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HomeMy WebLinkAbout#4039 - Redevlopment Agreement between the City of Canton and Johnson & Johnson CERTIFICATE THE UNDERSIGNED CERTIFIES THAT SHE IS THE CITY CLERK FOR THE CITY OF CANTON,ILLINOIS,AND THAT THE CITY COUNCIL AT A REGULARLY CONSTITUTED MEETING OF SAID CITY COUNCIL OF THE CITY OF CANTON ON THE 16TH DAY OF AUGUST, 2016 ADOPTED ORDINANCE NO. 4039, A TRUE AND CORRECT COPY OF WHICH IS CONTAINED IN THIS PAMPHLET. GIVEN UNDER MY HAND AND SEAL THIS 2ND DAY OF SEPTEMBER, 2016. (SEAL) DIr APAVLEY-ROC' CITY CLERK CITY OF CANTON ORDINANCE NO. 4039 AN ORDINANCE APPROVING AND AUTHORIZING THE EXECUTION OF A REDEVELOPMENT AGREEMENT BY AND BETWEEN THE CITY OF CANTON AND JOHNSON& JOHNSON,P.C. PASSED BY THE CITY COUNCIL OF THE CITY OF CANTON THE 16T11 DAY OF AUGUST,2016 PUBLISHED IN PAMPHLET FORM BY AUTHORITY OF THE CITY COUNCIL OF THE CITY OF CANTON,FULTON COUNTY, ILLINOIS, THIS 16TH DAY OF AUGUST, 2016 EFFECTIVE: AUGUST 16, 2016 CITY OF CANTON FULTON COUNTY, ILLINOIS ORDINANCE NO. 4039 CANTON 2-RT. 9 / CHESTNUT STREET TAX INCREMENT FINANCING (TIE) DISTRICT AN ORDINANCE APPROVING AND AUTHORIZING THE EXECUTION OF A REDEVELOPMENT AGREEMENT by and between THE CITY OF CANTON and JOHNSON &JOHNSON,P.C. ADOPTED BY THE CORPORATE AUTHORITIES OP THE CITY OF CANTON,FULTON COUNTY, ILLINOIS, ON THE 16TH DAY OF AUGUST,2016. CITY OF CANTON, ILLINOIS: ORDINANCE NO. 4039 CANTON 2—RT. 9 / CHESTNUT STREET TAX INCREMENT FINANCING (TIF) DISTRICT AN ORDINANCE APPROVING AND AUTHORIZING THE EXECUTION OF A REDEVELOPMENT AGREEMENT by and between THE CITY OF CANTON and JOHNSON &JOHNSON, P.C. NOW THEREFORE, BE IT ORDAINED BY THE CORPORATE AUTHORITIES OF THE CITY OF CANTON, ILLINOIS THAT: 1. The Redevelopment Agreement by and between the City of Canton, Fulton County, Illinois and Johnson&Johnson, P.C. (ExhibitA attached) is hereby approved. 2. The Mayor is hereby authorized and directed to enter into and execute on behalf of the City said Redevelopment Agreement and the City Clerk of the City of Canton is hereby authorized and directed to attest such execution. 3. The Redevelopment Agreement shall be effective the date of its approval on the 16th day of August, 2016. 4. This Ordinance shall be in full force and effect from and after its passage and approval as required by law. /The remainder of this page is intentionally blank.) -3- PASSED,APPROVED AND ADOPTED by the Corporate Authorities of the City of Canton, Fulton County,Illinois,on the l6"day of August,A.D., 2016, and deposited and filed in the Office of the City Clerk of said City on that date. ALDERMEN AYE VOTE NAY VOTE ABSTAIN /ABSENT Alderman Ryan Mayhew X Alderman Jim Nelson X Alderman Tad Putrich X Alderman Craig West X Alderman Gerald Ellis X Alderman Justin Nelson X Alderman John Lovell X Alderwoman Angela Hale X TOTAL VOTES 7 0 I APPROVED: .; 1 ,Date O9 / ©1 / 2016 J ri Ma C of anton ATTES '• '-, 264 err , Date:9 /(t7 / 2016 liana Pavley-Rock,City Clerk,City of Canton ATTACHMENT: EXHIBIT A Redevelopment Agreement by and between the City of Canton, Fulton County, Illinois and Johnson & Johnson,P.C. -4- EXHIBIT A REDEVELOPMENT AGREEMENT by and between THE CITY OF CANTON and JOHNSON &JOHNSON, P.C. CANTON 2—RT. 9 / CHESTNUT STREET TAX INCREMENT FINANCING (TIF)DISTRICT 5- I. CITY PUBLIC PROJECTS The City intends to use part or all of its share of the Project's real estate increment for other public projects within the TIE District or within contiguous TIE Districts as allowed by law. The City shall be eligible for reimbursement of the cost of doing so,as well as other eligible costs incurred by the City in the TIF District. J. LIMITED LIABILITY OF CITY TO OTHERS FOR DEVELOPER'S EXPENSES There shall be no obligation by the City to make any payments to any person other than the Developer, nor shall the City be obligated to make direct payments to any other contractor,subcontractor,mechanic or materialman providing services or materials to the Developer for the Developer's Project. K. COOPERATION OF THE PARTIES 1. The City and the Developer agree to cooperate fully with each other when requested to do so concerning the development of the Developer's Redevelopment Project. This includes without limitation the City assisting or sponsoring the Developer,or agreeing to jointly apply with the Developer,for any grant,award,subsidy or additional funding which may be available from other governmental sources as the result of the Developer's or City's activities. This also includes without limitation the Developer assisting or sponsoring the City, or agreeing to jointly apply with the City, for any grant,award,or subsidy which may be available as the result of the City's or the Developer's activities. 2. The Panics agree to take such actions,including the execution and delivery of such documents, instruments,petitions,and certifications(and,in the City's case,the adoption of such ordinances and resolutions),as may be necessary or appropriate,from time to time, to carry out the terms, provisions, and intent of this Agreement and to aid and assist each other in carrying out said terms,provisions,and intent. 