31.008 - 31,008
Other income 18,010 - 18,010 - 18,010
Donated goods and services 29,611 38.423.183 38,452.794 - 38.452,794
Total support and mvenue 14.383,703 38,423.183 .52.806.886 1.442,534 54.249.420
Net assets released from
restrictions 1.658,821 - 1,658.821 (1.658.821) -
Expenses:
Programs:
Food Bank aerations 10,571 228 37.057.765 47.628.993 - 47.628,993
. r.
Supporting services:
Management and general 506.206 506,206 - 506,206
Fund raising 980.630 980.630 - 980.630
Total supporting services 1.486;836 - 1.486,836 - 1,486.836
Total expenses 12.058.064 37,057,765 49,115.829 - 49.115.829
Chance in net assets 3,984;460 1,365.418 5,349,878 (2167287) 5,133,591
Net assets:
Beginning of year 3.325.149 37164.044 6,489,I93 995.302 7.484 495
End of year S 7.309.609 S 4.529,462 S 11.839.071 S 779.015 S 12.618.086
See accompanying notes to Financial statement;.
c
NORTHERN ILLINOIS FOOD BANK
STATEMENT OF FUNCTIONAL EXPENSES
For the Year Ended June 30,2010
Prosrams Supporting Services
Food Bank Management
Operations and General Fund Raising Total
Employee expenses:
Staff salaries S 2;208,175 S 293,730 S 404,061 S 2,905,966
Payroll taxes 180,076 36,940 37,137 254,153
Health insurance 287,696 15,538 42,015 345,249
Retirement plan 51.508 5.554 9,532 66,594
Total employee expenses 2.727.455 351.762 492;745 3,571.962
Other expenses:
Supplies 334,319 6;626 1,697 342,642
Transporration 428,488 6,297 11,935 446,720
Maintenance 61.245 - - 61,245
Profession l/consultinE fees 82,323 21,442 18,527 122,292
Consulting fees(subscription) 8,047 1,577 6,744 16,368
Telephone 40,005 5,582 1,370 46,957
Postage and shipping 25,468 4,549 344 30,361
Equipment 44;629 1,188 - 45,817
Interest 19.740 4,230 4,_'30 28,200
Rent 149,990 - - 149,990
Elec-.-is 11 ;310 3,680 3,680 122,670
Heating and eas 48,162 1,840 1:840 51,842
Water and sewer 2,180 . 60 60 2,300
Garoa'-- 77,129 250 250 77,629
Printing 14,472 900 8,566' 23,938
Conferences and meetines 100,948 795 2,475 104218
Promotional V 451,063 369 127,I32 578,564
Volunteer development 19,494 I2,759 1.526 33,779
Insurance 142,157 10,025 10,025 162;207
Licenses,fees and permits 39,557 3.402 4.1)
Miscellaneous 30,040 1,595 22.784 54;419
Fundraising - - 101,936 101.936
Food distributions 51;255,031 - - 51,255;031
Donated goods and senices 5,473 9:085 - 14,558
Purchased food distributed 4.448.009 - - 4.448.009
Total other expenses 57,943.279 96.'_51 325,121 58.364.651
Total expenses before depreciation 60,670,734 448,013 817.866 61,936,613
Depreciation ofbuildings and equipment 358.758 11.450 11,450 381.658
T otal expenses S 61,029;492 S 459.463 S 829,316 S 62.318.27;
See acoompanying notes to financial statements.
6
NORTIRl�T ILLINOIS FOOD BANK
STATEMENT OF FUNCTIOINAL EXPENSES
For the Year Ended June 30,2009
Pro--rams . Supoorting Services
Food Bank Manasement
ODerations and General Fund Raising Total
Employee expenses:
Staff salaries $ 1,640,425 $_ 355,982 S 301,269 S 2297,676
Pavroll taxes 150,791 33,345 28,229 212,365
Health insurance 189,466 25,052 31,494 246,012
Retirement plan 35:958 10,321 7.849 54.128
Total employee expenses 2.016.640 424,700 368,841 22810,181
Other expenses:
Supplies 241;401 2,049 1,645 245,095
Transportation 392,813 - 118 392,931
Maintenance 46,905 - - 46,905
Professional/consulting fees 60;914 12,976 93,233 167,123
Consulting fees(subscription} 15,751 2,539 13,334 31,624
Telephone 29,184 4,8I3 920 34,917
Postage and shipping 23,905 4,182 5,621 33,708
Equipment 77;271 1,345 3,517 82,133
Interest 60;898 2,100 2,100 65,098
Rent 121,855 - - 121,855
Electric 108;035 3,400 3,400 114,835
Heating and eas 69,619 2,800 2;800 75;219
Water and sewer 1,638 58 58 1,754
Garbage 49,168 201 201 49,570
Printing 8,442 1,008 15,808 25.258
Conferences and meetings 81.I97 1,734 3,742 86,673
Promotional 203,415 - 306,304 509,719
Volunteer development 5,585 9,725 35 15,345 •. . .-,,
Insurance 135,088 10,992 4,286 150,366
Licenses, fees and permits 38,656 - - 38,656
Miscellaneous 21;772 47522 21,387 47,681
Fund raising 7,566 2.250 118,468 128,284
Food distributions . 39.883,928 - - 39:883;928
Donated goods and services 29,612 - 29,612
Purchased food distributed 3.587.079 - - 3,587.079
Total other expenses 45.301,697 66.694 596,977 45,965.368
Total expenses before depreciation 47.318.337 491,394 965,818 48.775;549
Depreciation of buildings and.equipment 310;656 147812 14.812 340.280
Total expenses S 47.628.993 S 506.206 S 980.630 S 49,115,829
See accompanying notes to nrancial statements.
7
NORTHERN ILLINOIS FOOD BAN:
STATEMENTS OF CASH FLOWS
For the Yew Ended
June 30,
2010 2009
Cash flows from operating activities:
Cash received from support and revenue S 14381,562 S 12,263,203
Cash paid to supplier and employees (10.587,317) (8.840,7G2)
Net cash provided by operating activities 3.794,245 3:422,411
Cash flows from investing activities:
Purchase of property and equipment (641,527) (1,451,959)
Proceeds from sale of property and equipment 601 -
Proceeds from sale(purchase of investments) (83,379) 257.892
Net cash used in investing activities (724,305) (I.194.067)
Cash used in financing activities:
Principal payments on bank loans (804,443) (1.348.000)
Net increase in cash and cash equivalents 1 2265,497 880,344
Cash and cash equivalents:
Beginning of year 1,814.835 934.491
End of year S 4:080,332 S 1.814.835
Reconciliation of changes in net assets to net cash
DFOVided by oDeratlnL'activities:
Changge in net assets S 52004,142 S 5,133.591
Adjustments to reconcile change in net assets to
net cash provided by operating activities:
Depreciation 381.658 340,280
Gain on sale of property and equipment 274 -
Non-cash contribution of property and equipment (83,900) -
Non-cash donated goods and services (51.410,459) (41,995:229)
Non-ash donated goods and services expense 51,410,459 39,883,928
Changes in operating assets and liabilities:
Increase in accounts receivable (138,187) (157,605)
increase in contributions receivable (146,792) (550,949)
Increase in grants receivable (502,000) -
(increase)decrease in purchased inventory 129.223 (224,832)
(Increase)decrease in prepaid expenses 1,655 (5,4414)
hicr„ase in other assets (1.500} (2,000)
increase(decrease)in accounts payable .(135,894) 246,661
Increase(decrease)in accrued expenses (753.131) 793,356
Increase(decrease)in due to agencies 38,697 (39346)
Tomladjugtments (1.209,897) (1,711,180)
Net cash_provided by operating activities $ 3.794.245 S 3,421411
See accompanying rotes to financial statements.
8
I
. 'I
r`
NORTHERN ILLINOIS FOOD BANK
STATENENT S OF CASH FLOWS
For the Year Ended
June 30,
2010 2009
Supplemental disclosure of non-cash invesan—c and financine activities:
Cash paid for interest on debt $ 28.200 $ 65.098
Donated property and equipment $ 83.900 $ -
Property and equipment additions in accounts payable at year end $ . 34,773 $ -
Purchase of land financed by a bank loan, $ - $ 1.300.000
S=accompanying notes to financial statemer.*s.
9
NORTHERN ILLINOIS FOOD BANK
NOTES TO FINANCIAL STATE7\4ENTS
1. Organization
Northern Illinois Food Bank(the Food Bank)was organized as a not-far-profit corporation under the laws
of the State of Illinois on September 15, 1982. The Food Bank is a member of Feeding America(formerly
America's Second Harvest),the Nation's Food Bank Network. The mission of the Food Bank is to provide
nutritious food to all those in need through our own efforts and those of our non-profit partners, The Food
Bank provides leadership to serve the disadvantaged by effectively securing and distributing food and
related products to agencies serving those in need and to develop an awareness of hidden hunger and
initiate programs designed to eliminate it The Food Bank's major sources of revenue are received from
contributions,grants and program service fees.
2. Summary of Significant Aecountina Policies
Bass of Accounting-The financial statements of the Food Bank have been prepared on the accrual basis
of accounting in accordance with accounting principles generally accepted in the United States of America
(GAAP)and accordingly, reflect all significant receivables, pavables and other liabilities. The significant
policies followed are described below to enhance the usefulness ofthe financial statements to the user.
Basis of Presentation-The Food Bank is required to report information regarding its financial position and
activities according to three classes of net assets based on the absence or e)dstence and natttre of donor
imposed restrictions as follows:
Unrestricted Net Assets - Amounts included in this class represent resources not subject to donor
imposed restrictions whicb can be used for any purpose consistent with the mission of the Food Bank.
Unrestricted net assets may be further classified into designated and undesignated with designated assets
representing funds set aside at the discretion of the Board for certain purposes.
Temporarih. Restricted Net Assets - Amounts in this class represent resources that are subject to
specific donor imposed restrictions to be used for a specific purpose or a stated period of time.
Permanently Restricted Net Assets - Amounts in this class represent resources which are to be
permanently used for a specific purpose determined by the donor. There were no permanently restricted
net assets as of June 30;2010 and 2009.
Cash and Cash Eouivalents - For purposes of the statement of cash flows, the Food Bank considers all
highly liquid investments purchased with an initial maturity of three months or less to be cash and cash
equivalents.- - ---- - -- - - - - - - - - - - - - - - -
Money market funds maintained in brokerage accounts are considered to be investments in the statement
of financial position.
Contributions-Contributions, including unconditional promises to give, are recognized as revenues in the
period received. Conditional promises to give are not recognized until they become unconditional; that is,
when the conditions on which they depend are substantially met_
AL contributions are considered to be available for unrestricted use unless specifically restricted by the
donor. Amounts received that are designated for future periods or restricted by the donor for specific
purposes are reported as temporarily restricted or permanently restricted support that increases those net
asset classes. When a temporary restriction expires, temporarily restricted net assets are reclassified to
unrestricted net assets and reported in the statement of activities as net assets released from resttiLdon.
10
j
NORTHERLY ILLINOIS FOOD BANK
NOTES TO FINANCIAL STATEMENTS
2. Summary of Sisnificant Accounting Policies(Coat.)
Investments-Investments are reported at their fair values. Unrealized gains and losses are included in the
change in net assets.
Prooertv and Eauioment - Proper and equipment are stated at cost, with the exception of donated
.property which is recorded at fair market value on the date of the donation. All expenditures for property
and equipment over$2,500 are capitalized. Depreciation is computed using the straight-line method over
the estimated useful lives of the assets as follows:
Useful
Lives
Building and improvements 5 39 years
Furniture and equipment 5- 10 years
Computers 3 years
Vehicles o years
Maintenance and repair costs are expensed as incurred.
