HomeMy WebLinkAboutOrdinance#4240 - Redevelopment Agreement between the City of Canton and Kososwki & Barton Holding, Gabriel Barton, Mandy Kosowski ORDINANCE NO. tC'
CITY OF CANTON, FULTON COUNTY, ILLINOIS
CANTON DOWNTOWN/5TH AVENUE
TAX INCREMENT FINANCING DISTRICT 1
AN ORDINANCE APPROVING AND AUTHORIZING
THE EXECUTION OF A TAX INCREMENT FINANCING
(TIE) DISTRICT REDEVELOPMENT AGREEMENT
by and between
THE CITY OF CANTON
and
KOSOWSKI & BARTON HOLDING, LLC
and
GABRIEL BARTON
and
MANDY KOSOWSKI
ADOPTED BY THE MAYOR AND CITY COUNCIL
OF THE CITY OF CANTON, FULTON COUNTY, ILLINOIS
ON THE 15TH DAY OF JUNE, 2021.
ORDINANCE NO.
CITY OF CANTON, FULTON COUNTY, ILLINOIS
CANTON DOWNTOWN/5TH AVENUE
TAX INCREMENT FINANCING DISTRICT 1
AN ORDINANCE APPROVING AND AUTHORIZING
THE EXECUTION OF A TAX INCREMENT FINANCING (TIF) DISTRICT
REDEVELOPMENT AGREEMENT
by and between
THE CITY OF CANTON
and
KOSOWKSI & BARTON HOLDING, LLC
and
GABRIEL BARTON
and
MANDY KOSOWKKI
The Mayor and City Council of the City of Canton, Fulton County, Illinois, an Illinois
municipality (the "City"), have determined that this TIF Redevelopment Agreement is in the best
interest of the citizens of the City of Canton.
THEREFORE, be it ordained by the Mayor and City Council of Canton, Illinois, in the County of
Fulton, as follows:
1. The TIF Redevelopment Agreement with Kosowski & Barton Holding, LLC, an Illinois
Limited Liability Company, Gabriel Barton, and Mandy Kosowski (collectively the
"Developer") attached hereto as Exhibit "A"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 15`h day of
June, 2021.
4. This Ordinance shall be in full force and effect from and after its passage and approval as
required by law.
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PASSED APPROVED AND ADOPTED by the Mayor and City Council of the City of Canton
this 15`' day of June, 2021.
MAYOR AND
AYE VOTE NAY VOTE ABSTAIN ABSENT
CITY COUNCIL
Angie Lingenfelter
Andra Chamberlin
Jeff Fritz
Craig West X�
gr<r
Qtrivhew GdSSe-it
Justin Nelson
John Lovell 1�
Angela Hale 7e
Kent McDowell,Mayor
TOTALS
APPROVED: V v"" �� , Date (/. / / / 2021
M yor, City of Canton
0/ATTEST: , Date: (..,/ I / 2021
City Clerk, City of Canton
EXHIBIT "A" (Attached): Redevelopment Agreement by and between the City of Canton and
Kosowski&Barton Holding,LLC.
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EXHIBIT A
CANTON DOWNTOWN/5TH AVENUE
TAX INCREMENT FINANCING DISTRICT 1
AN ORDINANCE APPROVING AND AUTHORIZING
THE EXECUTION OF A TAX INCREMENT FINANCING (TIF) DISTRICT
REDEVELOPMENT AGREEMENT
by and between
THE CITY OF CANTON
and
KOSOWSKI & BARTON HOLDING, LLC
and
GABRIEL BARTON
and
MANDY KOSOWSKI
4
CANTON 1 - DOWNTOWN / 5TH AVENUE
TAX INCREMENT FINANCING DISTRICT
REDEVELOPMENT AGREEMENT
by and between
CITY OF CANTON, FULTON COUNTY, ILLINOIS
and
KOSOWSKI & BARTON HOLDING, LLC
and
GABRIEL BARTON
and
MANDY KOSOWSKI
JUNE 15, 2021
CANTON 1 - DOWNTOWN / 5TH AVENUE TIF DISTRICT
REDEVELOPMENT AGREEMENT
by and between
CITY OF CANTON
and
KOSOWSKI & BARTON HOLDING, LLC
and
GABRIEL BARTON
and
MANDY KOSOWSKI
THIS REDEVELOPMENT AGREEMENT (including Exhibits) is entered into this 15th
day of June,2021,by and between the City of Canton (the "City"), an Illinois Municipal Corporation,
Fulton Counties, Illinois, and Kosowski & Barton Holding, LLC, an Illinois Limited Liability
Company, and Gabriel Barton, and Mandy Kosowski (collectively 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 July 6, 2004,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 Financing Redevelopment Plan and Projects, designated
a Redevelopment Area and adopted Tax Increment Financing as provided under the Act for the
Canton International Harvester Site Project Area TIF District (currently known as the "Canton TIF
1 - Downtown / 5th Avenue TIF District) (hereinafter referred to as the "TIF District"); and
WHEREAS, on November 22, 2011 the City approved the first amendment to the TIF
District Redevelopment Project Redevelopment Plan,Area and Projects by Ordinance No. 2052;and
WHEREAS, on February 6, 2012 the City approved the second amendment to the TIF
District Redevelopment Plan,Area and Projects by Ordinance No. 2071; and
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WHEREAS, on April 5, 2017 the City approved the third amendment to the TIF District
Redevelopment Plan,Area and Projects by Ordinance No. 4068, 4069, and 4070; and
WHEREAS, one such property is located at 54 N. Main St., Canton, Illinois (P.I.N. 09-
08-27-412-010) and is within the TIF District Redevelopment Project Area (the "Property"); and
WHEREAS, the Developer has plans to acquire the Property and redevelop the site for two
businesses (i.e., Georgia Rae's Boutique and Barton Payroll & Tax) to be 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 real estate tax base 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 "1" of this
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 within the TIF District
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 an amount
not to exceed Forty Thousand and 00/100 Dollars ($40,000.00) as set forth below from the TIF
Canton Downtown/5'h Ave. TIF District 1 Redevelopment Agreement between City of Canton and Kosowski&Barton Holding,LLC
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District Special Tax Allocation Fund for reimbursement of a portion of the Developer's TIF Eligible
Project Costs as described in Exhibit "1"attached hereto; and
WHEREAS, in consideration of the execution of this Agreement, the Developer is
completing the Project as set forth in Exhibit "1';and
WHEREAS, the City is entering into this Agreement having encouraged and induced the
Developer 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 Parties have agreed that all reimbursements payable by the City to the Developer for
TIF Eligible Project Costs during the term of this Agreement (whether such costs are
incurred by Kosowski &Barton Holding, LLC, Gabriel Barton, or Mandy Kosowski shall be
paid to the order of Kosowski & Barton Holding, LLC unless otherwise directed in
writing to the City by the Developer or assigned pursuant to Section Nas herein provided.