3. The Parties shall cooperate fully with each other in seeking from any or all appropriate governmental bodies all approvals(whether federal,state,county or local)required or useful for the construction or improvement of property and facilities in and on the Property or for the provision of services to the Property, including, without limitation, wetland mitigation, gas, telephone,and electric utility services,roads,highways,rights-of-way,water and sanitary sewage facilities,and storm water disposal facilities. L. DEFAULT;CURE; REMEDIES In the event of a default under this Redevelopment Agreement by any party hereto (the "Defaulting Parry"),which default is not cured within the cure period provided for below,then the other Party(the "Non-defaulting Party"), may have an action for damages, or, in the event damages would not fairly compensate the Non-defaulting Parties for the Defaulting Party's breach of this Redevelopment Agreement,the Non-defaulting Party shall have such other equity rights and remedies as are available to them at law or in equity.Any damages payable by the City hereunder shall be limited to the real estate tax increment payable to the Developer under the terms of this Agreement. In the event a Defaulting Party shall fail to perform a monetary covenant which it is required to perform under this Redevelopment Agreement,it shall not be deemed to be in default under this Redevelopment Canton 2-Rt. 9/Chestnut Street 77F Divine)/Johnson&Johnson, P.C. Redevelopment Agreement Page 7 Agreement unless it shall have failed to perform such monetary covenant within thirty (30) days of its receipt of a notice from a Non-defaulting Party specifying that it has failed to perform such monetary covenant. In the event a Defaulting Party fails to perform any nonmonetary covenant as and when it is required to under this Redevelopment Agreement,it shall not be deemed to be in default if it shall have cured such default within thirty (30) days of its receipt of a notice from a Non-defaulting Party specifying the nature of the default, provided, however,with respect to those nonmonetary defaults which are not capable of being cured within such thirty(30) day period,it shall not be deemed to be in default if it commences curing within such thirty (30) day period, and thereafter diligently and continuously prosecutes the cure of such default until the same has been cured. M. TIME; FORCE MAJEURE For this Agreement, time is of the essence. The Developer agrees to complete this Project within sixteen(16)months following the date of execution of this Agreement. Failure to do so shall be cause for the City to declare the Developer in default and unilaterally terminate this Agreement. However, the Developer and the City shall not be deemed in default with respect to any obligations of this Agreement on its part to be performed if the Developer or City fails to timely perform the same and such failure is due in whole,or in part,to any strike,lock-out,labor trouble (whether legal or illegal), civil disorder, inability to procure materials, weather conditions wet soil conditions, failure or interruptions of power, restrictive governmental laws and regulations, condemnation, riots, insurrections,war,fuel shortages,accidents,casualties,Acts of God, acts caused directly or indirectly by the City(or the City's agents,employees or invitees)when applicable to Developer or third parties, or any other cause beyond the reasonable control of Developer or the City. N.ASSIGNMENT The rights (including, but not limited to, the right to payments contemplated by Section C of this Agreement) and obligations (or either of them) of the Developer under this Agreement shall be fully assignable by the Developer provided written notice is provided to the City and the City's consent is obtained prior to such assignment. The City's consent shall not be unreasonably withheld provided that the nature of the Project is not substantially changed,and further provided that the assignee is financially capable of fulfilling the obligations of the assignor. Any such assignment shall be subject to all the terms and conditions contained in this Agreement. Further,no such assignment shall be deemed to release the assignor of its obligations to the City under this Agreement unless the consent of the City to the release of the assignor's obligations is first obtained. O. PREPAYMENTS Should the annual incremental tax revenue generated by the Project be sufficient to pay all cost eligible expenses prior to the expiration of the term of the Agreement,the City may,in its sole discretion,elect to pay all then remaining payments in a single lump sum payment. P. WAIVER Any party to this Agreement may elect to waive any remedy it may enjoy hereunder,provided that no such waiver