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HomeMy WebLinkAboutOrdinance #2045 , CITY OF CANTON, FULTON, ILLINOIS ORDINANCE NO. ~U / ~ CANTON INTERNATIONAL HARVESTER (IH) SITE PROJECT AREA TAX INCREMENT FINANCING (TIF) DISTRICT AN ORDINANCE APPROVING AND AUTHORIZING THE EXECUTION OF A REDEVELOPMENT AGREEMENT by and between THE CITY OF CANTON and COOK CANTON REAL ESTATE, LLC. ADOPTED BY THE CORPORATE AUTHORITIES OF THE CITY OF CANTON, FULTON COUNTY, ILLINOIS, ON THE 20TH DAY OF SEPTEMBER, 2011. , CITY OF CANTON, ILLINOIS: ORDINANCE NO. ~ U~~ CANTON INTERNATIONAL HARVESTER (IH) SITE PROJECT AREA TAX INCREMENT FINANCING (TIF) DISTRICT AN ORDINANCE APPROVING AND AUTHORIZING THE EXECUTION OF A REDEVELOPMENT AGREEMENT BY AND BETWEEN THE CITY OF CANTON AND COOK CANTON REAL ESTATE, LLC. BE IT ORDAINED BY THE CITY OF CANTON THAT: SECTION ONE: The Redevelopment Agreement with Cook Canton Rea1 Estate, LLC. (Exhibit~ attached) is hereby approved. SECTION TWO: 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. SECTION THREE: The Redevelopment Agreement shall be effective the date of its approval on the 20`" day of September, 2011. SECTION FOUR: This Ordinance shall be in full force and effect from and after its passage and approval as required by law. [Balance of page is intentionally blank.] -2- ~ PASSED, APPROVED AND ADOPTED by the Corporate Authorities of the Ciry of Canton, Fulton County, Illinois, on the 20`h day of September, A.D., 2011, and deposited and filed in the Office of the City Clerk of said City on that date. MAYOR & ALDERMEN AYE VOTE NAY VOTE ABSTAIN / ABSENT Ald. David Pickel Ald. James Hartford Ald. Jeffrey Fritz Ald. Craig West Ald. Gerald Ellis Ald. Justin Nelson Ald. Exic Schenck Ald. Jexemy Pasley x Hon. Kevin Meade, Mayor TOTAL VOTES / ~ - , . ~ f'. APPROVED: r ~ . Datc / / 2011 Horf Kevin Meade, Mayor, City of Canton ~ ATTEST: , Date: ~ / ~ / 2011 Diane u er, City Clerk, City of Canton ATTACHMENTS: EXHIBIT A: REDEVELOPMEN'1' AGRH:EMH N'1' BF.? I'Wf?EN '1'I Ih' CI'1'Y OF CANTON AND COOK CANT'ON REAL ESTA1'E, 1,I,C. -3- EXHIBIT A REDEVELOPMENT AGREEMENT by and between CITY OF CANTON and COOK CANTON, LLC. CANTON INTERNATIONAL HARVESTER (IH) SITE PROJECT AREA TAX INCREMENT FINANCING (TIF) DISTRICT -4- ~ ~ -:~f~~ y.~ CANTON INTERNATIONAL HARVESTER (IH) SITE PROJECT AREA TAX INCREMENT FINANCING (TIF) DISTRICT TIF REDEVELOPMENT AGREEMENT by and between THE CITY OF CANTON, FULTON COUNTY, ILLINOIS and COOK CANTON REAL ESTATE, LLC. SEPTEMBER - 2011 CANTON INTERNATIONAL HARVESTER (IH) SITE PROJECT AREA TAX INCREMENT FINANCING (TIF)DISTRICT REDEVELOPMENT AGREEMENT by and beriveen CITY OF CANTON and COOK CANTON REAL ESTATE, LLC. THIS AGREEMENT (including Exhibit 1) is entered into this day of September, 2011, by and between the CITY OF CANTON ("City"), an Illinois Municipal Corporation, Fulton County, Illinois; and COOK CANTON REAL ESTATE, LLC. ("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, by promoting the development of private investment property thereby increasing the tax base of the Ciry and providing employment for its citizens; and WHEREAS, pursuant to the Tax Increment Allocarion Redevelopment Act, 65 ILCS 5/11-74.4 et .req., as amended (the "Act"), the City has the authority to provide incentives to owners or prospective owners of real property to develop, redevelop, and rehabilitate such property by reimbursing the owner for certain costs from resulting increases in real estate tax revenues and enter into contracts with developers necessary or incidental to the implementation of its redevelopment plan pursuant to 65 ILCS 5/11-74.4-4(b) and (j); and WHEREAS, pursuant to 65 ICLS 5/8-1-2.5 the City is authorized to appropriate and expend funds for economic development purposes, including, without limitation, the making of grants to any other governmental entity or commercial enterprise that are deemed necessary or desirable fox the promotion of economic development within the municipality; and WHEREAS, the City, recognizing the need to foster the development, expansion and revitalization of certain properties which are vacant, underutilized or obsolete or a combination thereof, adopted Tax Increment Financing and created a Tax Increment Allocation Redevelopment Area under the Act known as the Canton International Harvester Site Project Area TIF District (the "Canton IH TIF District") on July 6, 2004 by Ordinance No. 1807; and WHEREAS, the City is currendy undertaking a major amendment to the TIF District Redevelopment Plan and Projects to add private projects and add and further designate private TIF Eligible Project Costs to further authorize the City to provide incentives to induce owners of real property to proceed with private redevelopment projects; and 1 WHEREAS, included in the Redevelopment Project Area is properry to be acquired by the Developer in 2011 located at 225 S. 3`d Avenue, Canton, Illinois, and