Joint Review Board Packet - Downtown TIF 2022 11-22-22NOTICE OF ANNUAL MEETING OF JOINT REVIEW BOARD
Kendall County Bristol-Kendall Fire Protection District
111 West Fox Street 103 East Beaver Street
Yorkville, Illinois 60560 Yorkville, Illinois 60560
United City of Yorkville Kendall Township
800 Game Farm Road 9925 B State Route 47
Yorkville, Illinois 60560 Yorkville, Illinois 60560
Waubonsee Community College #516 Yorkville School Community Unit #115
Route 47 at Waubonsee Drive 602-A Center Parkway
Sugar Grove, Illinois 60554 Yorkville, Illinois 60560
YOU ARE HEREBY NOTIFIED that a meeting of the annual Joint Review Board to review
the annual report for the Downtown Tax Increment Financing Redevelopment Project Area will be
convened on November 22, 2022 at 3:35 p.m. at the United City of Yorkville City Hall, 800 Game Farm
Road, Yorkville, Illinois 60560.
PLEASE BE ADVISED that the Joint Review Board shall elect or re-elect a public member as
well as a chairperson. In accordance with the provisions of the Tax Increment Allocation Redevelopment
Act (the “Act”) (65 ILCS 5/11-74.1-1 et seq.), the Joint Review Board shall review the annual report for
the Downtown Redevelopment Project Area.
/s/ Jori Behland, City Clerk
This page intentionally left blank.
A G E N D A
ANNUAL JOINT REVIEW BOARD
UNITED CITY OF YORKVILLE, KENDALL COUNTY, ILLINOIS
DOWNTOWN REDEVELOPMENT PROJECT AREA
November 22, 2022 United City of Yorkville 3:35 p.m.
800 Game Farm Road
Yorkville, Illinois 60560
1.Call the Meeting to Order
2.Roll Call:United City of Yorkville
Kendall County
Kendall Township
Yorkville School District #115
Waubonsee Community College District #516
Bristol-Kendall Fire Protection District
3.Motion to elect or re-elect a Public Member
4.Motion to elect or re-elect a Chairperson
5. Minutes for Approval
6.Review of Annual Report for the Downtown Redevelopment Project Area
7. Questions, Comments from the Board
8. Discussion, deliberation and recommendation
9. Public Comment
10. Adjournment
This page intentionally left blank.
Table of Contents
Minutes of the Fiscal Year 2021 Joint Review Board .............................................................................. 1
Downtown TIF Report ............................................................................................................................... 3
Certification of Chief Executive Officer ................................................................................................. 17
Legal Counsel Opinion ........................................................................................................................... 18
Activities Statement ................................................................................................................................ 19
Redevelopment Agreement – Williams Group, LLC ............................................................................. 20
Audited Financial Statements ................................................................................................................. 38
Auditor Compliance Letter ..................................................................................................................... 45
This page intentionally left blank.
ANNUAL JOINT REVIEW BOARD
UNITED CITY OF YORKVILLE, KENDALL COUNTY, ILLINOIS
DOWNTOWN REDEVELOPMENT PROJECT AREA
Tuesday, November 23, 2021 3:05pm
City Hall Council Chambers
800 Game Farm Rd., Yorkville, IL 60560
1.Call the Meeting to Order
The meeting was called to order at 3:06pm by Finance Director Rob Fredrickson.
2. Roll Call
City of Yorkville, Assistant City Administrator Erin Willrett
Kendall County, no representative
Kendall Township, no representative
Yorkville School District #115, Kreg Wesley
Waubonsee Community College, Sarah Orth
Bristol Kendall Fire Protection District, James Bateman, Tom Lindblom
Others Present:
City of Yorkville, Finance Director Rob Fredrickson
City of Yorkville, Community Development Director Krysti Barksdale-Noble
3. Motion to Elect or Re-elect a Public Member
Ms. Willrett moved to nominate Krysti Barksdale-Noble as the Public Member, seconded
by Mr. Wesley.
4. Motion to Elect or Re-elect a Chairperson
Moved by Mr. Bateman and seconded by Ms. Orth to elect Ms. Willrett as Chairman.
Ms. Willrett then assumed the chairing of the meeting.
5. Minutes for Approval
Ms. Willrett entertained a motion to approve the previous meeting minutes of November
24, 2020. So moved by Ms. Orth, seconded by Mr. Bateman. Unanimous voice vote
approval.
6.Review of Annual Report for the Downtown Redevelopment Project Area
Mr. Fredrickson reported the beginning Fund Balance as well as property taxes and
expenses. The ending Fund Balance is -($1,448,929). He noted the itemized charges
incurred by the Fund.
7. Questions, Comments from the Board
Ms. Willrett asked if there has been any other interest by other developers. Ms. Noble
said there has not been any other interest, but the city is trying for a grant for public
infrastructure.
1
8. Discussion, Deliberation and Recommendations
None
9. Public Comment
None
10. Adjournment
There was no further business and Ms. Willrett moved to adjourn, seconded by Mr.
Wesley. Voice vote approval and meeting adjourned at 3:10pm.
Respectfully transcribed by
Marlys Young, Minute Taker
2
3
FY 2022
Name of Redevelopment Project Area:
Primary Use of Redevelopment Project Area*:
If "Combination/Mixed" List Component Types:
Tax Increment Allocation Redevelopment Act
Industrial Jobs Recovery Law
No Yes
For redevelopment projects beginning prior to FY 2022, were there any amendments, to the redevelopment plan, the redevelopment
project area, or the State Sales Tax Boundary? [65 ILCS 5/11-74.4-5 (d) (1) and 5/11-74.6-22 (d) (1)]
If yes, please enclose the amendment (labeled Attachment A).
For redevelopment projects beginning in or after FY 2022, were there any amendments, enactments or extensions to the
redevelopment plan, the redevelopment project area, or the State Sales Tax Boundary? [65 ILCS 5/11-74.4-5 (d) (1) and 5/11-74.6-22
(d) (1)]
If yes, please enclose the amendment, enactment or extension, and a copy of the redevelopment plan (labeled Attachment
A).
x
Certification of the Chief Executive Officer of the municipality that the municipality has complied with all of the requirements of the Act
during the preceding fiscal year. [65 ILCS 5/11-74.4-5 (d) (3) and 5/11-74.6-22 (d) (3)]
Please enclose the CEO Certification (labeled Attachment B).
x
Opinion of legal counsel that municipality is in compliance with the Act. [65 ILCS 5/11-74.4-5 (d) (4) and 5/11-74.6-22 (d) (4)]
Please enclose the Legal Counsel Opinion (labeled Attachment C).x
Statement setting forth all activities undertaken in furtherance of the objectives of the redevelopment plan, including any project
implemented and a description of the redevelopment activities. [65 ILCS 5/11-74.4-5 (d) (7) (A and B) and 5/11-74.6-22 (d) (7) (A and
B)]
If yes, please enclose the Activities Statement (labled Attachment D).
x
Were any agreements entered into by the municipality with regard to the disposition or redevelopment of any property within the
redevelopment project area or the area within the State Sales Tax Boundary? [65 ILCS 5/11-74.4-5 (d) (7) (C) and 5/11-74.6-22 (d)
(7) (C)]
If yes, please enclose the Agreement(s) (labeled Attachment E).
x
Is there additional information on the use of all funds received under this Division and steps taken by the municipality to achieve the
objectives of the redevelopment plan? [65 ILCS 5/11-74.4-5 (d) (7) (D) and 5/11-74.6-22 (d) (7) (D)]
If yes, please enclose the Additional Information (labeled Attachment F).
x
Did the municipality's TIF advisors or consultants enter into contracts with entities or persons that have received or are receiving
payments financed by tax increment revenues produced by the same TIF? [65 ILCS 5/11-74.4-5 (d) (7) (E) and 5/11-74.6-22 (d) (7)
(E)]
If yes, please enclose the contract(s) or description of the contract(s) (labeled Attachment G).
x
Were there any reports submitted to the municipality by the joint review board? [65 ILCS 5/11-74.4-5 (d) (7) (F) and 5/11-74.6-22
(d) (7) (F)]
If yes, please enclose the Joint Review Board Report (labeled Attachment H).
