HomeMy WebLinkAboutORDINANCES-1993-056-O-93I
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56-0-93
AN ORDINANCE
Approving the Terms and Authorizing a First Amendment
to the Revised Redevelopment Agreement for the
Redevelopment of the Main Street Commons Shopping Center
WHEREAS, on July 13, 1992 the City Council of the City of
Evanston considered and duly adopted Ordinance 63-0-92 by which it
approved the terms and authorized the City Manager to execute a
redevelopment agreement for the redevelopment of the Main Street
Commons Shopping Center; and,
WHEREAS, on October 12, 1992, the City Council of the
City of Evanston considered and duly adopted Ordinance 84-0-92 by
which it approved the terms and authorized the City Manager to
execute a revised redevelopment agreement for the redevelopment of
the Main Street Commons Shopping Center; and
WHEREAS, the parties to this agreement have determined
that it is in the best interest of the redevelopment project to
modify certain provisions of this agreement in order to expedite
the project; and
WHEREAS, the corporate authorities of the City of
Evanston have reviewed these modifications and have deemed that it
is in the best interests of the people of Evanston to include these
modifications in the revised redevelopment agreement for the
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redevelopment of the Main Street Commons Shopping Center:
NOW THEREFORE BE IT ORDAINED BY THE CITY COUNCIL OF THE
CITY OF EVANSTON, COOK COUNTY, ILLINOIS:
SECTION 1: That the City Manager be and is hereby
authorized and directed to execute a
first amendment to the revised
redevelopment agreement which is in
substantial conformity with the first amendment to the revised
redevelopment agreement marked as Exhibit A, attached hereto and
incorporated herein by reference, which modifies certain provisions
of the redevelopment agreement duly authorized by the City Council
pursuant to Ordinances 84-0-92 and 63-0-92.
SECTION 2: Except as modified herein, the provision
of Ordinances 84-0-92 and 63-0-92 shall
remain in full force and effect.
SECTION 3: That this Ordinance shall be in full
force and effect from and after its
passage, approval and publication
in the manner provided by law.
Introduced: / /fb 1993
Adopted: 1993
Introduced:
Adopted: • O74
ATTEST•
City Clerk
AppraiPjU�-�—
Corporation Counsel
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11
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, 1993
, 1993
Approved
4
, 1993
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ORDINANCE 56-0-93
E3$IBIT A
First Amendment to the Revised Redevelopment
Agreement for the Redevelopment of the
Main Street Commons Shopping Center
April, 1993
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FIRST AM8ND1T TO
R$STATED REDEVBLOPXZXT AGRZZXZNT
KAIN STREET COMMONS SHOPPING
THIS FIRST AMENDMENT (this "Amendment") is made as of this
day of , 1993 by and among the CITY OF EVANSTON,
ILLINOIS, a municipal corporation (the "City"), JOSEPH J. FREED &
ASSOCIATES, INC., an Illinois corporation ("Freed"), LASALLE
NATIONAL TRUST, N.A., as successor trustee to LaSalle National
Bank, not personally but solely as Trustee under Trust No. 107664
dated February 20, 1984 ("Trustee") (Freed and Trustee are
hereinafter referred to as the "Developer"), and WAL-MART STORES,
INC., a Delaware corporation ("Wal-Mart").
WITNESSETH:
WHEREAS, the City, Developer and Wal-Mart have entered into
that certain Restated Redevelopment Agreement dated February 10,
1993 (the "Redevelopment Agreement") regarding the redevelopment of
the property commonly known as Main Street Commons Shopping Center,
Evanston, Illinois; and
WHEREAS, Trustee and Wal-Mart have entered into that certain
Real Estate Purchase Agreement dated July 14, 1992, as amended by
that certain letter agreement dated January 29, 1993 (collectively,
the "Wal-Mart Contract"), with respect to Wal-Mart"s acquisition of
the Wal-Mart Parcel; and
WHEREAS, Developer and Wal-Mart have completed the acquisition
of the Highland Parcel, the Zera Property and the City Land and the
acquisition by Wal-Mart of the Wal-Mart Parcel; and
WHEREAS, the parties wish to amend the Redevelopment Agreement
as provided herein;
NOW, THEREFORE, for and in consideration of the mutual
promises and covenants contained herein, and other good and
valuable consideration, the receipt and sufficiency of which are
hereby mutually acknowledged, the parties hereby agree a�s follows:
1. Except as otherwise specifically provided herein, all
defined terms shall have the same meanings as defined in the
Redevelopment Agreement.