Donations of property are reported as unrestricted support unless the donor has restricted the donated asset
to a specific purpose. Assets donated with explicit restrictions regarding their use and contributions of
cash that must be used to acquire property and equipment are reported as restricted support. Absent donor
stipulations regarding how long those donated assets must be maintained, the Food Bank reports
ex-oirations of donor restrictions when the donated or acquired assets are placed in service as instructed by
the donor.
Contributed Services - Contributions of services are recognized as revenue by the Food Bank when the
services received either create or enhance non-financial assets or require specialized skills,are provided by
individuals possessing these skills, and would typically need to be purchased if not provided by donation.
A substantial number of-volunteers provide non-specialized services to thc Food Bank:throughout the year;
however, no amounts are recorded in the financial statements.
Income Tax Status - The Food Bank is exempt from federal income tax under Section 501(c)(3) of the
internal Revenue Code. However. income from certain activities not directly related to the Food Bank's
tax-exempt purpose is subject to taxation as unrelated business income. There are no ongoing federal or- -
state income tax examinations. Income tax returns for years 2007 and subsequent are subject to
examination by tax authorities.
Accounts Receivable - Accounts receivable are valued at managementis estimate of the amount that will
ultimately be collected_ The Food Bank uses the direct wTite-ofirmethod for uncollectibie accoun ts.
Concentrations-The Food Bank routinely maintains balances at financial institutions in excess of federally
insured amounts.
Inventory -Purchased inventory is valued at lower of cost or market, usi--tg the first-in, fa-st-out method.
Donated inventory is valued based on a survey published by Feeding America.
{
it
NORTHERN ILLINOIS FOOD BANK
NOTES TO FINANCIAL STATEMENTS
2. Summary of Significant Accounrng Policies(Cone.)
Use of Estimates - The preparation of financial statements in conformity with ac=counting principles
generally accepted in the Unified States of America requires management to make estimates and
assumptions that affect titre reported amounts of assets and liabilities and disclosure of contuieent assets
and liabilities at the date of the financial statements and the reported amounts of revenues,expenses, gains
and losses during the reporting period. Actual results could diner from those estimates.
Fair Value Measurements - In September 2006, the Financial Accounting Standards Board (FASB)
issued Statement No. 157 (SFAS No. 157), Fair value Measurements, which was codified into
Accounting Standards Codification:No.820,Fair Value Measurements and Disclosures(ASC No. 820).
SFAS No. 157/ASC No. 820 was issued to establish a uniform framework for measuring fair value and
expand disclosures about fair value measurements. SFAS No. 157/ASC No.820 applies whenever other
authoritative Iiterature requires or permits fair value measurements, but does not expand the use of fair
value.
As required by the pronouncement,the Food Bank.adopted the provisions of this statement in 2009 as it
related to financial assets and liabilities. The adoption of the provisions of this statement in 2010 as it
relates to nonfinancial assets and iiabilities resulted in no material impact on the Food Bank's financial
position or results of operations.
Accounting for Uncertain Tax Positions-In June 2006,the FASB issued Interpretation No.48 (FIN 48,
Accounting for Uncertainry in Income Taxes, which was' codified into Accounting Standards
Codification No. 740, Income Taxes (.ASC No. 740). FIN 48/ASC No. 740 provides detailed guidance
for the financial statement recognition, measurement and disclosure of uncertain tax positions
recognized in an entity's financial statements in accordance with Statement of Financial Accounting
Standards (SFAS).No. 109,Accounting for Income Taxes, which was also codified into ASC No. 740.
FIN 48/ASC No. 740 requires an entity to recognize the financial statement impact of a tax position
when it is more likely than not that the position will be sustained upon examination. The Food Bank
adopted the provisions of this statement in 2010.
3. Contributions Receivable
Contributions receivable at June 30 include the following.
2010 2009
Receivable in less than one year S 341,489 S 156,793
Receivable in one to rive years 396,056 4327291
Total contributions receivabie 737,545 588;084
Less discount to present value (39.804) (37,I34)
Net contributions receivable S 697,741 S 550.950
Amounts receivable are discounted at 3%.
12
NORTHERN ILLINOIS FOOD BANK
NOTES TO FINANCIAL STATEMENTS
4. Fair Value Measurements
SFAS No. 157/ASC No.820 defines fair value as the exchange price that would be received for an asset or
paid to transfer a Iiability(an exit price), that is in the principal or most advantageous market for the asset
or liability in an orderly transaction between market participants on the measurement date. SFAS
No. 157/ASC No. 820 also establishes a fair value hierarchy which requires an entity to maximize the use
of observable inputs and minimize the use of unobservable inputs when measuring fair value. The
standard describes three levels of inputs that may be used to measure fair value:
Lovell: Quoted prices (unadjusted) for identical assets or liabilities in active markets that the entity
has the abilitv to access as of the measurement date.
Level 2: Significant other observable inputs other than Level I prices, such as quoted prices for
similar assets or liabilities, quoted prices in markets that are not active, and other inputs that
are observable or can be corroborated by observable market data.
Level 3: Significant unobservable inputs that reflect a company's own assumptions about the
assumptions that market participants would use in pricing an asset or liability.
Investment securities are recorded at fair value on a recurring basis. Fair value measurement is based upon
quoted prices for similar assets, if available. If quoted Dnces are not available, fair values am measured
using matrix pricing models, or other model-based valuation techniques requiring observable inputs other
than quoted prices such as yield curves, prepayment speeds,and default rates. Recurring Level 1 securities f
would include U.S. Treasury securities that are traded b}, dealers or brokers in active over-the-counter
markets. Recurring Level 2 securities include U.S. government agency securities, U.S. government
sponsored agency securities, mortgage-backed securities, collateralized mortgage obligations and
municiDal bonds. Where Level 1 or Level 2 inputs are not available, securities are classified within
Level 3 of the hierarchy.
Fair values of asses and liabilities measured on a recurring basis at June 30,2010 and 2009 are as follows:
Fair Value Measurements at
Renorrina Date Using
Quoted Prices
in Active
Markets for - Significant -
Identical Other Significant
Asses/ Observable Unobservable
Liabilities InDUZ Inputs
Fair Value (Level 1) (Level 2) (Level 3)
.lung 30,2010:
Certificates of deposit S 393,000 S - S 393,000 S -
Money markets fund 327.679 - 327.679 -
Total S 720.679 S - S 720.679 S -
:3
NORTHERN ILLINOIS FOOD BANK
MOTES TO FLNANCIAL STATEMENTS
4. Fair Value Measurements(Cont.)
Fair Value Measurements at
Reaortina Date Using
Quoted Prices
in Active
Markets for Simtiflcant
Identical Other Significant
Assets/ Observable Unobservable
Liabilities Inputs Inputs
Fair Value (Level 1) (Level 2) (Level 3)
June 30,2009:
Certificates of deposit S 392,000 S - S 392,000 S -
Money market fund 245,300 - 2"5300 -
Total S 637.300 $ - S 637300 $ -
5. Investments
The cast and fair value of investments held by the Food Bank as of June 30,2010 and 2009 consist of the
following:
2010 2009
Fair Fair
Cost Value Cost Value
Cash equivalents S 327,679 $ 327,679 S 245,300 $ 245,300
Certificates of deposit 393,000 393,000 392.000 392.000
S 720,679 .3 720.679 S 637.300 S 637.300
The investment retu:ri as of June 30 is as follows:
- - 2010 2009 -
interest S 26,918 S 25,930
Dividends 58 5,078
S 26.976 $ 31.008
14
NORTHERN ILLINOIS FOOD BANK
NOTES TO FINANCIAL STATEMENTS
6. Inventory
Inventory at Iune 30 is comprised of the following:
2010 2009
Donated S 4,978;608 S 4,537,339
Purchased 372,216 642,746
USDA(EFP) 304,693 820,523
Healthy Families(formerly food for families) 227.649 11,781
S 5,883,166 S 6,012,389
7. Property and Eauinment
The Food Bane`s property and equipment at dune 30,2010 and 2009 are summarized as follows:
2010 2009
Land S 750,000 S 750,000
Averill Road property 361,418 152,318
Averill land 2,304,942 2,304,942
Building and improvements 37269,655 -3,.219,196
Furniture and equipment 529,21I 489,164
Computer 330,295 295,008
Vehicles 1.527,008 1207.047
9,072,529 8,4I6,675
Less: accumulated depreciation 3.049.302 2.736,342
S 6.023227 S 5,680.333
8. Line of Credit
The Food Bank was obligated under a line of credit Qr°°ment dated Felbruary 13 2003,in the amount of
51,503,420, bearing interest originally at 5.5%and adjusted annually. During the current fiscal year, the
interest rate was 5.75%. Monthly payments of interest were required through January 2010, and the
remaining principal was paid in full on January 22,2010. Int—rest paid on this obligation was$28200 and
565,098 for the years coded June 30,2010 and 2009,respectively.
9. Onera=2 Leases
The Food Bank- leases the facilities for i?s branch locations under, operating leases. The leases are for
one-year terms with provisions for renewal. expense under ti-iese leases was 5149,990 and 5121,855 for
2010 and 2009,respectively.
i
IS
NORTHERN ILLINOIS FOOD BANK
NOTES TO FINANCIAL STATENIE.NTS
10. Temporarily Restricted Net Assets
Temporarily restricted net assets at June 30 consist of the following:
2010 2009
Construction of new facility S 1,399,263 S -
Purpose restricted,primari ly programs 954,828 262,717
Twenty year use restriction on building
expiring in 2016 5161298 516.298
$ 2,8707389 S 779.015
]I. Food Distribution
During the years ended June 30, 2010 and 2009,the Food.Bank distributed approximately 22,946208 and
17,288,301 pounds of donated food,respectively; to member agencies. The distributed food is valued at
52.01 and 52.13 per pound, which amounts to $46,127,354 and $36,744,442 in 2010 and 2009,
respectively. The Food Bank has unilateral power to redirect the transfer of donated food to another
beneficiary; therefore, the value of donated food is reported as inventory and revenue in the accompanying
financial statements.
12. Retirement Plan
The Food Bank sponsors a deferred compensation plan qualified under Section 401(k) of the Internal
Revenue Code. The plan covers all eligible employees and is subject to a vesting schedule for employer
contributions. The Food Bank contributes annually 2%of considered compensation and also provides for
a matching contribution on 50%of employee contributions; up to'I%. For the years ended June 30, 2010
and 2009, emplover contributions were$66,594 and$54,128,respectively.
13. Related Parties
A board member provided architectural services to the Food Bank and received$174,600 and 5135.775 in
fees for the years ended June 30,2010 and 2009,respectively.
For the year ended 3urie-30;-2010,-aboard member receive" 26.939 in project management fees.
For the year ended June 30;2009,a board member received$6,081 in iegal fees.
14. Subseauent Events
On Auzust 27.2010, the Food Bank entered into an agreement for construction of a new food distribution
facility in the amount of 513.535,420. This new facility will be partially nuanced by a$12,000,000 loan;
dated November 2, 2010, from the City of Geneva. Uhnois, as a result of the issuance of tax-exempt
revenue bonds.