4. The Developer shall complete the Project within twelve (12) months from the date this
Agreement is executed, subject to extension due to Force Majeure (defined below). The
completed Project shall comply with all City ordinances and building codes. The Project will
be deemed complete when improvements for Georgia Rae's Boutique and Barton Payroll
& Tax located on the Property are complete and both businesses are open and operating.
5. The Developer shall maintain adequate property and casualty insurance on the Property during
the term of this Agreement to cover the replacement cost of the completed Project
6. 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 the TIF 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.
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C. INCENTIVES
In consideration for the Developer completing the Project as set forth herein, the City agrees
to extend to the Developer the following incentives to assist the Developer's Project:
1. TIF Loan: In exchange for a promissory note to be issued by the Developer to the City as
set forth in Exhibit "2"attached hereto, the City agrees to loan to the Developer (also, the
"Borrower") the sum of Twenty-five Thousand and 00/100 Dollars ($25,000.00) from the
TIF District Special Tax Allocation Fund for TIF Eligible Project Costs incurred as a result
of the Developer's Project. The terms and conditions for the loan shall be as follows:
a. The full Loan amount of Twenty-five Thousand and 00/100 Dollars ($25,000.00)
shall be disbursed to the Developer from the TIF District Special Tax Allocation Fund
within thirty(30) days from the date of execution of this Agreement,or upon verification
of a minimum of$25,000.00 of TIF Eligible Project Costs pursuant to Section Ebelow,
whichever occurs later.
b. The interest rate for the note shall be Three Percent (3%) per annum and shall begin to
accrue on the date the loan funds are disbursed to the Developer.
c. The term of the note shall expire on the date that is five (5) years from the date the loan
funds are disbursed to the Developer hereunder.
d. One-Fifth (1/5) of the principal amount of the loan, plus any accrued interest thereon,
shall be forgiven annually by the City commencing one (1) year from the date the loan
funds are disbursed to the Developer and continuing on said date of each year thereafter
for the term of the loan,provided the Developer has been at all times in full compliance
with every term of this Agreement,including the following:
i. The Developer continues to operate both the Georgia Rae's Boutique and the
Barton Payroll and Tax businesses on the Property for the term of the Loan.
ii. The Developer shall annually provide verification of the payment of the real estate
taxes for the property during the term of this Agreement.
iii. The Developer does not file for bankruptcy or otherwise become insolvent during
the term of this Agreement.
iv. The Property is not the subject of foreclosure proceedings during the term of this
Agreement.
v. The Developer shall carry adequate insurance on the Property to cover the
replacement cost of the completed Project.
vi. The Loan shall be secured by a mortgage (attached hereto as Exhibit "3') granted
by the Developer and in favor of the City, which shall be filed with the Fulton
Canton Downtown/5 h Ave. TIF District 1 Redevelopment Agreement between City of Canton and Kosowski&Barton Holding,LLC
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County's Recorder's Office. The City agrees that said mortgage shall be subordinate
to that of a primary lender providing financing for the Project at the request of the
Developer. Upon full payment or forgiveness of the Loan, the City shall release the
mortgage and file with the County Recorder's Office whatever documents are
necessary to release said mortgage.
2. Additional Reimbursement: In addition to the TIF Loan described in Section C(1), the
City shall reimburse the Developer for other TIF Eligible Project Costs as set forth in Exhibit
"1"attached hereto, and verified pursuant to Section E below, from the City's TIF District
Special Tax Allocation Fund an amount not to exceed Fifteen Thousand and 00/100
Dollars ($15,000.00), payable in five (5) annual installments as follows:
a. Provided the Developer timely completes the Project, the City shall reimburse the
Developer the sum of Three Thousand and 00/100 Dollars ($3,000.00)within sixty
(60) days of the first one (1) year anniversary of the execution of this Agreement and
then shall continue to reimburse the Developer for TIF Eligible Project Costs the sum
of Three Thousand and 00/100 Dollars ($3,000.00) per year on or before the
annual anniversary of the execution of this Agreement each year thereafter for four (4)
additional years. The final reimbursement installment as relates to this Section C(2)
shall occur in year 2026.
3. In no event shall the total cumulative reimbursements made by the City to the Developer
pursuant to Sections C(1)and C(2)hereunder exceed Forty Thousand and 00/100 Dollars
($40,000.00).
4. In the event the Developer fails to timely complete the Project as set forth herein, absent
extensions due to Force Majeure as defined below, any reimbursements which remain due to
the Developer hereunder shall cease and the Developer shall return any reimbursements
received by it hereunder within thirty(30) days upon receiving written notice of the same from
the City.
5. In the event the Developer sells or otherwise conveys the Property during the term of this
Agreement any reimbursements which remain due the Developer hereunder shall cease.
6. Once the Project is complete,in the event: (1) Georgia Rae's Boutique located on the Property
no longer maintains its consistent and customary use; (2) Barton Payroll&Tax located on the
Property no longer maintains its consistent and customary use; (3) the Developer files for
bankruptcy;or (4) the Property is the subject of a foreclosure proceeding,the Developer shall
not be entitled to any further reimbursements hereunder.