assembled from portions of real estate tax property identification numbers 09-08-34-232-001 and 09-08-27-441-001 (the "Property"); and WHEREAS, based on incenrives offered by the City, the Developer intends to redevelop said Property by proceeding with plans to prepare the site and construct a 7,000 square foot manufacturing facility (the "Cook Polymer Technology - Canton Plant" or the "Facility"), which Property and Facility is to be collectively defined as the "Project" or "Developer's Project"; and WHEREAS, the Developer anticipates the Project will require a total projected investment of $23 million and produce specialized polytetrafluoroethylene (PTFE) tubing, which is widely used by various business units of Cook Medical, a medical device manufacturing company that opened in Canton on a site adjacent to the Property in 2010; and WHEREAS, it is the intent of the City to encourage economic development which will increase the real estate and municipal tax bases of the City and the tax bases of other ta~ng bodies, which increased incremental taxes will be used, in part, to finance incentives to assist redevelopment projects undertaken within the Tax Increment Financing District; and WHEREAS, the Developer's Project is consistent with the land uses of the City as adopted; and WHEREAS, the City has the authority under the Act to incur Redevelopment Project Costs ("Eligible Project Costs") and to reimburse Developer for such costs pursuant to 65 ILCS 11-74.4-4(j); and WHEREAS, the City has determined that this Developer's Project requires the incentives requested as set forth in Exhibit 1 and that said Developer's Project would, as 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 provide employment for its citizens and generally to enhance the economy of the City; and WHEREAS, the parties have agreed to segregate within the Canton IH Special Tax Increment Redevelopment Fund the following: A ma~mum of twenty-five percent (25%) of the incremental increases in real estate taxes derived from this Developer's Project during the remaining life of the Canton IH TIF District, up to a total reimbursement not to exceed One Million Four Hundred Eighteen Thousand Four Hundred Seventy Two Dollars ($1,418,472.00) of the Developer's TIF Eligible Project Costs (see Fxhibit 1). The City wi]1 establish a separate account within the Special Tax Allocation Fund for this Canton IH TIF District designated as the "Cook Polymer Technology - Canton Plant Special Account" ("Special Account"). All monies deposited to this Special Account shall be used exclusively by the City for the purposes set forth in this Agreement; and 2 WHEREAS, in consideration of the execution of this Agreement, the Developer shall proceed with completing said Project as set forth herein; and WHEREAS, the City is entering into this Agreement having encouraged and induced the Developer to redevelop the Property. AGREEMENTS NOW, THEREFORE, in consideration of the mutual promises contained herein and other good and valuable consideration, the receipt of which is hereby acknowledged, the parties agree as follows: A. PRELIMINARY STATEMENTS 1. The parties agree that the mattexs 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 City is extending incentives for the Developer's Project in anticipation of the expected completion of the Project as set forth herein. 4. 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 Canton IH TIF District which includes Developer's Property. The City has previously assisted cextain Redevelopment Projects using tax increment financing incentives and now intends to provide such assistance to the Developer's Project which shall be known as the "Cook Polymer Technology - Canton Plant". C. INCENTIVES In consideration for the Developer having purchased the Property and completing the Project substantially as set forth in Exhibit 1, the City agrees to extend to the Developer the following incentives to assist Developer's Project: 3 1. A ma~mum of twenty-five percent (25%) of the incremental increases in real estate taxes derived from this Developer's Project during the remaining life of the Canton IH TIF District, up to a total reimbursement not to exceed One Million Four Hundred Eighteen Thousand Four Hundred Seventy Two Dollars ($1,418,472.00) of the Developer's TIF Eligible Project Costs (see Exhibit 1). The City will establish a separate account within the Special Tax Allocation Fund for this Canton IH TIF District Project designated as the "Cook Polymer Technology - Canton Plant" ("Special Account"). All monies deposited to this Special Account shall be used exclusively by the City for the purposes set forth in this Agreement. D. LIMITATION OF INCENTIVES TO DEVELOPER 1. Eligible Project Costs of the Developer shall not exceed in total $1,418,472.00. 