The Food Bank- has.evaluated subseau°nt events through November 3, 2010: the date the financial
statements were available to be issued. -
16
Northern Illinois Food.Bank
FY 2011 Budget
Budget
FY 11
REVENUE AND OTHER SUPPORT
Contribution 4,148,166
Fees/Grants Govt Agencies Revenue 2,747,495
Fees/Grants Govt Agencies COGS (1,888,928)
Shared Maintenance 1,931,484
Cost of Value Added Product (344,400)
Sales Of Purchased Foods 3,091,452
Cost Of Purchased Foods (2,553,798)
Special Events 274,500
Investment, Rental & Other Income 41,064
Donated Goods/Svcs -
TOTAL REVENUE AND OTHER SUPPORT 7,447.035
EXPENSES
Salaries &Taxes 3,511,747
Employee Benefits 464,577
Retirement 83,647
Professional Services 81,690
Subscriptions, Dues 18,327
Supplies 33,100
Telephone 58,220
Market Development 754,790
Staff Development 32,075
Postage and Shipping 37;494
Transportation 3821770
Occupancy 452,349
Insurance 188,221
Equipment;Rental/Maintenance 25,400
Printing and Publications 87,675
Travel 100,772
Conferences/Meefings 25;580
Donated Goods/Services -
Special Events Expenses 114,960- - - -
Food Bank Fees 49,188
Miscellaneous 37,438
TOTAL EXPENSES 6,540;020
NET INCOME/(LOSS) 907,015
Deprecation 453.275
NET INCOME/(LOSS)AFTER DEPRECIATION 453,740
Northern Illinois Food Bank
Partner Agencies in Elgin
1st UNITED METHODIST SK-Elgin SOUP KITCHEN
ALL PEOPLES INTERFAITH FP PANTRY
BETHESDA C.O.G.I.C. PANTRY
BHS CENTER-Elgin (LSSI) GROUP HOME
BOYS+ GIRLS CLUB OF ELGIN AFTERSCHOOL
BOYS+GIRLS CLUB OF ELGIN AFTERSCHOOL
CENTEO DE INFORMACION PANTRY
CHURCH in the WORD-Elgin PANTRY
CHURCH of the BRETHREN SOUP KITCHEN
ECKER CENTER PSYCHOSOCIAL SUPPLEMENT
ECKER CRISIS RESIDENTIAL GROUP HOME
ECKER SUPERVISED RESIDENTIAL GROUP HOME
ELGIN EVANGELICAL FREE CHURCH SOUP KITCHEN
ELGIN EVANGELICAL FREE YOUTH P YOUTH PROG
EPISCOPAL CHURCH of REDEEMER SOUP KITCHEN
ERC/GOD'S GYM AFTERSCHOOL
FIRST CONGREGATIONAL UCC SK SOUP KITCH
GARFIELD ELEMENTARY TEENREACH AFTERSCHOOL
HARRIET GIFFORD ELEMENTARY BACKPACK
HARVEST BIBLE CHAPEL AFTERSCHOOL
HARVEST HOUSE CLUB 10-LOCUST AFTERSCHOOL
HARVEST HOUSE CLUB 10-MULBERRY AFTERSCHOOL
HIGHLAND CHRISTIAN ACADEMY YOUTH PROG
HILLCREST ELEM-HARVEST HOUSE AFTERSCHOOL
HILLCREST ELEMENTARY BACKPACK
HOLY TRINITY LUTHERAN SOUP KET SOUP KITCHEN
HUFF ELEMENTARY BACKPACK
LARKIN CENTER-College St GROUP HOME(o sites)
LIGHTHOUSE FOOD PANTRY PANTRY
LORDS PARK ELEMENTARY BACKPACK
LOWRIE ELEMENTARY BACKPACK
MCKINLEY ELEMENTARY BACKPACK
SALVATION ARMY-Elgin PANTRY
ST. THOMAS MORE CHURCH-SVDP PANTRY-
TAYLOR FAMILY YMCA OF ELGIN AFTERSCHOOL
The LIFE CENTER SUPPLEMENT
TWO RIVERS HEAD START Elgin PANTRY
WASHINGTON - HARVEST HOUSE AFTERSCHOOL
WASHINGTON ELEMENTARY BACKPACK
WESTSIDE CHURCH OF CHRIST PANTRY
YWCA of Elgin -SACC Daycare DAYCARE
YWCA OF ELGIN -TEEN REACH YOUTH PROG
YWCA OF ELGIN SACC AFTERSCHOOL
YWCA TEEN REACH AFTERSCHOOL
ZION EVANGELICAL LUTHERAN SK SOUP KITCHEN
• i
f
1,
Execution Version
9-I1-2008
REAL ESTATE
PURCH.•ASE AND SALE AGREEMENT
This REAL ESTATE PURCHASE AND SALE AGREEMENT (the "Agreement"), is made by
and between Averill Road, LLC, an Illinois limited liability company ("Se11W') and Northern
Illinois Food Bank, an Illinois not-for-profit corporation ("Purchaser"), and is entered into as of
the 11th day of September, 2008 (the"Effective Date").
RECITALS
A. Seller desires to sell certain real property described herein and Purchaser desires
to purchase the same on the terms and conditions set forth herein.
B. The parties have determined that it is in their respective best interests to enter into
a written agreement to set forth, with greater certainty, the respective rights and
obligations of each party.
NOW, THEREFORE, in consideration of the mutual promises and undertakings set forth
herein, and for other good and valuable consideration, the receipt and sufficiency of which is
hereby acknowledged,Purchaser and Seller hereby agree as follows:
l;
ARTICLE ONE
PURCHASE AND SALE OF PROPERTY
1.1 Property Included in Sale.. Subject to the terms and conditions contained herein, Seller
hereby agrees to sell and convey to Purchaser, and Purchaser hereby agrees to purchase from
Seller,the following:that certain vacant land, situated on.Ave6ll Road between Kautz Road and
Kirk Road north of Route 39 (Roosevelt Road) and commonly lmown as Lot 2 in the Geneva
Business Park in Geneva, Illinois consisting of_/- 10.83 acres of vacant land,.along Mth all
rights, privileges, easements, rights-of-way or other appurtenances and hereditaments, if any,
used in connection with the beneficial use and enjoyment of the land (the"Property"). The legal
description for the Property is attached hereto as Exhibit"A"..
1.2 Convevance of Title. At Closing, Seller shall convey to Purchaser and Purchaser shall
accept good and marketable fee simple title to the Property subject only to -the Permitted
Exceptions (as defined in Article Five herein), by duly executed and acknowledged recordable
warranty or trustee's deed. Evidence of delivery of marketable fee simple title.sliall be the
issuance of a current ALTA. Owner's Policy of Title Insurance (the "Title Policy") in the full
amount of the Purchase Price by Chicago Title Insurance Company (the "Title Company'),
insuring fee simple title to the Property, in the Purchaser, subject only to the Permitted
Exceptions with extended coverage over the general exceptions, and otherwise in compliance
with the terms and conditions of this Agreement.
1
ARTICLE TWO
PURCHASE PRICE
2.1 Purchase Price. The total purchase price for the Property is Two Million Three Hundred
Thousand Dollars ($2,300,000.00). Although the exact square footage/acreage of the Property
will be established by survey, the Purchase Price shall not be adjusted based upon the actual
square footage of the Property. The Purchase Price, less the Earnest Money Deposit(as defined
below),and subject to the prorations hereinafter set forth, is payable by cash, cashiers' check, or
wire transfer of immediately available fiords in U.S. dollars via the federal bank wire transfer
system to the Title Company no later than 10:00 a.m. (CST) on the Closing Date (as defined in
Article Seven below).
2.2 Earnest Money. Upon the execution of this Agreement,Purchaser shall deposit the sum
of Fifty Thousand Dollars ($50,000.00) (the"Earnest Money") as an earnest money deposit to be
delivered to the Title Company as Escrowee. The Earnest Money will be governed by the
customary joint order escrow account agreement of the Title Company. The cost of the joint
order escrow shall be paid in equal shares by Seller and Purchaser. In the event Purchaser
decides,.during the Due Diligence Period (described below), not to purchase the Property and
timely notifies Seller, in writing, of that decision by the time described in paragraph 3.1,below,
the Earnest Money shall not be forfeited. If, after expiration of the Due Diligence Period,
Purchaser decides not to, or is otherwise unable to, purchase the Property, the Earnest Money,
and any interest earned thereon, shall be forfeited to Seller as liquidated damages. If the sale
hereunder is consummated in accordance with the terms hereof, the Earnest Money, and all
interest earned thereon, shall be applied to the balance of the Purchase Price to be paid by
Purchaser at the Closing.
ARTICLE THREE
DUE DILIGENCE
3.1 Purchaser's Due Diligence. Seller agrees to provide Purchaser reasonable access to the
Property and any documents;reports,files and correspondence reasonably related to the Property
beginning on the Effective Date, and ending at 5:00 p.m., (CST), on September 26; 2008 (the
"Due Diligence Period")for the purpose of investigating and performing, at Purchaser's expense,
-any-studies,--physical-inspections;investigations-or-tests--(including-intrusive-testing)-Purchaser
deems nedessary with respect to soil conditions, environmental issues, wetlands, zoning,
easements, availability of utilities, access and related issues; for determining the suitability of
the property for its intended use; and for the purpose of obtaining a loan commitment on terms
and conditions acceptable to Purchaser(the"Due Diligence Activities").Purchaser shall have the
right to hire its own inspectors, analysts,investigators, consultants; or contractors to perform the
tests.
3.2 Conduct of Due Diligence. . All Due Diligence Activities shall be
exercised and conducted, in all respects, in a commerciaDy reasonable manner by
Purchaser, its employees, agents; and independent contractors. Purchaser and its agents,
2
t-
employees or consultants shall have access to the Property,and every part thereof. for the
purpose of conducting the foregoing tests and inspections. Purchaser shall restore any
material damage to the Property, at Seller's request. Prior to initiating any tests or
investigations, Purchaser shall provide Seller with a certificate of insurance naming Seller
as an additional insured and insuring against injury to persons and property during the
conduct of any such.tests or investigations on the Property. Purchaser shall indemnify
Seller against any claim, including; but not limited to claims for personal injury,property
damage or mechanics liens, as well as for all attorneys' fees and costs, against Seller by
virtue of this Article 3, except if such claim is caused by Seller's fault. Purchaser's
obligations this Article shall survive any termination of this Agreement and shall survive the
closing of this transaction and any termination of this Agreement.
3.3 Termination During Due Diligence Period. If Purchaser disapproves, in its absolute
discretion, of any of the Due Diligence Activities, or for any other reason, Purchaser may
terminate this Agreement by providing Seller with written notice of such termination ("the
Termination Notice") not later than the expiration of the Due Diligence Period, and, thereupon,
this Agreement shall terminate without any liability on the part of either party, other than
Purchaser's return of Due Diligence Documents to Seller and Seller's return of the Earnest
Money,and any interest earned thereon, to Purchaser. If Purchaser has not provided Seller with
the Termination Notice by the expiration of the Due Diligence Period,Purchaser shall be deemed
to have elected to purchase the Property in accordance with the terms and conditions herein and
.this Agreement shall remain in full force and effect.
3.4 Records and Documents. Within ten (10) days after the Effective Date, Seller shall
deliver to Purchaser the following,if in Seller's possession or can be obtained in said time frame:
(a) Preliminary Title and Existing Survey.
(i) Title Examination-Commitment for Title Insurance. Seller shall provide to
Purchaser a preliminary title report (the "Title Report") from the Title Company, a copy of the
documents described in Schedule:B.therein:
(ii) Existing Survey. Seller shall deliver to Purchaser an existing Plat of Survey
(the"Existing Survey").