shall be deemed to exist unless the party waiving such right of remedy does so in writing. No such waiver shall obligate such party to waive any right of remedy hereunder,or shall be deemed to constitute a waiver of other rights and remedies provided said party pursuant to this Agreement. Canton 2-Rt. 9/Chestnut Street 1IF Dist ict/Johnson&Johnson, P.C. Redevelopment Agreement Page 8 Q. SEVERABILITY If any section,subsection,term or provision of this Agreement or the application thereof to any party or circumstance shall, to any extent, be invalid or unenforceable, the remainder of said section, subsection,term or provision of this Agreement or the application of same to parties or circumstances other than those to which it is held invalid or unenforceable, shall not be affected thereby. It. NOTICES All notices,demands,requests,consents,approvals or other instruments required or permitted by this Agreement shall be in writing and shall he executed by the party or an officer,agent or attorney of the party, and shall be deemed to have been effective as of the date of actual delivery, if delivered personally, or as of the third (3rd) day from and including the date of posting,if mailed by registered or certified mail, return receipt requested,with postage prepaid addressed as follows: TO CITY: TO DEVELOPER: City Clerk,City of Canton Johnson&Johnson,P.C. 2 N. Main Street c/o Andrewe Johnson,President Canton,IL 61520 212 E Chestnut Street Telephone: (309) 647-2348 Canton,IL 61520 Fax: (309) 647-2348 Telephone: (309) 647-4200 With Coro to; Jacob&Klein,Ltd. The Economic Development Group,Ltd. 1701 Clearwater Avenue Bloomington,IL 61704 Telephone: (309)664-7777 Fax: (309) 664-7878 S. SUCCESSORS IN INTEREST Subject to the provisions of Section N, above, this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns. T. NO JOINT VENTURE,AGENCY,OR PARTNERSHIP CREATED Neither anything in this Agreement nor any acts of the parties to this Agreement shall be construed by the parties or any third person to create the relationship of a partnership, agency, or joint venture between or among such parties. U. INDEMNIFICATION OF CITY It is the understanding of the Parties that the position of the Illinois Department of Labor is that the Illinois Prevailing Wage Act does not apply to TIE increment received by private developers as reimbursement for private TIF Eligible Project Costs. This position of the Department of Labor is stated as an answer to a FAQ on its website at:hnp:// v'nv.illinois.eoy/idol/FAQs/Paces/prevailing- waec-faq.aspx. The Developer shall indemnify and hold harmless the City, and all City elected or appointed officials, officers, employees, agents, representatives, engineers, consultants and attorneys (collectively, the Indemnified Parties), from any and all claims that may be asserted against the Canton 2- Rt. 9/Chestnut Street HF District/Johnson&Johnson, P.C. Redevelopment Agreement Page 9 Indemnified Parties or one or more of them,in connection with the applicability,determination,and/or payments made under the Illinois Prevailing Wage Act (820 ILCS 130/0.01 et. seq.), the Illinois Procurement Code, and/or any similar State or Federal law or regulation. In addition, the Developer agrees to indemnify and hold harmless the City for any claim asserted against the City arising from the Developer's Project and/or this Agreement or any challenge to the eligibility of project costs reimbursed to the Developer hereunder. This obligation to indemnify and hold harmless obligates Developer to defend any such claim and/or action,pay any liabilities and/or penalties imposed,and pay all defense costs of City,including but not limited to the reasonable attorney fees of City. V. ENTIRE AGREEMENT The terms and conditions set forth in this Agreement and exhibits attached hereto supersede all prior oral and written understandings and constitute the entire agreement between the City and the Developer with respect to the subject matter hereof. W. TITLES OF PARAGRAPHS Tides of the several parts,paragraphs,sections or articles of this Agreement are inserted for convenience of reference only, and shall be disregarded in construing or interpreting any provisions hereof. X. WARRANTY OF SIGNATORIES The signatories of Developer warrant full authority to both execute this Agreement and to bind the entity in which they are signing on behalf of. Y.TERM OF THE AGREEMENT Notwithstanding anything contained herein to the contrary,this Agreement shall expire upon the first to occur of the current expiration of the Canton 2 - Rt. 9/Chestnut St. TIF District, tax year 2035 payable 2036, or upon the Developer receiving all incentives included herein. The Agreement shall expire sooner if the Developer files for bankruptcy or otherwise becomes insolvent, the Property becomes the subject of foreclosure proceedings,or upon default by the Developer of this Agreement. [Tbe remainder of this page is intentionally left blank Canton 2- Rt. 9/Cbestnnt Street TIE District/Johnson &Johnson, P.C. Redevelopment Agreement Page 10 • IN WITNESS WHEREOF the Parties hereto have caused this Agreement to be executed by their duly authorized officers on the above date at Canton, Illinois. CITY DEVELOPER Canton, Illinois,a Municipal Corporation Johnson & Johnson, P.C., an Illinois Professional Corporation BY: e' l is c BY: Mayor,City anon NAME: ATT'ST: TITLE: City ClerWty of Canton Canton 2-Rt. 9/Chestnut Street 77F Dishret/Johnson&Johnson, P.C. Redevelopment Agreement Page 11 IN WITNESS WHEREOF the Parties hereto have caused this Agreement to be executed by their duly authorized officers on the above date at Canton,Illinois. .