7. In the event the Developer files any challenge, appeal or other similar action which seeks to
reduce the equalized assessed value of the Property during the Term of this Agreement, any
reimbursements which remain due the Developer hereunder shall cease.
Canton Downtown/5th Ave. TIF District i Redevelopment Agreement between City of Canton and Kosowski&Barton Holding LLC
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D. LIMITATION OF INCENTIVES TO DEVELOPER
1. In no event, shall the maximum cumulative reimbursements for the Developer's TIF Eligible
Project Costs pursuant to Section C above exceed Forty Thousand and 00/100 Dollars
($40,000.00) as set forth herein.
2. 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 "4';
"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 TIF District Special Tax Allocation Fund.
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 incurred in any year as set forth in Paragraphs 1 and2above,the Developer must
submit such proposed eligible costs to the City by March 1 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 Plan pursuant
to 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 term
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.
Canton Downtown/5/b Ave. TIF District 1 RedevelopmentAgreement between City of Canton and Kosowski&Barton Holding LLC
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7. All TIF Eligible Project Costs approved shall then be paid by the City from the TIF District
Special Tax Allocation Fund to the Developer, or to others as directed by the Developer,
pursuant to the Redevelopment Plan and as allowed by Illinois Law. 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 every respect as to obtaining approval of Eligible Project Costs.
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 material breach of this Agreement and shall be cause for the City
to deny payments hereunder to the Developer, which payments are conditional upon receipt
of the foregoing information.
G. 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 TIF District Special Tax Allocation Fund. 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.
H. 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.
I. 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
Canton Downtown/5h Ave. TIF District 1 Redevelopment Agreement between City of Canton and Kosowski&Barton Holding,LLC
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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 Parties 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.
J. DEFAULT; CURE; REMEDIES
In the event of a default under this Redevelopment Agreement by any party hereto (the
"Defaulting Party"), which default is not cured within the cure period provided for below, then the
other Party (the "Non-defaulting Party"), shall 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 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.
K. TIME; FORCE MAJEURE
For this Agreement, time is of the essence. The Developer agrees to complete the Project
within twelve (12) 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
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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.
L. ASSIGNMENT
The rights (including, but not limited to, the right to payments contemplated by Section Cof
this Agreement) and obligations (or either of them) of the Developer under this Agreement shall not
be assignable unless by written authorization of the City.
M. 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.
N. 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.
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O. NOTICES
All notices,demands,requests,consents,approvals or other instruments required or permitted
by this Agreement shall be in writing and shall be 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 of Canton Kosowski &Barton Holding, LLC
% City Clerk % Gabriel Barton, President
2 N. Main Street 3522 S. Downs School Rd.
Canton, IL 61520 Farmington,IL 61531
Telephone: (309) 647-0020 Telephone: (309) 299-8125
Email: gbarton97@yahoo.com
With copy to: With copy to:
Jacob & Klein,Ltd. Mr. Gabriel Barton
The Economic Development Group,Ltd. 3522 S. Downs School Rd.
1701 Clearwater Avenue Farmington, IL 61531
Bloomington, IL 61704 Telephone: (309) 299-8125
Telephone: (309) 664-7777 Email: gbarton97@yahoo.com
Fax: (309) 664-7878
Ms. Mandy Kosowski
P. SUCCESSORS IN INTEREST
Subject to the provisions of Section L,above,this Agreement shall be binding upon and inure
to the benefit of the parties hereto and their respective successors and assigns.
Q. 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.
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R. 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 TIF increment received by private developers
as reimbursement for private TIF Eligible Project Costs. This position of the Illinois Department of
Labor is stated as an answer to a FAQ on its website at:
http://www.illinois.gov/idol/FAQs/Pages/prevailing-wage-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 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. 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.
S. 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.
T. TITLES OF PARAGRAPHS
Titles 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. _
U. 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.
V. TERM OF THE AGREEMENT
Notwithstanding anything contained herein to the contrary, this Agreement shall expire on
the date that is six years from the date the Project is complete as set forth 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.
W. COUNTERPARTS
This Agreement may be executed in counterparts,which when taken together shall constitute
a single signed original as though all Parties had executed the same page.
Canton Downtown/5th Ave. TIP District l RedevelopmentAgreement between City of Canton and Kosowski&Barton Holding,I.T.0
12
EACH PARTY ACKNOWLEDGES THAT, IN EXECUTING THIS AGREEMENT, SUCH
PARTY HAS HAD THE OPPORTUNITY TO SEEK THE ADVICE OF INDEPENDENT LEGAL
COUNSEL AND HAS READ AND UNDERSTOOD ALL OF THE TERMS AND PROVISIONS OF
THIS AGREEMENT. THIS AGREEMENT SHALL NOT BE CONSTRUED AGAINST ANY PARTY
BY REASON OF THE DRAFTING OR PREPARATION HEREOF AND THE SIGNATORIES OF
THE PARTIES HEREBY WARRANT FULL AUTHORITY TO BOTH EXECUTE THIS AGREEMENT
AND TO BIND THE ENTITY IN WHICH THEY ARE SIGNING ON BEHALF OF.
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, An Illinois KOSOWSKI & BARTON HOLDING,
Municipal Corporation. LLC, an Illinois Limited Liability Company.
BY: BY:
4A 04) 00-i°
Mayor, City of Canton President
ATTEST: GABRIEL BARTON
City Clerk, City of Canton
MANDY KOSOWSKI
Attachments:
1. Exhibit 1. Summary of Estimated TIF Eligible Project Costs.
2. Promissory Note.
3. Mortgage.
4. Private Project Request Form for Verification of TIF Eligible Project Costs.
Canton Downtown/S`b Ave. TIF District 1 RedevelopnrentAgreement between City of Canton and Kosowski&Barton Holding,LLC
13
EXHIBIT 1
SUMMARY OF ESTIMATED TIF ELIGIBLE PROJECT COSTS
KOSOWSKI &BARTON HOLDING,LLC-GABRIEL BARTON-MANDY KOSOWSKI
PROJECT
Canton Downtown/5th Ave.TIF District 1 in the City of Canton,Fulton County,Illinois
Project Description: Developer shall acquire the Property and redevelop the site for two businesses (i.e.,
Georgia Rae's Boutique and Barton Payroll&Tax) to be located on the Property.