- -(b)- --Reports
(i) Copies of any and all reports, findings, tests, correspondence or documents
regarding the prior or current environmental state of the Property.
(ii) Any engineering reports or soil reports relative to the Property.
(iii) Any unrecorded contracts or other agreements affecting the Property.
3 f
The items referred to above in subparagraphs 3.4(a) through (b) and any other items
provided by Seller to Purchaser shall be collectively referred to as the "Due Diligence
Documents".
ARTICLE FOUR
REPRESENTATIONS AND WARRANTIES
4.1 Seller's Representations and Warranties. Seller hereby represents and warrants to
Purchaser,as follows:
(a) Seller is an Illinois limited liability company with its principal place of business
in the City of Geneva, Illinois.
(b) Seller has the legal power,right and authority to enter into this Agreement and the
instruments referenced herein and to consummate the transactions contemplated hereby.
(c) All requisite action (corporate, trust,partnership or otherwise) has been taken by
Seller in connection with entering into this Ab eement and the instruments referenced
herein and the consummation of the transactions contemplated hereby. No consent of
any partner, shareholder, member, creditor, investor, judicial or administrative body,
authority or other party is required which has not been obtained to permit Seller to enter
into this Agreement and consummate the transaction contemplated hereby.
(d) All closing documents executed by Seller that are to be delivered to Purchaser at
the Closing; will be (a) duly authorized, executed, and delivered by Seller, (b) legal,
valid, and binding obligations of Seller, (c) sufficient to convey title, and (d) do not
violate any provisions of any agreement to which Seller is a party or to which it is
subject.
(e) During its ownership of the Property, including the Closing Date, Sell
er.has not:_.
stored,buried or placed on the Property any hazardous, toxic or radioactive mateMa -(d:s
defined in the Comprehensive Environmental Response, Compensation and Liability Act
of 1986 (as amended)) and has no knowledge of the existence of any such materials on
the Property.
{i} To Seller's knowledge, Seller has not received any written notices or citations of
the violation of any applicable pri vate restriction or of the violation of any zoning
regulation or directive of any governmental authority or authorities having jurisdiction
relating to the Property or any parts thereof that have not been remedied to the
satisfaction of the governmental authority.
(g) Seiler has not, as of the Effective Date, received notice of increased assessed
valuation of the Property or improvements thereon.
4
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(h) To the best of Seller's actual lmowledge, except for the Permitted Exceptions,
there are no options, rights of first refusal, occupancy agreements (written or oral),
licenses, permits, contracts, restrictive covenants, parking agreements, or any other
agreements affecting the Property or the ownership, use, occupancy, operation;
construction or maintenance of the Property.
(i) As of the Effective Date, a common street address has not yet been assigned to the
Property.
0) The warranties and representations set forth in this Section shall be deemed
remade as of Closing and said representations and warranties; as so remade, shall survive
Closing for twelve(12) months.
4.2 Purchaser's Representations and Warranties. Purchaser hereby represents and warrants
to Seller,as follows:
(a) Purchaser is an Illinois not-for-profit corporation with its principal place of
business in the City of St.Charles,Illinois.
(b) Purchaser has the legal power, right and authority to enter into this Agreement
and the instruments referenced herein and to consummate the transactions contemplated
hereby.
(c) All requisite action (corporate, trust, partnership or otherwise) has been taken by
Purchaser in connection with entering into this Agreement and the instruments referenced
herein and the consummation of the transactions contemplated hereby. No consent of
any partner, shareholder, member, creditor, investor, judicial or administrative body,
authority or other party is required which has not been obtained to permit Purchaser to
enter into this Agreement and consummate the transaction contemplated hereby.
- (d) All closing documents executed by Purchaser that are to be delivered to Seller at
the Closing are or, at the Closing,will be(a) duly authorized, executed, and delivered by
Purchaser, (b) legal,valid, and binding obligations of Purchaser, and(c)do not, and at the
Closing will not,violate any provisions of any agreement to which Purchaser is subject or
- to which Purchaser is a party. - -- - -- -- — -- -- - ----- - -
(e) The warranties and representations set forth in this Section shall be deemed
remade as of Closing and said representations and warranties, as so remade, shall survive
Closing for twelve(12)months.
ARTICLE FIVE
TITLE AND UPDATED SURVEY
5.1 Title Commitment. Within ten (10) days after the Effective Date, Seller shall obtain and
deliver to Purchaser at Sellers sole cost and expense, a commitment for a current form ALTA
5
owner's policy of title. insurance, including extended coverage, in an amount equal to the
Purchase Price (but without endorsements), along with a copy of each instrument listed as an
exception thereon (the "Title Commitment") on the Property issued by the Title Company.
Purchaser shall have the right to obtain, at its sole cost and expense, any desired endorsements to
the Title Commitment that are available.
5.1.1 Title Objections. Cure of Title Objections. Within ten (10) days after receipt of
the Title Commitment, Purchaser may approve or disapprove same, in its reasonable
discretion, by delivering written notice to Seller ("Purchaser's Title Notice") specifying
each title defect or matter for which Purchaser is requesting a cure by Seller ("Title
Defect") and each Title Company requirement ("Title Requirement") that Purchaser is
requesting Seller to satisfy in order for the Title Policy to be issued for the Property at
Closing in form satisfactory to Purchaser. Within ten (10) days after receiving
Purchaser's Title Notice, Seller shall deliver to Purchaser written notice ("Seller's Title
Notice")of those Title Defects that Seller agrees to either eliminate or cure to Purchaser's
satisfaction by the Closing Date and those Title Requirements which Seller agrees to
satisfy by the Closing Date. If Seller elects not to eliminate or cure any Title Defects or
not to satisfy any Title Requirements, Purchaser shall have the right, within ten (I O) days
after receipt of Seller's Title Notice, to either (i) waive its prior notice as to the Title
Defects which Seller has elected not to cure and those Title Requirements that Seller has
elected not to satisfy,in which event those Title Defects and/or Title Requirements not so
cured shalt be deemed Permitted Exceptions or (ii) terminate this Agreement.
Purchaser's failure to timely deliver Purchaser's Title Notice-shall be a conclusive
presumption that Purchaser has approved the Title Commitment and this Agreement shall
remain in full force and effect. Notwithstanding the foregoing, Seller shall be required to
pay off any outstanding mortgage liens against the Property and to cure any Iiens and
provide full extended coverage over the general exceptions, at Seller's expense, against
the Property that require the payment of a fixed sum and any reasonable and customary
Title Requirements of the Title Company that are within the Seller's reasonable control.
For the purposes of this Agreement, "Permitted Exceptions" shall mean: (i) those liens,
covenants, conditions, easements and exceptions shown on the Title Commitment or
Survey that Purchaser has not identified as Defects; and .(ii) if Purchaser does not
terminate this Agreement pursuant to the preceding provisions,.those Title Defects or
Survey Defects that Purchaser has waived.
5.2 Survey. Within ten(10) days after the Effective Date, Seller shall provide to Purchaser,
at Seller's sole cost and expense, six (6) copies of an ALTA Survey, dated no more than six (6)
months old, certified to Purchaser, its Lender (provided Purchaser has timely identified its
Lender) and the Title Company (the "Survey"). The Survey shall be certified_as having been
made in compliance with the Illinois Land Survey Standards and shall include Table A Items 1-
4, 10, 11(b) and 13,
5.2.1 If Purchaser disapproves of the Survey, Purchaser shall deliver written notice to
Seller, ("Purchaser's Survey Notice") within ten (10) days of Purchaser's receipt of the
Survey, identifying the specific item(s) that Purchaser disapproves and the reason(s) for
Purchaser's disapproval (the "Survey Defects"). Within ten (10) days after receiving
6
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Purchaser's Survey Notice, Seller shall deliver to Purchaser written notice ("Seller's
Survey Notice") of those survey defects that Seller agrees to either cure or to cause the
Title Company to insure over to Purchaser's satisfaction. If Seller elects not to cure the
Survey Defects, Purchaser shall have the right within ten (10) days at after the receipt of
Seller's Survey Notice to (i) waive its prior notice as to the Survey Defects which Seller
has elected not to cure in which event those Survey Defects shall be deemed Permitted
Exceptions or (ii) terminate this Agreement. Purchaser's failure to timely deliver
Purchaser's Survey Notice to Seller shall constitute a conclusive presumption that
Purchaser has approved the Survey and this Agreement shall remain in full force and
effect.
�.; Termination Due to Uncured Defects. In the event of Purchaser's termination of the
Agreement due to Seller's failure or refusal to cure Title Defects or Survey Defects, this
Agreement shall be null and void and the parties shall have.no further obligations to each other,
except for Purchaser's obligations to return Due Diligence Documents to Seller and Seller's
obligation to return the Earnest Money to Purchaser.
ARTICLE SIX
CONDITIONS PRECEDENT TO CLOSING
6.1 Purchaser's Conditions Precedent. The following conditions are conditions precedent to
Purchaser's obligation to purchase the Property:
(a) Delivery by Seller, at Closing, of the Warranty or Trustee's Deed, subject only to
the Permitted Exceptions.
(b) Performance by Seller of each and every material term, covenant, condition and
agreement required to be performed by Seller pursuant to this Agreement.
(c) Seller's Representations and Waranties, contained in Article Four, shall be true
and correct as of the Effective Date and the Closing I?aie
In the event that the conditions contained in this Paragraph 6.1 are not satisfied, Purchaser may
elect to terminate this Agreement or waive satisfaction of the condition and proceed with
--
Closin=. In the event of such termination, the Earnest Money shall be returned to Purchaser,
---..-- ------ - -- -— ----- --------
provided the Purchaser is not in default under this Agreement
6.2 Seller's Conditions Precedent. The following conditions are conditions precedent to
Seller' obligation to sell the Property:
(a) Delivery by Purchaser, at Closing, of the Purchase Price.
(b) Performance by Purchaser of each and every material term, covenant, condition
and agreement required to be performed by Purchaser pursuant to this Agreement
(e) Purchaser's Representations and Warranties, contained in Article Four, shall be
true and correct as of the Effective Date and the Closing Date.
In the event that the conditions in this Paragraph 6.2 are not satisfied, Seller may elect to
terminate this Agreement or waive satisfaction of the condition and proceed with Closing. In the
event of such termination, the Earnest Money shall be retained by Seller, provided the Seller is
not in default under this Agreement.
ARTICLE SEVEN
CLOSING
7.1 Closing. The consummation of the transaction contemplated herein(the"Closing") shall
be conducted, and delivery of all items to be made at the Closing under the terms of this
Agreement shall be made at Chicago Title Insurance Company, 1795 West State Street, Geneva,
Illinois on September 30. 2008 or such earlier other date as Purchaser and Seller may mutually
agree to in writing (the "Closing Date"). In the event the Geneva office is unavailable, the
Closing shall take place at the Wheaton, Illinois office of the Title Company.
7.2 Seller's Closing Documents. At or before the Closing,.Seller shall deliver to the Title
Company the following:
(a) Warranty or Trustee's Deed, in recordable form, conveying the Property to the
Purchaser, subject only to the Permitted Exceptions;
(b) Seller's Non-Foreign Certification;
(e) Affidavit of Title;
(d) Pay-off statements,releases or terminations for encumbrances required to be paid
at Closing,if any;
(e) ALTA Statement to the Title Company,
(f) Plat Act Affidavit; and
- —Such-documents--as-the-Title-Com an ma customaril r
--
--(g)- P 5 - Y- 3- equzre-from-Seller to-
deliver the Title Policy;
7.3 Purchaser's Closing Documents. At or before the Closing, Purchaser shall deliver to the
Title Company the foIlowing:
(a) The Purchase Price by cash, cashiers' check or wire transfer; and
(b) Such other documents as the Title Company may customarily require in order to
deliver the Title Policy.
