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R-22-53VILLAGE OF DEERFIELD RESOLUTION NO. 2022- R-22-53 APPROVING AN APPLICATION BY TREE HOLDINGS LLC FOR PARTICIPATION IN THE BUSINESS FACADE REBATE PROGRAM (827 & 829 WAUKEGAN ROAD) WHEREAS, the Village of Deerfield ("Village') is a home rule municipality .in accordance with Article VII, Section 6 of the Constitution of the State of Illinois of 1970; and WHEREAS, pursuant to Article 17 of Chapter 7 of ""The Municipal Code of the Village of Deerfield, Illinois, 1975", as amended ("Village Code'), the Village has created a business facade rebate program ("Program') for owners of businesses located in the C-1 Village Center District or C-2 Outlying Commercial District of the Village that meet certain criteria to obtain financial assistance for eligible site improvements and renovations of building facades; and WHEREAS, a goal of the Program is to financially assist the owners of commercial buildings aged 15 years or older in the Village with the cost of improving, remodeling and renovating exterior building facades and sites to encourage private investment in the Village; enhance the overall tax base of local taxing districts by the further development and improvement of eligible private building facades and sites; improve the safety and accessibility of the Village's commercial districts; and create a greater sense of community, improve pedestrian walkability, and improve the overall aesthetics of the Village's commercial districts; and WHEREAS, to be eligible for participation in the Program, the owners of commercial buildings must make an investment of not less than $10,000 for eligible fagade and site improvements; and WHEREAS, the Program provides that the Village will reimburse approved commercial owners for 50 percent of the costs for eligible improvements not to exceed $50,0000 for building improvements and not to exceed $50,0000 for property site improvements; and WHEREAS, Tree Holdings LLC ("Owner') owns the Property located at 827 and 829 Waukegan Road in the Village (collectively, the "Property'); and WHEREAS, the Owner desires to make building facade and site improvements on the Property, and has submitted an application to participate in the Program ("Application's; and WHEREAS, the Mayor and Board of Trustees have determined that granting Owner's Application will serve and be in the best interest of the Village and its residents; NOW, THEREFORE, BE IT RESOLVED BY THE VILLAGE BOARD OF DEERFIELD, LAKE AND COOK COUNTIES, ILLINOIS, as follows: (00128728.1) SECTION 1: RECITALS. The Village Board hereby adopts the foregoing recitals as its findings, as if fully set forth herein. SECTION 2: APPROVAL OF REBATE. Pursuant to the Village's home rule authority, the Application by Owner for participation in the Program is hereby granted and the Village is hereby authorized to issue a rebate for eligible building and site improvements on the Property in amounts not to exceed: Building Improvements: $37,015.90 Site Improvements: $23,040.92 SECTION 3: APPROVAL OF BUSINESS FACADE REBATE AGREEMENT. The Business Fagade Grant Agreement ("Agreement's by and between the Village and the Owner is hereby approved in substantially the form attached to this Resolution as Exhibit A, and in a final form to be approved by the Village Attorney. SECTION 3: EXECUTION OF DEVELOPMENT AGREEMENT. The Village Mayor and the Village Clerk are hereby authorized and directed to execute and attest, on behalf of the Village, the Agreement upon receipt by the Village Clerk of at least one original copy of the Agreement executed by the Owner. SECTION 4: EFFECTIVE DATE. A. This Resolution will be effective only upon the occurrence of all of the following events: Passage by the Village Board by a majority vote in the manner required by law; and 2. Execution by the Owner of the Agreement. B. In the event that the Applicant does not deliver fully executed copies of the Agreement within 30 days after the date of final passage of this Resolution by the Village Board, the Mayor and Board of Trustees will have the right, in their sole discretion, to declare this Ordinance null and void and of no force or effect. [SIGNATURE PAGE FOLLOWS] 100128728.11 AYES: Benton, Berg, Jacoby, Oppenheim, Seiden NAYS: None ABSTAIN: None ABSENT: Metts-Childers PASSED: Ocotber 17, 2022 APPROVED: October 17, 2022 RESOLUTION NO: R-22-53 Dance C. Shapiro, Mayor ATTEST: Ke t S. Street, Vi age Clerk 