G27-17 Ordinance No. G27-17
AN ORDINANCE
AUTHORIZING EXECUTION OF SECOND AMENDMENT TO CONTRACT
FOR PURCHASE AND SALE WITH ST. JOSEPH CHURCH
REGARDING THE SALE OF 115-121 CENTER STREET
BE IT ORDAINED 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 Second Amendment to a Contract for Purchase and Sale on behalf of the City of
Elgin with St. Joseph Church regarding the City's sale and conveyance of the property commonly
known as 115-121 Center Street, a copy of which is attached hereto and made a part hereof by
reference.
David J. Ka ain, Tdayor
Presented: June 28, 2017
Passed June 28, 2017
Vote: Yeas: 8 Nays: 0 Abstain: 1
Recorded: June 28, 2017y y
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Published: June 30, 2017
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Kimberly Dewis, Cit erk '
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SECOND AMENDMENT TO CONTRACT FOR PURCHASE AND SALE
THIS SECOND AMENDMENT ("Second Amendment") is made and entered into as of
the 28"' day of June, 2017, by and between the City of Elgin, an Illinois municipal corporation,
(hereinafter referred to as "Seller"), and St. Joseph Church, an Illinois Religious corporation,
(hereinafter referred to as "Buyer")
WITNESSETH:
WHEREAS the Seller and Buyer entered into a contract for purchase and sale as of
December 21, 2016, as further amended on March 11, 2017 wherein Seller agreed to sell to
Buyer the premises commonly known as 115-121 Center Street, Elgin, Illinois 60120 (such
Premises is hereinafter referred to as the "Premises" and such contract is hereinafter referred to
as the "Subject Contract"); and
WHEREAS, the Premises consists of Lots 7 and 8 of P. J. Kimball's Junior Addition to
Elgin, in the City of Elgin, Kane County, Illinois; and
WHEREAS, the Buyer has requested an extension of time to fulfill certain contingencies
pursuant to the Subject Contract and Seller has agreed to grant those extensions pursuant to the
terms and conditions in this Second Amendment.
NOW, THEREFORE, for and in consideration of the mutual undertakings set forth
herein, and the mutual undertakings set forth in the Subject Contract, and other good and
valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties
hereto agree as follows:
1. That the Subject Contract is hereby further amended as follows:
A. That Buyer is satisfied with Contingencies in Sections 5A and 5C of the Subject
Contract and such contingencies are deemed waived. j
B. That Sections 5B and 5F which are the zoning and COA contingencies are hereby
further amended to further change the date by which a zoning application and
COA application must be filed to July 1, 2018. In the event the COA or the
zoning application are not filed by July 1, 2018 the Contract shall terminate and
Buyer shall receive a full return of its earnest money. Other than the date change
and Contract termination clause,the remainder of these paragraphs shall remain in
full force and effect.
C. That new contingency 5G be added to the Subject Contract as follows: "Buyer
shall have raised sufficient funds, in Buyer's sole opinion,by July 1, 2018 for the
anticipated construction of a 1200 seat church that in Buyer's opinion may qualify
for a the issuance of a COA. Buyer may satisfy this contingency by sending Seller
a notice of its satisfaction by July 1, 2018 and if no such notice is received by
Seller this contingency shall be deemed waived."
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D. That the paragraph below contingency paragraph 5G be amended partially as
follows: "Notwithstanding any term, condition or provision hereof to the contrary,
in the event Buyer has filed with the City for its required applications for zoning
and COA approval by July 1, 2018 and has not received its required zoning or
COA approvals from the City by October 28, 2018 or if Buyer has not confirmed
to its sole satisfaction that contingencies 5C and E have been satisfied by October
28, 2018 ("Due Diligence Period"), then Buyer may by giving written notice to
Seller prior to the end of the Due Diligence Period, extend the period of time for
satisfying the contingencies in this paragraph for an additional 60 days
("Extended Due Diligence Period............") (the remainder of the paragraph is
unchanged).
E. That a new Section 26 is hereby added to the Subject Contract as follows: "Kick
Out Clause. In the event that Seller at any point between the date of this Second
Amendment and July 1, 2018 either: a) receives a bona-fide offer to purchase
from a third party for the Premises (with a copy submitted to Buyer and which
Seller desires to accept) or b) Seller wishes to develop the Premises itself for a
municipal use other than parking and has taken the initial steps to plan for such
use and will in the event of a termination of this Contract utilize the Premises for
such intended use, then in either instance, Seller will provide written notice to
Buyer and Buyer shall thereafter have up to sixty (60) days to respond in writing
to Seller that Buyer elects to either: a)terminate this Contract and receive a refund
of its earnest money or b) elect to proceed to Closing and shall thereafter close on
the Premises on the next business day, fourteen days after Buyer sends its notice
to Seller.
2. That in the event of any conflict between the terms of the Subject Contract and
any amendments thereto and the terms of this Second Amendment Agreement, the terms of this
Second Amendment shall supersede and control.
3. That except as expressly amended herein,the Subject Contract shall remain in full
force and effect.
BUYER: SELLER:
ST. JOSEPH CHURCH, CITY OF ELGIN,an Illinois
an Illinois Religious corporation, municipal corporation,
By:
G1enxl,. Nelson Da44*p
Its: Vice President Its: Mayor
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A e t:
City ClerkJ
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