8
7.4 Joint Closing Documents. Seller and Purchaser shall jointly deliver to the Title
Company:
(a) A closing statement;
(b) All transfer declarations or similar documentation required by law;
(c) A Tax Proration and Reproration Agreement(described in Section 7.5);
(d) A Right of First Offer in the form attached hereto as Exhibit`B"; and
(e) Seller and Purchaser shall each deposit such other instruments as the Title
Company reasonably requires to close the escrow and consummate the purchase of the
Property in accordance with the terms hereof.
7.5 Prorations. The Purchase Price for the Property shall be subject to prorations and
adjustments to be determined as of the Closing Date. Such prorations'and adjustments shall be
determined as.follows:
(a) Real Estate Taxes. The Purchaser shall receive a real estate tax proration credit
that is equal to an estimate of the pro rata portion of the 2008 real estate taxes and special
assessments (payable in the year 2009) and for the period ending on the Closing Date.
The 2008 taxes shall be initially prorated based upon the 2007 tax bills and shall be re-
prorated based upon the actual tax bill for 2008 when issued. At Closing,the parties shall
enter into a tax proration and reproration agreement ("Tax Proration and Reproration
Agreement"). Seller's responsibility for real estate taxes is limited to the assessed value
of the land only and specifically excludes any portion of the taxes based in whole or in
part on any building or other improvement constructed thereon by Purchaser.
7.6 Closing Costs. The costs incurred in this transaction shall be allocated as follows:
Seller shall pay the following:
(a) The cost of the Title Policy, with extended coverage to cover the five general
exceptions. ---- -- -- — -... --- --
(b) The cost of any State and County transfer taxes. Any municipal transfer tax
applicable to the sale shall be paid by the party designated to bear the cost according to
the applicable municipality.
(c) The cost of obtaining the Alta Survey.
(d) Seller's legal fees and expenses.
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9
Purchaser shall pay the following:
(a) The costs and expenses related to its loan for the acquisition of the Property or to
satisfy the requirements of its lender,if any.
(b) The cost of any endorsements to the Title Policy that it may request (other than
endorsements that may be required to cure Title Defects pursuant to Paragraph 5.1.1,
which shall be paid by the Seller.)
(c) The costs connected with the transfer of any permits, warranties or licenses in
connection with the ownership of the Property.
(d) Purchaser's legal fees and expenses.
Other fees shall be allocated as follows:
(a) Recording fees applicable to the transaction shall be allocated to the parties as is
customary for such transactions.
(b) Each party shall pay for one-half(1/2) of any escrow or closing fees charged by
the Title Company, including the fee for a "New York Style" closing, except as
specifically provided above.
7.7 New York Style Closing. It is contemplated that the transaction shall be closed as a
"New York Style" Closing, with the concurrent delivery of the documents of title, transfer of
interest, delivery of the title policy or marked-up Title Commitment and the payment of the
Purchase Price. Seller and Purchaser shall each provide any undertaking to the Title Company
necessary to accommodate the New York Style Closing.
ARTICLE EIGHT
POSSESSION
8.1 Possession Date. Seller shall surrender possession of the Property to Purchaser upon
consunrunation of the transaction provided for herein on the Closing Date.
ARTICLE'MME
RISK OF LOSS
9.1 Condemnation. If any material portion of the Property is taken in eminent domain
proceedings prior to Closing,Purchaser may terminate this Agreement by written notice to Seller
given on or before the earlier of(i) twenty (20) days after such taking, or (ii) the Closing Date,
and, in-the event of such termination, this Agreement shall be of no further force and effect and,
except for the Surviving Obligations including Seller's obligation to return the Earnest Money,
neither party shall have any further obligation under this Agreement. If Purchaser does not so
elect to terminate, then the Closing shall take place as herein provided and Seller shall deliver or
10
assign to Purchaser on the Closing Date, 0 of Seller's right, title and interest in and to all
condemnation awards paid or payable to Seller.
ARTICLE TEN
BROKERS AND FINDERS
10.1 Identification of Brokers. Each party represents to the other that it has not had any
contact or dealings regarding the Property, or any communication in connection with the subject
matter of this transaction, through any licensed real estate broker, agent, salesperson, or other
person who will claim a right to compensation or a commission or finder's fee as a procuring
cause of the sale contemplated herein, except for Sperry Van Ness Landmark At Closing, Seller
shall pay said Broker the commission due pursuant to their separate agreement. In the event any
other broker, agent; salesperson or finder perfects a claim for a commission or finder's fee based
upon any such contract, dealings or communication, the party through whom the broker, agent,
commission salesperson or finder makes his claim shall be responsible for said commission or
fee and all costs and expenses`(including reasonable attorneys' fees) incurred by the other party
in defending against the same. No commission shall be paid or become payable unless the
Closing actually occurs. The provisions of this paragraph shall survive Closing and any
termination of this Agreement.
ARTICLE ELEVEN
DEFAULT/REMEDIES
11.1 Seller's Default. In the event that Seller fails to consummate this Agreement and such ?
failure is not a result of Purchaser's default or a permitted termination of this Agreement by
Purchaser.or.Seller ("Seller's Default"), then Purchaser shall be entitled to seek; at its election,
either: (a)the remedy of specific performance,or(b) a return of all earnest money.
11.1.1 Purchaser shall (a) notify Seller of its election to seek the remedy of specific
performance on or before the date that is ninety (90) days after the date of a Seller's
default and (b)institute proceedings seeking such remedy on or before the date.thaf is.one
hundred twenty(120) days after the date of Purchaser's notice.
11.2 Purchaser's Default. If the transaction contemplated hereby does not close by reason of
a default by Purchaser in any of the terms hereof, and such default is not cured within five (5)
days afterwritten notice of such default isvea-y Se erto-Purchaser, then Se er may;-as its
sole and exclusive remedy, terminate this Agreement and receive all Eamest Money to the extent
previously deposited as liquidated damages and as Seller's sole and exclusive remedy;provided
however, that nothing set forth in this Article shall be deemed to relieve Purchaser of its
obligations to repair any physical damage to the Property and to defend, indemnify and hold
Seller harmless from claims for mechanic's liens,personal injuries and property damage; or any
of them, under Article 3. The parties acknowledge and agree that Seller's actual damages in the
event of a default by Purchaser under their Agreement (except Purchaser's obligation to repair
any physical damage to the Property and to defend, indemnify and hold Seller harmless from
claims for mechanic's liens, persona injuries and property damage, or any of them) will be
difficult to ascertain, and that Seller's receipt of the Earnest Money as liquidated damages
Il
represents the parries' best estimate of such damages. The parties agree that the foregoing
provisions of this Section 11.2 is reasonable in light of the intent and circumstances surrounding
the execution of this Agreement.
11.3 Attomevs' Fees and Costs. In the event any action or proceeding is brought by either
party to enforce or interpret the terms of this Agreement, each party shall be responsible for the
payment of its own costs,fees (including,without limitation,attorneys' fees) and expenses.
ARTICLE TWELVE
NOTICES
12.1 Notices. Any notice required or permitted to be given under this Agreement shall be in
writing and shall be effective (i) as of the date personally delivered, (ii) one (1) business day
after the date delivered to a nationally recognized overnight courier service, delivery prepaid for
next business day delivery, or (iii) at the time of being sent by facsimile if delivery thereof is
confirmed by sender's receipt of a transmission report, generated by sender's facsimile machine,
which confirms that the facsimile was successfully transmitted in its entirety prior to 5:00 p.m.
Central time on a business day(otherwise, it will be deemed delivered on the next business day),
and to the following addresses or facsimile numbers or such other address as either party may
from time to time specify,in writing, to the other:
If to Seller: Averill Road,LLC
1900 Averill Road
Geneva,Illinois 60134
ATTN: Luke J. Slawek
With a copy to: James E.Hussey,Esq.
230 West Monroe Street, Suite 250
Chicago, IL 60606
Ph: 312-346-8771
j amesehussey @gmail.com
If to Purchaser to: Northern Illinois Food Bank
600 Industrial Drive
St. Charles,Illinois 60174
ATTN: Mr. H.Dennis Smith
With a copy to: Michael A. O'Brien,Esq.
O'Brien Law Offices,P.C.
124A South County Farm Road
Wheaton, Illinois 60187
Ph: 630-871-9400
Fax: 630-871-9435
m obri en(Robri enlawoffi e es.com
12
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Notices may be sent between the parties'respective attorneys via facsimile and shall be effective
as of the date of its transmittal. Notices sent solely to the attorneys, without copies to the parties,
shall be considered sufficient notices for all purposes under this Agreement.
ARTICLE THIRTEEN
PROPERTY DEVELOPMENT
13.1 Purchaser shall be entitled to hire such developers and contractors as it sees fit to
construct a food distribution center on the Property. This purchase and sale transaction is not
contingent upon or conditioned upon Purchaser's selection of any particular developer for the
Property. An agreement, if any, between Purchaser and any developer regarding the
development and construction of the food distribution center will be addressed in a separate
Development Agreement between those parties. The Purchase Price is based solely on the value
of the land and not on any promise of future agreements between the parties.
ARTICLE FOURTEEN
MISCELLAI\TEOUS
14.1 Amendments and Modifications. This Agreement may be amended or modified only by
a written instrument executed by Seller and Purchaser.
14.2 Governina Law, This Agreement shall be governed by and construed in accordance with
the laws of the State of Illinois.
14.3 Entire Agreement. This Agreement supersedes all prior agreements and understandings
between the parties hereto relating to the subject matter hereof. This Agreement, the exhibits
and other writings referred to herein constitute the entire understanding of the parties with
respect to the subject matter hereof.
14.4 Time of the Essence. Time is of the essence in this Agreement. If the time for
performance of any obligation hereunder shall.fall on a Saturday, Sunday or holiday(national, in
the State of Illinois or in the state in which the Property is located) such that the transaction
contemplated hereby cannot be performed, the time for performance shall be extended to the
next such succeeding day where performance is possible.
- -14.5- --Gounterparts:- This Agreement-may be executed in-counterparts each of which-shall-be - - -
deemed to be an original,but all of which, when taken together, shall constitute one and the same
instruments.
14.6 Severability. If any term, condition or provision of this Agreement is adjudicated
invalid or unenforceable; the remainder of this Agreement, other than such term, condition or
provision, shall not be affected and shall remain in full force and effect, to the fullest extent
permitted bylaw.
i
13
14.7 Article Headings. The Article Headings in this Agreement are intended for convenience
only and shall not be taken into consideration in any construction or interpretation of this
Agreement.
14.8 Waiver. No waiver of any breach or default hereunder shall be considered valid unless in
writing and signed by the parry giving such waiver. No such waiver shall be deemed a waiver of
any subsequent breach or default.
149 Binding Effect_ This Agreement shall be binding upon and inure to the benefit of.the
parties hereto, their respective legal representatives,heirs and successors in interest.
14.10 Ass ignment This Agreement may not be assigned by either party without the other
party's prior written consent,which consent shall not be unreasonably withheld.
14.11 Further Assurances. Purchaser and Seller agree to execute all documents and instruments
reasonably required in order to consummate the purchase and sale herein contemplated.