2. The Developer shall be reimbursed by the City for all Eligible Project Costs permitted by the Act (subject to a limitation of $1,418,472.00) as set forth herein, but only as set forth above and only from the Property included in this Project and owned by the Developer at that location. 3. It shall be the sole responsibility of the Developer to provide to the City as requested the following: a. Copies of all PAID real estate tax bills, annually, for the Property included in this Project. b. Verification of TIF eligible project costs as required by Section F. below. E. PAYMENT OF ELIGIBLE PROJECT COSTS 1. A request for 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 (the "Requisition") as hereto attached as Exhibit 2 and submitted by Developer to the City's TIF Administrator Jacob & Klein, Ltd. and The Economic Development Group, Ltd. (collectively the "TIF Administrator") or a successive TIF Administrator upon written notification from the City. 2. The Requisition must be accompanied by verified bills or statements of suppliers, contractors, or professionals relating to the Project, together with Mechanic's Lien Waivers, cancelled checks or other acceptable proof of payment by the Developer as required by the City's TIF Administrator. 4 3. The Developer shall use such sums as reimbursements for eligible expenses only to the extent permitted by law and the Act. 4. The TIF Administrator shall approve or disapprove the 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 the Requisition is disapproved by the TIF Administrator (or subsequendy by the Illinois Department of Revenue), 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. 5. The Parties acknowledge that the determination of TIF 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. 6. TIF Eligible Project Costs are broadly defined in the Redevelopment Plan to include all costs defined in the Act as Redevelopment Project Costs. 7. The Developer may submit for prior approval by the City as TIF Eligible Project Costs under the Act estimates of costs before they are incurred subject to later confirmation by actual bills. F. LIMITED OBLIGATION The City's obligation hereunder is to pay Developer for TIF Eligible Project Costs limited to $1,418,472.00 as set forth above. 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 the City's general credit or ta~ng power. G. LIMITED LIABILIT'Y 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 Developer, nor shall the City be obligated to make direct payments to any other contractor, subcontractor, mechanic or materialman providing services or materials to Developer for the Developer's Project. 5 H. 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") shall have an action for damages, or in the event damages would not fairly compensate the Non-defaulting Party's 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 Defaulring 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) days pexiod, and thexeafter diligendy and continuously prosecutes the cure of such default until the same has been cured. I. TIME; FORCE MAJEURE For this Agreement, time is of the essence; provided however, the Developer and City shall not be deemed in default with respect to any obligations of this Agreement on its part to be performed if either 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 and 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 indirecdy by the City (or City's agents, employees or invitees) when applicable to Developer or third parties, or any other cause beyond the reasonable control of Developer or City. J. ASSIGNMENT The rights and obligations of the Developer under this Agreement shall be fully assignable by means of written notice to the City. The City shall not unreasonably withhold its consent provided that the nature of the Project is not substantially changed. No such assignment shall be deemed to release the Developex of its obligations to the City under this Agreement unless the specific consent of the City to release the Developer's obligations is first obtained in writing. 6 K. 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. L. 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. M. 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 (3"~) day from and including the date of posting, if mailed by registered or certified mail, return receipt requested, with postage prepaid addressed as follows: CITY DEVELOPER City of Canton Cook Canton Real Estate, LLC % City Administrator % Jason Rager, Tax Director 2 N. Main St. P.O. Box 1608 Canton, IL 61520 Bloomington, IN 47402 PH: (309) 647-0065 PH: (812) 331-3352 FAX: (309) 647-2348 FAX: (812) 355-6777 Email: jasou.rager~cookgrou,~.coin With copy ta: Jacob & Klein, Ltd and The Economic Development Group, Ltd. 1701 Clearwater Avenue Bloomington, IL 61704 PH: (309) 664-7777 FAX: (309) 664-7878 7 N. SUCCESSORS IN INTEREST Subject to the Provisions of Paragraph J, above, this Agreement shall be binding upon and inure to the benefit of the Parties hereto and their respective successors. O. NO JOINT VENTURE, AGENCY, OR PARTNERSHIP CREATED Neither anything in this Agreement nor any acts of the parties to this Agxeement 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. P. INDEMNIFICATION OF CITY Developer acknowledges that it is responsible for determining applicability, processing payroll and compliance with the Illinois Prevailing Wage Act, to the extent such is applicable. Applicability is to be determined by Developer and 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. 