x
Were any obligations issued by the municipality? [65 ILCS 5/11-74.4-5 (d) (8) (A) and 5/11-74.6-22 (d) (8) (A)]
If yes, please enclose any Official Statement (labeled Attachment I). If Attachment I is answered yes, then the Analysis must
be attached (labeled Attachment J).
x
An analysis prepared by a financial advisor or underwriter, chosen by the municipality, setting forth the nature and term of obligation;
projected debt service including required reserves and debt coverage; and actual debt service. [65 ILCS 5/11-74.4-5 (d) (8) (B) and
5/11-74.6-22 (d) (8) (B)]
If attachment I is yes, the Analysis and an accompanying letter from the municipality outlining the contractual relationship
between the municipality and the financial advisor/underwriter MUST be attached (labeled Attachment J).
x
Has a cumulative of $100,000 of TIF revenue been deposited into the special tax allocation fund? 65 ILCS 5/11-74.4-5 (d) (2) and
5/11-74.6-22 (d) (2)
If yes, please enclose Audited financial statements of the special tax allocation fund (labeled Attachment K).
x
Cumulatively, have deposits of incremental taxes revenue equal to or greater than $100,000 been made into the special tax allocation
fund? [65 ILCS 5/11-74.4-5 (d) (9) and 5/11-74.6-22 (d) (9)]
If yes, the audit report shall contain a letter from the independent certified public accountant indicating compliance or
noncompliance with the requirements of subsection (q) of Section 11-74.4-3 (labeled Attachment L).
x
A list of all intergovernmental agreements in effect to which the municipality is a part, and an accounting of any money transferred or
received by the municipality during that fiscal year pursuant to those intergovernmental agreements. [65 ILCS 5/11-74.4-5 (d) (10)]
If yes, please enclose the list only, not actual agreements (labeled Attachment M).x
For redevelopment projects beginning in or after FY 2022, did the developer identify to the municipality a stated rate of return for each
redevelopment project area? Stated rates of return required to be reported shall be independently verified by a third party chosen by
the municipality.
If yes, please enclose evidence of third party verification, may be in the form of a letter from the third party (labeled
Attachment N).
x
SECTION 2 [Sections 2 through 8 must be completed for each redevelopment project area listed in Section 1.]
Please utilize the information below to properly label the Attachments.
Downtown Yorkville
x
______
*Types include: Central Business District, Retail, Other Commercial, Industrial, Residential, and Combination/Mixed.
Combination/Mixed
Under which section of the Illinois Municipal Code was Redevelopment Project Area designated? (check one):
4
FY 2022
Special Tax Allocation Fund Balance at Beginning of Reporting Period (1,448,929)$
SOURCE of Revenue/Cash Receipts:
Revenue/Cash
Receipts for
Current Reporting
Year
Cumulative
Totals of
Revenue/Cash
Receipts for life
of TIF % of Total
Property Tax Increment 96,795$ 1,024,912$ 99%
State Sales Tax Increment -$ -$ 0%
Local Sales Tax Increment -$ -$ 0%
State Utility Tax Increment -$ -$ 0%
Local Utility Tax Increment -$ -$ 0%
Interest -$ 612$ 0%
Land/Building Sale Proceeds -$ -$ 0%
Bond Proceeds -$ -$ 0%
Transfers from Municipal Sources -$ -$ 0%
Private Sources -$ -$ 0%
Miscellaneous Income -$ 5,612$ 1%
All Amount Deposited in Special Tax Allocation Fund 96,795$
Cumulative Total Revenues/Cash Receipts 1,031,136$ 100%
Total Expenditures/Cash Disbursements (Carried forward from
Section 3.2)
287,794$
Transfers to Municipal Sources -$
Distribution of Surplus
Total Expenditures/Disbursements 287,794$
Net/Income/Cash Receipts Over/(Under) Cash Disbursements (190,999)$
Previous Year Adjustment (Explain Below)-$
.
FUND BALANCE, END OF REPORTING PERIOD*(1,639,928)$
* If there is a positive fund balance at the end of the reporting period, you must complete Section 3.3
Previous Year Explanation:
SECTION 3.1 [65 ILCS 5/11-74.4-5 (d)(5)(a)(b)(d)) and (65 ILCS 5/11-74.6-22 (d) (5)(a)(b)(d)]
Provide an analysis of the special tax allocation fund.
Downtown Yorkville
Name of Redevelopment Project Area:
5
FY 2022
Name of Redevelopment Project Area:
Downtown Yorkville
Amounts Reporting Fiscal Year
Legal Services 2,454
Auditing Services - TIF Compliance Report 187
Administrative Costs 35,020
37,661$
2. Annual administrative cost.
-$
3. Cost of marketing sites.
-$
-$
Developer Incentive 36,562
36,562$
IL Rte 47 Expansion 7,488
7,488$
1. Cost of studies, surveys, development of plans, and specifications. Implementation and
administration of the redevelopment plan, staff and professional service cost.
SECTION 3.2 A [65 ILCS 5/11-74.4-5 (d) (5) (c) and 65 ILCS 5/11-74.6-22 (d) (5)(c)]
Category of Permissible Redevelopment Cost [65 ILCS 5/11-74.4-3 (q) and 65 ILCS 5/11-74.6-10
(o)]
PAGE 1
ITEMIZED LIST OF ALL EXPENDITURES FROM THE SPECIAL TAX ALLOCATION FUND
4. Property assembly cost and site preparation costs.
5. Costs of renovation, rehabilitation, reconstruction, relocation, repair or remodeling of existing
public or private building, leasehold improvements, and fixtures within a redevelopment project area.
6. Costs of the constructuion of public works or improvements.
6
-$
-$
Principal 200,000
Interest 6,083
206,083$
-$
-$
-$
11. Cost of reimbursing school districts for their increased costs caused by TIF assisted housing
projects.
12. Cost of reimbursing library districts for their increased costs caused by TIF assisted housing
projects.
10. Capital costs.
7. Costs of eliminating or removing contaminants and other impediments.
8. Cost of job training and retraining projects.
9. Financing costs.
PAGE 2
SECTION 3.2 A
7
-$
-$
-$
-$
-$
-$
287,794$
17. Cost of day care services.
TOTAL ITEMIZED EXPENDITURES
13. Relocation costs.
14. Payments in lieu of taxes.
15. Costs of job training, retraining, advanced vocational or career education.
16. Interest cost incurred by redeveloper or other nongovernmental persons in connection with a
redevelopment project.
SECTION 3.2 A
PAGE 3
18. Other.
8
FY 2022
Name Service Amount
First National Bank Van Emmon Activity Center Loan 206,083.33$
Imperial Investments Developer Incentive 36,561.72$
List all vendors, including other municipal funds, that were paid in excess of $10,000 during the
current reporting year.
Section 3.2 B [Information in the following section is not required by law, but may be helpful in
creating fiscal transparency.]
Downtown Yorkville
Name of Redevelopment Project Area:
9
FY 2022
FUND BALANCE BY SOURCE (1,639,928)$
1. Description of Debt Obligations Amount of Original Issuance Amount Designated
Van Emmon Activity Center Loan 800,000$ -$
Total Amount Designated for Obligations 800,000$ -$
2. Description of Project Costs to be Paid Amount of Original Issuance Amount Designated
IL Route 47 Expansion 3,120$
Imperial Investments Redevelopment Phase 1 1,327,884$
Total Amount Designated for Project Costs 1,331,004$
TOTAL AMOUNT DESIGNATED 1,331,004$
SURPLUS/(DEFICIT)(2,970,932)$
SECTION 3.3 [65 ILCS 5/11-74.4-5 (d) (5d) 65 ILCS 5/11-74.6-22 (d) (5d]
Breakdown of the Balance in the Special Tax Allocation Fund At the End of the Reporting Period by source
Downtown Yorkville
Name of Redevelopment Project Area:
10
FY 2022
x Indicate an 'X' if no property was acquired by the municipality within the
redevelopment project area.