14.12 Consent to Jurisdiction.The parties hereby consent to personal jurisdiction in the State of
Illinois and consent to the exclusive venue in Kane County, Illinois for any dispute related to this
Agreement.
14.13 Joint Participation. The parties hereto participated .jointly in the negotiation and
preparation of this Agreement, and each party has obtained the advice of legal counsel to review
and comment upon the terms and conditions contained herein. Accordingly,it is agreed that no
rule of construction shall apply against or in favor of any party. This Agreement shall be
construed as if it was jointly prepared by the parties and any uncertainty or ambiguity shall not
be interpreted against one party and in favor of the other.
14
IN WITNESS WHEREOF,the parties hereto have executed this Agreement as of the date first
above written.
SELLER:
AVERIILL ROAD,LLC
By_ '2z
V,,jts Manager
PURCHASER:
NORTHERN ILLINOIS FOOD BANK
By. g p,
H. Dennis Smith
CEO and Executive Director
{
15
EXHIBIT"A"
LEGAL DESCRIPTION
LOT 2 OF THE SOUTHWEST PHASE OF GENEVA BUSINESS PARK PLANNED UNIT
DEVELOPMENT BEING A SUBDIVISION OF PART OF THE SOUTHEAST QUARTER OF
SECTION 1, TOWNSHIP 39 NORTH, RANGE 8, EAST OF THE THIRD PRINCIPAL
MERIDIAN, IN THE CITY OF GENAVA, KANE COUNTY, ILLINOIS, ACCORDING TO
THE PLAT THEREOF RECORDED SEPTEMBER 9, 2005 AS DOCUMENT 2005k106951.
16
ExIMIT B
RIGHT OF FIRST OFFER
Execution Version
This agreement is entered into this day of September, 2008 by and between
Averill Road LLC, an Illinois limited liability company, ("Averill Road") and Northern
Illinois Food Bank., an Illinois not-for-profit corporation ("NIFB"). .
Whereas; NIFB is the owner of a parcel of real estate known as Dearborn
Court, Geneva,Illinois(the"B Parcel"),the legal description of which is attached hereto
As Exhibit A);
)Yhereas, Averill Road is the owner of 1900 Averill Road, Geneva, Illinois 60134
(the"A Parcel")which abuts the B Parcel, the legal description of which is attached (,
hereto As Exhibit A);
Whereas,the parties believe it is in their mutual interest and benefit to enter into
this agreement.
Now therefore, in consideration of the mutual covenants and conditions contained
herein,the parties agree as follows:
ARTICLE
A. Before NIFB shall list for sale the B Parcel or otherwise offer for sale or
any other transfer of its interest in the B Parcel to any third party(the"Transfei") during - -- -- - -the term of this agreement (`she "Term's, NIFB shall first offer to sell the B Parcel to
Averill Road, by giving written notice of the material business terms and conditions on
which NIFB is willing to complete the Transfer of the B Parcel, including the purchase
price or other consideration, terms of payment, the proposed date of closing of the
Transfer, and such additional information as reasonably may be needed by Averill Road
to obtain a full understanding of the terms of the proposed Transfer (the "Transfer
Offer-).
B. Averill Road shall have fourteen (14) days after the date of receipt of the
Transfer Offer within which to notify NIFB that Averill Road accepts the Transfer Offer
on the terms and conditions therein contained. The parties shall then have twenty-one
(21) days thereafter to enter into such additional terms and conditions as are usual and
customary for a transaction of this nature. The closing of such purchase and sale shall
take place pursuant to the terms of the transfer offer but in no event earlier than sixty(60)
days after the date of the Transfer Offer.
C. The Term of this Agreement shall began on the date of this Agreement, as
set forth on page 1 hereof,and shall continue for a period of ten(10) years thereafter.
ARTICLE II
A. Amendments and Modifications. This Agreement may be amended or
modified only by a written instrument executed by Seller and Purchaser.
B. Governing Law. This Agreement shall be governed by and construed in
accordance with the laws of the State of Illinois.
C. Entire Agreement. This Agreement supersedes all prior agreements and
understandings between the parties hereto relating to the subject matter hereof. This
Agreement, the exhibits and other writings referred to herein constitute the entire
understanding of the parties with respect to the subject matter hereof.
D. Time of the Essence. Time is of the essence in this Agreement. If the
time for performance of any obligation hereunder shall fall on a Saturday, Sunday or
holiday(national., in the State of Illinois or in the state in which the Property is located)
such that the transaction contemplated hereby cannot be performed, the time for
performance shall be extended to the next such succeeding day where performance is
possible.
E. Counterparts. This Agreement may be executed in counterparts, each of
which shall be deemed to be an original, but all of which, when taken together, shall
constitute one and the same instrument.
F. Severability. If any term, condition or provision of this Agreement is
— —adjudicated-invalid--or-uneniorceable—the remainder-of this- grement;oilier than such
te-m, condition or provision, shall not be affected and shall remain in full force and
erTect,to the fullest extent permitted by law.
G. Article Headings. The Article Headings in this Agreement are intended
for convenience only and shall not be taken into consideration in any construction or
interpretation of this Agreement. -'
H. Waiver. No waiver of any breach or default hereunder shall be considered
valid unless in writing and signed by the party giving such waiver. No such waiver shall
be deemed a waiver of any subsequent breach or default.
I. Binding Effect This Agreement shall be binding upon and inure to the
benefit of the parties hereto;their respective legal representatives, heirs and successors in
interest.
J. Consent to Jurisdiction. The parties hereby consent to personal jurisdiction
in the State of Illinois and consent to the exclusive venue in Kane County, Illinois for any
dispute related to this Agreement
K. Joint Participation. The parties - hereto participated jointly in the
negotiation and preparation of this Agreement, and each party has obtained the advice of
legal counsel to review and comment upon the terms.and conditions contained herein.
Accordingly,it is.agreed that no rule of construction shall apply against or in favor of any
party. This Agreement shall be construed as if it was jointly prepared by the parties and
any uncertainty or ambiguity shall not be interpreted against one party and in favor of the
other.
L. Recording Allowed Either party may record an original of this
Agreement at any time after its execution. upon the expiration of the Term, the parties
shall jointly execute a Release of Right of First Offer, in recordable form, indicating that
the rights granted herein are released and of no further force or effect Either party may
record an original of said Release at anytime after its execution.
PJ WITNESS WHEREOF, the parties hereto have executed this Agreement as
of the date first above written.
NORTHERN IL.LINOIS FOOD BANK
Bv:
H. Dennis Smith
Averill Road LLC
By:
Its
EXIIB IT 1
Dearborn Court
Geneva,IL
P.I.N.
FXHIBIT 2
1900 Averill Road
Geneva,IL 60134
P.I.N. 12-01-455-002
LOT 2 OF THE SOUTHWEST PHASE OF GENEVA BUSINESS PARK PLANNED
UNIT DEVELOPMENT BEING A SUBDIVISION OF PART OF THE SOUTHEAST
QUARTER OF SECTION 1, TOWNSHIP 39 NORTH, RANGE 8, EAST OF THE
THIRD PRINCIPAL MERIDIAN, IN THE CITY GENEVA, KANE. COUNTY,
ILLINOIS, ACCORDING TO THE PLAT THEREOF RECORDED SEPTEMBER 9,
2005 AS DOCUMENT 2005K10695I.
REAL ESTATE SALES CONTRACT RIDER
This rider, consisting of two (2) pages, is attached and made a part of the real estate sales
contract,dated September 11,2008,by and between Northern Illinois Food Bank,an llllinois not-
for-profit corporation (hereinafter `Buyer"), and Averill Road, LLC, an Illinois limited liability
company, (hereinafter "Seller"). (Buyer and Seller are also referred to as "party" or "the
parties.") Said contract is for the sale of real estate located at and commonly known as Lot 2 in
the Geneva Business Park,Geneva, Illinois (hereinafter "Property'. Buyer and Seller mutually
agree to the following contingencies:
1. Federal funds may be used in the purchase of the Property. The real estate sales contract
is contingent upon the removal of all grant conditions by the U.S. Department of Housing
and Urbam Development and compliance with certain environmental requirements set
forth in Federal regulations;
2. The closing shall occur on the date specified in the real estate sales contract,or five(5)
business days after the release,by DuPage and Kane Counties, of Federal funds from the
U.S.Department of Housing and Urban Development,whichever is later.
3. The Seller hereby affirms that he is the owner of the Property and that he has publicly
advertised the Property, either with a real estate firm or in a newspaper with local
circulation. The Buyer and Seller affirm that the terms of this sale have been mutually
agreed upon and the sale of the Property is a voluntary,arm's length transaction-
4. The Buyer estimates the fair market value of the Property to be Two Million Three
Hundred Thousand Dollars (52,300,000.00). -The Seller understands that the Buyer does
not have the power to acquire the Property by condemnation (Le. eminent domain). The
Seller further understands that he is not eligible for relocation payments or other
relocation assistance under the Uniform Relocation Assistance and Real Property
Acquisition Policies Act of 1970, or any other law or regulation. The real estate sales
contract is made on the condition that no tenant wiL be permitted to occupy the Property
before the sale is completed.
The real estate sales contract is contingent upon zoning approval of the Property by any
and all appropriate zorung agencies for the use intended by the Buyer.
--- - -
- 6. -- --The real—estate sales contact-is contingent upon the environmental soundness of the
Property. The Buyer agrees to indemnify, exonerate, defend and hold free and harmless
DuPage and Kane Counties, the United States government, including any officers,
directors, members, employees, agents, and attorneys of Kane County or the United
States government (hereinafter "Indemnified Parties") from and against any and all
actions, causes of action, suits, losses, claims, costs, Iiabilities, damages, and expenses
incurred in connection with purchase of the Property irrespective of whether any such
indemnified Party is a named party to the action for which indemnification is sought.
This shall include reasonable attorney's fees and disbursements incurred by the
Indemnified parties as a result of or arising out of the following:
1
(A) investigation, litigation; or any proceeding related to any environmental response,
audit,or compliance;
(B) the release or threatened release of any Hazardous Substance as defined by the
Environmental Protection Act on the Property, regardless of whether caused 'by
the actions of the Buyer or whether the events giving rise to any actual or
potential liability occurred prior or subsequent to the Seller and the Buyer
entering the real estate sales contract;and
(C) any other matter relating to the protection of the environment or environmental
soundness.
7. The parties further agree that their respective attorneys shall have five (5) business days
from the date.of acceptance to approve or disapprove the terms of the real estate sales
contract, except as to the purchase price, closing date, and possession of items hereof.
:The disapproving party shall within the aforementioned five (5) business days serve
written notice upon the other party, his authorized agent or attorney stating disapproval.
Said written notice shall contain a statement of the specific terms that are disapproved
and suggested revisions of said terms. If within ten (10)business days from the date of
acceptance or from any written,mutually agreed upon extension thereof, any of the terms
disapproved by the attorney in the aforementioned written notice are not revised in
writing to the satisfaction of both Buyer and Seller, then the real estate sales contract
shall be null and void and all monies paid by the Buyer shall be promptly refunded. IN
THE ABSENCE OF WRI i T EN NOTICE WITHIN THE TIME SPECIFIED HEREIN,
THIS PROVISION SHALL BE DEEMED WAIVED BY ALL 711E PARTIES
HERETO AND THE REAL ESTATE SALES CONTTRACT (INCLUDING THIS
RIDER) SHALL CONTINUE IN FULL FORCE AND EFFECT.