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. Q. TERM OF THE AGREEMENT This Agreement shall expire upon the expiration of the Redevelopment Plan adopted by the City or sooner if the Developer has received all incentives included herein. R. AMENDMENTS TO THIS AGREEMENT The parties hereto may amend this Agreement at any time by their mutual consent which amendment must be in writing and executed by the parties. S. WARRANTY OF SIGNATORIES The signatories of Developer warrant full authority to both execute this Agreement and to bind the entity to which they are signing on behalf of. 8 i IN WITNESS WHEREOF the Ciry of Canton and Cook Canton Real Estate, LLC have caused this Agreement to be executed by their duly authorized officers on the above date at Canton, Illinois. CITY DEVELOPER CITY OF CANTON, an Illinois Municipal COOK CANTON REAL ESTATE, LLC. Corporation: ~ ~ ~ BY: ; : ; , ; ; BY: ~ ~ / ~4 , Mayor, City of Canton BY: 5 ATTEST: ' ~i, Clerk, City of Canton 1[: (..vi~0[v ~ 1 i~.l~C?.IL DL~'~ ,,.~..n~.<..r .,~,.:~:'"1' , ~..rmits [~F...i'a,. ...n::~., c.(.~ • . . . . . '~';i ~ ~„•~al 9 EXHIBIT 1 SUMMARY OF ESTIMATED TIF ELIGIBLE PROJECT COSTS Cook Canton Real Estate, LLC. Canton IH TIF District in the City of Canton, Fulton County, Illinois Project Description: Developer is proceeding with plans to acquire, assemble and prepare a site located at 225 S. 3`d Avenue, Canton, Illinois, for the construction of a 7,000 square foot manufacturing facility. PIN#: 09-08-34-232-001 PIN#: 09-08-27-441-001 Estimated Eligible Project Costs: Land and buildings (acquisition costs) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $9,000 Professional Fees (planning, engineering, architectural, legal, other) . . . . . . . . . . . . . . . . . . . $531,000 Interest Buy-Down . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $878.472 Total Estimated TIF Eligible Project Costsl . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $1,418,472 ~ NOTE: Cumulative Total Reimbursements of TIF Eligible Project Costs to Developer shall not exceed $1,418,472. 10 EXHIBIT 2 PRIVATE PROJECT REQUEST FOR REIMBURSEMENT 11 CITY OF CANTON, ILLINOIS INTERNATIONAL HARVESTER (IH) SITE PROJECT AREA TAX INCREMENT FINANCING DISTRICT PRIVATE PROJECT REQUEST FOR REIMBURSEMENT BY COOK CANTON REAL ESTATE, LLC. Date Attention: City Administrator, City of Canton Re: TIF Redevelopment Agreement, dated by and between the City of Canton, Illinois, and Cook Canton Real Estate, LLC. (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 amount(s), to Cook Canton Real Estate, LLC. 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: Cook Canton Real Estate. LLC., Developer 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 reimburse the Developer for Redevelopment Project Costs for the Project detailed in "Exhibit 1" of the Redevelopment Agreement. 5. The undersigned certifies that: (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 and 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. 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~ CITY CANTO~jI, ILLINOtS 0 ~ BY: TITLE: DATE: , , CAN T O N I N T E RN AT I O N AL H ARVE ST E R( I H) SI T E PRO,,E CT AREA TAX INCREMENT FINANCING (TIF) DISTRICT TI F REDEVELOPM EN T AGREEM EN T , by and be4.weeri THE CITYOF CANTON, FULTON COUNTY, ILLINOIS and COOKCANTON REAL ESTATE, LLC. SEPTEMBER - 2011 , , , CAN T ON INTERNATIONAL HARVESTER(IH) SITE PRO.ECT AREA TAXINCREMENT FINANCING(TIF)DISTRICT REDEVELOPMENT AGREEMENT by and betw~een CITY OF CANTON and COOKCANTON REAL ESTATE, LLC. TH ISAGREEMENT (indudingExhibit 1) isentered intothis dayof September, 2011, by and b~tween the CI TY OF CAN TON City an I Ilinois Muniapal Corporation, Fulton County, Illinois and COOKCANTON REAL ESTATE, LLC. ("De~eloper` PREAM BLE WH EREAS~ theCityhastheauthorityto promotetheheelth, saf~y, andwelfaeof theCityand its atizens, and to prevent the spread of bli~t and deterioration and inadequate public facilities, by promoting thedevelopment of private investment property thereby increasing the t~c ba9e of the City and providing employment for itsatizens and WH EREAS, pursuant to theT~c I naement Allocat'~on Redevelopment Act, 65 I LC~ 5? 