Property (1):
Street address:
Approximate size or description of property:
Purchase price:
Seller of property:
Property (2):
Street address:
Approximate size or description of property:
Purchase price:
Seller of property:
Property (3):
Street address:
Approximate size or description of property:
Purchase price:
Seller of property:
Property (4):
Street address:
Approximate size or description of property:
Purchase price:
Seller of property:
Property (5):
Street address:
Approximate size or description of property:
Purchase price:
Seller of property:
Property (6):
Street address:
Approximate size or description of property:
Purchase price:
Seller of property:
Property (7):
Street address:
Approximate size or description of property:
Purchase price:
Seller of property:
Provide a description of all property purchased by the municipality during the reporting fiscal year within the
redevelopment project area.
SECTION 4 [65 ILCS 5/11-74.4-5 (d) (6) and 65 ILCS 5/11-74.6-22 (d) (6)]
Downtown Yorkville
Name of Redevelopment Project Area:
11
x
15
TOTAL:11/1/99 to Date
Estimated Investment for
Subsequent Fiscal Year
Total Estimated to
Complete Project
Private Investment Undertaken (See Instructions)6,441,652$ -$ 6,441,652$
Public Investment Undertaken 465,491$ 1,336,159$ 1,801,650$
Ratio of Private/Public Investment 13 83/99 3 42/73
Project 1*: 222 - 224 S Bridge
Private Investment Undertaken (See Instructions)404,599$ -$ 404,599$
Public Investment Undertaken 12,841$ 85,887$ 98,728$
Ratio of Private/Public Investment 31 30/59 4 5/51
Project 2*: IL Route 47 Expansion
Private Investment Undertaken (See Instructions)-$ -$ -$
Public Investment Undertaken 91,001$ 3,120$ 94,121$
Ratio of Private/Public Investment 0 0
Project 3*: Downtown Streetscape Improvement
Private Investment Undertaken (See Instructions)-$ -$ -$
Public Investment Undertaken 153,035$ -$ 153,035$
Ratio of Private/Public Investment 0 0
Project 4*: Downtown Parking Lot Improvements
Private Investment Undertaken (See Instructions)-$ -$ -$
Public Investment Undertaken 18,321$ -$ 18,321$
Ratio of Private/Public Investment 0 0
Project 5*: Improvements to Pump House
Private Investment Undertaken (See Instructions)-$ -$ -$
Public Investment Undertaken 9,750$ -$ 9,750$
Ratio of Private/Public Investment 0 0
Project 6*: 101 E Van Emmon (Imperial Investments)
Private Investment Undertaken (See Instructions)129,697$ -$ 129,697$
Public Investment Undertaken 4,217$ 28,207$ 32,424$
Ratio of Private/Public Investment 30 65/86 4
1. NO projects were undertaken by the Municipality Within the Redevelopment Project Area.
2. The Municipality DID undertake projects within the Redevelopment Project Area. (If selecting this option,
complete 2a.)
2a. The total number of ALL activities undertaken in furtherance of the objectives of the redevelopment
plan:
LIST ALL projects undertaken by the Municipality Within the Redevelopment Project Area:
Select ONE of the following by indicating an 'X':
SECTION 5 [20 ILCS 620/4.7 (7)(F)]
PAGE 1
FY 2022
Downtown Yorkville
Name of Redevelopment Project Area:
Page 1 MUST be included with TIF report. Pages 2 and 3 are to be included ONLY if projects are listed.
12
Project 7*: 210 Van Emmon Apartments (Imperial Investments)
Private Investment Undertaken (See Instructions)671,880$ -$ 671,880$
Public Investment Undertaken 17,824$ 150,146$ 167,970$
Ratio of Private/Public Investment 37 25/36 4
Project 8*: 217 Bridge Street (Imperial Investments)
Private Investment Undertaken (See Instructions)315,643$ -$ 315,643$
Public Investment Undertaken 5,014$ 42,234$ 47,248$
Ratio of Private/Public Investment 62 21/22 6 49/72
Project 9*: 219 Bridge Street (Imperial Investments)
Private Investment Undertaken (See Instructions)176,916$ -$ 176,916$
Public Investment Undertaken 1,687$ 11,285$ 12,972$
Ratio of Private/Public Investment 104 67/77 13 30/47
Project 10*: 101 E Van Emmon & 219 Bridge Street (Imperial Investments)
Private Investment Undertaken (See Instructions)384,817$ -$ 384,817$
Public Investment Undertaken 12,012$ 80,342$ 92,354$
Ratio of Private/Public Investment 32 3/83 4 1/6
Project 11*: 211-215 Bridge Street (Imperial Investments)
Private Investment Undertaken (See Instructions)1,075,512$ -$ 1,075,512$
Public Investment Undertaken 34,404$ 230,099$ 264,503$
Ratio of Private/Public Investment 31 6/23 4 1/15
Project 12*: 201-209 Bridge Street (Imperial Investments)
Private Investment Undertaken (See Instructions)1,595,404$ -$ 1,595,404$
Public Investment Undertaken 51,446$ 344,080$ 395,526$
Ratio of Private/Public Investment 31 1/89 4 3/89
Project 13*: 102 E Van Emmon (Imperial Investments)
Private Investment Undertaken (See Instructions)1,154,508$ -$ 1,154,508$
Public Investment Undertaken 37,253$ 249,158$ 286,411$
Ratio of Private/Public Investment 31 4 3/97
Project 14*: 202-210 Van Emmon & 306-308 Heustis Apartments & Townhomes (Imperial Investments)
Private Investment Undertaken (See Instructions)146,202$ -$ 146,202$
Public Investment Undertaken 4,754$ 31,796$ 36,550$
Ratio of Private/Public Investment 30 55/73 4
Project 15*: 220 S Bridge
Private Investment Undertaken (See Instructions)386,474$ -$ 386,474$
Public Investment Undertaken 11,932$ 79,805$ 91,737$
Ratio of Private/Public Investment 32 23/59 4 10/47
PAGE 2 **ATTACH ONLY IF PROJECTS ARE LISTED**
13
FY 2022
Number of Jobs Retained Number of Jobs Created
Job Description and Type
(Temporary or Permanent) Total Salaries Paid
-$
-$
-$
-$
-$
-$
-$
Name of Redevelopment Project Area:
SECTION 6 [Information requested in SECTION 6.1 is not required by law, but may be helpful in evaluating the performance
of TIF in Illinois.
SECTIONS 6.2, 6.3, and 6.4 are required by law, if applicable. (65 ILCS 5/11-74.4-5(d))]
SECTION 6.1-For redevelopment projects beginning before FY 2022, complete the following information about job creation
and retention.
SECTION 6.2-For redevelopment projects beginning in or after FY 2022, complete the following information about projected
job creation and actual job creation.
SECTION 6.3-For redevelopment projects beginning in or after FY 2022, complete the following information about increment
projected to be created and actual increment created.
76
Downtown Yorkville
SECTION 6.4-For redevelopment projects beginning in or after FY 2022, provide the stated rate
of return identified by the developer to the municipality and verified by an independent third
party, if any:
The number of jobs, if any, projected to be created at the time of
approval of the redevelopment agreement
The number of jobs, if any, created as a result of the development to
date, for the reporting period, under the same guidelines and
assumptions as was used for the projections used at the time of
approval of the redevelopment agreement
82
The amount of increment projected to be created at the time of
approval of the redevelopment agreement
The amount of increment created as a result of the development to
date, for the reporting period, using the same assumptions as was
used for the projections used at the time of the approval of the
redevelopment agreement
$136,000 $0
14
FY 2022
Enclosed
previously provided
previously providedMap of District
Legal description of redevelopment project area
Optional Documents
Provide a general description of the redevelopment project area using only major boundaries.
Downtown Yorkville
Name of Redevelopment Project Area:
SECTION 7 [Information in the following section is not required by law, but may be helpful in evaluating
the performance of TIF in Illinois.]
The Downtown TIF District contains a mix or residential, commercial, industrial, institutional, and undeveloped land uses.
The northern boundary of the district stretches across the Fox River and the adjacent parcels front West and East Hydraulic
Avenue. This area includes Yorkville’s Riverfront Park and several eating establishments. The eastern area of the district
includes an undeveloped single-family residential subdivision which was established and platted in the early 2000’s but was
never completed. The central area of the district aligns north and south along Bridge Street (Route 47) and contains many of
the historic downtown structures which provide commercial services. Additionally, the properties along Heustis Street
include a saw mill, grain silos, and single-family homes.
