HomeMy Public PortalAboutResolution 1792RESOLUTION NO. 1792
A RESOLUTION AUTHORIZING AN AMENDMENT TO A CERTAIN DEVELOPMENT
AGREEMENT BETWEEN THE VILLAGE OF PLAINFIELD AND NORTHERN BUILDERS,
INC. DATED MAY 21ST, 2018
WHEREAS, the Village of Plainfield and Northern Builders, Inc. ("Northern") have
heretofore entered into a certain development agreement dated as of May 21st, 2018 (the
"Agreement"); and
WHEREAS, the Village has subsequently entered into a certain Intergovernmental
Agreement dated as of May 5, 2020 (the "IGA") with Pace, the Suburban Bus Division of the
Regional Transportation Authority, as the same has subsequently been amended; and
WHEREAS, the IGA was entered into subsequent to the Agreement, but pertains to the
development of property subject to the Agreement; and
WHEREAS, the Agreement now requires certain technical revisions to clarify its
provisions in light of the later adoption of the IGA and to eliminate any inconsistencies between
the provisions of the Agreement and the provisions of the IGA.
BE IT RESOLVED BY THE PRESIDENT AND BOARD TRUSTEES OF THE VILLAGE OF
PLAINFIELD, WILL AND KENDALL COUNTIES, ILLINOIS, AS FOLLOWS:
Section 1: That the Corporate Authorities of the Village of Plainfield hereby authorize
the execution of an amendment to the Agreement, in substantially the form attached hereto and
incorporated herein by reference as Exhibit A.
Section 2: This Resolution shall be in full force and effect from and after its passage
and approval.
PASSED THIS 7TH DAY OF DECEMBER, 2020.
AYES: Benton, Bonuchi, Calkins, Kalkanis, Larson, Wojowski
NAYS: None
ABSENT: None
APPROVED THIS 7TH DAY OF DECEMBER, 2020.
VILLLAGE PRESIDENT
AT;
VILLAGE CLERK
FIRST AMENDMENT TO DEVELOPMENT AGREEMENT
This First Amendment (the "Amendment") is made and entered into this 7th day of
December, 2020, by and between the Village of Plainfield, an Illinois Municipal Corporation
(hereinafter sometimes referred to as "Village"), and Northern Builders, Inc. as contractor and
Plainfield Northern LLC (hereinafter referred to jointly as "Developer"). The Village and
Developer may sometimes be referred to individually as a "Party" and collectively as the
"Parties".
WITNESSETH:
WHEREAS, Village is an Illinois home rule municipality organized and existing under
the Illinois Constitution of 1970; and
WHEREAS, Developer and Village have heretofore entered into a certain development
agreement dated as of May 21, 2018 (the "Agreement"); and
WHEREAS, Section 3.D of the Agreement establishes certain rights and obligations of
the Parties with respect to the Village's platting and conveyance of portions of the Village
Property to the Developer; and
WHEREAS, subsequent to the Parties' entry into the Agreement, the Village and Pace,
the Suburban Bus Division of the Regional Transportation Authority, an Illinois municipal
corporation ("Pace") entered into an intergovernmental agreement (the "IGA"), pursuant to
which the Village agreed to contact with Developer for the construction of a building (the "Pace
Building") and the construction of Wood Farm Road on a portion of the Village Property; and
WHEREAS, based upon the IGA, the Village and Developer have subsequently entered
into a certain Design -Build Agreement approved by the Village on April 20, 2020 and
Amendment to Design -Build Agreement executed by the Village on October 21, 2020
(collectively, the "DBA") by which the Developer shall construct the Pace Building and Wood
Farm Road upon a portion of the Village Property; and
WHEREAS, the DBA and IGA collectively contemplate that upon the completion of the
Pace Building, the approval and acceptance thereof by the Village and Pace and the making of
all final payment due to Developer for its construction of the Pace Building, the Village shall
take such steps as are necessary to convey that portion of the Village Property on which the Pace
Building has then been constructed to Pace; and
WHEREAS, to provide clarity and greater consistency between the provisions of the
Agreement and the DBA and IGA, the Parties mutually desire to amend Section 3.D. to provide
for the ability of the Village to convey that portion of the Village Property on which the Pace
Building has then been constructed directly to Pace, subject to the prior approval and acceptance
thereof by the Village and Pace, and to prior payment in full to Developer for its construction of
the Pace Building, all as more fully hereinafter set forth; and
WHEREAS, the Parties mutually desire to extend the Agreement and amend Section
3.D.3 to extend the Agreement to November 21, 2022; and
NOW THEREFORE, in consideration of the foregoing premises and in further
consideration of the mutual covenants, conditions and agreements herein contained, Developer
and Village hereby agree as follows:
SECTION ONE: Incorporation of Preambles
The recitals contained in the Preamble hereto are material and are hereby incorporated as
a part of this Amendment. Developer and the Village shall fully cooperate with each other in
carrying out the terms of this Amendment. All parties represent that they have full authority to
enter into this Amendment pursuant to law.