11-74.4 ~ sa~., ~ a~nended (the "Act` the Gty h~ thE authority to provide inoaitiv~ to owner~ or prospedive owner~ of red property to develop, rede~elop, and rehabilitatE such prope~ty by reimbursing the owner for oertan oost~ from resulting ina~ in red estate t~c revenu~ and enter into contracts with developer~ neoes~ry or inadental to the impl~tation of it~ redevelopment plan purs~aait to 65 I LCS 5J 11-74.44{b) and (j); and WH E REAS~ pursuant to 66 I CLS5? 8-1-2.5theCity isarthorized to appropri~teand e~end f unds for eoonomicdevelopment purposes, induding, without limitation, themaking of grantsto any other governmental entityor oommeraal enterpriseth~ aedeerned neoes~r~yor desirablefor thepromotion of eoonomicdevelopment within themuniapality; and WH EREAS~ theCity, reoo~iizingtheneedtofosterthedevelopment, ocpansion and revitalization of oertain propa~tieswhich arevar,~nt, underutilized or obsoleteor aoombination thereof, adopted T~c I na~t Finandng and creeted a T~c I ncr~t Alloc~ion Redevelopment Arm under the Act known astheCanton I ntemational H arvester Site Project AreaT 1 F District (the" Canton I H TI F D istrict` ) on July 6, 2004 by Ordinanoe N o. 1807; and WH EREAS~ the City i~ currently undertaking a ma~or amaidment to the TI F District Redevelopment Plan aid Project~ to add private projects and add and furtha designate private TI F Eli~ble Project Cost~ to further aathorize the City to provide inoentiv~ to induoE owna~ of reel property to prooeed with priv~e redevelopment projeds and 1 , ~ f WH EREAS~ induded in the Redevelopment Projed Area is property to be aoquired by the Developer in 2011 located at 225 ~~d Avenue, Canton, I Ilinois, and assernbled from portions of red estatE t~c property identification number~ 0~08-34-232-001 and 0~0&27-441-001 (the" Prope~t~f and WH EREAS~ ba9ed on inoentives offered by the City, the DEVeloper intends to redevelop said Propa~tybyprooeedingwith plansto prepaethesteand oonstrud a7,0009quarefoot manufar,turing faality (the" Cook Polyme~- Technology - Canton Plant` or the" Facility which Prope~ty and Facility is to be oollectively defined as the" Projecx` or " Developer~ Projec~' ; and WH EREASy theDeveloper antidpatestheProject will requireatotal projected investment of $23 million and produoespeaalized polytetraFluoro~hylene(PTFE) tubing, which iswidely used byvaious business units of Cook Medical, a medical devioe manufa~turing oompany that opened in Canton on a ste adjaoent to the Prope~ty in 2010; and WH EREASy it is the intent of the City to enoour~e eoonomic development which will increa~e the reel estate and muniapal t~c baees of the City and the t~c ba~es of other t~cing bodies~ which incre~ed incremental t~ceswill beused, in pat, to finanoeinoentivesto ~ssist redevelopment projects undertaken within theT~c I ncxen~t Finanang District; and WH E REAS~ the Developer$ Project is oonsistent with the land uses of the City as adopted; and WH EREASs the City has the arthority under the Act to incur Rede~elopment Project Costs Eligible Project Costs` ) and to reimburse Developer for such oostspursuant to 651 LCS11-74.4-4(j); and WH E REAS~ theCity hasdetermined th~t thisDeveloper-s Project requirestheinoentivesrequested asset forth in Exhibit 1 and that said Developer-sProject would, a5part of thePlan, promotethehmlth, saFety and welfae of the City and its atizens by ~tracting private investment to prevent blight and d~aior~ion and to provideemployrr~~t for itsatizensand generallyto enhanoetheeoonomy of the City; and WH EREAS~ the parties have a~reed to segregate within the Canton I H~eaal T~c I ncrsnent Redevelopment Fund the following: A m~cimum of twenty-five peroent (25%) of the incr~tal increa9es in real estate t~ces derived from this Developer-a Projec,t during the remaning life of the Canton I H TI F D istrid, up to a total reimbursa~nent not to ~coeed One M illion Four H undred Eighteen T housand Four H undred Seventy Tw~o Ddlars ($1,418,47200) of the Developer-sTl F EligibleProjed Costs(seeExhibt 1). TheCitywill establish asepaateaooount within the~eaal T~c Allocation Fund for this Canton I H TI F District desic,~ated as the "Cook Polymer Techndogy - Canton Plant ~ieaal Acoount` ~eaal Aoo~unt' All monies de~osited to this ~eaal Aooount shatl be used ocdusively by the City for the purposes s~ forth in thisAgreerr~ent; and 2 • 1 WH E REAS,, in oonsideration of theexea,rtion of thisAc,~-ea~nent, theDeveloper shall prooeed with oompl~ting said Project as set forth herein; and WH EREAS~ the City is entering into this Agrea~r~ent having enoouraged and induoed the Deve~oper to redevelop the Property. AGREEMENTS . N OW, T H EREFORE, in oonsderation of themutual promisesoontained herein and other good and valuable consideration, the reoeipt of which is hereby adcnowledged, the parties ~ree as follows: A. PRELIMINARYSTATEMENTS 1. Thepaties~eethat thematterss~ forth in therecitalsaboveaetrueand corred and form apart of thisAgrea~ent. 2. Anytermswhich arenot defined in thisAgreerr~ent shall havethesariemeaning astheydo in theAct, unlessindic~ed to thecontrary. 