15
FY 2022
Base EAV
5,745,902$
x Indicate an 'X' if the overlapping taxing districts did not receive a surplus.
Overlapping Taxing District
Surplus Distributed from redevelopment
project area to overlapping districts
Provide the base EAV (at the time of designation) and the EAV for the year reported for the redevelopment project
area.
List all overlapping tax districts in the redevelopment project area.
If overlapping taxing district received a surplus, list the surplus.
-$
-$
-$
-$
SECTION 8 [Information in the following section is not required by law, but may be helpful in evaluating the
performance of TIF in Illinois.]
Downtown Yorkville
Name of Redevelopment Project Area:
Year of Designation
6/13/2006
Reporting Fiscal Year EAV
3,887,008$
-$
-$
-$
-$
-$
-$
-$
-$
-$
16
17
KATHLEEN FIELD ORR kfo@kfoassoc.com LAW OFFICE KATHLEEN FIELD ORR 2024 Hickory Road Suite 205 Homewood, Illinois 60430 312.382.2113 October 20, 2022
Susana A. Mendoza, State Comptroller Office of the State Comptroller Local Government Division
100 West Randolph Street, Suite 15-500 Chicago, Illinois 60601-3252
Re: Downtown Yorkville Tax Increment Finance Redevelopment Project Area/or
tl,e Fiscal Year Ending April 30, 2022
Dear State Comptroller:
I, Kathleen Field Orr, am the Tax Increment Financing attorney for the United City of Yorkville, Kendall County, Illinois, and have been such throughout the fiscal year covered by this Report.
I reviewed all of the information provided to me by the City Administration and I find that
the United City of Yorkville, Illinois, has conformed with all of the applicable provisions of the Illinois Tax Increment Allocation Redevelopment Act.
This opinion relates only to the time periods set forth and is based on all information available to me at the end of said fiscal year.
Very truly ours,
aa�
THLEEN FIELD ORR
KFO/kms
18
Unit Code 047/035/30
Attachment D
Activities Statement
Downtown Yorkville
The Downtown TIF district was created in 2006 to help facilitate mixed use development in the
downtown area. Over the last several fiscal years, the City has entered into several agreements with
Imperial Investments for the redevelopment of several buildings in the downtown area.
The downtown portion of the IL Route 47 expansion was completed in fiscal year 2015. This expansion is a
joint project between the City and the Illinois Department of Transportation (IDOT), and includes various
roadway and infrastructure (water, sanitary sewer, storm sewer) improvements on Route 47, from just south
of Kennedy Road through its intersection with IL Route 71. The cost of the project that is applicable to the
Downtown TIF district is approximately $100,000, which will be paid to the State over a period of ten years.
In fiscal year 2018 the City acquired the former Old Second Bank building at 102 East Van Emmon Street,
which has been converted into an activity center managed by the Recreation Department. As of April 30,
2021, outstanding principal for 102 East Van Emmon Loan was $200,000. During the current fiscal year,
the TIF district paid $212,233 in principal and interest on the outstanding loan.
In May of 2018 a second TIF was created in the downtown area, for the purposes of facilitating performance
of the original redevelopment area. The new TIF is comprised of underperforming parcels from the original
TIF, in addition to some new parcels, which expanded the overall size of the redevelopment area. By
establishing a second TIF, these underperforming parcels now have a greater period of time to generate
increment. Furthermore, TIF’s that share a boundary may also distribute funds between them.
Fiscal Year 2019 saw the installation of new streetlights in the downtown area, with partial grant funding
provided by the State of Illinois Integrated Transportation Enhancement Program (ITEP). In addition, the
City installed wayfinding signage in the downtown area; completed sidewalk replacements in the east alley
and on Main & Van Emmon Streets; and finished work on the downtown overlay district. In the current
fiscal year, the former Kendallwood Estates residential development, consisting of 83 single-family lots on
50-acres of land just south of Van Emmon Road and east of Route 47, was purchased by Rally Homes in
winter 2021 and renamed the Timber Ridge Estates development. The development will offer seven (7)
different semi-custom home plans and three (3) distinct elevations per plan. The homes will range in size
from 2,000 square foot ranches to nearly 4,000 square foot two-story homes. While there are only 54 lots of
the Timber Ridge Estates within TIF I, the developer has started construction of the first model home unit. In
December 2021, the City also approved a TIF inducement resolution for the Williams Group, LLC for eight
(8) parcels located at the northwest corner of IL 47 (Bridge Street) and Hydraulic Avenue. The
redevelopment plans included remodeling the interior spaces for two (2) residential apartments on the second
floor and commercial space on the ground floor. One of the commercial spaces recently opened is a local
coffee shop, Iconic Coffee, offering pastries and beverages. The developer is currently pursuing another
development agreement for a micro-meadery selling hand-crafted artisan honey wines and taproom beers.
19
UNITED CITY OF YORKVILLE
KENDALL COUNTY, ILLINOIS
ORDINANCE NO. 2022-07
AN ORDINANCE APPROVING A REDEVELOPMENT AGREEMENT BY AND BETWEEN
THE UNITED CITY OF YORKVILLE,KENDALL COUNTY,ILLINOIS
AND THE WILLIAMS GROUP, LLC
Passed by the City Council of the
United City of Yorkville,Kendall County,Illinois
This 8th day of February,2022
Published in pamphlet form by the
authority of the Mayor and City Council
of the United City of Yorkville,Kendall
County,Illinois on February 16,2022.
20
Ordinance No. 2022-07
AN ORDINANCE APPROVING A REDEVELOPMENT AGREEMENT BY AND BETWEEN
THE UNITED CITY OF YORKVILLE, KENDALL COUNTY, ILLINOIS
AND THE WILLIAMS GROUP, LLC
ARTICLE 1: RECITALS
WHEREAS, the United City of Yorkville, Kendall County, Illinois (the "City") is a duly organized and validly existing non home-rule municipality created in accordance with the Constitution of the State of Illinois of 1970 and the laws of the State.; and, WHEREAS, the City is engaged in the revitalization of its downtown commercial district which includes the properties commonly known as 101, 109 and 111 South Bridge Street and 111, 119 and 201 West Hydraulic Avenue, which properties are identified by parcel index numbers 02-32-278-008 and 02-32-279-001, -003 and -004, -005, -006 and -009 and legally described onExhibit A (collectively, the "Downtown Property").
WHEREAS, pursuant to the Tax Increment Allocation Redevelopment Act of the State of Illinois, 65 ILCS 5/11-74.4-1, et seq., as from time to time amended (the "TIF Act"), the Mayor and City Council of the City (collectively, the Corporate Authorities") are empowered to undertake the redevelopment of a designated area within its municipal limits in which existing conditions permit such area to be classified as a "blighted area" or a "conservation area" as such terms are defined in the TIF Act; and, WHEREAS, to stimulate and induce redevelopment pursuant to the TIF Act, the City, after giving all required notices, conducting a public hearing and making all findings required by law, on June 13, 2006, pursuant to Ordinance Nos. 2006-46, 2006-47 and 2006-48, approved a Redevelopment Plan (the "Redevelopment Plan") for an area designated as the Downtown Redevelopment Project Area #1 (the "Project Area"), which Project Area includes the Downtown Ordinance No. 2022-07
21
Development, and adopted tax increment financing for the payment and financing of "Redevelopment Project Costs", as defined by the TIF Act, incurred within the Project Area as authorized by the TIF Act; and, WHEREAS, The Williams Group, LLC, an Illinois limited liability company (the "Developer") has submitted a proposal to the City to acquire the Downtown Development and immediately begin to redevelop a portion of the Downtown Development identified by parcel number 02-32-279-006 (the "Subject Property") repurposing the existing structure and adding two dwelling units to the second floor (the "Project"); and, WHEREAS, the Developer has advised the City that the acquisition and the redevelopment of the Subject Property shall require an investment of approximately $1,600,000 and that it is not economically feasible to proceed without financial assistance due to the extraordinary costs to renovate and repurpose a structure formerly used to manufacture tools into modem retail and residential space; and, WHEREAS, the City desires to have the Subject Property redeveloped and repurposed as proposed by the Developer because the City believes the Project shall eliminate the blight factors found within the Subject Property while increasing the tax base for the City and taxing districts authorized to levy taxes upon the Subject Property; provide job opportunities for its residents; and, improve the general welfare of the community; and, therefore, is prepared to reimburse the Developer for certain costs associated with the Project, subject to the terms and conditions of this Agreement, the TIF Act and all other applicable law. NOW, THEREFORE, BE IT ORDAINED by the Mayor and City Council of the United City of Yorkville, Kendall County, Illinois, as follows: Ordinance No. 2022-07 22
Section 1. All of the Preambles hereinabove set forth are incorporated herein as if restated.