100128728.11 EXHIBIT A AGREEMENT (00128728.1) THIS DOCUMENT PREPARED BY AND AFTER RECORDING RETURN TO: Benjamin Schuster Elrod Friedman LLP 325 N. LaSalle Street Suite 450 Chicago, IL 60654 BUSINESS FACADE REBATE AGREEMENT This Agreement is dated this 2-l"day of o-, 2022-by and between the VILLAGE OF DEERFIELD, an Illinois home rule municipal corporation, located at 850 Waukegan Road, Deerfield, IL 60015 ("Village'), and TREE HOLDINGS LLC, an Illinois Limited Liability Company ("Owner'J. The Village and Owner are jointly referred to herein as the "Parties." RECITALS: WHEREAS, pursuant to Article 17 of Chapter 7 of "'The Municipal Code of the Village of Deerfield, Illinois, 1975", as amended ("Village Code'J, the Village has created a business fagade rebate program ("Program') for owners of businesses located in the C-1 Village Center District or C-2 Outlying Commercial District of the Village to provide financial assistance for eligible site improvements and renovations of building facades; and WHEREAS, a goal of the Program is to financially assist the owners of commercial buildings aged 15 years or older in the Village with the cost of improving, remodeling and renovating exterior building facades and sites to encourage private investment in the Village; enhance the overall tax base of local taxing districts by the further development and improvement of eligible private building facades and sites; improve the safety and accessibility of the Village's commercial districts; and create a greater sense of community, improve pedestrian walkability, and improve the overall aesthetics of the Village's commercial districts; and WHEREAS, to be eligible for participation in the Program, the owners of commercial buildings must make an investment of not less than $10,000 for eligible fagade and site improvements; and WHEREAS, the Program provides that the Village will reimburse approved commercial owners for 50 percent of the costs for eligible improvements not to exceed $50,0000 for building improvements and not to exceed $50,0000 for property site improvements; and WHEREAS, the Owner owns the property commonly known as 827 and 829 Waukegan {00128727.1 } Road in the Village, and legally described in Exhibit A attached hereto and incorporated herein ("Property'); and WHEREAS, the Owner has submitted an application to the Village to participate in the Program, and the Village has approved the application pursuant to Resolution [RESOLUTION NO.] ("Approval'); and WHEREAS, the Approval is conditioned upon the Owner entering into this Agreement and abiding by the terms of this Agreement; NOW THEREFORE, in consideration of the premises set forth above, and the mutual agreement hereinafter set forth below, it is hereby agreed by and between the Parties as follows: SECTION 1. INCORPORATION OF RECITALS. The foregoing recitals are incorporated into, and made part of, this Agreement as though they were fully set forth in this Section 1. SECTION 2. BUILDING AND SITE IMPROVEMENTS. The building improvements set forth in Exhibit B ("Building lmprovements'j, attached hereto and incorporated herein, and Site Improvements set forth in Exhibit B ("Site Improvements') (the Building Improvements and Site Improvements are, collectively, the "Approved lmprovements'l are eligible for a rebate under the Program pursuant to the terms of this Agreement. Any building improvements or site improvements to the Property not set forth in Exhibit B are not eligible for any rebate from the Village. SECTION 3. PROOF OF OWNERSHIP. Owner represents and certifies that Owner is the legal title holder of the Property and is duly authorized to enter into this Agreement. Before any Rebate shall be paid, Owner must submit satisfactory proof to the Village of Owner's legal or beneficial ownership of the Property, which proof must include: A. A current title policy or title commitment showing Owner as the current title owner of record, or a copy of the recorded deed that vests Owner with good and merchantable title to the Property; and B. If title to the Property is held in trust, Owner shall also submit: (i) a certified copy of the Trust Agreement, (ii) certification as to the current beneficiary under such Trust Agreement, and (iii) a letter of direction authorizing execution of this Agreement. SECTION 4. OWNER'S REPRESENTATIONS. Village has relied upon all information provided by the Owner and upon all representations, exhibits, data, and other