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HomeMy WebLinkAboutResolution #1137t RESOLUTION NO. ~~ A RESOLUTION APPROVING AN AGREEMENT BETWEEN THE CITY OF CANTON AND B & K SPECIALTY CASTING COMPANY „ A MISSOURI CORPORATION. WHEREAS, the City of Canton, Illinois has entered into negotiations with B & K Specialty Casting Companv for the sale of 3.309 acres in the City's Enterprise Industrial District; and, WHEREAS, the City Council~of the City of Canton, Illinois has reviewed the terms of the proposed agreement, a copy of which is hereto attached and made a part hereof as "Exhibit A"; and, WHEREAS, the City Council of the City of Canton, Illinois has determined that it is desireable and in the best interest of the City of Canton to enter into said agreement. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF CANTON, Fulton County, Illinois, as follows: 1. That the Agreement between the City of Canton ands ~ & x s~,~ia~ty Casting Company , which is attached hereto and made a --- part hereof as Exhibit A, is hereby approved, said Agreement to be subject to and effective pursuant to the terms and conditions set forth therein. 2. That the Mayor and City Clerk are hereby authorized and directed to execute and deliver said Agreement on behalf of the City of Canton. 3. That this Resolution shall be in full force and effect immedi- ately upon its passage by the City Council of the City of Canton, Fulton County, Illinois and approval by the Mayor thereof. PASSED by the City Council of the City of Canton, Fulton County, Illinois at a ~~~special meeting this 24th day of January , 19 86 upon a roll call vote as follows: AYES: Aldermen Chapman, May, Bohler, ~~Torkman, ~arf_f, Steck, Zilly, Kovachevich. NAYS: None. ABSENT: None. APPROVED: r onald E. Edwards, Mayor. ATTEST: an y Whi s, City Clerk. ~~~ i AGR~]'I' FOR DE® ; ~' 3 ARTICLES OF AGREEt~]T, made as of this 24th day of January , 19 86 between The City of Canton, an Illinois municipal corporation, hereinafter called "Seller", and B & K S~eci:alt~~ Casting Company, a Missouri corporation hereinafter called ='Buyer" witnesseth, that, if the Buyer shall first make the _ payments and perform the oovenan{ts hereinafter mentioned on its part to be made and performed, the Seller hereby covenants and agrees to convey merchant- able title to the Buyer by a good and sufficient Quit-claim Deed, the lot, pieces, or parcel of ground, situated in the City of Canton, County of Fulton and State of Illinois, described as follows, to-wit: Lot Dumber Nineteen (19) of the Enterprise Industrial District pursuant to the Subdivision Plat thereof filed in the Ftiilton County (Illinois) Recorder's Office on October 26, 1984, as Instrument Number 84-8960, subject to all easements of record, and, further, subject to all restrictive covenants and/or land use controls which Seller, or, Seller's successors ' and assigns may place on said Lot #19, all ~ -- being situated in the City of Canton, County of Ftiilton and State of Illinois. RESOLUTION NO. EXHIBIT A And the Buyer hereby covenants and agrees to pay to the Seller at the office of the Cit~• Clerk, City Building, 210 E. Chestnut St., Canton, I1. 61520 the sum of Sixteen Thousand Five Hundred Forty-five Dollars in the manner following: the sum of Three Thousand Three Hundred reline ( $ 3., 30 9 , 0 0 ) Dollars, cash on or before the date of delivery hereof , receipt ~;13'ereof is hereby acknowledged, and the balance of S 13,236.00~~ without interest payable in Four (4) equal installments of $.3,309.00 each, with the first such payment due the24tYiday of Ja-?==nary 198 ~ and with like payments to be due on the first • day of each and every year thereafter succeeding until paid in full, and to pay all general taxes and special assessments or impositions that may be legally levied or imposed upon said land, subsequent to the date hereof. And in case of failure of the Buyer to make either of the payments, or any part thereof, or perform any of the covenants on its part hereby made and entered into, this contract shall, at the option of the Seller, be forfeited and determined, and the Buyer shall forfeit all payments made by it on this contract and such _ payments shall be retained by the Seller in full satisfaction and in liquidation of all damages by it sustained and it shall have the right to re-enter and take possession of the premises aforesaid. -~ Possession to be given upon execution and acceptance by Buyer. A title insurance policy in owner of record at date of conveyance shall be furnished by Seller for examination by Buyer not less than sixty (60) days before final payment. IT IS MUTU~,LY AGREED, By and-between the parties hereto, that time of payment shall be the essence of this contract and that all the covenants and agreements herein contained shall extend to and be obligatory upon the heirs, executors, administrators and assigns of the respective parties. -2- Both Seller and Buyer agree that the subject property is part of an industrial site or park now being developed br Sellez. Buyez agrees to use the above described real property only in conformity with City of Canton Zoning Ordinance (now codified as Title 10, Chapters 1 thry 20, inclusive, of the Canton Municipal Code) as the same is now promulgated • and as the same may hereafter be amended. Buyer agrees to use the above described real property in conformity with all applicable rules or regulations of the State of Illinois Environmental Protection Agency, of the Federal Environmental Protection Agency, and of the Federal _ Aviation Administration (with respect to the height and placement of improvements on the subject real property, as well as other associated matters). Buyer recognizes that