C.
Section 2. That the Redevelopment Agreement by and between the United City of
Yorkville and The Williams Group, LLC and in the form attached hereto and presented to this
meeting is hereby approved and the Mayor is hereby authorized to execute same.
Section 3: This Ordinance shall be in full force and effect after its passage, publication,
and approval as provided by law.
Passed by the City Council of the United City of Yorkville, Kendall County, Illinois this
8th day of February, A.D. 2022.
KEN KOCH AYE
ARDEN JOE PLOCHER A YE
CHRIS FUNKHOUSER A YE
SEA VER TARULIS A YE
DAN TRANSIER
CRAIG SOLING
MATTMAREK
JASON PETERSON
AYE
AYE
Approved by me, as Mayor of the United City of Yorkville, Kendall County, Illinois, this
\ ot"" day of fttlY\,{C\ � , 2022.
Attest:
�µ,�LooJ ity1erk Ordinance No. 2022-07 23
REDEVELOPMENT AGREEMENT BY AND BETWEEN
THE UNITED CITY OF YORKVILLE, KENDALL COUNTY, ILLINOIS
AND THE WILLIAMS GROUP, LLC
THIS REDEVELOPMENT AGREEMENT ("Agreemenf') is entered into as of the 8°1" day of Fe.bnAt1 nj , 2022 ("Effective Date") by and between the United City ofYorkville, Kendall County, Illinis, an Illinois municipal corporation ("City"), and The Williams Group, LLC, an Illinois limited liability company (the "Developer").In consideration of the mutual covenants and agreements set forth in this Agreement, the City and Developer hereby agree as follows: ARTICLE 1: RECITALS 1.1 The City is a duly organized and validly existing non home-rule municipality created in accordance with the Constitution of the State of Illinois of 1970 and the laws of the State. 1.2 The City is engaged in the revitalization of its downtown commercial district which includes the properties commonly known as 10 I, 109 and 111 South Bridge Street and 111, 119 and 201 West Hydraulic Avenue, which properties are identified by parcel index numbers 02-32-278-008 and 02-32-279-001, -003 and -004, -005, -006, -008 and -009 and legally describedon Exhibit A (collectively, the "Downtown Development').1.3 The City has the authority pursuant to the laws of the State of Illinois, to promote the health, safety, and welfare of its inhabitants, to prevent the spread of blight, to encourage private development in order to enhance the local tax base, to increase job opportunities, and to enter into contractual agreements with third parties for the purpose of achieving these purposes. 1.4 Pursuant to the Tax Increment Allocation Redevelopment Act of the State of Illinois, 65 ILCS 5/11-74.4-1, et seq., as from time to time amended (the "TIF Act"), the Mayor and City Council of the City (collectively, the Corporate Authorities") are empowered to undertake the redevelopment of a designated area within its municipal limits in which existing conditions permit such area to be classified as a "blighted area" or a "conservation area" as such terms are defined in the TIF Act. 1.5 To stimulate and induce redevelopment pursuant to the TIF Act, the City, after giving all required notices, conducting a public hearing and making all findings required by law, on June 13, 2006, pursuant to Ordinance Nos. 2006-46, 2006-47 and 2006-48, approved a Redevelopment Plan (the "Redevelopment Plan") for an area designated as the Downtown Redevelopment Project Area #1 (the "Project Area"), which Project Area includes the Downtown Development and adopted tax increment financing for the payment and financing of"Redevelopment Project Costs", as defined by the TIF Act, incurred within the Project Area as authorized by the TIF Act. 1.6 The Developer has submitted a proposal to the City to acquire the Downtown Development and immediately begin to redevelop a portion of the Downtown Development identified by parcel number 02-32-279-006 (the "Subject Property") which is improved with an 18,694 square foot mixed use structure a portion of which is vacant. The Developer proposes to repurpose the basement, divide unit 103 on the first floor into three retail spaces and construct 24
two dwelling units on the second floors of the structure on the Subject Property as depicted on Exhibit B attached hereto. The basement area has been leased to a brewer of Artisan Mead for use as its production facility. The remaining commercial units on the first floor of the structure shall be renovated and repurposed as the terms of the existing leases expire (collectively, hereinafter the "Project"). 1. 7 The Developer has advised the City that the acquisition and the redevelopment ofthe Subject Property shall require an investment of approximately $1,600,000 and that it is not economically feasible to proceed without financial assistance due to the extraordinary costs to renovate and repurpose a structure formerly used to manufacture tools into modem retail and residential space. 1.8 The City desires to have the Subject Property redeveloped and repurposed as proposed by the Developer because the City believes the Project shall eliminate the blight factors found within the Subject Property while increasing the tax base for the City and taxing districts authorized to levy taxes upon the Subject Property; provide job opportunities for its residents; and, improve the general welfare of the community; and, therefore, is prepared to reimburse the Developer for certain costs associated with the Project, subject to the terms of this Agreement, the TIF Act and all other application law provided that the Developer, upon acquisition of the Downtown Development , grants a perpetual non-exclusive easement to the City upon the Downtown Development fronting the Fox River as legally described on Exhibit C and an easement for the placement of art work as also described on Exhibit C (collectively, the "Easements").