�1TY DEVELOPER Canton, Illinois,a Municipal Corporation Johnson & Johnson, P.C., an Illinois Professi• n v. . 'ration BY: BY Mayor,City of Canton hf / NAME: Al % 1.• W e Kra'a'! ATTEST: TITLE: fM2 City Clerk,City of Canton Canton 2.Rt. 9/Chestnut Street TIF District/Johnson&Johnson,P.0 Redevelopment Agreement Page 11 EXHIBIT I SUMMARY OF ESTIMATED TIF ELIGIBLE PROJECT COSTS Johnson&Johnson, P.C. Redevelopment Project Canton 2 - Rt. 9/Chestnut Street TIP District in the City of Canton, Fulton County, Illinois Project Description: The Developer owns the Property and has plans to rehabilitate and revovate the existing office building located thereon. Street Location: 212 E. Chestnut Street,Canton,Illinois PIN#s: 09-08-27-434-001 EstimatedTlF Eligible Project Costs: Rehabilitation and Renovation Costs $29,000 Total EstimatedTlF Eligible Project Costs* $29,000 *The Cirys reimbursement of TIF Elilpble Project Costs to the Developer shall not exceed$5,000.00,as set forth in this Redevelopment Agreement. Catton 2-RI 9/Chestnut Street THF District/Johnson &Johnson, P.C. Redevelopment Agreement Page 12 EXHIBIT 2 CITY OF CANTON,ILLINOIS CANTON 2- RT. 9/CHESTNUT STREET TAX INCREMENT FINANCING DISTRICT PRIVATE PROJECT REQUEST FOR REIMBURSEMENT BY JOHNSON&JOHNSON, P.C. Date Attention: City TIF Administrator, City of Canton, Illinois Re: TIF Redevelopment Agreement,dated August 16,2016 by and between the City of Canton,Illinois, and Johnson&Johnson,P.C. (the"Developer") The City of Canton is hereby requested to disburse funds from the Special Tax Allocation Fund pursuant to the Redevelopment Agreement described above in the following amount(s), to the Developer and for the purpose(s)set forth in this Request for Reimbursement. The terms used in this Request for Reimbursement shall have the meanings given to those terms in the Redevelopment Agreement. 1. REQUEST FOR REIMBURSEMENT NO. 2. PAYMENT DUE TO:Johnson&Johnson,P.C. 3. AMOUNTS REQUESTED TO BE DISBURSED: Description of TIF Eligible Project Cost Amount Total 4. The amount requested to be disbursed pursuant to this Request for Reimbursement will be used to Canton 2-Ri. 9/Chestnut Street TIF District/Johnson &Johnson, P.C. Redevelopment Agreement Page 13 reimburse the Developer for Redevelopment Project Costs for the Project detailed in Exhibit "1" of the Redevelopment Agreement. 5. The undersigned certifies and swears under oath that the following statements are true and correct: (i) the amounts included in(3)above were made or incurred or financed and were necessary for the Project and were made or incurred in accordance with the construction contracts,plans and specifications heretofore in effect;and (ii) the amounts paid or to be paid, as set forth in this Request for Reimbursement,represent a part of the funds due and payable for TIF Eligible Redevelopment Project Costs;and (iii) the expenditures for which amounts are requested represent proper Redevelopment Project Costs as identified in the"limitation of Incentives to Developer"described in Section 'D' of the Redevelopment Agreement have not been included in any previous Request for Reimbursement;have been properly recorded on the Developer's books; are set forth with invoices attached for all sums for which reimbursement is requested;and proof of payment of the invoices; and (iv) the amounts requested are not greater than those necessary to meet obligations due and payable or to reimburse the Developer for its funds actually advanced for Redevelopment Project Costs;and (v) the Developer is not in default under the Redevelopment Agreement and nothing has occurred to the knowledge of the Developer that would prevent the performance of its obligations under the Redevelopment Agreement. Any violation of this oath shall constitute a default of the Redevelopment Agreement and shall be cuase for the Village to unilaterally terminate the Redevelopment Agreement. 6. Attached to this Request for Reimbursement is Exhibit `1"of the Redevelopment Agreement, together with copies of invoices, proof of payment of the invoices, and Mechanic's Lien Waivers relating to all items for which reimbursement is being requested. BY: (Developer) TITLE: APPROVED BY CITY OF CANTON,ILLINOIS BY: TITLE: DATE: REVIEWED BY JACOB&KLEIN,LTD.