supporting materials submitted with and in support of Owner's application for participation in the Program. Any misinformation or withholding of material information incident thereto shall, at the option of the Village, give rise to the Village's right to terminate this Agreement and require Owner to immediately repay to the Village any amounts paid by the Village to Owner pursuant to this Agreement. This repayment obligation shall survive termination of this Agreement. SECTION 5. ELIGIBILITY FOR REBATE. Upon the completion of all Improvements in accordance with this Agreement and all applicable requirements of law (including all applicable building codes) and inspection of the Improvements by the Village, Owner shall submit to the Village Manager the following documents: 2 (00128727.1) A. All contracts and/or invoices showing the final amounts charged for all of the Improvements; B. All receipts or other forms of proof of payment showing that Owner has paid for the Improvements in full; and C. Contractors' final certificates and waivers of lien for all Improvements. Upon submission of the above -listed documents, in a form satisfactory to the Village Manager, the Village shall issue a rebate to the Owner within 30 days in an amount not to exceed the lesser amount of: (i) 50 percent of the final actual cost for the Building Improvements and Site Improvements itemized in Exhibit B; and (ii) the following maximum project rebate amounts: Building Improvements: $37,015.90 Site Improvements: $23,040.92 SECTION 6. LICENSES AND PERMITS. Owner acknowledges and agrees that: (i) Owner is responsible for securing all necessary licenses and permits for the proper and complete construction and installation of the Improvements; and (ii) nothing in this Agreement obligates the Village to issue any building permits or approvals to Owner or Owner's contractors related to the Property or the Improvements. SECTION 7. Timely Completion of Improvements. The Improvements must be properly and completely constructed and installed within 120 days after the adoption of the Approval for Owner to obtain the Rebate ("Deadline'l. In the event that the Improvements are not properly and completely constructed and installed by the Deadline, the Village shall have no obligation to issue the Rebate. SECTION & REPAIR OF DAMAGE. Owner shall repair any damage to Village property, including any rights -of -way, that may be caused by, or occur in connection with, the installation or maintenance of the Improvements. SECTION 9. MAINTENANCE OF IMPROVEMENTS. Owner acknowledges and agrees that: (i) it shall maintain all Improvements in a clean and first-rate manner and free from defects for a period of no less than five years from the date of the receipt of the Rebate; and (ii) the Village shall have no obligation to provide any maintenance on the Improvements. SECTION 10. NO ALTERATION OR REMOVAL OF IMPROVEMENTS. Owner acknowledges and agrees that, for a period of five years following the receipt of the Rebate, Owner shall not cause or permit the alteration or removal of any of the Improvements without the prior written permission of the Village, which permission the Village may withhold in its sole and absolute discretion. Notwithstanding anything in this Section to the contrary, Owner may alter or remove the Improvements in the event of an emergency causing an immediate safety risk, provided that Owner repairs the Improvements to their condition prior to the emergency. SECTION 11. NOT ELIGIBLE FOR OTHER VILLAGE GRANTS. Owner may not apply to the Village, and the Village shall have no obligation to provide, any other grants or rebates related to (i) the Improvements or (ii) the fagade of the building or for site improvements on the Property for a period of five years from the date of the Approval except as provided in this Agreement. 