ARTICLE 2: DEVELOPER'S OBLIGATIONS 2.1 Within sixty (60) days from the date hereof, the Developer shall have acquired the Subject Property and shall have submitted to the City all plans and applications for all permits required to construct the Project to provide for three (3) new retail/commercial units on the ground floor, to construct two (2) dwelling units on the second floor and to renovate the basement as required for its intended use. 2.2 Within sixty (60) days from the date hereof, the Developer shall submit to the City proof of financing and equity contribution, if required, in an amount sufficient to cover the estimated budget for the Project as itemized on Exhibit D attached hereto (the "Project Costs"). 2.3 Within one hundred twenty (120) days from the date hereof, the Developer shall have commenced construction of the Project. 2.4 Upon completion of the improvements to the ground floor, construction and completion of two (2) dwelling units on the second floor and renovation of the basement area, the Developer shall submit to the City paid bills, invoices, receipts or any documentation which shall demonstrate payment of all costs of the Project, including acquisition, in an amount equal or greater than the total Project Costs as itemized on Exhibit D. 2.5 The Developer covenants and agrees to convey the Easements to the City no later than December 31. 2023. 25
2.6 The Developer covenants and agrees to construct the Project and thereafter maintain the Subject Property in accordance with all applicable City Codes. 2.7 The Developer covenants and agrees not to contest the real estate assessment of the Subject Property at any time during the term of this Agreement. 2.8 The Developer covenants and agrees to pay all fees, fines, licenses, taxes of any due to the City or assessed upon the Subject Property during the term of this Agreement. ARTICLE 3: CITY OBLIGATIONS 3.1 The City hereby agrees to waive building permit fees in an estimated amount of $11,179, as shown on the attached Exhibit E, and generally described as: 1)50% of the fees for the commercial renovation of the basement, Unit 105, and Unit 1012)50% of the fees for the commercial plan review of the basement, Unit 105, and Unit1013)100% of the fees for the building permit, water connection fee, water meter cost, citysewer connection fee, water and sewer inspection fee, and public walks and drivewayinspection fee for the larger dwelling unit identified as the penthouse apartment onExhibit B.3.2 The City has established a special tax allocation fund solely for the Project Area (the "STAF") into which the City shall deposit all Incremental Taxes, as defined below, generated from the Project Area. 3.3 Upon satisfaction of all of the Developer's obligation as set forth in Sections 2.1, 2.2, 2.3, 2.4, and 2.5 and so long as no notice of default has been issued and remains outstanding pursuant to article 5 hereof, on December 1 or ten (10) days following the date upon which the City receives Incremental Taxes from the final installment of real estate taxes for each year during the term of this Agreement, shall first be used to pay any obligations to the School District as mandated by the TIF Act; thereafter, seventy-five percent (75%) of the Incremental Taxes with respect to the Subject Property shall be transferred and deposited into the Williams Subaccount of the STAF (which Subaccount shall be automatically created by the ordinance approving this Agreement) and annually shall be used to reimburse the Developer for Redevelopment Project Costs as hereinafter defined until the first to occur: (i) payment of the lesser of twenty-five percent (25%) of the total actual costs of the Project, or, $398,912; or, (ii) December 31, 2030. 3.4 As used in this Agreement, "Incremental Taxes" shall mean the amount in the STAF equal to the amount of a valorem taxes, if any, paid in respect of the Project Area and its improvements which is attributable to the increase in the equalized assessed value of all the parcels of property located herein over the initial equalized assessed value of said parcels. 3.5 For purposes in this Agreement, Redevelopment Project Costs, shall mean and include all costs and expenses as defined as "redevelopment project costs" in Section 11-74.4-3(q) of the TIF Act. 26
ARTICLE 4. REPRESENTATIONS, WARRANTIES, AND COVENANTS 4.1 Developer's Representations Warranties and Covenants. To induce the City to enter into this Agreement, Developer represents, covenants, warrants, and agrees that: (a)Recitals. All representations and understanding as set forth in Article 1 are true,complete, and accurate in all respects.(b)Organization and Authorization. Developer is an Illinois limited liability companyduly formed and existing under the laws of the State of Illinois authorized to dobusiness in Illinois, and Developer has the power to enter into, and by proper actionhas been duly authorized to execute, deliver, and perform, this Agreement.Developer will do, or cause to be done, all things necessary to preserve and keep infull force and effect its existence and standing as a limited liability companyauthorized to do business in the State of Illinois for so long as Developer isdeveloping and constructing the Project.(c)Non-Conflict or Breach. The execution, delivery, and performance of thisAgreement by Developer, the consummation of the transactions contemplatedhereby, and the fulfillment of or compliance with the terms and conditions of thisAgreement shall not conflict with or result in a violation or breach of any of theterms, conditions, or provisions of any offering or disclosure statement made, orto be made, on behalf of Developer, or any restriction, organizational document,agreement, or instrument to which Developer, or any of its partners or venturers,is now a party or by which Developer, or any of its partners or venturers, is bound,or constitute a default under any of the foregoing. Any claim of Conflict or Breachmade by either party in this Agreement shall be subject to all enforcement and cureprovisions provided in Article 7 in this Agreement.( d)Pending Lawsuits. There are no actions at law or similar proceedings eitherpending or, to the best of Developer' s knowledge, threatened against Developerthat would materially or adversely affect:(i)The ability of Developer to proceed with the construction anddevelopment of the Subject Property;(ii)Developer's financial condition;(iii)The level or condition of Developer's assets as of the date of thisAgreement; or(i) Developer' s reputation4.2 City's Representations, Warranties and Covenants. To induce Developer to enter into this Agreement and to undertake the performance of its obligations under this Agreement, the City represents, covenants, warrants and agrees as follows:
27
(a) (b) (c) (d) Recitals. All representations and agreements made by the City in Article 1 are true, complete, and accurate in all respects. Authorizations. The City has the power to enter into and perform its obligations under this Agreement and by proper action has duly authorized the Mayor and City Clerk to execute and deliver this Agreement Non-Conflict or Breach. The execution, delivery, and performance of this Agreement by the City, the consummation of the transactions contemplated hereby and the fulfillment of or compliance with the terms and conditions of this Agreement shall not conflict with or result in a violation or breach of the terms of any order, agreement, or other instrument to which the City is a party or by which the City is now bound. Pending Lawsuits. There are no actions at law or similar proceedings either pending or to the best of the City's knowledge being threatened against the City that would materially or adversely affect: (i)The ability of Developer to proceed with the construction of theDevelopment.(ii)The ability of the City to perform its obligations under this Agreement.ARTICLE 5: ENFORCEMENT AND REMEDIES 5 .1 Enforcement: Remedies. The parties may enforce or compel the performance of this Agreement, in law or in equity, by suit, action, mandamus, or any other proceeding, including specific performance, subject to the cure provisions provided in 5.2 hereof. Notwithstanding the foregoing, Developer agrees that it will not seek, and does not have the right to seek, to recover a judgment for monetary damages against the City or any elected or appointed officials, officers, employees, agents, representatives, engineers, consultants, or attorneys thereof, on account of the negotiation, execution, or breach of any of the terms and conditions of this Agreement. 5.2 Notice; Cure; Self-Help. In the event of a breach of this Agreement, the parties agree that the party alleged to be in breach shall have, unless specifically provided otherwise by any other provision of this Article 5, 30 days after notice of any breach delivered in accordance with Section 8.10 to correct the same prior to the non-breaching party's pursuit of any remedy provided for in Section 5.4 and 5.7; provided, however, that the 30-day period shall be extended, but only (i) if the alleged breach is not reasonably susceptible to being cured within the 30-day period, and (ii) if the defaulting party has promptly initiated the cure of the breach, and (iii) if the defaulting party diligently and continuously pursues the cure of the breach until its completion. If any party shall fail to perform any of its obligations under this Agreement, and if the party affected by the default shall have given written notice of the default to the defaulting party, and if the defaulting party shall have failed to cure the default as provided in this Section 5.2, then, except as specifically provided otherwise in the following sections of this Article 5 and in addition to any and all other remedies that may be available either in law or equity, the party affected by the default shall have the right (but not the obligation) to take any action as in its discretion and judgment 28
shall be necessary to cure the default. In any event, the defaulting party hereby agrees to pay and
reimburse the party affected by the default for all costs and expenses reasonably incurred by it in
connection with action taken to cure the default, including attorney's fees and court costs.
5.3 Events of Default by Developer. Any of the following events or circumstances shall be an event of default by Developer with respect to this Agreement:
(a)
(b)
(c)
(d)
(e)
5.4
If any material representation made by Developer in this Agreement, or in any certificate; notice, demand to the City; or request made by the City in connection
with any of documents, shall prove to be untrue or incorrect in any material respect as of the date made.
Default by Developer in the performance or breach of any material covenant contained in this Agreement concerning the existence, structure, or financial condition of Developer.
Developer's default in the performance or breach of any material covenant, warranty, or obligation contained in this Agreement.
The entry of a decree or order for relief by a court having jurisdiction in the premises in respect of Developer in an involuntary case under the federal bankruptcy laws, as now or hereafter constituted, or any other applicable federal bankruptcy, or appointing a receiver, liquidator, assignee, custodian, trustee, sequestrator, or similar official of Developer for any substantial part of its property, or ordering the winding-up or liquidation of its affairs and the continuance of any such decree or order un-stayed and in effect for a period of 60 consecutive days. There shall be no cure period for this event of default.
The commencement by Developer of a voluntary case under the federal bankruptcy laws, as now or hereafter constituted, or any other applicable federal bankruptcy,
insolvency, or the consent by Developer to the appointment of or taking possession, by a receiver, liquidator, assignee, trustee, custodian, sequestrator, or similar official of Developer or of any substantial part of Developer' s property, or the
making by any such entity of any assignment for the benefit of creditors or the failure of Developer generally to pay such entity's debts as such debts become due
or the taking of action by Developer in furtherance of any of the foregoing. There shall be no cure period for this event of default.
Remedies for Default By Developer.
(a)Subject to the provisions of this Agreement, in the case of an event of
default by Developer, the City, pursuant to Section 5.1, may institutesuch proceedings as may be necessary or desirable in its opinion to cure
or remedy such default or breach, including proceedings to compelspecific performance of Developer of its obligations under thisAgreement. Subject to the cure provisions in paragraph 5.2 of this
Agreement.
