16-94 Resolution No. 16-94
RESOLUTION
AUTHORIZING EXECUTION OF FOURTH AMENDMENT AGREEMENT
TO REDEVELOPMENT AGREEMENT WITH
CAPSTONE DEVELOPMENT GROUP, LLC AND ELGIN TOWER, LLC
(100 E. Chicago Street)
BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF ELGIN,ILLINOIS,that
David J. Kaptain, Mayor, and Kimberly A. Dewis, City Clerk, be and are hereby authorized and
directed to execute fourth amendment agreement to redevelopment agreement on behalf of the City
of Elgin with Capstone Development Group, LLC, and Elgin Tower, LLC, a copy of which is
attached hereto and made a part hereof by reference.
s/David J. Kaptain
David J. Kaptain, Mayor
Presented: June 22, 2016
Adopted: June 22, 2016
Vote: Yeas: 8 Nays: 0 Abstain: 1
Attest:
s/Kimberly Dewis
Kimberly Dewis, City Clerk
FOURTH AMENDMENT AGREEMENT
THIS FOURTH AMENDMENT AGREEMENT ("Fourth Amendment Agreement") is
made and entered into as of the 22"d day of June,2016,by and between the City of Elgin,an Illinois
municipal corporation (hereinafter referred to as the"City"), Elgin Tower LLC, an Illinois limited
liability company, and Capstone Development Group, LLC, a Missouri limited liability company
(hereinafter referred to as "Developer").
WHEREAS, the City and the Developer have previously entered into a Redevelopment
Agreement dated October 8, 2014, as amended by First Amendment Agreement dated April 22,
201, by Second Amendment Agreement dated December 16, 2015, and by Third Amendment
dated March 16, 2016 (collectively, the "Subject Redevelopment Agreement") relating to the
redevelopment of the Elgin Tower Building on the property commonly known as 100 E. Chicago
Street, Elgin, Illinois; and
WHEREAS, the Developer has represented to the City that it has received approval on its
$8,500,000.00 end loan financing with Midland States Bank of Joliet,Illinois,and has also secured
State of Illinois and federal historic tax credit financing for the Subject Redevelopment of the
Subject Property; and
WHEREAS, for the proper tax treatment of the City's Subject Monetary Development
Assistance to be achieved (as required by the federal historic tax credit investor), it is necessary
that such Subject Monetary Development Assistance be paid to the Developer's corporate
managing member, namely Capstone Elgin Development Corporation, an Illinois corporation(the
"Managing Member"), which, in turn, will contribute said Subject Monetary Development
Assistance to Elgin Tower LLC for its use in performing the Subject Redevelopment of the Subject
Property; and
WHEREAS, the parties wish to enter into this Fourth Amendment Agreement to provide
for certain further amendments to the Subject Redevelopment Agreement.
NOW, THEREFORE, for and in consideration of the mutual undertakings set forth herein,
and the mutual undertakings set forth in the Subject Redevelopment Agreement, as amended, and
other good and valuable consideration, the receipt and sufficiency of which are hereby
acknowledged, the parties hereto agree as follows:
1. That the foregoing recitals are hereby incorporated into this Fourth Amendment
Agreement'.
2. Pursuant to the Third Amendment Agreement, Capstone did assign its right to
purchase the Subject Property to Elgin Tower LLC, Elgin Tower LLC did then close on the Initial
Closing for the purchase of the Subject Property by the date required in this Third Amendment
Agreement, and Capstone did (and does hereby) also assign its rights under the Subject
Redevelopment Agreement to Elgin Tower LLC. Accordingly, (i) Elgin Tower LLC is hereby
substituted for Capstone as the "Developer" under the Subject Redevelopment Agreement and
shall be entitled to all rights and subject to all obligations of the Developer thereunder and (ii)
Capstone shall be released from the Subject Redevelopment Agreement and shall have no further
rights or obligations thereunder, except for Capstone's guarantee and obligation to repay the City
the Subject Preconstruction Loan as provided in the Third Amendment Agreement and in the
Business Loan Agreement referred to therein.
3. That the Subject Redevelopment Agreement be and is hereby further amended to
provide that all payments by the City of any Subject Monetary Development Assistance shall be
paid to the Managing Member through the construction escrow as provided in the Second
Amendment Agreement.
4. That in the event of any conflict with the terms of this Fourth Amendment
Agreement and the terms of the Subject Redevelopment Agreement, the First Amendment
Agreement, the Second Amendment Agreement, or the Third Amendment Agreement, the terms
of this Fourth Amendment Agreement shall supersede and control.
5. That except as specifically and expressly amended in this Fourth Amendment
Agreement, the terms of the Subject Redevelopment Agreement, as previously amended, shall
remain in full force and effect.
{SIGNATURE PAGE FOLLOWS}
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IN WITNESS WHEREOF, the parties hereto have entered into and executed this Fourth
Amendment Agreement as of the date and year first written above.
CITY OF IN, a municipal co .oration,
t
By: I ,dAtit/_4/r,.-1 /.
M.'or
Attest
City erk
CAPSTONE DEVELOPMENT GROUP, LLC
a Missouri limited liability company
�`- �By: ,
William L. Luchini
Title: Member
ELGIN TOWER LLC
An Illinois limited liability company �'
By: l'✓,e:l'Xit.•���G��
Y
William L. Luchini
Title: Manager