&THE ECONOMIC DEVELOPMENT GROUP,LTD. BY: TITLE: DATE Canton 2-Rt.9/Chestnut Street TIF District/Johnson &Johnson, P.C. Redevelopment Agreement Page 14 TAX INCREMENT FINANCING DISTRICT REDEVELOPMENT AGREEMENT by and between CITY OF CANTON, FULTON COUNTY, ILLINOIS and JOHNSON &JOHNSON, P.C. CANTON 2 - RT. 9/CHESTNUT STREET TAX INCREMENT FINANCING DISTRICT AUGUST 16, 2016 REDEVELOPMENT AGREEMENT by and between CITY OF CANTON and JOHNSON &JOHNSON,P.C. CANTON 2- RT. 9/CHESTNUT STREET TIF DISTRICT THIS REDEVELOPMENT AGREEMENT (including Exhibits) is entered into this 16'"day of August,2016,by and between the City of Canton(the"City"),an Illinois Municipal Corporation,Fulton County,Illinois,and Johnson&Johnson,P.C.an Illinois Professional Corporation(the"Developer"). PREAMBLE WHEREAS, the City has the authority to promote the health, safety and welfare of the City and its citizens,and to prevent the spread of blight and deterioration and inadequate public facilities,including sanitary sewer,by promoting the development of private investment in the marketability of property thereby increasing the tax base of the City and providing employment for its citizens;and WHEREAS, Pursuant to 65 ILCS 5/8-1-2.5, a municipality may appropriate and expend funds for economic development purposes, including without limitation for commercial enterprises that are deemed necessary or desirable for the promotion of economic development within the community;and WHEREAS,pursuant to the Tax Increment Allocation Redevelopment Act,65 ILCS 5/11-74.4 et seq., as amended (the "Act"), the City has the authority to provide incentives to owners or prospective owners of real property to redevelop, rehabilitate and/or upgrade such property by reimbursing the owner for certain costs from resulting increases in real estate tax revenues ("real estate tax increment) or from other City revenues;and WHEREAS, on February 6, 2012, recognizing the need to foster the development, expansion and revitalization of certain properties which are vacant,underutilized or obsolete or a combination thereof, the City approved a Tax Increment FinancingRedevelopment Plan and Projects(the"Plan"),designated a Redevelopment Area and adopted Tax Increment Financing as provided under the Act for the Canton 2-Rt.9/Chestnut Street TIP District (the"TIF District"); and WHEREAS,on March 19,2013,the City approved the First Amendment to the Redevelopment Plan and Projects for the TIF District,pursuant to the Act;and WHEREAS, included in the Redevelopment Project Area as amended is property owned by the Developer, located at 212 E. Chestnut Street, Canton, Illinois, real estate tax property identification number 09-08-27-434-001;and WHEREAS, the Developer owns said Property and is proceeding with plans to renovate and rehabilitate the existing office building located thereon (the `Project"), and is doing so based on the availability of TIF incentives offered by the City;and WHEREAS, it is the intent of the City to encourage economic development which will increase the Canton 2-Rt. 9/Chestnut Street TIF Distnd/Johnson&Johnson, P.C. Redevelopment Agreement Page 1 real estate tax revenue of the City,which increased incremental taxes will be used,in part, to finance incentives to assist development within the Tax Increment Financing District;and WHEREAS,the Developer's proposed Project is consistent with the TIF District Redevelopment Plan and Projects for the Redevelopment Project Area and further conforms to the land uses of the City as adopted;and WHEREAS, pursuant to Section 5/11-74.4-4(b) of the Act, the City may make and enter into all contracts with property owners,developers,tenants,overlapping taxing bodies,and others necessary or incidental to the implementation and furtherance of the Redevelopment Plan; and WHEREAS,pursuant to Section 5/11-74.4-4(j) of the Act,the City may incur project redevelopment costs and reimburse developers who incur redevelopment project costs authorized by a redevelopment agreement and further defined in Section 5/11-74.4-3(q) of the Act, including those Estimated TIF Eligible Project Costs as herein listed in the attached Exhibit "7"Mthis Redevelopment Agreement; and WHEREAS, the Developer requested that incentives for the development be provided by the City from incremental increases in real estate taxes of the City generated from its Project and the City agreed to such incentives;and WHEREAS, the City has determined that this Project required the incentives requested as set forth herein and that said Project will,as a part of the Plan,promote the health,safety and welfare of the City and its citizens by attracting private investment to prevent blight and deterioration and to generally enhance the economy of the City;and WHEREAS, the City has reviewed the conditions of the Property and has reason to believe that the costs of the necessary public and private improvements to be incurred by the Developer in furtherance of the Project are eligible project