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2. The parties hereto acknowledge and agree that the Wal-
Mart Parcel is and shall be the real property described on Exhibit
"A" attached hereto and made a part hereof, and that the Remainder
Developer Parcel is and shall be the real property described on
Exhibit "B" attached hereto and made a part hereof.
3. In Paragraph 2(A)(iv) of the Redevelopment Agreement, the
date "June 30, 1993" is hereby deleted and the date "November 15,
1993" is substituted in its place.
4. The parties hereto acknowledge and agree that Developer
has assigned to Wal-Mart:
(i) all of Developer's rights and obligations under
Paragraph 2A(iv) of the Redevelopment Agreement with respect
to all demolition and renovation of improvements on the Wal-
Mart Parcel, and with respect to the demolition and renovation
of those portions of the Remainder Developer Parcel which are
to be used for parking, as indicated on the Center
Improvements Site Plan attached as Exhibit "D" hereto.
(ii) all of Freed's rights and obligations under that
certain Indemnification Agreement dated April 22, 1992
executed by Freed in favor of the City pursuant to the terms
of the Redevelopment Agreement;
(iii) all of Developer's rights and obligations to
acquire the Scrap Yard Parcel, including without limitation
all of Developer's rights under Paragraphs 4B and 4C of the
Redevelopment Agreement;
(iv) all of Trustee's rights and obligations under that
certain Contract for Purchase and Sale of Real Estate dated
July 10, 1992 by and between Trustee, Joseph Kujawinski and
American National Bank and Trust Company of Waukegan, as
Trustee under Trust No. 2340, regarding the Scrap Yard Annex,
as well as all of Developer's rights under Paragraphs 4B and
4C of the Redevelopment Agreement with respect to the Scrap
Yard Annex; and
(v) all of Developer's rights and obligations under
Paragraph 4B and Paragraph 6 of the Redevelopment Agreement,
as revised pursuant to Paragraph 7 of this Amendment, with
respect to that portion of the annual payments of up to
$75,000.00 per year owed to Developer under said Paragraphs,
as revised pursuant to Paragraph 7 hereunder, up to an
aggregate maximum of $750,000.00, which are attributable to
the acquisition and acquisition -related costs and expenses
incurred regarding the Scrap Yard Parcel and Scrap Yard Annex.
The City covenants and agrees that it shall look solely to Wal-Mart
for the performance of all of Developer's and/or Freed's
obligations with respect to each of the foregoing items, and Wal-
Mart hereby agrees to assume all of Developer's and/or Freed's
obligations thereunder.
5. The Center Improvements Site Plan attached as Exhibit "DO
to the Redevelopment Agreement is hereby deleted, and the Center
Improvements Site Plan attached hereto as Exhibit "D" is hereby
inserted in its place.
6. In the event that at or prior to the Real Estate Closing,
the City has not paid to Developer the entire Two Million Dollars
($2,000,000.00) available under Paragraph 4A and Paragraph 5 of the
Redevelopment Agreement for reimbursement of Eligible Project
Costs, Developer shall have the option, to be exercised at any time
on or before one hundred eighty (180) days after the Real Estate
Closing, to assign to Wal-Mart the right to receive the balance of
said $2,000,000.00. Wal-Mart shall perform all work which
qualifies as Eligible Project Costs, and shall apply to the City
for reimbursement in an amount equal to such balance due, in
accordance with the requirements of Paragraph 5 of the
Redevelopment Agreement.