3 (00128727.1) SECTION 12. SALE OF SUBJECT PROPERTY; GRANT OF LIEN. If Owner sells, transfers or conveys all or part of the Property, or any interest in the Property, within five years after receipt of the Rebate, Owner shall at the time of such sale, transfer, or conveyance, reimburse the Village for all or a portion of the Rebate based on the following schedule: YEAR OF SALE AFTER PAYMENT OF REBATE PERCENTAGE OF REBATE OWNER OWES THE VILLAGE Within 1 ear 100% Between 1 and 2 years 80% Between 2 and 3 years 60% Between 3 and 4 years 40% Between 4 and 5 years 20% _ In consideration of the Village's Rebate to Owner, Owner expressly grants to the Village a lien upon the Property if Owner fails to reimburse the Village for that portion of the Rebate due to the Village under this Section at the time of any sale, transfer or conveyance of the Property, including Village's reasonable attorneys' fees in enforcing its rights under this Section. SECTION 13. TERMINATION. This Agreement may be terminated at the Village's option by written notice to Owner upon the breach by Owner of any terms of this Agreement or if any statement or representation made by Owner to the Village in applying for eligibility in the Program or to obtain the Rebate shall prove untrue in any material respect, or if the Owner shall have withheld any material information incident thereto. In the event that the Village terminates this Agreement pursuant to this Section, Owner shall immediately repay to the Village any amounts paid by the Village to Owner pursuant to this Agreement. This repayment obligation shall survive termination of this Agreement. SECTION 14. INDEMNIFICATION. Owner shall, without regard to the availability or unavailability of any insurance, either of the Village or Owner, indemnify, save harmless, and defend the Village, and its officials, employees, agents, and attorneys against any and all lawsuits, claims, demands, damages, liabilities, losses, and expenses, including attorneys' fees and administrative expenses, to the extent that arise, or may be alleged to have arisen, out of, the design or installation of the Improvements or any failure to meet the representations, certifications, and obligations of this Agreement, whether or not due or claimed to be due in whole or in part to the active, passive, or concurrent negligence or fault of Owner, except to the extent caused by the sole negligence of the Village. This Section shall survive termination of this Agreement. SECTION 16. GENERAL TERMS. A. Village Not a Joint Venturer. The Village shall not, by executing this Agreement or taking any action pursuant hereto or contemplated hereby, be deemed to be a partner or joint venturer with Owner, Owner's contractors or any other parties. B. Comcliance with Requirements of Law. Owner shall give all notices, pay all fees and taxes, and take all other action that may be necessary to accept the Rebate and ensure that the Improvements are constructed, installed, and maintained in accordance with and with all applicable statutes, ordinances, rules, and regulations. C. Binding Effect. The terms of this Agreement shall bind and inure to the benefit of the Parties hereto and their agents, successors, and assigns. 4 {00128727.1} D. Recording of Agreement. The Village may record with this agreement with in the office of the Lake County Recorder of Deeds or the Recording Division of the Cook County Clerk, whichever may be applicable based on the location of the Property. E. Waiver. No waiver of any provision of this Agreement shall be deemed to or constitute a waiver of any other provision of this Agreement, nor shall any such waiver be deemed to or constitute a continuing waiver unless otherwise expressly provided in this Agreement. F. Rights Cumulative. Unless expressly provided to the contrary in this Agreement, each and every one of the rights, remedies, and benefits provided by this Agreement shall be cumulative and shall not be exclusive of any other such rights, remedies, and benefits allowed by law. G. Notice. Any notice or communication required or permitted to be given under this Agreement shall be in writing and shall be delivered (i) personally, (ii) by a reputable overnight courier, (iii) by certified mail, return receipt requested, and deposited in the U.S. Mail, postage prepaid, or (iv) by electronic internet mail (" e-mail" ). E-mail notices shall be deemed valid and received by the addressee thereof when delivered by e-mail and (a) opened by the recipient on a business day at the address set forth below, and (b) followed by delivery of actual notice in the manner described in either (i), (ii) or (iii) above within three business days thereafter at the appropriate address set forth below. Unless otherwise expressly provided in this Agreement, notices shall be deemed received upon the earlier of (a) actual receipt; (b) one business day after deposit with an overnight courier as evidenced by a receipt of deposit; or (c) three business days following deposit in the U.S. mail, as evidenced by a return receipt. By