Seller is now in the process of developing restrictive covenants and other land use controls to be hereafter applied to the aforesaid industrial site or park, of which the above described real property is a part. Buyer hereby irrevocably agrees that it shall take title to the above described real property subject to any•and all such restrictive covenants or land use controls to be hereafter developed' by the City of Canton. Still further, both Seller and Buyer agree that part of the mutual inducements forming a part of this Agreement is the creation and retention of jobs in the Canton Enterprise Zone. Accordingly, Seller and Buyer both hereby agree that the gross sales price set forth on Page 2 of this • Agreement shall be modified as follows: A sum equal to $330..90 multiplied by the number of permanent jobs created by Buyer one year from the date here- of shall be deducted from the aforesaid gross sale price. For purposes of this paragraph, a "permanent job" shall be any job created by Buyer and reported to the State of Illinois by Buyer for State Income Tax purposes on the first anniversary of this Agreement which is then filled. The number of such permanent jobs shall be certified to the Canton City Council by. the City. of Canton's Community Development Director and Buyer hereby irrevocably agrees to abide by the number of permanent jobs so certified. Buyer agree -3- ' to make its books and records available to the City of Canton, its officer; and employees for purposes of such certification. Buyer hereby irrevocabl}• agrees that it shall not file either a copy of this Agreement or any memoranda hereof with the Fulton County Recorder. Still further, Buyer irrevocably agrees :that it shall not permit any lien or encumbrance, to include any mortgage, to be placed upon the above described real property without first obtaining Seller's written consent thereto. In the event of Buyer's default `in the premises hereof, and notwithstanding . any of the foregoing provisions relating to'.iiquidated damages,~:Buyer hereby irrevocably agrees that Seller shall, by operation of law, become the sole - and exclusive oa*ner of any and all improvements placed upon the above described real property by or at the direction of Buyer. Further, Buyer hereby agrees to place in escrow with Seller, within 10 da~•s of the date hereof, a good and sufficient Quit-claim Deed, in form satisfactory to the Canton City Attorney, for Seller's filing in the Fulton County Land Records in the event of default by Buyer in the premises hereof. This Agreement shall be accepted in writing by Buyer within 14 days of the date hereof. Acceptance, within the meaning of this paragraph, shall be -- deemed to have been made by Buyer upon Seller's receipt of a fully executed original of this Agreement at Seller's address of record as more fully set forth herein. Prior to acceptance by Buyer, Seller reserves the absolute right to unilaterally cancel or rescind this Agreement. Such cancellation or rescission shall be effective as of the date.~.and time Seller deposits written notice tfiereof in the United States Mail at Canton, Illinois. Both Seller and Buyer acknowledge that the legal description of the subject real property set forth on page 1 of this Agreement is a tentative legal description and is specifically subject to questions of survey. Still further, Buyer recognizes that the subject property described on page d -4- of this Agreement contains 3.30 $cres, more or ]ess, and that such mcasur; of acreage is not precise. Accordingly, Buffer agrees to accept a deed to property in substantially the configuration as set forth in Exhibit A hereto attached, which total area shall not vary by lON from 3..30 acres in area. The parties recognize and agree that a more accurate and precise legal description shall be forthcoming when the industrial site or park, of which the above described real property is a part, is officially subdivided and filed of record with the Fulton County Recorder. _ notice shall be given to any party hereto by United States Mail, certified mail, return receipt requested, and directed to the following addresses: ' To Seller: City Clerk City Building 210 East Chestnut Street Canton, Illinois 61520 Any notice given to the Seller shall include an informational copy, mailed as aforesaid, and addressed to the attention of the City Attorney at the above stated address. To Buyer: B & K Specialts~ Casting Co. c/o Farmers State Bank of Fulton Count ~ _ ATTP~ : Mr . R. J . Ketchum sox 231 Lewistown, IL. 61542 . OTHER TERMS AND CONDITIONS: Notwithstanding the provisions of this Agreement found at page 3 hereof, tt-e gross sales price set forth at page 2 of this Agreement shall not be modified so as to fall below a modified gross• sales price of ...$6,618.00. The annual payments provided for at page 2 of this Agreement shall be proratably reduced as of the first anniversary of this Agreement in the same ratio as the modified sales price set forth at page 3 of this Agreement bears to the gross sales price set forth at page 2 of this Agreement. -5- IN WIT:JESS WHEREOF, Seller and Buyer have ekecuted duplicate originals of - this Agreement For Deed as of the date first above-mentioned. BUYER: B & K Specialty Casting Co., a Missouri corporation, BY SELLER: City of Canton, an Illinois municipal corporation, BY : "' Its President. Its Mayor. Date: January 24 198.6 Date: Januarv 24 1986 -- Address: 4101 St. ~ Clair Ave. - Address: 210 East Chestnut Street P . 0 . Box 3.1~ 8 8..._ _ ......__ Canton, IL. 61520 .. . Fairview Heights, IL. 62208 Phone: (618) 271-0 923 Phone: (309) 647-0065/0020 ATTEST: ATTEST: Corporate Secretary. City Clerk. (CORPORATE SEAL) (CORPORATE SEAL) -6 and last-