7. (a) The parties acknowledge and agree that Paragraph 6
of the Redevelopment Agreement is hereby revised to provide that
the annual payments of up to $75,000.00 per year shall continue
until the first to occur of: (i) a total payment to Developer of
$750,000.00 or such lesser amount equal to the sum of (1) all costs
and expenses incurred by Developer in performing any and all
environmental remediation procedures regarding the Zera Property,
including without limitation the sum of $164,469.50 incurred by
Developer at the acquisition of the Zera Property and all post -
closing costs incurred by Developer in removing the remaining
underground storage tank from the Zera Property, and (2) the total
acquisition and acquisition -related costs paid in connection with
the Scrap Yard Parcel and the Scrap Yard Annex (including all costs
incurred in connection with any attempts to acquire either or both
of said properties), including without limitation all environmental
testing costs, attorney's fees and rental payments, regardless of
whether such costs and expenses are incurred pursuant to the terms
of the Indemnification Agreement or otherwise, and regardless of
whether such costs and expenses have previously been incurred or
are incurred subsequent to the date hereof; or (ii) the expiration
of a twenty (20) year period commencing on January 1, 1993 and
ending on December 31, 2012. All payments owed to Developer under
said Paragraph 6 shall be applied first to reimburse Developer for
all costs and expenses incurred by Developer in connection with the
environmental remediation procedures regarding the Zera Property
until Developer has been fully reimbursed for said •costs and
expenses, and the remainder of said payments shall be applied to
reimburse Developer for all acquisition and acquisition -related
costs and expenses incurred by Developer regarding the Scrap Yard
Parcel and the Scrap Yard Annex. The parties further acknowledge
and agree that all references to said payments contained in the
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Redevelopment Agreement shall be deemed to incorporate the
foregoing provisions regarding said annual payments.
(b) Although Developer has authorized the City to
terminate the eminent domain proceedings regarding the acquisition
of the Scrap Yard Parcel and the Scrap Yard Annex, it is the
intention of the parties that in the event Wal-Mart desires to
increase the number of parking spaces available for customers of
the Center, Wal-Mart may request the City to renew appropriate
legal proceedings to acquire the Scrap Yard Parcel and/or the Scrap
Yard Annex, and that in such event the City shall cooperate with
Wal-Mart's efforts to acquire the Scrap Yard Parcel and/or the
Scrap Yard Annex. All such efforts shall be undertaken pursuant to
the same terms and conditions as set forth in the Redevelopment
Agreement and the Indemnification Agreement, and Wal-Mart and the
City shall execute and deliver all appropriate documentation
evidencing and confirming said rights and obligations as a
condition to the City's obligation to renew said legal proceedings.
8. The parties acknowledge and agree that Developer has
assigned to Wal-Mart all of Developerfs rights to receive that
portion of the payments owed by the City of Evanston to Developer
under Paragraph 6 of the Redevelopment Agreement which are
attributable to the acquisition and acquisition -related costs and
expenses incurred regarding the Scrap Yard Parcel and the Scrap
Yard Annex as described in Paragraph 7(a)(i)(2) of this Amendment.
9. In the Schedule of Eligible Project Costs attached as
Exhibit F to the Redevelopment Agreement, the cost of the Zera Land
is hereby increased from "$1,461,269.00" to "$1,461,500.00," and
the cost of the Other Eligible Project Costs is decreased from
11$338,058.00" to "$337,827.00."
10. Except as otherwise provided in this Amendment, all of
the terms and conditions set forth in the Redevelopment Agreement
are hereby confirmed and shall remain in full force and effect.
11. This Amendment shall be signed last by the City and the
City Manager shall affix the date on which he signs and approves
this Amendment on the first page hereof, which date shall be the
effective date of this Amendment.
12. This Amendment is executed by LaSalle National Trust,
N.A., not personally, but as Trustee as aforesaid, and the exercise
of the power and authority conferred upon and vested in it as such
Trustee, and it is expressly understood and agreed that nothing
herein contained shall be construed as creating any liability on
said Trustee personally to perform any covenant, representation,
agreement or condition, either express or implied, herein
contained, or with regard to any warranty contained in this
Amendment, all such liability, if any, being expressly waived by
the other parties hereto and by every other person now or hereafter
claiming any right hereunder.
IN WITNESS WHEREOF, the parties have executed this Amendment
as of the day and year first above written.
CITY OF EVANSTON, an Illinois
municipal corporation
By:
City Manager
Attest:
City Clerk
JOSEPH J. FREED is ASSOCIATES,
INC., an Illinois corporation
By:
Its President
Attest:
Its:
LASALLE NATIONAL TRUST, N.A., not
personally, but solely as Trustee
under Trust No. 107664
Attest:
Its:
By:
Its:
WAL-MART STORES,.INC., a Delaware
corporation
By:
Its:
Attest: •
Its:
pem.21
freed.amd
020893
MMIBIT "D" - Center Improvements Site Plan
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