Property: PIN: 09-08-27-412-010 located at 54 N.Main St.,Canton,Illinois
Estimated TIE Eligible Project Costs:
Land&Building Acquisition $53,000.00
Professional Costs (Legal fees) $2,500.00
Rehabilitation and Renovation (Existing Building) $134,250.00
Total Estimated TIE Eligible Project Costs1 $189,750.00
1 The total, cumulative reimbursement of real estate tax increment for TIF Eligible Project Costs payable by the City to
the Developer shall not exceed$40,000.00,as set forth in this Redevelopment Agreement. The line items set forth in this
Exhibit"Fare not intended to place a total limit on the described expenditures or intended to preclude payment of other
TIF eligible redevelopment project costs in connection with the Developer's Project, provided the total amount of
payment for all eligible redevelopment project costs,public and private,shall not exceed the total amount set forth herein.
Adjustments may be made to the designated and anticipated line items within the total, either increasing or decreasing
verified line-item costs for the Redevelopment Project.
Canton Downtown/5th Ave. TIF District 9RedevelopmentAgreement between City of Canton and Kosowski&Barton Holding,LLC
14
Furthermore,in the event of such Default or breach,Borrower promises to reimburse Lender for all collection
and/or litigation costs incurred by the City, including reasonable attorney fees and court costs, whether
judgment is rendered or not.
As a signatories to this Note, Kosowski & Barton Holding, LLC, Gabriel Barton, and Mandy
Kosowski shall be jointly and severally liable for the payment of this Note in the event of a default hereof.
This Promissory Note has been entered into and shall be performed in the City of Canton, Fulton
County,Illinois,and shall be construed in accordance with the laws of Illinois and any applicable federal statutes
or regulations of the United States. Any claims or disputes concerning this Note shall, at the sole election of
the Lender,be adjudicated in Fulton County,Illinois.
LENDER: BORROWER:
CITY OF CANTON, ILLINOIS,an Illinois KOSOWSKI &BARTON HOLDING, LLC,
Municipal Corporation an Illinois Limited Liability Company
BY: BY:
AL?
M.yor, City of Canton President
ATT
GABRIEL BARTON
4 City Clerk, ity of Canton , •
MANDY KOSOWSKI
Canton Downtown/5th Ave. TIF District 1 Redevelopment Agreement between City of Canton and Kosowski&Barton Holding,LLC
16
EXHIBIT 2
PROMISSORY NOTE
FOR VALUE RECEIVED, Kosowski & Barton Holding, LLC, Gabriel Barton, and Mandy
Kosowsld(collectively the"Borrower"),promises to pay the City of Canton,Fulton County,Illinois,an Illinois
Municipal Corporation ("Lender") the principal sum of up to Twenty-five Thousand Dollars ($25,000.00)
with interest accruing on the unpaid principal at the rate of three percent (3%) per annum. The
aforementioned principal sum represents monies loaned by the Lender to the Borrower for the reimbursement
of Borrower's TIF Eligible Project Costs, specifically redevelopment project costs, incurred as a result of a
Redevelopment Project located at 54 N. Main Street, Canton, Illinois (the "Property"), within the
Redevelopment Project Area and that is the subject of a Tax Increment Financing District Redevelopment
Agreement between the City of Canton and K&B Holding, LLC (the "Redevelopment Agreement") entered
into the 18th day of May,2021.
The term of this Promissory Note shall commence on the date the reimbursements provided for in
Section C(1)of the Redevelopment Agreement are disbursed to the Borrower and end on the date that is five
(5) years from the date of such disbursement.
Provided that the Borrower is at all times in compliance with the Redevelopment Agreement and this
Promissory Note, One-Fifth (1/5) of the principal balance of up to $25,000.00, plus any accrued interest
thereon, shall be forgiven by the Lender each year during the term of this Promissory Note,with the first date
of forgiveness being the date that is one (1) year from the date of the disbursement set forth in Section C(1)
of the Redevelopment Agreement and continuing on said date of each year thereafter for the term of this
Promissory Note. Provided that the Borrower does not Default or otherwise breach this Promissory Note or
the Redevelopment Agreement, the full principal amount of this Promissory Note, plus any accrued interest
thereon, shall be forgiven on the expiration of this Promissory Note.
The Borrower shall be deemed in Default of this Promissory Note,if the Borrower:
1. Fails to maintain constant and continuous operation of both the Georgia Rae's Boutique and the
Barton Payroll and Tax businesses located on the Property for the Term of the Promissory Note;
2. Sells or otherwise conveys the subject Property during the term of this Promissory Note;
3. Files for bankruptcy or otherwise becomes insolvent during the term of this Promissory Note;
4. Fails to provide annual verification that the ad valorem real estate taxes for the subject Property have
been paid;
5. If the Property becomes the subject of foreclosure proceedings.
6. If the Borrower fails to carry adequate insurance on the Property to cover the replacement cost of
the completed Project.
7. Or upon any other default by the Developer of the Redevelopment Agreement or this Note.
In the event the Borrower is in Default under the terms of this Promissory Note or the Redevelopment
Agreement and does not cure said default or breach on or before the thirtieth (30th) day after Lender gives
Borrower written notice of Default thereof by personal delivery or certified mailing, the outstanding principal
amount,plus any accrued interest thereon,is immediately due to the Lender and the Lender shall be entitled to
all remedies permitted by law. Notice shall be deemed given on the date of personal delivery or date of mailing,
whichever applies. No delay or failure in giving notice of said Default or breach shall constitute a waiver of the
right of the Lender to exercise said right in the event of a subsequent or continuing Default or breach.