costs under the Act and are consistent with the Redevelopment Plan of the City;and WHEREAS,the Parties have agreed that the City shall reimburse the Developer Fifty percent(50%) of the annual"net"incremental increase in real estate tax revenues derived from the Developer's Project for reimbursement of the Developer's Estimated TIF Eligible Project Costs as set forth in Exhibit"1" attached hereto. Such reimbursement shall commence with tax year 2016 payable 2017 real estate tax increment generated by the Project, and shall continue only for the current remaining life of the T1F District(tax year 2035 payable 2036),or upon the Developer's receipt of the maximum reimbursement amount of Five Thousand Dollars and No Cents ($5,000.00) as set forth in Exhibit "1"attached hereto,whichever occurs first.These funds are to be allocated to and when collected shall be paid to the City treasurer for deposit in a separate account within the Special Tax Allocation Fund for the Canton 2- Rt. 9/Chestnut Street TIF District designated as the"Johnson&Johnson,P.C. Special Account ("Special Account"). "Net" real estate tax increment is defined as real estate tax increment derived from the Developers's Project as previously described after a proportionate payment of administrative fees and costs. WHEREAS, in consideration of the execution of this Agreement, the Developer is completing the Project as set forth in Exhibit "11 and WHEREAS,the City is entering into this Agreement having encouraged and induced the Developer Canton 2-Rt. 9/Chestnut.Street THF District/Johnson &Johnson, Y.C. Redevelopment Agreement Page 2 to proceed with the Project located on said Property. AGREEMENTS NOW, THEREFORE, the Parties, for good and valuable consideration, the receipt of which is acknowledged,agree as follows: A. PRELIMINARY STATEMENTS 1. The Parties agree that the matters set forth in the recitals above are true and correct and form a part of this Agreement. 2. Any terms which are not defined in this Agreement shall have the same meaning as they do in the Act,unless indicated to the contrary. 3. The Developer shall remain in compliance with all municipal ordinances relating to property development, property condition, zoning, subdivision and building codes. Failure to cure the violation of any such ordinance within thirty(30)days upon being provided written notice of the same by the City shall be cause for th City to declare the Developer in Default and unilaterally terminate this Agreement,except where such failure is not reasonably susceptible to cure within such 30-day period, in which case the Developer shall have such additional time to cure as is reasonably necessary,provided that the Developer has commenced such cure within such 30-day period and continues to diligently prosecute the same to completion. 4. The Developer shall complete the Project within sixteen (16) months from the date this Agreement is executed, subject to extension due to Force Majeure (defined below). 5. Each of the Parties represents that it has taken all actions necessary to authorize its representatives to execute this Agreement. B. ADOPTION OF TAX INCREMENT FINANCING The City has created a Tax Increment Financing District known as the "Canton 2 - Rt. 9/Chestnut Street TIP District" which includes the Developer's Property. The City has approved certain Redevelopment Project Costs,including the types described in Exhibit`1"for the Developer's Project which shall be hereafter known as the "Johnson &Johnson,P.C. Redevelopment Project." C. INCENTIVES In consideration for the Developer purchasing the Property and substantially completing the Johnson &Johnson,P.C. Redevelopment Project as set forth herein,the City agrees to extend to the Developer the following incentives to assist the Developer's Project: 1. The City shall reimburse the Developer Fifty percent (50%) of the annual"net" incremental increase in real estate tax generated over the base year by the Developer's Project for the reimbursement of the Developer's Eligible Project Costs (Exhibit Al 1. Said reimbursements shall commence with the real estate tax increment derived from the real estate taxes assessed in year 2016 and paid in 2017,and continue for the current remaining life of the TIP District,which is tax year 2035 with final payment received in 2036, or until all TIP eligible project costs as Canton 2- Rt. 9/Chestnut Street TIF Dishiet/Johnson&Johnson, P.C. Redevelopment Agreement Page 3 described in Exhibit rare fully reimbursed,not to exceed a total of Five Thousand Dollars and No Cents($5,000.00),whichever occurs first. These funds are to be allocated to and when collected shall be paid to the City Treasurer for deposit in a separate account within the Special Tax Allocation Fund for the Canton 2 - Rt. 9/Chestnut Street TIF District designated as the "Johnson&Johnson,P.C. Special Account"(the"Special Account"). All monies deposited into the Special Account shall be used exclusively by the City for the purposes set forth in this Agreement. 