3. TheCity isoctending inoentivesfor theDevelope-$Projed in antiapation of the~cpe~ed oompletion of the Projecx a5 set forth herein. 4. Eadi of the Pa-ties re{~resents that it has taken all ac~ions neoe~ary to arthorize its repre~entativesto ~cecutethisAgreement. B. ADOPTION OF TAX INCREMENT FINANCING The City has creeted the Canton I H TI F D istrid which indudes Developer~ Property. The City h~ prEViously a~isted oerta n Redevelopment Project~ usi ngt~c increment f inana ng inoentivesand now intends to provide such assistanoe to the Developer-s Project which shall be known as the "Cook Polymer Technology - Canton Plant` . C.INCENTIVES I n oonsideration for the Developer having purcha~ed the Property and completing the Projec~ substantially asset forth i n Exhibit 1, the City agreesto e~xtend to the D eveJoper thefollowing inoentives to assist Developer-s Projec~: 3 1. A m~cimum of twenty-five peroent (25%) of the incranental inaea~es in real est~e t~ces derived from thisDeveloper~Project duringtherernaining lifeof theCanton I H TI F District, up to atotal reimbursert~ent not to ocoeed One M illion Four H undred E ightcen T housand FourH undr~ed SevenntyTwoDdlars($1,418,472.00) of theDevelopersTl F EligibleProject Costs (see Exhibit 1). The City will establish a separate aooount within the ~eaal T~c Allocation Fund for this Caiton I H TI F District Project design2ted as the "Cook Pdymer Techndogy - Canton Plant` ~eaal Acoount` AII monies d~ted to this ~eaal Aooount shall be used exdusively by the City for the purposes 9et forth in thisA~eement. D. LIMITATION OF INCENTIVESTO DEVELOPER 1. Elic,~'ble Projec~ Costs of the Developer shall not ecoeed in total $1,418,472.00. 2. The DEVeloper shail bE reimbursed by the City for all Eligible Project Cost~ permitted by the Act (subject to a limitation of $1,418,472.00) asset forth herein, but only asset forth above and only from the Property induded in thi~ Project and owned by the DEVeloper at that loc~ion. 3. It shall b~ thE sole responsibility of the Developer to provide to the City as requested the f ollowi ng: a Copi~ of all PAI D red est~e t~c bills, annually, for the Propety induded in this Project. b. Verification of TI F elic,~'ble project oosts as required by Sa~im E below. E. PAYMENT OF ELIGIBLE PRO.ECT COSTS 1. A request for payrnent to the Developer for TI F Eligible Projed Costsasset forth bytheAct shall be made by a Requisition for Pa~nnent of Private Development Redevelopment Costs (the" Requistion` ) ashereto attached asExhibit 2 and submitted by Developa~ to theGty-6 TI F Administrator .~oob & Klein, Ltd. and The Eoonomic Development Group, Ltd. (collec~ively the "TI F Administrator` ) or a suooessive TI F Administrator upon written notification from theCity. 2. TheRequisition must beaooompanied byverified billsor st~eraitsof suppliers, oontradors, or professionais relating to the Project, tog~her with Mechanics Lien Waivers, c~noelled chedcs or otha aooEptable proof of pa~nrent by the Developer as required by the City-sTl F Administr~or. 4 ~ ti 3. TheDevelopershallusesuchsumsasreimburserr~entsforeligiblee~q~ensesonlytotheoctent permitted by l arv and the Act. 4. TheTl F Administrator shall ~prove or disapprovethe Requistion bywritten reoeipt to the Developer within thirty (30) businessdaysafta reoeipt of the Requisition. Approval of the Requisition will not be unreaeonably withheld. I f the Requistion is disa~proved by the TI F Administr~or (or subsequently by the I Ilinois Depa~tment of Revenue), the rea~ns for dis~llowanoewill bes~ forth in writing and theDEVeloper may resubmit theRequisition with such addition2l information asma~rberequired and thesaneprooeduress~ forth herein shall apply to such r~submittals. 5. ThePartiesadcnowledgethat thedetermination of TI F EligibleProject Costs, and, therE#ore, qualification for reimbursernent hereunder aesubject to changesor interpret~ion madeby amaidmentsto theAd, administrativerulesor judiaal interpretation duringtheterm of this Agreerr~ent. 6. TI F Elic,~'bleProject Costsaebroadlydefined in theRedEVelopment Plan to indudeall oosts defined in theAct asRedevelopment Projec~ Costs. 7. TheDeveloper maysubmit for prior ~proval bytheCityasTl F EligibleProjec~ Costsunder theAc~ estimatesof costsbeforetheyareincurred subject to laterconfirm~ion byac~ual bills~ F. LIMITED OBLIGATION The City-s obligation hereunder is to pay DEVeloper for TI F Eli~ble Project Costs limited to $1,418,4?2.00 as set forth above 3~id obligation does not now and shall never oonstitute an indebtedne~ of the City within the me~ning of any ~ate of Illinois Constitutional or ~tatutory provision, and shall not oonstitute or give rise to a pecuniary liability of the City or a chage or lien ~gainst the City-s general credit or t~cing power. G. LIMITEDLIABILITYOFCITYTOOTHERSFOR DEVELOPER~EXPENSES Thereshall beno obligation bytheCityto makeany pa~m~entsto any person other than Developer, nor shal I theCity beobligated to makedirect paymentsto aiy other oontrac~or, suboontrac~or, mechanic or materialman providing 9ervioesor materialsto Developer for the Developer-s Projec~. 