Canton Downtown/5`e Ave. TIF District 1 RedevelopmentAgreement between Ci y of Canton and Kosowski&Barton Holding i.T.0
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EXHIBIT 3
MORTGAGE
Canton Downtown/5 h Ave. TIP'District l RedevelopmentAgreement between City of Canton and Kosowski&Barton Holding,LLC
17
RECORDATION REQUESTED BY:
The City of Canton, Illinois
2 N. Main Street
Canton, IL 61520
WHEN RECORDED MAIL TO:
The City of Canton, Illinois
2 N. Main Street
Canton, IL 61520
PREPARED BY:
Nicolas P. Nelson
Jacob & Klein, Ltd.
1701 Clearwater Avenue
Bloomington, IL 61704
FOR RECORDER'S USE ONLY
MORTGAGE
THIS MORTGAGE dated , 2021, is made and executed between
, whose address is , Canton, Illinois
61520 (referred to below as "Grantor") and the City of Canton, an Illinois Municipality, whose
address is 2 N. Main Street, Canton, Illinois 61520 (referred to below as "Lender"). Grantor owes
Lender the principal sum of Twenty-five Thousand Dollars and No Cents($25,000.00) as evidenced by
the Redevelopment Agreement, and Promissory Note attached thereto, executed by Grantor and Lender on
June 15,2021 (hereinafter referred to as the"Redevelopment Agreement"or the"Loan").
GRANT OF MORTGAGE. For valuable consideration,Grantor mortgages, warrants, and conveys to
Lender all of Grantor's right,title,and interest in and to the following described real property,together with
all existing or subsequently erected or affixed buildings, improvements and fixtures; all easements, rights
of way,and appurtenances; and all other rights,royalties, and profits relating to the real property, including
without limitation all minerals, oil, gas, geothermal and similar matters, located at 54 N. Main Street,
Canton, Illinois (the "Real Property"), PIN: 09-08-27-412-010.
THIS MORTGAGE IS GIVEN TO SECURE (A) PAYMENT OF THE INDEBTEDNESS AND (B)
PERFORMANCE OF ANY AND ALL OBLIGATIONS UNDER THE REDEVELOPENT
AGREEMENT, THE PROMISSORY NOTE ATTACHED THERETO, THE RELATED
DOCUMENTS, AND THIS MORTGAGE. THIS MORTGAGE IS GIVEN AND ACCEPTED ON
THE FOLLOWING TERMS:
PAYMENT AND PERFORMANCE. Except as otherwise provided in this Mortgage,Grantor shall pay
to Lender all amounts secured by this Mortgage as they become due and shall strictly perform all of
Grantor's obligations under this Mortgage.
POSSESSION AND MAINTENANCE `OF THE PROPERTY. Grantor agrees that Grantor's
possession and use of the Property shall be governed by the following provisions:
Possession and Use. Until the occurrence of an Event of Default, Grantor may (1) remain in
possession and control of the property; (2) use, operate or manage the Property; and (3)collect the
Rents from the Property.
Duty to Maintain. Grantor shall maintain the Property in good condition and promptly perform
all repairs, replacements, and maintenance necessary to preserve its value.
MORTGAGE(cont'd)
Nuisance, Waste. Grantor shall not cause, conduct or permit any nuisance nor commit, permit,
or suffer any stripping of or waste on or to the Property or any portion of the Property.
Removal of improvements. Grantor shall not demolish or remove any improvements from the
Real Property without Lender's prior written consent. As a condition to the removal of any
improvements, Lender may require Grantor to make arrangements satisfactory to Lender to replace
such Improvements with Improvements of at least equal value.
Lender's Right to Enter. Lender and Lender's agents and representatives may enter upon the
Real Property at all reasonable times to attend to Lender's interests and to inspect the Real Property
for purposes of Grantor's compliance with the terms and conditions of this Mortgage.
Compliance with Governmental Requirements. Grantor shall promptly comply with all laws,
ordinances, and regulations, now or hereafter in effect, of all governmental authorities applicable
to the use or occupancy of the Property. Grantor may contest in good faith any such law,ordinance,
or regulation and withhold compliance during any proceeding, including appropriate appeals, so
long as Grantor has notified Lender in writing prior to doing so and so long as, in Lender's sole
opinion, Lender's interests in the Property are not jeopardized. Lender may requiroGrantor to post
adequate security or a surety bond, reasonably satisfactory to Lender, to protect Lender's interest.
Duty to Protect. Grantor agrees neither to abandon nor leave unattended the Property. Grantor
shall do all other acts, in addition to those acts set forth above in this section, which from the
character and use of the Property are reasonably necessary to protect and preserve the Property.
TAXES AND LIENS. The following provisions relating to the taxes and liens on the Property are part of
this Mortgage:
Payment. Grantor shall pay when due (and in all events prior to delinquency) all taxes, payroll
taxes, special taxes, assessments, water charges and sewer service charges levied against or on
account of the Property and shall pay when due all claims for work done on or for services rendered
or material furnished to the Property. Except for the primary lender for the Grantor's project, the
Grantor shall maintain the Property free of any liens having priority over or equal to the interest of
Lender under this Mortgage, except for those liens specifically agreed to in writing by Lender, and
except for the lien of taxes and assessments not due as further specified in the Right to Contest
paragraph.
Right to Contest. Grantor may withhold payment of any tax, assessment, or claim in connection
with a good faith dispute over the obligation to pay, so long as Lender's interest in the Property is
not jeopardized. If a lien arises or is filed as a result of nonpayment, Grantor shall within fifteen
(15) days after the lien arises or, if a lien is filed, within fifteen (15) days after Grantor has notice
of the filing, secure the discharge of the lien, or if requested by Lender, deposit with Lender cash
or a sufficient corporate surety bond or other security satisfactory to Lender in an amount sufficient
to discharge the lien plus any costs and attorney's fees,or other charges that could accrue as a result
of a foreclosure or sale under the lien. In any contest, Grantor shall defend itself and Lender and
shall satisfy any adverse judgment before enforcement against the Property. Grantor shall name
Lender as an additional oblige under any surety bond furnished in the contest proceedings.
2
MORTGAGE (cont'd)
•
Evidence of Payment. Grantor shall upon demand furnish to Lender satisfactory evidence of
payment of the taxes or assessments and shall authorize the appropriate governmental official to
deliver to Lender at any time a written statement of the taxes and assessments against the Property.