2. "Net"real estate tax increment is defined as increases in annual real estate tax increment derived from the Developer's Project after payment of the proportionate amount of administrative fees and costs incurred by the City and payments pursuant to TIF District Intergovernmental Agreements, if any. The Developer's proportionate amount is calculated by dividing the increment generated by the Developer's Project by the total TIF District increment. 3. In the event the Developer sells or otherwise conveys the property,absent a written assignment that has been accepted by the Village pursuant to Section Nbelow,any reimbursements remaining to be paid to the Developer hereunder shall cease and this Agreement shall terminate. D. LIMITATION OF INCENTIVES TO DEVELOPER 1. The Developer shall be reimbursed by the City for all TIF Eligible Project Costs permitted by the Act(subject to a limitation of$5,000.00)and set forth in Exhibit"2"from the real estate tax increment generated by this Project located on the Property and deposited into the Special Account,but only for the term of the Agreement and only from the Property included in this Project and currently owned by the Developer at that location. The parties may add additional phases and eligible project in excess of the amount authorized by this Agreement upon mutual agreement. 2. It is not contemplated nor is the City obligated to use any of its proportionate share of the monies for any of the Developer's Eligible Project Costs but,rather,the City shall use its sums for any purpose under the Act as it may in its sole discretion determine. 3. The Developer agrees to substantially complete the project,subject to Force Majeure,as defined below. E. PAYMENT OF ELIGIBLE PROJECT COSTS 1. Payment to the Developer for TIF Eligible Project Costs as set forth by the Act, shall be made by a Requisition for Payment of Private Development Redevelopment Costs (Exhibit 2' "Requisition") submitted from time to time by the Developer to the City's TIF Administrator Jacob & Klein, Ltd., with copy to The Economic Development Group, Ltd. (collectively, the "Administrator"),and subject to the Administrator's approval of the costs and to the availability of funds in the Special Account. 2. All Requisitions must be accompanied by verified bills or statements of suppliers,contractors or professionals together with mechanic's lien waivers (whether partial or full) from each of the parties entitled to a payment that is the subject of the Requisition as required by the City. 3. In order for the Developer to receive reimbursement of Eligible Project Costs for costs it has Canton 2-Rt. 9/Chestnut Street TIF District/Johnson &Johnson, P.C. Redevelopment Agreement Page 4 incurred in any year as set forth in Paragraphs 1 and 2 above, the Developer must submit such proposed eligible costs to the City by March I of the following year. If there are no accumulated outstanding costs previously submitted and approved by the City and if the Developer does not submit such proposed eligible costs by this deadline, the Developer will forfeit reimbursement of such costs from the prior year's real estate tax increment to be paid in the current year. Any approved eligible costs submitted after this deadline will be eligible for reimbursement from the next year's real estate increment receipts. 4. Any real estate increment not required to be paid to the Developer under the terms of Paragraph 3 above shall be available to the City for any purpose set forth in the TIF Plan and allowed by the Act. 5. The Developer shall use such sums as reimbursement for Eligible Project Costs only to the extent permitted by law and the Act and may allocate such funds for any purpose for the terms of this Agreement or the term of the TIF District whichever is longer. 6. The Administrator shall approve or disapprove a Requisition by written receipt to the Developer within thirty(30)business days after receipt of the Requisition.Approval of the Requisition will not be unreasonably withheld.If a Requisition is disapproved by the Administrator the reasons for disallowance will be set forth in writing and the Developer may resubmit the Requisition with such additional information as may be required and the same procedures set forth herein shall apply to such re-submittals. 7. All TIF Eligible Project Costs approved shall then be paid by the City from the Special Account to the Developer,or to others as directed by the Developer,pursuant to the Redevelopment Plan and as allowed by Illinois Law. The City shall pay such approved eligible Costs annually, provided the Developer has satisfied the terms of this Agreement and costs which exceed the amount available to pay the Developer shall carry forward,until paid,without further action of the Developer. Payment shall be made within forty-five (45) days after approval subject to the terms if this Agreement and after receipt of the increment generated by the Developer's Redevelopment Project from the County. 