5 r , 5 H. DEFAULT; CURE; REMEDI ES I n theevent of adeF'ault under thisRedevelopment Ageernent by any party hereto (the" DeFaulting Party` which deFaalt is not cured within the cure period provided for below, then the other party (the "Non-deFaulting Party ) shall havean adion for dam~ or in theevent darr~eswould not farly oompensate the Non-defaulting Party-$ for the DeFaulting Party-s breach of this RedEVelopment Ageerr~ent, the N on-defaulting Paty shall have such other equity rights and rerr~edies as ae avalable tothematla~vorinequity. Anydam~gespayablebytheCityhereundershallbelimitedtothereelestate t~c i ncrement pa~rable to the D eveloper under t he terms of this Agreane~t. I n the event a Defaulting Paty shall fal to perform a monetary oovenant which it is required to perform under this Redevelopment Agreernent, it shall not be deerned to be in default under this Redevelopment Agreerr~ent unle~ it shall havefaled to perform such monetary oovenant within thirty (30) da~sof its reoeipt of a notioefrom a Non-defaulting Paty speafying that it hasfaled to perform such monetary covenant. I n theevent a Defaalting Paty falsto perform any nonmonetary covenant as and when it is required to under this Redevelopment Ageeine~t, it shall not be deerned to be in dE#ault if it shall havecured such default within thirty (30) da~rsof itsreoeipt of anotioefrom aNon- defaulting Paty ~ecifying the nature of the deFault, provided, however, with re~~ed to tho9e nonmon~ary defaultswhich ae not capable of being cured within such thirty (30) day period, it sh,all not bedeerr~ed to bein dEfault if it commenoescuringwithin such thi~ty (30) daysperiod, and thereaFter di ligently and oontinuously proseaates the cure of such default until the sane has been cured. I. TIME; FORCE MA.EURE For thisAgeerr~ent, timeisof the~oe; provided howe~er, theDeveloper and City shall not be deerr~ed in deFault with r~ to anyobligationsof thisAc,~eernent on itspart to beperformed if either failsto timely perform thesameand such failureisduein whol~ or in part, to any strik~ lodc-out, labor trouble (wh~her legal or illegal), avil disorder, inability to procure materials, weether conditions and wet soil conditions, falure or interruptions of power, restrictive governmental lavs and regulations, oondemnation, riots, insurrections, war, fuel shortages, aocidents, r,asualties, Actsof God, adsr,aused directlyor indirectlybytheCity(or City-~~gents, employeesor invitees)when applicableto Developer or third paties, or any other cause be~ond the reaqonableoontrol of Developer or Gty. .1 ASSIGNMENT The rights and obligations of thE Developer under thi~ Ageerr~ent shall be fully assic,~able by means of written notice to the City. The City shall not unreasonably withhold its oonsent provided that the nature of thE Project is not substantially changed. No such a~si~ment shall bedearied to relea9ethe Developer of it~ obligations to the City under thi~ Ageerne~t unle~ thE spedfic oonsent of thE City to relea9etheDeveloper-sobligationsisfirst obtained in writing. 6 ~ ~ 5 , K. WAI VER Any party to thisAgeerr~ent ma~ elec~ to waive any r~y it may enjoy hereunder, provided that no such waiver shall bedeemed to exist unlessthepartywaivingsuch right of re~r~eclydoesso in writing. N o such waver shall obligate such party to waive any right of r~y hereunder, or shall be deerned to oonstituteawaver of other ri~tsand re~r~ediesprovided said party pursuant to thisAc,~eernent. L. SEVERABILITY I f any section, subsection, term or provison of this Agreernent or the applic~ion thereof to any party or arcumstanoe shall, to any actent, be invalid or unenforoeabl~ the remainder of said section, subsection, term or provision of thisAgree~r~ent or theapplication of sameto partie; or arcumstanoes other than those to which it is held invalid or unenforoeabl~ shall not be affected thereby. M. NOTICES AII notioes, dernaids, requests, consents, approvalsor other instrumentsrequired or permitted by thisAgreerr~ent shall be in writing and shall be ~cecuted by the party or a~ offioer, ~qent or attorney of the Party, and shall be deerr~ed to have been eFfective as of the d~e of ac~ual delivery, if delivered pefsonally, or asof thethird (~d) dayfrom and indudingthedateof posting, if maled by registered or oertified mal, r~#urn reoeipt requested, with post~eprepad addressed asfollows CITY DEVELOPER City of Canton Cook Canton Reel Estate, LLC j CityAdministrator j.