29
(b)In case the City shall have proceeded to enforce its rights under thisAgreement and such proceedings shall have been discontinued orabandoned for any reason or shall have been determined adversely tothe City, then, and in every such case, Developer and the City shall berestored respectively to their several positions and rights hereunder, andall rights, remedies and powers of Developer and the City shall continueas though no such proceedings had been taken. Subject to the cureprovisions in paragraph 5.2 of this Agreement.
5.5 Indemnification by Developer: Agreement to Pay Attorneys' Fees and Expenses. Developer agrees to indemnify the City, and all of its elected and appointed officials, officers, employees, agents, representatives, engineers, consultants, and attorneys, against any and all claims that may be asserted at any time against any of such parties in connection with or as a result of (i) Developer's development, construction, maintenance, or use of the Subject Properties; or (ii) Developer's default under the provisions of this Agreement. Such indemnification obligation, however, shall not extend to claims asserted against the City or any of the aforesaid parties in connection with or as a result of: (i) the performance of the City's representations, warranties and covenants under Article 6 of this Agreement; (ii) the City's default under the provisions of this Agreement; or (iii) the act, omission, negligence or misconduct of the City or any of the aforesaid parties. If Developer shall commit an event of default and the City should employ an attorney or attorneys or incur other expenses for the collection of the payments due under this Agreement or the enforcement of performance or observance of any obligation or agreement on the part of Developer herein contained, Developer, on the City's demand, shall pay to the City the reasonable fees of such attorneys and such other reasonable expenses so incurred by the City, in the event the City is determined to the be prevailing party.
5.6 Events of Default by City. Any of the following events or circumstances shall be an event of default by the City with respect to this Agreement:
(a)A default of any term, condition, or provision contained in any agreement ordocument relating to the Project ( other than this Agreement), that would materiallyand adversely impair the ability of the City to perform its obligations under thisAgreement, and the failure to cure such default within the earlier of 30 days afterDeveloper's written notice of such default or in a time period reasonably requiredto cure such default or in accordance with the time period provided therein.
(b)Failure to comply with any material term, provision, or condition of this Agreementwithin the time herein specified and failing to cure such noncompliance within 30days after written notice from Developer of each failure or in a time periodreasonably required to cure such default.
(c)A representation or warranty of the City contained herein is not true and correct inany material respect for a period of 30 days after written notice to the City byDeveloper. If such default is incapable of being cured within 30 days, but the Citybegins reasonable efforts to cure within 30 days, then such default shall not beconsidered an event of default hereunder for so long as the City continues todiligently pursue its cure.
30
5.7 Remedies for Default by City. Subject to the provisions of this Agreement, in the
case of an event of default by the City, Developer, pursuant to Section 5.1, may institute such
proceedings as may be necessary or desirable in its opinion to cure or remedy such default or
breach, including proceedings to compel the City's specific performance of its obligations under
this Agreement; provided, however, no recourse under any obligation contained herein or for any
claim based thereon shall be had against the City, its officers, agents, attorneys, representatives in
any amount in excess of the specific sum agreed to be paid by the City hereunder, and no liability,
right or claim at law or in equity shall be attached to or incurred by the City, its officers, agents,
attorneys, representatives or employees in any amount in excess of specific sums agreed by the
City to be paid hereunder and any such claim is hereby expressly waived and released as a
condition of and as consideration for the execution of this Agreement by the City. In the event
any action is maintained by the City against Developer, and the City is found to the non-prevailing
party, the City shall reimburse Developer for any costs and reasonable Attorney's fees incurred in
enforcing claim under this Agreement as the prevailing party.
ARTICLE 6: GENERAL PROVISIONS
6.1 Maintain Improvements in Good and Clean Condition: Developer shall maintain the Subject Property in reasonably good and clean condition at all times during the development by Developer of the Subject Property, which shall include promptly removing all mud, dirt, and debris that is deposited on any street, sidewalk, or other public property in or adjacent to the Subject Properties by Developer or any agent of or contractor hired by, or on behalf of Developer and repair any damage to any public property that may be caused by the activities of Developer or any agent of or contractor hired by, or on behalf of, Developer.
6.2 Liability and Indemnity of City.
(a)No liability for City Review. Developer acknowledges and agrees that (i) the Cityis not, and shall not be, in any way liable for any damages or injuries that may besustained as the result of the City's review and approval of any plans orimprovements or as a result of the issuance of any approvals, permits, certificates,or acceptances for the development or use of any portion of the Subject Propertiesor the improvements and (ii) the City's review and approval of any plans and the
issuance of any approvals, permits, certificates, or acceptances does not, and shallnot, in any way be deemed to insure Developer, or any of its successors, assigns,tenants, or licensees, or any third party, against violations or damage or injury ofany kind at any time.
(b)Hold Harmless and Indemnification. Developer shall hold harmless the City, andall of its elected and appointed officials, employees, agents, representatives,engineers, consultants, and attorneys from any and all claims that may asserted atany time against any of such parties in connection with (i) the City's review andapproval of any plans or improvements or (ii) the City's issuance of any approval,permit or certificate. The foregoing provision, however, shall not apply to claimsmade against the City as a result of a City event of default under this Agreement,claims that are made against the City that relate to one or more of the City's
representations, warranties, or covenants under Article 4 and claims that the City,
31
either pursuant to the terms of this Agreement or otherwise explicitly has agreed to assume.
( c)Defense Expenses. Developer shall pay all expenses, including legal fees andadministrative expenses, incurred by the City in defending itself with regard to any
and all of the claims identified in the first sentence of Subsection (b) above.
The City agrees that upon a successor becoming bound to the obligations created herein in the
manner provided herein and providing the financial assurances required herein, the liability of Developer shall be released to the extent of the transferee's assumption of such liability.
6.6 No Implied Waiver of City Rights. The City shall be under no obligation to exercise rights granted to it in this Agreement except as it shall determine to be in its best interest from time to time. Except to the extent embodied in a duly authorized and written waiver of the City, no failure to exercise at any time any right granted herein to the City shall be construed as a waiver of that or any other right.
6.7 Force Majeure. Time is of the essence of this Agreement, provided, however, a party shall not be deemed in material breach of this Agreement with respect to any ofits obligations under this Agreement on such party's part to be performed if such party 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, weather conditions, failure or interruptions of power, restrictive governmental laws and regulations, condemnations, riots, insurrections, acts of terrorism, war, fuel shortages, accidents, casualties, floods, earthquakes, fires, acts of Gods, epidemics, quarantine restrictions, freight embargoes, acts caused directly or indirectly by the other party ( or the other party's agents, employees or invitees) or similar causes beyond the reasonable control of such party ("Force Majeure"). If one of the foregoing events shall occur or either party shall claim that such an event shall have occurred, the party to whom such claim is made shall investigate same and consult with the party making such claim regarding the same and the party to whom such claim is made shall grant any extension for the performance of the unsatisfied obligation equal to the period of the delay, which period shall commence to run from the time of the commencement of the Force Majeure; provided that the failure of performance was reasonably caused by such Force Majeure.
ARTICLE 7. TERM
Term. This Agreement shall be in full force and effect upon its execution by the parties and terminate upon the first to occur: (i) the payment to the Developer the lessor of twenty-five percent (25%) of the total cost of the Project; or, $398,912; or, (ii) December 31, 2030.
ARTICLE 8. NOTICES
8.1 Notices. All notices and other communications in connection with this Agreement shall be in writing and shall be deemed delivered to the addressee thereof (a) when delivered in person on a business day at the address set forth below, or (b) on the third business day after being deposited in any main or branch United States post office, for delivery by properly addressed, postage prepaid, certified or registered mail, return receipt requested, at the address set forth
32
below, or ( c) by facsimile or email transmission, when transmitted to either the facsimile telephone number or email address set forth below, when actually received.
Notices and communications to Developer shall be addressed to, and delivered at, the following
addresses:
The Williams Group, LLC
1905 Marketview Drive
Suite 255
Yorkville, Illinois 60560
Attn: Edward L. Williams
With a copy to:
Notices and communications to the City shall be addressed to and delivered at these addresses:
United City of Yorkville 800 Game Farm Road Yorkville, Illinois 60560 Attn: City Administrator
With a copy to:
Kathleen Field Orr Kathleen Field Orr & Associates 2024 Hickory Road, Suite 205 Homewood, Illinois 60430
By notice complying with the requirements of this Section, each party shall have the right to change the address or addressee, or both, for all future notices and communications to such party, but no notice of a change of address or addressee shall be effective until actually received.