notice complying with the requirements of this Subsection, each Party shall have the right to change the address or the addressee, or both, for all future notices and communications to such party, but no notice of a change of addressee or address shall be effective until actually received. Notices and communications to the Village shall be addressed to, and delivered at, the following address: Village of Deerfield 850 Waukegan Road Deerfield, IL 60015 Attention: Andrew Lichterman E-mail: alichterman@deerrield.il.us Notices and communications to Owner shall be addressed to, and delivered at, the following address: Tree Holdings LLC 457 Elm Road Deerfield, Illinois 60015 Attention: S. Justin Brown Email: sjustinbrown@gmail.com H. Third Party Beneficiary. No claim as a third party beneficiary under this Agreement by any person, firm, or corporation other than Owner shall be made or be valid against the Village. I. Provisions Severable. If any term, covenant, condition, or provision of this Agreement is held by a court of competent jurisdiction to be invalid, void, or unenforceable, the 5 (00128727.1) ACKNOWLEDGMENTS STATE OF ILLINOIS ) ) SS. COUNTY OF LAKE ) This instrument was acknowledged before me on , 202_L, by aPiM the Mayor of the VILLAGE OF DEERFIELD, an Illinois municipal corporation, and by the Village Clerk of said municipal corporation. Given under my hand and official seal this day of V �t6er , 202 2 . Notary Public OFFICIAL SEAL My Commission expires: 11 DANIEL VAN US FNOTARY PUBLIC, STATE OF ILLINOIS SEAL COMMISSION EXPIRES: 11/0212025 STATE OF 1L ) ) SS. COUNTY OF LoKp ) This instrument was acknowledged before me on 101-4el- , 202 , by f 061'4 ISa6u,.! and _ S�M�o1 k517.► A-11J Given under my hand and official seal this .21 day of My Commission expires: B SEAL MANHAR WADI; NOTARY OFFICIAL SEAL �+e« Notary Public - State of Illinois STATE OF iu�xors My Commission Expires March 09, 2026 7 100128727.1) remainder of the provisions shall remain in full force and effect and shall in no way be affected, impaired or invalidated. J. Time. Time is of the essence in the performance of this Agreement. K. Governing Laws. This Agreement shall be interpreted according to the internal laws, but not the conflict of laws rules, of the State of Illinois. L Joint and Several Liability. In the event that that more than one person or party is executing this Agreement as Owner, those persons or parties shall be jointly and severally liable for all of Owner's obligations and liabilities under this Agreement. M. Entire Agreement. This Agreement constitutes the entire agreement between the parties and supersedes any and all previous or contemporaneous oral or written agreements and negotiations between the Village and Owner with respect to the Rebate. IN WITNESS WHEREOF, the Parties have hereunto settheir hands on the date first above written. ATTEST: Village Plerk ATTEST: By: r Its: Nlc,r.1" _ 6 (00128727.11 VILLAGE OF DEERFIELD, an Illinois home rule m icipal corporation By: Daniel C. Shapiro Its: Mayor TREE HOLDINGS LLC, an Illinois limited liability co L By: Its: M EXHIBIT A THE WEST 132 FEET OF LOT 15 AND THE NORTH 3 FEET OF LOT 14 IN BLOCK 1 IN THE ORIGINAL PLAT OF THE TOWN OF DEERFIELD IN THE WEST HALF OF THE SOUTHWEST QUARTER OF SECTION 28, TOWNSHIP 43 NORTH, RANGE 12, EAST OF THE THIRD PRINCIPAL MERIDIAN, IN LAKE COUNTY, ILLINOIS. PIN: 16-28-332-019 16-28-332-018 ADDRESS: 827 & 829 Waukegan Road, Deerfield, Illinois, 60015 EXHIBIT B Exhibits Describing Building Improvements and Site Improvements C U W Z Z Z W 2 _ O U UJ W Cjo) H O > — X LU cn< U¢wf LU w— O U J O D I W Y JLU U z zz CDLLJ F— tn W m U) CD z J Cn C7 ., Z O p Z w w O „9-,Z l cr- O = >- z _ z ¢ I Q Q wx J C7 Z w p uj IS d — H Z U U C 3 Z(D uxaW�� \ � Z cn Q W w z_ "- O Q Cl) CL Q Cl U Q N Q LL- U W fir- Q rr_ ►— W i -j w U z O U U) J J Q W z CD LU Z m Q O p � O LO Z CD Q 0 m w C~n p Z w ¢ a W Q J N 00 0i w W LU co z Jo Cri= cn 2 J ?3 Z 5 ~t: o�Z w z z X U � Z W z 2 _ J p U Z wzw�o¢a ��-�Q�5 mO � z o z �- (D� cn � Q::D cD I o z o F- Q C/) Of x Q w w � Q:� Q Q cn � o a r� c� z_ 0 Q n o o ::2o w o z o � CD w I N 00 w J Q u CD cD z z a w o F z cn Q o � ,7< w � v w �w cn cD o cnz Qcn < = w J c��z aU Z CD w w ¢ �f-w Z CD � � Z I � w LLJ � O � -D CD z w>< �-_- Q o X z_ v � w w �_ Q CD U = n 0 � O Q DE 3E Cn �i;: Z 'L7 a� Q N N LLJ N ®13, W N 00 Q o W n � W � w J Q C cn W U CD W N 00 c n. 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