SECTION TWO: Amendment to Section 3.D of the Agreement
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Section 3.D of the Agreement shall hereby be amended by the addition of the following
text, to be codified therein as and for a new Section 3.D.2.a thereof:
Notwithstanding any contrary provision of this Agreement or specifically of this Section
3.D.2, Developer acknowledges and agrees that Village shall, pursuant to its Intergovernmental
Agreement with Pace, the Suburban Bus Division of the Regional Transportation Authority, an
Illinois municipal corporation ("Pace") and upon Developer's completion of the building to be
built for Pace (the "Pace Building") on a portion of the Village Property pursuant to that certain
Design -Build Agreement approved by the Village on April 20, 2020 and Amendment to Design -
Build Agreement executed by the Village on October 21, 2020 (collectively, the "DBA"), the
acceptance of the Pace Building by the Village and Pace as contemplated by the DBA and the
IGA, and Developer's receipt of payment in full for the completed Pace Building in accordance
with the DBA and IGA, convey that portion of the Village Property improved with the Pace
Building directly to Pace, in lieu of any conveyance of the same to the Developer otherwise
required by Section 3.D.2 of this Agreement, provided, however, that such a conveyance of that
portion of the Village Property improved with the Pace Building directly to Pace shall for all
other purposes under this Agreement be deemed to have been a conveyance thereof to the
Developer.
SECTION THREE: Amendment to Section 3.D.3 of the Agreement
Section 3.D.3 of the Agreement shall hereby be amended by the addition of the following
provisions at the end of the existing provisions:
Notwithstanding anything to the contrary in this Agreement the Parties hereby
mutually agree and acknowledge that the term of this Agreement by and hereby is
extended so that the Agreement terminates on November 21, 2022, if the Developer
shall not by such date have acquired title to 5.00 acres or more of Village Property
(exclusive of detention or roadway areas), or shall have been deemed to have
acquired the same under the provisions of this Agreement.
SECTION FOUR: Effect of Amendment
The terms and provisions of this Amendment shall supersede and control over any
expressly conflicting terms, conditions or provisions of the Agreement, but all other terms,
conditions and provisions of the Agreement are currently and shall remain in full force and
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effect, and the same shall not in any way be altered, affected, modified, limited or construed by
the terms, conditions and provisions of this Amendment. Any term used and defined in the
Agreement and also used or referred to in this Amendment shall have the same meaning in this
Amendment as set forth therefor in the Agreement. This Amendment and the Agreement, taken
together, set forth all the promises, inducements, agreements, conditions and understandings
between Developer and the Village relative to the subject matter thereof, and there are no
promises, agreements, conditions or understandings, either oral or written, express or implied,
between them, other than are set forth therein. Except as herein otherwise provided, no other or
subsequent alteration, amendment, change or addition to the Agreement shall be binding upon
the parties hereto unless authorized in accordance with law and reduced in writing and signed by
them.
IN WITNESS WHEREOF, the Parties have caused this Agreement to be executed by
their respective duly authorized signatory on the dates indicated below.
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Developer
Northern Builders, Inc.
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Thomas D. Grusecki
President &. CEO
Attest:
By:
Name:
Its:
Dates
Plainfield Northern
By:
Name:
Its:
Dated:
Attest:
By:
Name:
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Village of Plainfield
By:
Name: M chael P. Collins
Title: Village President
Date: /c.2/7 / a ‘,av
Attest:
By:
Name: Michelle Gibas
Its: Village Clerk
Dated:
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