~son R~er, T~c Director 2 N. Ma n St. P.O. Box 1608 Ca~ton, I L 61520 Bloomington, I N 47402 PH : (309) 647-0065 PH : (812) 331-3352 FAX: (309) 647-2348 FAX: (812) 35rr6777 Email: ia9on.raqer(cr~oookc~oup.oom With a~ta Jaoob & Klen, Ltd and The Economic Dc~elopment Group, Ltd. 1701 Cleawater Avenue Bloomington, I L 61704 PH : (30A) 664-7T77 FAX: (309) 6647878 7 , . . N. SUCCES90RSIN INTEREST SLbject to theProvisonsof Paragraph abov~ thisAgreerr~ent shall bebinding upon and inureto the beneFit of the Parties hereto a~d their res~~ec,tive suooeseors. O. NO.AINTVENTURE,AGENCY,ORPARTNERSHIPCREATED Neither anything in thisAgreerneit nor anyactsof thepartiesto thisAge~nent shall beoonstrued by the Parties or any third person to creete the relationship of a partnership, age~cy, or joint venture between or anong such Parties. P. INDEMNIFICATION OF CITY Developer adcnowledgesthat it isr~onsiblefor determiningapplicability, prooe~ingpa~roll and o~mplianoewith the I Ilinois Prevailing WageAc~, to theoctent such isapplicable Applicability isto be ddermined by Developer and Developer shall indemnifyand hold hamle~theCity, and all Cityelecxed or appointed offiaals, offioers~ employees~ agents, representatives, enc,~'neers, oonsultantsand attorn~s (oollectively, the " I r. demnified Paties' from any and all dams that ma~ be asserted ~ainst the I ndemnified Partiesor oneor moreof them, in oonnection with theapplicability, determination, and/ or payi~ts made under the I Ilinois Prevaling 1Nage Act (820 I LCS 13Q~ 0.01 ~.sa}), the I Ilinois Procur~t Cod~ and/ or anysimila St~eor Federal larvor regulation. Thisobligation to indemnify and hold hamless obligates Develope~ to defend any such dam and/ or adion, pay any liabilities and/ or penaltiesimposed, and pa~rall defenseoostsof City, induding but not limited to thereae~nable attornEy fees of City. Q. TERM OF TH E AGREEMENT This Ac,~eernent shall acpire upon the e~iration of the Redevelopment Plan adopted by the City or sooner if the Developer has reoeived all inoentives induded herein. R. AMEN DMENTSTO TH ISAGREEMENT The parties hereto may amend this Agreernent at any time by their mutual oonsent which amendment must be in writing and oceaated by the paties. S~ WARRANTY OF SIGNATORIES Thesignatoriesof DEVeloperwarrant full a.rthorityto both euecutethisAgeernent and to bind the entity to which the~r are signing on behalf of. 8 ~ i 1 N WITN ESSWH EREOF theCityof Canton and Cook Canton Red Estat~ LLC havec~used thisAgreement to beexeaated bytheir dulyaathorized offioerson theaboved~eat Canton, Illinois. CITY DEVELOPER CITY OF CANTON, an Illinois Muniapal COOKCANTON R AL ESTATE, LLC. Corporation: ~ ,r~ BY: , , ~ ! ~ l ~ , ~ ~~.n I~N.~s~~.~ Trthsv l~r BY: - Y' t rP~ia~~. ~ 5.~~ h'~.~~,~r M~ayor, "ty of ton BY: ~ ATTEST: ~ Clerk, City of Canton ~ ~ ~ - ,t,;., . . - . . 9 , . EXH I BIT 1 SUMMARY OF ESTIMATED TIF ELIGIBLE PRO.ECT COSTS Cook Canton Red Est~~ LLC. Canton I H TI F District in the City of Canton, Fulton County, I Ilinois Project Desaiption: Developer isprooeedingwith plansto a~quire, ~nbleand prepaeasite located at 225 S 3`d Avenue, Canton, I Ilinois, for theconstrudion of a7,000 square foot manufa~uring faa^ality. PI N # : 0~08-34232-001 PI N # : 09-OS-27-441-001 Estimated Eligible Project Costs Land and buildin9s (aoquisition oosts) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $9,00~ Professional Fees (planning, engineering, achitectural, legal, other) . . . . . . . . . . . . . . . . . . . $531,OOQ I nterest Buy-Down . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $878.472 Total Estimated TI F Eligible Project Cost.s' . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $1,418,472 ~ NOTE: CumulativeTot~ Reimbursementsof TIF EIi~bleProject Coststo D~elope~ shall not ocoeed $1,418,472. 10 . ~ , EXH i BIT 2 PRIVATE PRO.ECT REQUEST FORREIMBURSEMENT 11 , ~ ~ CITY OF CANTON, ILLINOIS INTERNATIONAL HARVESTER (IH) SITE PROJECT AREA TAX INCREMENT FINANCING DISTRICT PRIVATE PROJECT REQUEST FOR REIMBURSEMENT BY COOK CANTON REAL ESTATE, LLC. Date Attention: City Administrator, City of Canton Re: TIF Redevelopment Agreement, dated by and between the City of Canton, Illinois, and Cook Canton Real Estate, LLC. (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 amount(s), to Cook Canton Real Estate, LLC. and for the purpose(s) set forth in this Request for Reimb~:rsement. 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: Cook Canton Real Estate, LLC.. Developer 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 reimburse the Developer for Redevelopment Project Costs for the Project detailed in "Exhibit 1" of the Redevelopment Agreement. i ~ y •i 5. The undersigned certifies that: (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 and 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 fo~ 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. 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 item for which reimbursement is being requested. gY; (Developer) TITL J~l~n ~.vs~i'h17/c~s~iei ~~~;.t ~~i~Ui~~m Sd/C ~c,,.~~.r APPROVED:~C OF C TC?~N.; L~OIS BY: TITLE_~~~_~ I~' DATE: ' ~ ~ ~ _