8. In the event the contingencies described 'herein are not satisfied, the real estate sales
contract and all riders shall be voidable upon written notice by either party, served by
certified mail upon the other party, the Du.Page County Community Development
Commission (421 North County.Farm Road, Wheaton,IL 60187), and the Kane County
Development Department(719 Batavia Avenue,Geneva,IL 60134).
BUYER'S SIGNATURE SELLER'S SIGNATURE
Northern lllinois Food Bank, an Illinois Averill Road,LLC,an Illinois limited
Not for profit corporation liability company
DATE DATE
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OVERALL MEZZANINE FLOOR PLAN ' � O
-Northern Illinois Food Bank
Food Distribution and Community Nutrition Center
PROJECT BUDGET—
Phase 'I —Purchase of Land .$2,300,000
Phase 2—Construction
General Conditions 295,732
Cast In Place & Precast Concrete 2,228;893
Masonry 103,000
Steel Fabrication and installation 1,162,490
Carpentry 135,136
Waterproofing 18,500
Metal Wall Panels 143,000
Roofing, Joint Sealers, Caulking 528,870
Doors; Overhead Doors & Speciality Doors 327,600
Glass & Glazing 434,980
Drywall Systems 439,221
Tile, Flooring & Carpet 329,441
Paint&Wallcoverings 109;674
Identification Devices 50,000 �-
Toilet Partitions, Partitions and Lockers 78,340
Misc. Equipment 43,507
Dock Equipment 202,426
Window Treatments 25,750
Elevators& Escalators 39,200
— - - Insulated Metal panels 436,100
Fire Protection 369,748
Plumbing 384,190
HVAC 1,097;809
Refrigeration 688,962
_ -- - Electrical Systems -- 1,526,01-0-- — -- --- -- --- - ------
Earthwork 423,800
Asphalt Paving, Fences, Gates, Planting & Irrigation 337,287
Site Utility Services, Site Signage 344,900
Winter Conditions 100,000
Permits, SAC, WAG, Insurance & Surveying 255,724
Project Management Personnel 119,988
.Contingency 275,881
Overhead and Fee 479,260
$13,535,420
TOTAL $15.835,420
FUNDRAISING GOAL
Cash & Pledges through 12/10/2010 $ 6,072,929
Estimated sale of building $2,000;000
Anticipated High Probability Prospects $2,920,500
$10.993.429
Because of the urgent necessity to start construction, NIFB negotiated a Tax Exempt Bond
issue of $12 M. with the City of Geneva that was finalized on November 2, 2010. West
Suburban Bank agreed to issue and purchase the Bonds.
NIFB will continue to solicit individual, corporate and foundation donors to raise necessary funds
to repay the Bond.
w2010
:food bank
---war .
f arMern=lllinuis
foodgank
Capital Campaign 'Major Donors
$500,000+ $25,000—$49,999
Illinois General Assembly Anonymous (1)
State Rep Mike Fortner Falex Corporation
State Rep Kay Hatcher Andy Faville and Leslie R. Heerdt
State Senator Randy Hultgren Hansen-Fumas Foundation Inc.
State Senator John Millner Peggy and Doug Obenauf
Thing 123 Foundation Omron Foundation Incorporated
Elizabeth D. Reed
$250,000-$499,999 in memory of Dwight E Reed
DuPage County Community Shodeen Family Foundation
Development Commission The Trustmark Foundation
Illinois Tool Works Foundation UPS Foundation
Jewel-Osco
$10,000-$24,999
$100,000-$249,999 Anonymous (5) �.
Anonymous (1) Helen Brach Foundation
The Christopher Family Foundation Community Foundation of the Fox
City of Naperville CDBG River Valley
The Grainger Foundation Tiffany Lytle and DeForest Davis
Corwith Hamill and the Hamill The Faville Family
Family Foundation Congressman Bill Foster
Illinois Clean Energy Foundation Gordon and Sue Hahn
Kane County Board Rebecca Gaples and Simon
Kane County Riverboat Fund Harrison
The Oberweis Family Charles and Mary Liebman
Sara Lee Foundation Nicor Gas
----Tellabs----- ---- - - -- - - --- -- -Dale--and-Sarah-Richardson ---- - —- --- -- -
WillOw Springs Foundation
$50,000-$99,999
Anonymous (1)
City of Elgin CDBG
The Alfred Bersted Foundation
Administered by Bank of America
Mr_ and Mrs. Neil Biitstein
Exelon Corporation
Joy C. Valentine Trust
4.
AUTHORIZING APPLICATION FOR CITY OF ELGIN CDBG FUNDS
AND EXECUTION OF ALL NECESSARY DOCUMENTS
December 13, 2010 Resolution 2011-04
RECITALS
'V�THEREAS, NORTHERN ILLINOIS FOOD BANK (hereinafter referred to
as "FOOD BANK") is a not-for-profit corporation organized and existing in
accordance with the laws of the State of Illinois; and
WHEREAS, the City of Elgin (hereinafter referred to as "CITY"), is a body
politic and corporate, organized and existing under the laws of the State of Illinois;
and
WHEREAS, the CITY is a funding provider for, among other things, not-
for-profit organizations which provide necessary and valuable assistance to the
public at large through its CITY OF ELGIN CDBG FUND; and
WHEREAS, the FOOD BANK will apply for and accept funding from the
CITY, through the CITY OF ELGIN CDBG FUND for the construction of the
Community Nutrition and Food Distribution Center at Dearborn Court, Geneva,
Illinois in the amount of S 1 50,000, in its application due December 15, 2010, along
with the project described therein as sub-grantee; and
WHEREAS, the Food Bank Food Assistance program qualifies as an
eligible program under the CITY OF ELGIN CDBG FUND, as the project to be
-- -fundod-by-th-e-CIT--Y--OF—EL-GIN-CDBG FUND-will-enable-the-Food Bank--to- - -- - - -
receive and handle a larger volume of food and store donated and acquired food in
a safe, secure manner until it distributes that food to various facilities throughout
Elgin; and
i
WHEREAS, the FOOD BANK has determined that it is in the best interests
of the FOOD BANK to secure CITY OF ELGIN CDBG FUNDS to enable the
Food Bank to receive and handle a larger volume of food and store donated and
acquired food in a safe, secure manner.until it distributes that food to various
facilities throughout Elgin; and for the construction of a new facility; and
WHEREAS, the City of Elgin Council must approve said application and
will require Northern Illinois Food Bank to execute a Funding Agreement and
other necessary documents upon such approval; and
WHEREAS, the FOOD BANK has agreed to apply for and accept a contract
with the City of Elgin and specifically acknowledges that it gill comply with, all
requirements with the CITY OF ELGIN CDBG FUND to enable the Food Bank to
receive and handle a larger volume of food and store donated and acquired food in
a safe, secure manner until it distributes that food to various facilities throughout
Elgin; and, including but not limited to the expenditure/spending guidelines and
reporting requirements.
NOW, THEREFORE, BE IT RESOLVED by the NORTHERN ILLINOIS
FOOD BANK as follows:
I. The recitals set forth above are hereby incorporated into this Resolution as
if fully set forth herein.
H. That the NORTHERN ILLINOIS FOOD BANK agrees to apply for and
accept CITY-OF ELGD\z CDBG FUNDS to enable the Food Bank to receive and
handle a larger volume of food and store donated and acquired food in a safe,
secure manner until it distributes that food to various facilities throughout Elgin;
_ and to be used in connection with the construction of a new distribution_faci_l�in
accordance with the terms and conditions attached thereto.
III. The FOOD BANK acknowledges that the grant will be utilized for
reimbursement of the expense connected with construction, as well as those costs
that are pre-approved by the CITY staff.
IV. By adoption of this Resolution, the Board of Directors, on behalf of
the FOOD BANK acknowledge its obligation to comply with the terms and
conditions of the application for and acceptance of CITY OF ELGIN CDBG
FUNDS to enable the Food Bank to receive and handle a larger volume of food
and store donated and acquired food in a safe, secure manner until it distributes
that food to various facilities throughout Elgin; and hereby agrees to timely
perform said obligation, including but not limited to, compliance with all spending
restrictions, reporting requirements and other guidelines established by the CITY.
V. That the President is authorized to execute the CITY OF ELGIN CDBG
FUND and application and acceptance documents on behalf of the NORTHERN
ILLINOIS FOOD BANK and to take such other and further action as required
under the terms and conditions of the BLOCK GRANT application .and
acceptance.
VI. That the President is directed to forward a copy of this Resolution to
legal counsel for the NORTHERN ILLINOIS FOOD BANK, O'Brien Law
Offices, 300 S. County Farm Road, Ste G. Wheaton, IL 60187.
WHEREFORE, NORTHERN ILLINOIS FOOD BANK, upon due
consideration of the matter and the resolution set forth above have ADOPTED
same by vote.
ch
PASSED THIS 13 Day of December 2010
AYES: 16
NAYS:
ABSTAIN: g
th
APPROVED THIS 13 Day of Dec mber 2010.
l f
Alicia McCareins!ll-Ph D. J.D. Board Chair
ATTEST:
Gordon Hahn, Secretary
CERTIFICATION
I. the undersigned, do hereby certify that I am the Secretary to the Board of Directors of the
NORTHEI N ILLINOIS FOOD BANK, St. Charles; Illinois, and keeper of the records and files
thereof and that the foregoing is a true, complete and exact copy of Resolution 2011-04 enacted
on December 13, 2010 and .approved on December 13, 2010 as the same appears from the
official records of the NORTHERN ILLINOIS FOOD BANK.
G on Hahn, Secretary
Headquarters
600 In dust.r-iA Drr.,e
Sr Charies.tL 60174-3 4319
phone.6-10.4-43.63;0
2010 fax 630.41
fbodbank hungetftrlhemkrabarkorg
OFTHEIffin
,.ar
Branch Locations
Lake Count'&-andi
fierthern .1111nols Feed Bank 4. ty 40 Kefier Drive
Park Cny.tL 600E5
phone:8-47336.366i
fax V.7.31336.326
December 15, 2010 Rockibrd Rr-rKh
320 S.Avon Svw.
Jennifer Fritz-Williams Rockfort..IL 61102
Dhone:815.961.7283
Elgin Planning and Neighborhood Services Dept., 1&x:815.9151.0036
CDBG Program
150 Dexter Court, late[01;ce
Elgin, IL 60120 30h333',V4 jefer-�,St
Sue 210
joiie, IL 60435
Dear Jennifer, phor,.c:8t 5.846AN i
fax 81 730.35 31
We are attaching our application for CDBG funding for our capital campaign to Executive Committee
build a new Food Distribution and Community Nutrition Center, along with Alc,a M"Q:-elns,PhD.
supporting documents. We are grateful to the City of Elgin for their support of this KECA.LLC
Pc�. -*;C-GlCY
project with funding from CDBG last year and hope the City will see fit to -3s�nE Die-
continue their support and investment in the future of providing food assistance
for the low-income residents of Elgin. This center will benefit Elgin residents by
V'"loo H91.Trpo;ur-r
providing more food and enhanced efficiency of service to partner food pantries,
soup kitchens and shelters, as well as allowing us to expand our youth nutrition
Per n.
program for Elgin children. H.Der.nss tr
Nofthtm*,rto,.s Fccpo Ba'.
We would welcome an opportunity to present our proposal in person to.the City Directors
Council or to Mayor Schock, AzL7;c
Please let me know if you need additional copies of the materials or any further
information. Thank you for this opportunity and for your consideration of this
request.
Sincerely,
Gar,mo�-, a.