LENDER'S EXPENDITURES. If Grantor fails: (A)to keep the Property free of all taxes, liens,security
interests (other than that of the primary lender for the Grantor's project), encumbrances, and other claims,
(B) to provide any required insurance on the Property, or(C) to make repairs to the Property then Lender
may do so. if any action or proceeding is commenced that would materially affect Lender's interests in the
Property, then Lender on Grantor's behalf may, but is not required to, take any action that Lender believes
to be appropriate to protect Lender's interests. All expenses incurred or paid by Lender for such purposes
will then bear interest at the rate charged under the Loan from the date incurred or paid by Lender to the
date of repayment by Grantor. All such expenses will become a part of the Indebtedness and, at Lender's
option, will (A) be payable on demand; (B) be added to the balance of the Loan set forth in the
Redevelopment Agreement (and the Promissory Note attached thereto) and be apportioned among and be
payable with any installment payments to become due during either(I) the term of any applicable insurance
policy; or(2) the remaining term of the Loan set forth in the Redevelopment Agreement; or(C) be treated
as a balloon payment which will be due and payable at the Loan's maturity. The Mortgage also will secure
payment of these amounts. The rights provided for in this paragraph shall be in addition to any other rights
or any remedies to which Lender may be entitled on account of any default. Any such action by Lender
shall not he construed as curing the default so as to bar Lender from any remedy that it otherwise would
have had.
WARRANTY; DEFENSE OF TITLE. The following provisions relating to ownership of the Property
are a part of this Mortgage:
Title. Grantor warrants that: (a)Grantor holds good and marketable title or record to the Property
in fee simple, free and clear of all liens and encumbrances other than that ofa primary lender, those
set forth in the Real Property description or in any title insurance policy, title report, or final title
opinion issued in favor of, and accepted by, Lender in connection with this Mortgage, and (b)
Grantor has the full right, power, and authority to execute and deliver this Mortgage to Lender.
Defense of Title. Subject to the exception in the paragraph above, Grantor warrants and will
forever defend the title to the Property against the lawful claims of all persons. In the event any
action or proceeding is commenced that questions Grantor's title or the interest of Lender under
this Mortgage, Grantor shall defend the action at Grantor's expense. Grantor may be the nominal
party in such proceeding, but Lender shall be entitled to participate in the proceeding and to be
represented in the proceeding by counsel of Lender's own choice,and Grantor will deliver,or cause
to be delivered, to Lender such instruments as Lender may request from time to time to permit such
participation.
Compliance With Laws, Grantor warrants that the Property and Grantor's use of the Property
complies with all existing applicable laws,ordinances,and regulations of governmental authorities.
Survival of Promises. All promises, agreements, and statements Grantor has made in this
Mortgage shall survive the execution and delivery of this Mortgage, shall be continuing in nature
and shall remain in full force and effect until such time as Grantor's indebtedness is paid in full.
CONDEMNATION. The following provisions relating to condemnation proceedings arc a part of this
Mortgage:
3
MORTGAGE (cont'd)
Application of Net Proceeds. If all or any part of the Property is condemned by eminent domain
proceedings or by any proceeding or purchase in lieu of condemnation, Lender may at its election
require that all or any portion of the net proceeds of the award be applied to the Indebtedness or the
repair or restoration of the Property. The net proceeds of the award shall mean the award after
payment of all reasonable costs, expenses, and attorneys' fees incurred by Lender in connection
with the condemnation.
FURTHER ASSURANCES; ATTORNEY-IN-FACT. The Following provisions relating to further
assurances and attorney-in-fact are a part of this Mortgage:
Further Assurances. At any time, and from time to time, upon request of Lender, Grantor will
make,execute and deliver,or will cause to be made,executed or delivered,to Lender or to Lender's
designee, and when requested by Lender, cause to be filed, recorded, refilled, or rerecorded, as the
case may be,at such times and in such offices and places as Lender may deem appropriate,any and
all such mortgages, deeds of trust, security deeds, security agreements, financing statements,
continuation statements, instruments of further assurance,certificates,and other documents as may,
in the sole opinion of Lender, be necessary or desirable in order to effectuate, complete, perfect, _
continue, or preserve (I) Grantor's obligations under the Loan, this Mortgage, and the Related
Documents, and (2) the liens and security interest created by this Mortgage, whether now owned
or hereafter acquired by Grantor. Unless prohibited by law or Lender agrees to the contrary in
writing, Grantor shall reimburse Lender for all costs and expenses incurred in connection with the
matters referred to in this paragraph.
Attorney-in-Fact. if Grantor fails to do any of the things referred to in the preceding paragraph
and is declared in default, Lender may do so for and in the name of Grantor, and at Grantor's
expense. For such purposes, Grantor hereby irrevocably appoints Lender as Grantor's attorney-in-
fact for the purpose of making, executing, delivering, filing, recording, and doing all other things
as may be necessary or desirable, in Lender's sole opinion, to accomplish the matters referred to in
the preceding paragraph.
FULL PERFORMANCE. If Grantor pays all the Indebtedness when clue, and otherwise performs all the
obligations imposed upon Grantor under this Mortgage, Lender shall execute and deliver to Grantor a
suitable satisfaction of this Mortgage and suitable statements of termination of any financing statement on
file evidencing Lender's security interest in the Rents and the Personal Property.
EVENTS OF DEFAULT. At Lender's option, Grantor will be in default under this Mortgage,if any of
the following happen:
Payment Default. Grantor fails to make any payment when due under the indebtedness.
Default on Other Payments. Failure of Grantor within the time required by this Mortgage to
make any payment for taxes or insurance,or any other payment necessary to prevent filing of or to
effect discharge of any lien.
Break Other Promises. Grantor breaks any promise made to Lender or fails to perform promptly
at the time and strictly in the manner provided in this Mortgage or in any agreement related to this
Mortgage.
4
MORTGAGE (cont'd)
False Statements. Any representation or statement made or furnished to Lender by Grantor or on
Grantor's behalf under this Mortgage or the Related Documents is false or misleading in any
material respect, either now or at the time made or furnished.