ARTICLE 9. IN GENERAL
9.1 Amendments and Waiver. No modification, addition, deletion, revision, alteration, or other change to this Agreement shall be effective unless and until the change is reduced to writing and executed and delivered by the City and the Developer. No term or condition of this Agreement shall be deemed waived by any party unless the term or condition to be waived, the circumstances giving rise to the waiver and, where applicable, the conditions and limitations on the waiver are set forth specifically in a duly authorized and written waiver of such party. No waiver by any party of any term or condition of this Agreement shall be deemed or construed as a waiver of any other term or condition of this Agreement, nor shall waiver of any breach be deemed to constitute a waiver of any subsequent breach whether of the same or different provisions of this Agreement.
9.2 No Third Party Beneficiaries. No claim as a third party beneficiary under this Agreement by any person, firm, or corporation shall be made, or be valid, against the City or Developer.
9 .3 Entire Agreement. This Agreement shall constitute the entire agreement of the
Parties; all prior agreements between the Parties, whether written or oral, are merged into this Agreement and shall be of no force and effect.
33
9 .4 Counterparts. This Agreement is to be executed in two or more counterparts, each of which shall be deemed an original but all of which shall constitute the same instrument.
IN WITNESS WHEREOF, the Parties have executed this Agreement as of the dates set
forth below their respective signatures, to be effective as of the Effective Date.
United City o Attest: By: Date: Rbru.u ry IQ , 2022
The Williams Group, LLC By: ffltJ � �anager
34
COMMON ADDRESS 101 South Bridge Street 109 South Bridge Street 111 South Bridge Street 111 West Hydraulic A venue 119 West Hydraulic A venue 201 West Hydraulic Avenue Exhibit A
Legal Description PERMANENT INDEX NUMBER (PIN) 02-32-279-00602-32-279-00902-32-279-00802-32-279-005 and 02-32-279-00402-32-279-003 and 02-32-279-00102-32-278-00835
Exhi bit
Easements
36
Exhibit C
Estimated Project Costs
Property Name: "Investor Tools" Building
101 S Bridge St
Acqusition Costs $ 1,200,000
General Renovation Costs $ 205,808
Sprinkler/Fire Alarm System Costs $ 129,000
Architectural/Engineering Costs $ 9,200
Signage Costs $ 1,000
Outdoor Lighting Costs $ 1,500
Landscaping Costs $ 3,000
Permits $ 22,237·
Legal Costs $ 5,000
Interest Costs $ 29,841
Total $ 1,606,586.00
37
UNITED CITY OF YORKVILLE, ILLINOIS
DOWNTOWN TAX INCREMENTAL
FINANCING DISTRICT
FINANCIAL AND COMPLIANCE REPORT
FOR THE FISCAL YEAR ENDED
APRIL 30, 2022
38
INDEPENDENT AUDITORS’ REPORT
39
INDEPENDENT AUDITORS' REPORT
October 20, 2022
The Honorable City Mayor
Members of the City Council
United City of Yorkville, Illinois
We have audited the accompanying basic financial statements of the governmental activities of the
Downtown Tax Incremental Financing District of the United City of Yorkville, Illinois as of and for the year
ended April 30, 2022, which collectively comprise the Downtown Tax Incremental Financing District as
listed in the table of contents. The basic financial statements are the responsibility of the United City of
Yorkville, Illinois’ management. Our responsibility is to express an opinion on these basic financial
statements based on our audit.
We conducted our audit in accordance with auditing standards generally accepted in the United States of
America. Those standards require that we plan and perform the audit to obtain reasonable assurance about
whether the basic financial statements are free of material misstatement. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the basic financial statements. An audit also
includes assessing the accounting principles used and significant estimates made by management, as well as
evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis
for our opinion.
As described in Note 1 to the basic financial statements, the basic financial statements present only the
Downtown Tax Incremental Financing District of the United City of Yorkville, Illinois, and are not intended
to present fairly the financial position or results of operations of the United City of Yorkville, Illinois, in
conformity with accounting principles generally accepted in the United States of America.
In our opinion, the financial statements referred to above present fairly, in all material respects, the financial
position of the Downtown Incremental Financing District of the United City of Yorkville, Illinois as of April
30, 2022, and the results of its operations for the year then ended in conformity with accounting principles
generally accepted in the United States of America.
We have also issued a report dated October 20, 2022 on our consideration of the Downtown Tax Incremental
Financing District’s compliance with laws, regulations, contracts and grants.
Lauterbach & Amen, LLP
LAUTERBACH & AMEN, LLP
40
FINANCIAL STATEMENTS
41
UNITED CITY OF YORKVILLE, ILLINOIS
DOWNTOWN TAX INCREMENTAL FINANCING DISTRICT
Balance Sheet
April 30, 2022
Cash and Investments $-
Liabilities
Due to Other Funds 1,639,928
Unassigned (1,639,928)
Total Liabilities and Fund Balance -
LIABILITIES
FUND BALANCE
ASSETS
Downtown
TIF
The notes to the financial statements are an integral part of this statement.
42
UNITED CITY OF YORKVILLE, ILLINOIS
DOWNTOWN TAX INCREMENTAL FINANCING DISTRICT
Statement of Revenues, Expenditures and Changes in Fund Balance
For the Fiscal Year Ended April 30, 2022
Revenues
Taxes
Property Taxes $96,795
Expenditures
General Government
Administration Fees 35,020
TIF Incentive Payout 36,562
Professional Services 2,641
Capital Outlay
Route 47 Expansion 7,488
Debt Service
Principal Retirement 200,000
Interest and Fiscal Charges 6,083
Total Expenditures 287,794
Net Change in Fund Balances (190,999)
Fund Balances - Beginning (1,448,929)
Fund Balances - Ending (1,639,928)
Downtown
TIF
The notes to the financial statements are an integral part of this statement.
43
UNITED CITY OF YORKVILLE, ILLINOIS
DOWNTOWN TAX INCREMENTAL FINANCING DISTRICT
Notes to the Financial Statements
April 30, 2022
NOTE 1 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
The operations of Downtown Tax Incremental Financing District is accounted for through special
revenue funds of the United City of Yorkville, Illinois. It applies the following policies:
Basis of Accounting
The financial statements are prepared on the modified accrual basis of accounting under which revenue
is recognized when it becomes both measurable and available, and expenditures generally are recognized
when the liability is incurred.
44
INDEPENDENT AUDITORS' REPORT ON COMPLIANCE BASED ON AN AUDIT OF
FINANCIAL STATEMENTS PERFORMED IN ACCORDANCE WITH GENERALLY
ACCEPTED AUDITING STANDARDS
October 20, 2022
The Honorable City Mayor
Members of the City Council
United City of Yorkville, Illinois
We have audited the accompanying basic financial statements of the governmental activities of the
Downtown Tax Incremental Financing District of the United City of Yorkville, Illinois, as of and for the
year ended April 30, 2022, and have issued our report thereon dated October 20, 2022. We conducted our
audit in accordance with auditing standards generally accepted in the United States of America.
Compliance
Compliance with laws, regulations, contracts, and grants applicable to the Financing Districts are the
responsibility of the United City of Yorkville’s management. As part of obtaining reasonable assurance
about whether basic financial statements are free of material misstatement, we performed tests of the City’s
compliance with certain provisions of laws, regulations, contracts and grants applicable to the Financing
District, including the City’s compliance with subsection (q) of Section 11-74.4-3 of the State of Illinois
Public Act 85-1142, An Act in Relation to Tax Increment Financing, noncompliance with which could have
a direct and material effect on the determination of basic financial statement amounts. However, providing
an opinion on compliance with those provisions was not an objective of our audit and, accordingly, we do
not express such an opinion. The results of our tests disclosed no instances of noncompliance with the
provisions referred to in the preceding paragraph.
This report is intended for the information of the members of the City Council and management, and is not
intended to be used and should not be used by anyone other than these specified parties.
Lauterbach & Amen, LLP
LAUTERBACH & AMEN, LLP
45