8. The Parties acknowledge that the determination of Eligible Project Costs, and, therefore, qualification for reimbursement hereunder are subject to changes or interpretation made by amendments to the Act, administrative rules or judicial interpretation during the term of this Agreement.The City has no obligation to the Developer to attempt to modify those decisions but will assist the Developer in even respect as to obtaining approval of Eligible Project Costs. 9. The Developer may submit for prior approval by the City as Eligible Project Costs under the Act estimates of costs before they are incurred subject to later confirmation by actual bills. F. VERIFICATION OF TAX INCREMENT 1. It shall be the sole responsibility of the Developer or its designee to provide to the City, as requested in writing,copies of all PAID real estate tax bills,annually, for the Property. 2. The failure of Developer to provide any information required herein after written notice from the City,and the continued failure to provide such information within(30)days after such notice, shall be considered a breach of this Agreement and shall be cause for the City to deny payments Canton 2-Rt.9/Chestnut Street TM.District/Johnson&Johnson, P.C. Redevelopment Agreement Page 5 hereunder to the Developer, which payments are conditional upon receipt of the foregoing information. G. REIMBURSEMENT OF THE DEVELOPER'S SHARE OF TAX OBJECTION REFUNDS If a refund of tax increment(including any accrued statutory interest thereon) is potentially due from the City's TIF Fund as the result of any tax objection, assessment challenge or formal appeal to the Illinois Property Tax Appeal Board (Pl AB), issuance of a certificate of error or other such action, including any appeals therefrom,concerning the potential reduction of assessed value of the Property, the City may at its sole discretion withhold the Developer's share of any such possible refund(including any accrued statutory interest thereon) from future reimbursements calculated to be paid to the Developer under this Agreement. Furthermore, the Developer is hereby obligated to provide written notice to the City within five(5)days of filing any such objection,assessment challenge or formal appeal to the PTAB or other such action,including any appeals therefrom,that could potentially reduce the assessed value of the Property. Failure to provide such notice shall be considered a breach of this Agreement and shall be cause for the City to deny payments hereunder to the Developer. Any funds withheld by the City under this Section G shall be deposited by it into a separate interest bearing hank account. Upon final determination of the assessed value of the Property, the City shall pay to the Developer the principal amount due under this Agreement as recalculated. The City shall be entitled to retain any interest earned on the account as partial payment for the administration of the account due to the delay of the determination of the final evaluation and recalculation of the benefits due the Developer under this Agreement. If it appears to the City that it will be unable to recover the Developer's share of any such refund (including any accrued statutory interest thereon) from the remaining future reimbursements due the Developer under this Agreement,the Developer shall reimburse the City for the Developer's remaining unpaid share of such refund within thirty (30) days upon receiving written demand of the same from the City. Notwithstanding anything contained in this Agreement to the contrary,the obligations contained in this Section G shall remain in effect for the remaining life of the TIF District, whether the TIF District expires upon the current expiration of the Redevelopment Plan and Projects adopted by the City(tax year 2035 payable 2036);at an earlier time if the City passes an ordinance terminating the TIF District; or at a later time if the TIP District is legislatively extended. Furthermore, the obligations set forth in this Section G shall survive the expiration of the TIF District if a tax objection or other such action taken by the Developer is pending prior to the expiration of the TIF District and shall continue until final disposition of such action. H. LIMITED OBLIGATION The City's obligation hereunder to pay the Developer for Eligible Project Costs is a limited obligation to be paid solely from the Special Account. Said obligation does not now and shall never constitute an indebtedness of the City within the meaning of any State of Illinois constitutional or statutory provision and shall not constitute or give rise to a pecuniary liability of the City or a charge or lien against any City fund or require the City to utilize its taxing authority to fulfill the terms of this Agreement. Canton 2-RS 9/Chestnut Street TIF District/Johnson &Johnson, P.C. Redevelopment Agreement Page 6