4V At Acrtz Sale,
H e s_t_e r7Bury_
Senior Development Officer
Oter•._,is Dairy.Inc.
iw,Pi_-me.P11•)
R--uss.-
,ra Lee C�.ordlcn&
Sara'Lee
Ter
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= = DINT
AMER CA
EXHIBIT B
ASSURANCES
The SUB-RECIPIENT hereby warrants and represents that it will comply with the regulations, policies,
Guidelines and requirements with respect to the acceptance and use of CDBG funds in accordance with
the ACT and the City of Elgin policies. Also, the SUB-RECIPIENT certifies with respect to the grant
that:
1. It possesses legal authority to make a grant submission to the CITY and to execute a community
development and housing program;
2. Its governing body has duly adopted or passed as an official act, a resolution, motion or similar
action authorizing the person identified as the official representative of the SUB-RECIPIENT to
execute this Agreement, all understandings and assurances contained herein, and directing the
authorization of the person identified as the official representative of the SUB-RECIPIENT to act
in connection with the execution of this Agreement and to provide such additional information as
may be required.
3. Prior to submission of its application to the City,the SUB-RECIPIENT has:
(A) Met the citizen participation requirements of 570.301(b)and has provided citizens with:
(1) The estimate of the amount of CDBG funds proposed to be used for activities
that will benefit persons of low and moderate income; and
(2) Its plan for minimizing displacement of persons as a result of activities assisted
with CDBG funds and to assist persons actually displaced as a result of such
activities:
(B) Prepared its application in accordance with the policies of the City of Elgin and made the
application available to the public;
4. The grant will be-conducted and administered in compliance with:
(A) Title VI of the Civil Rights Act of 1964 (Pub. L. 88-352 42 U.S.C. Sec 2000d et seq.)and
implementing regulations issued at 24 CFR Part 1;
(B) Title VIII of the Civil Rights Act of 1968 (Pub. L. 90-208), as amended; and that the
SUBGRANTEE will administer all programs and activities related to housing and
community development in a manner to affirmatively further fair housing;
(C) Section 109 of the Housing and Community Development Act of 1974, as amended; and
the regulations issued pursuant hereto;
(D) Section 3 of the Housing and Urban Development Act of 1968, as amended;
(E) Executive Order 11246-Equal Opportunity, as amended by Executive Orders 11375 and
12086, and implementing regulations issued at 41 CFR Chapter 60;
(F) Executive Order 11063-Equal Opportunity in Housing, as amended by Executive Order
12259, and implementing regulations at 24 CFR Part 107;
Page 14 of 19
(G) Section 504 of the Rehabilitation Act of 1973 (Pub. L. 93-112), as amended, and
implementing regulations when published in effect;
(H) The Age Discrimination Act of 1975 (Pub. L. 94-135), as amended, and implementing
regulations when published for effect;
(I) The relocation requirements of Title II and the acquisition requirements of Title III of the
Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1970, as
amended, and the implementing regulations at 24 CFR Part 42, as required under 24 CFR
570.606;
(J) The labor standards requirements as set forth in 24 CFR Part 570, Subpart K and HUD
regulations issues to implement such requirements;
(K) Executive Order 11988 relating to the evaluation of flood hazards and Executive Order
11738 relating to the prevention, control and abatement of water pollution;
(L) The flood insurance purchase requirements of Section 102(a) of the Flood Disaster
Protection Act of 1973 (Pub. L. 93-234);
(M) The Fair Housing Act(42 U.S.C. 3601-20);
5. Its notification, inspection, testing and abatement procedures concerning lead-based paint will
comply with 570.608; and
6. When a grant is in excess of $100,000 it will comply with all applicable standards, orders, or
requirements issued under Section 308 of the Clean Air Act (42 U.S.C. 1857(h), Section 508 of
the Clean Water Act (33 U.S.C. 1368), Executive Order 11738, and Environmental Protection
Agency regulation (40 CFR Part 15), which prohibit the use under nonexempt Federal contracts,
grants or loans, of facilities included on the EPA list of Violating Facilities. The provision shall
require reporting of violations to the County, HUD, and to the AESOP Assistant Administrator
for Enforcement(EN-329).
7. It has developed its application so as to give maximum feasible priority to activities which benefit
low and moderate income families or aid in the prevention or elimination of slums or blight;.(the
application may also include activities which the SUB-RECIPIENT certifies are designed to meet
other community development needs having a particular urgency because existing conditions
pose a serious and immediate threat to the health or welfare of the community, and other financial
resources are not available);
8. It is following the current City of Elgin Consolidated Plan which has been approved by HUD
pursuant to 570.306; and
9. It will not attempt to recover any capital costs of public improvements assisted in whole or in part
with funds provided under Section 106 of the ACT or with amount resulting from a guarantee
under Section 108 of the ACT by assessing any amount against properties owned and occupied
by persons of low and moderate income, including any fee charged or assessment made as a
condition of obtaining access to such public improvements, unless: (1) funds received under
Section 106 of the ACT are used to pay the proportion of such fee or assessment that relates to
the capital costs of such public improvements that are financed from revenue sources other than
Page 15 of 19
under Title I of the ACT; or (2) for purposes of assessing any amount against properties owned
and occupied by low and moderate income persons, the SUB-RECIPIENT certifies that it lacks
sufficient funds received under Section 106 of the ACT to comply with the requirements of
subparagraph (1)above.
10. The SUB-RECIPIENT certifies that it will provide a drug-free workplace by:
(A) Publishing a statement notifying employees that the unlawful manufacture, distribution,
dispensing, possession or use of a controlled substance is prohibited in the SUB-
RECIPIENT's workplace and specifying the actions that will be taken against employees
for violation of such prohibition;
(B) Establishing a drug-free awareness program to inform employees about:
(1) The dangers of drug abuse in the workplace;
(2) The SUB-RECIPIENT's policy of maintaining a drug-free workplace;
(3) Any available drug counseling, rehabilitation; and employee assistance programs;
and
(4) The penalties that may be imposed upon employees for drug abuse violations
occurring in the workplace.
(C) Making it a requirement that each employee to be engaged in the performance of the
grant be given a copy of the statement required by paragraph (A);
(D) Notifying the employee in the statement required by paragraph (A)that, as a condition of
employment under the grant, the employee will:
(1) Abide by the terms of the statement; and
(2) Notify the employer of any criminal drug statute conviction for a violation
occurring in the workplace no later than five days after such conviction;
(E) Notifying the City of Elgin's Community Development Department within ten (10) days
after receiving notice under subparagraph (D)(2) from an employee or otherwise
receiving actual notice of such conviction;
(F) Taking one of the following actions, within 30 days of receiving notice under
subparagraph(D)(2), with respect to any employee who is so convicted:
(1) Taking appropriate personnel action against such an employee, up to and
including termination; or
(2) Requiring such employee to participate satisfactorily in a drug abuse assistance
or rehabilitation program approved for such purposes by a Federal, State, or local
health, law enforcement, or other appropriate agency;
(G) Making a good faith effort to continue to maintain a drug-free workplace through
implementation of paragraphs(A), (B), (C), (D), (E)and (F).
11. It has adopted and is enforcing a policy prohibiting the use of excessive force by law enforcement
agencies within its jurisdiction against any individuals engaged in nonviolent civil rights
demonstrations.
Page 16 of 19
12. In regards to lobbying, the SUB-RECIPIENT certifies:
(A) No Federal appropriated funds have been paid or will be paid, by or on behalf of the
SUB-RECIPIENT, to any person for influencing or attempting to influence an officer or
employee of any agency, a Member of Congress, an officer or employee of Congress, or
an employee of a Member of Congress in connection with the awarding of any Federal
contract, the making of any Federal grant, the making of any Federal loan; the entering
into of any cooperative agreement, and the extension, continuation, renewal, amendment,
or modification of any Federal contract, grant, loan, or cooperative agreement.
(B) If any funds other than Federal appropriated funds have been paid or will be paid to any
person for influencing or attempting to influence an officer or employee of any agency, a
Member of Congress, an officer or employee of Congress, or an employee of a Member
of Congress in connection with the Federal contract, grant, loan, or cooperative
agreement, the undersigned shall complete and submit Standard Form-LLL, "Disclosure
Form to Report Lobbying," in accordance with its instructions.
(C) The SUB-RECIPIENT shall require that the language of this certification be included in
the award documents for all sub-awards at all tiers (including subcontracts, sub-grants,
and contracts under grants, loans, and cooperative agreements) and that all sub-recipients
shall certify and disclose accordingly.
This certification is a material representation of fact upon which reliance was placed
when this transaction was made or entered into. Submission of this certification is a
prerequisite for making or entering into this transaction imposed by section 1352, title 31,
U.S. Code. Any person who fails to file the required certification shall be subject to a
civil penalty of not less than $10,000 and not more than $100,000 for each such failure.
Page 17 of 19
EXHIBIT C
EQUAL EMPLOYMENT OPPORTUNITY CERTIFICATION
Community Development Block Grant Program
City of Elgin
The undersigned understands and agrees that it is a SUB-RECIPIENT of the Community Development
Block Grant Program of the CITY. The undersigned also agrees there shall be no discrimination against
any employee who is employed in carrying out work from the assistance received from the CITY and
HUD, or against any applicant for such employment, because of race, color, religion, sex, age or national
origin, including but not limited to employment, upgrading, demotion or transfer; recruitment or
recruitment advertising; lay off or termination; rates of pay or other forms of compensation; and selection
for training, including apprenticeship.
The SUB-RECIPIENT further agrees to the following:
(1) It will incorporate or cause to be incorporated into any grant contract, loan, grant insurance or
guarantee involving Federally assisted construction work, or modification thereof; which is paid
for in whole or in part with funds obtained from the Community Development Block Grant
program, the language contained in HUD Equal Employment Opportunity Regulations at 42 CFR
130.15(b), in Executive Order 11246, as amended by Executive Orders 11375 and 12006, and
implementing regulations issued in 41 CFR Chapter 60.
(2) It will be bound by said equal opportunity clause with respect to its own employment practices
when it participates in any Community Development Block Grant Program construction.
(3) It will assist and cooperate actively with the CITY, HUD, and the Secretary of Labor in obtaining
the compliance of contractors and subcontractors with the equal opportunity clause and the rules,
regulations and relevant orders of the Secretary of Labor.
(4) It will furnish the CITY, HUD, and the Secretary of Labor such information as they may require
for the supervision of such compliance, and will otherwise assist the CITY and HUD in the
discharge of primary responsibility for securing compliance.
(5) It will refrain from entering into any contract or contract modification subject to Executive Order
11246 of September 24, 1965, with a contractor debarred from or who has not demonstrated
eligibility for government contracts and federally assisted construction contracts pursuant to the
Executive Order.
(6) It will carry out such sanctions and penalties for violation of the equal opportunity clause as may
be imposed upon contractors and subcontractors by the Secretary of Labor, the CITY or HUD.
(7) In the event that SUB-RECIPIENT fails or refuses to comply with the undertaking, the CITY, or
HUD may take any or all of the following actions: cancel, terminate or suspend, in whole or in
part, this grant, refrain from extending any further assistance to the SUB-RECIPIENT until
satisfactory assurance of future compliance has been received; and refer the case to HUD for
appropriate legal proceedings.
Page 18 of 19
SUB-RECIPIENT: Northern Illinois Food Bank
273 Dearborn Street; Geneva; Illinois 60134
BY: 1-C
Pete Schaefer
President and CEO
DATE: 3 N 4 I
ATTEST:
Page 19 of 19