Defective Collateralization. This Mortgage or any of the Related Documents ceases to be in full
force and effect(including failure of any collateral document to create a valid and perfected security
interest or lien) at any time and for any reason.
insolvency. The dissolution of Grantor, the insolvency of Grantor, the appointment of a receiver
for any part of Grantor's property, any assignment for the benefit of creditors, any type of creditor
workout, or the commencement of any proceeding under any bankruptcy or insolvency laws by or •
against Grantor.
Taking of the Property. Any creditor or governmental agency tries to take any of the Property
or any other of Grantor's property in which Lender has a lien. This includes taking of, garnishing
of or levying on Grantor's accounts.
Breach of Other Agreement. Any breach by Grantor under the terms of any other agreement,
including but not limited to the Redevelopment Agreement (and the Promissory Note attached
thereto)executed on May 18,202I,which is incorporated herein by this reference,between Grantor
and Lender that is not remedied within any grace period provided therein, including without
limitation any agreement concerning any indebtedness or other obligation of Grantor to Lender,
whether existing now or later.
Events Affecting Guarantor. Any of the preceding events occurs with respect to any guarantor,
endorser, surety, or accommodation party of any of the Indebtedness or any guarantor, endorser,
surety, or accommodation party dies or becomes incompetent, or revokes or disputes the validity
of', or liability under, any Guaranty of the Indebtedness.
RIGHTS AND REMEDIES ON DEFAULT. Upon the occurrence of an Event of Default and at any
time thereafter, Lender, at Lender's option, may exercise any one or more of' the following rights and
remedies, in addition to any other rights or remedies provided by law:
Accelerate Indebtedness. Lender shall have the right at its option without notice to Grantor to
declare the entire Indebtedness immediately due and payable, including any prepayment penalty
that Grantor.would be required to pay.
Mortgagee in Possession. Lender shall have the right to be placed as mortgagee in possession or
to have a receiver appointed to take possession of all or any part of the Property, with the power to
protect and preserve the Property, to operate the Property preceding foreclosure or sale, and to
collect the Rents from the Property and apply the proceeds, over and above the cost of the
receivership,against the Indebtedness. The mortgagee in possession or receiver may serve without
bond if permitted by law. Lender's right to the appointment of a receiver shall exist whether or not
the apparent value of the Property exceeds the Indebtedness by a substantial amount. Employment
by Lender shall not disqualify a person from serving as a receiver.
Judicial Foreclosure. Lender may obtain a judicial decree foreclosing Grantor's interest in all or
any part of the Property.
5
MORTGAGE (cont'd)
Deficiency Judgment. If permitted by applicable law, Lender may obtain a judgment for any
deficiency remaining in the indebtedness due to Lender after application of all amounts received
from the exercise of the rights provided in this section.
Other Remedies. Lender shall have all other rights and remedies provided in this Mortgage or
the Loan or available at law or in equity.
Sale of the Property. To the extent permitted by applicable law, Grantor hereby waives any and
all right to have the Property marshaled. In exercising its rights and remedies, Lender shall be free
to sell all or any part of the Property together or separately,in one sale or by separate sales. Lender
shall be entitled to bid at any public sale on all or any portion of the Property.
Election of Remedies. All of Lender's rights and remedies will be cumulative and may be
exercised alone or together. An election by Lender to choose any one remedy will not bar Lender
from using any other remedy. ff Lender decides to spend money or to perform any of the Grantor's
obligations under this Mortgage, after Grantor's failure to do so, that decision by Lender will not
affect Lender's right to declare Grantor in default and to exercise Lender's remedies.
Attorneys' Fees; Expenses. If Lender institutes any suit or action to enforce any of the terms of
this Mortgage, Lender shall be entitled to recover such sum as the court may adjudge reasonable as
attorneys' fees at trial and upon any appeal. Whether or not any court action is involved, and to
the extent not prohibited by law, all reasonable expenses Lender incurs that in Lender's opinion are
necessary at any time for the protection of its interest or the enforcement of its rights shall become
a part of the indebtedness payable on demand and shall bear interest at the Loan rate from the date
of the expenditure until repaid. Expenses covered by this paragraph include, without limitation,
however subject to any limits under applicable law, Lender's attorneys' fees and Lender's legal
expenses, whether or not there is a lawsuit, including attorneys' fees and expenses for bankruptcy
proceedings (including efforts to modify or vacate any automatic stay or injunction), appeals, and
any anticipated post judgment collection services, the cost of searching records, obtaining title
reports(including foreclosure reports), surveyors' reports,and appraisal fees and title insurance, to
the extent permitted by applicable law. Grantor also will pay any court cots, in addition to all other
sums provided by law.
NOTICES. Any notice required to be given under this Mortgage, including without limitation any notice
of default and any notice of sale shall be given in writing, and shall be effective when actually delivered,
when actually received by telefacsimile (unless otherwise required by law), when deposited with a
nationally recognized overnight courier, or, if mailed, when deposited in the United States mail, as first
class, certified or registered mail postage prepaid, directed to the addresses shown near the beginning of
this Mortgage. All copies of notices of foreclosure from the holder of any lien which has priority over this
Mortgage shall be sent to Lender's address, as shown near the beginning of this Mortgage. Any person
may change his or her address for notices under this Mortgage by giving formal written notice to the other
person or persons, specifying that the purpose of the notice is to change the person's address. For notice
purposes, Grantor agrees to keep Lender informed at all times of Grantor's current address. Unless
otherwise provided or required by law, if there is more than one Grantor,any notice given by Lender to any
Grantor is deemed to be notice given to all Grantors. It will be Grantor's responsibility to tell the others of
the notice from Lender.
MISCELLANEOUS PROVISIONS. The following miscellaneous provisions are a part of this
Mortgage:
6
MORTGAGE (cont'd)
Amendments. What is written in this Mortgage and in the Related Documents is Grantor's entire
agreement with Lender concerning the matters covered by this Mortgage. To be effective, any
change or amendment to this Mortgage must be in writing and must be signed by whoever will be
bound or obligated by the change or amendment.
Caption Headings. Caption headings in this Mortgage are for convenience purposes only and are
not to be used to interpret or define the provisions of this Mortgage.
Governing Law. This Mortgage will be governed by federal law applicable to Lender and,
to the extent not preempted by federal law, the laws of the State of Illinois without regard to
its conflicts of law provisions. This Mortgage has been accepted by Lender in the State of
Illinois.
No Waiver by Lender. Grantor understands Lender will not give up any of Lender's rights under
this Mortgage unless Lender does so in writing. The fact that Lender delays or omits to exercise
any right will not mean that Lender has given up that right. If Lender does agree in writing to give
up one of Lender's rights, that does not mean Grantor will not have to comply with the other
provisions of this Mortgage. Grantor also understands that if Lender does consent to a request,that
does not mean that Grantor will not have to get Lender's consent again if the situation happens
again. Grantor further understands that just because Lender consents to one or more of Grantor's
requests,that does not mean Lender will be required to consent to any of Grantor's future requests.
Grantor waives presentment, demand for payment, protest,and notice of dishonor.
Severability. if a court finds that any provision of this Mortgage is not valid or should not be
enforced,that fact by itself will not mean that the rest of his Mortgage will not be valid or enforced.
Therefore, a court will enforce the rest of the provisions of this Mortgage even if a provision of this
Mortgage may be found to be invalid or unenforceable.
Merger. There shall be no merger of the interest or estate created by this Mortgage with any other
interest or estate in the Property at any time held by or for the benefit of Lender in any capacity,
without the written consent of Lender.
Successors and Assigns. Subject to any limitations stated in this Mortgage on transfer of
Grantor's interest, this Mortgage shall be binding upon and inure to the benefit of the parties,their
successors and assigns. If ownership of the Property becomes vested in a person other than Grantor,
Lender, without notice to Grantor, may deal with Grantor's successors with reference to this
Mortgage and the Indebtedness by way of forbearance or extension without releasing Grantor from
the obligations of this Mortgage or liability under the Indebtedness.
Time is of the Essence. Time is of the essence in the performance of this Mortgage.
Waiver of Homestead Exemption. Grantor hereby releases and waives all rights and benefits of
the homestead exemption laws of the State of Illinois as to all Indebtedness secured by this
Mortgage.
SUBORDINATION OF MORTGAGE: Pursuant to the Loan, this Mortgage shall be subordinate to the
following mortgages:
1) l"Mortgage on the Real Property held by the primary lender for the Borrower's project located
,thereon, upon request of the Borrower.
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MORTGAGE(cont'd)
DEFINITIONS. The following words shall have the following meanings when used in this Mortgage:
Borrower. The word "Borrower" means and all his successors and
assigns.
Event of Default. The words "Event of Default" mean any of the events of default set forth in
this Mortgage in the events of default section of this Mortgage.
Grantor. The word"Grantor" means
Guaranty. The word "Guaranty" means the guaranty from guarantor, endorser, surety, or
accommodation party to Lender, including without limitation a guaranty of all or part of the Loan.
improvements. The word "improvements" means all existing and future improvements,
buildings,structures,mobile homes affixed on the Real Property, facilities,additions,replacements
and other construction on the Real Property.
Indebtedness. The word "Indebtedness" means all principal, interest, and other amounts, costs
and expenses payable under the Loan, Redevelopment Agreement (and the Promissory Note
attached thereto)or Related Documents, together with all renewals of,extensions of, modifications
of, consolidations of and substitutions for the Loan or Related Documents an any amounts
expended or advanced by Lender to discharge Grantor's obligations or expenses incurred by Lender
to enforce Grantor's obligations under this Mortgage, together with interest on such amounts as
provided in this Mortgage.
Lender. The word "Lender" means the City of Canton, Illinois, its successors and/or assigns.
The words "successors or assigns" mean any person or company that acquires any interest in the
Loan.
Mortgage. The word "Mortgage" means this Mortgage between Grantor and Lender.
Loan. The word "Loan" means the Loan set forth in the Redevelopment Agreement and the
Promissory Note attached thereto executed by the Parties on June 15, 2021, together with all
renewals of, extensions of, modifications of, refinancing of, consolidations of, and substitutions.
The interest rate on the Loan is three percent(3.0%) per annum.
Real Property. The words"Real Property"mean the real property, interests and rights,as further
described in this Mortgage.
Related Documents. The words "Related Documents" mean all promissory notes, credit
agreements, loan agreements, environmental agreements, guaranties, mortgages, deeds of trust,
collateral mortgages and Redevelopment Agreement executed by the Parties on or about June 15,
2021, and all other instruments, agreements and documents, whether now or hereafter existing,
executed in connection with the Indebtedness.
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MORTGAGE (coned)
GRANTOR ACKNOWLEDGES HAVING REAL ALL THE PROVISIONS OF' THIS
MORTGAGE, AND GRANTOR AGREES TO ITS TERMS.
GRANTOR: 2 ti j 1
1 I i f IJ
j�l�� 1 i,� 1"1, � �_ / l/J!/ am���l�i
BY:
President, a•&.b2 Date
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MORTGAGE (cont'd)
INDIVIDUAL ACKNOWLEDGMENT
STATE OF ILLINOIS )
) SS.
COUNTY OF FULTON )
Ott) this d• before me, the undersigned Notary Public, personally appeared
d' , vV C/( ,to me known to be the individuals described in and who executed
the Mortgage, and acknowledged that he signed the Mortgage as his free and voluntary act and deed, for
the uses and purposes therein mentioned.
Given unde,• •nd d official seal this !3 day of L-C h , 2021.
By X 1 Residing at ,a AG Up'rk tee Y
Notary Public in and for the State of Illinois.
My commission expires _
OFFICIAL SEAL
DIANA PAVLEY ROCK •
NOTARY PUBLIC-STATE OF ILLINOIS
MY COMMISSION EXPIRES:02/28/22
•
•
•
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