Ordinance 2024-31202500005854
DEBBIE GILLETTE
RECORDER - KENDALL COUNTY, IL
RECORDED: 05/14/2025 01:59 pM
RECORDING FEE 78.00
PAGES: 105
UNITED CITY OF YORKVILLE
KENDALL COUNTY, ILLINOIS
ORDINANCE NO. 2024-31
AN ORDINANCE OF THE UNITED CITY OF YORKVILLE, KENDALL COUNTY,
ILLINOIS APPROVING CERTAIN AGREEMENTS WITH CI YORKVILLE, LLC
Passed by the City Council of the
United City of Yorkville, Kendall County, Illinois
This 9' day of July, 2024
This ordinance is being re -recorded to correct a prior clerical error. The originally recorded version
included incorrect exhibits. This version removes the incorrect exhibits and replaces them with labeled
placeholders, indicating that the final exhibits will be inserted when available. The ordinance text
remains unchanged.
Original Recording Date: 0212512025
Document Number: 202500002279
Published in pamphlet form by the
authority of the Mayor and City Council
of the United City of Yorkville, Kendall
County, IIlinois on July 11, 2024.
202500002279
DEBBIE GILLETTE
RECORDER - KENDALL COUNTY, IL
RECORDED: 02/25/2025 12:24 PM
RECORDING FEE 77.00
PAGES: 104
UNITED CITY OF YORKVILLE
KENDALL COUNTY, ILLINOIS
ORDINANCE NO. 2024-31
AN ORDINANCE OF THE UNITED CITY OF YORKVILLE, KENDALL COUNTY,
ILLINOIS APPROVING CERTAIN AGREEMENTS WITH Cl YORKVILLE, LLC
Passed by the City Council of the
United City of Yorkville, Kendall County, Illinois
This 9`' day of July, 2024
Published in pamphlet form by the
authority of the Mayor and City Council
of the United City of Yorkville, Kendall
County, Illinois on July 11, 2024.
Ordinance No. 2024 - 31
AN ORDINANCE OF THE UNITED CITY OF YORKVILLE, KENDALL COUNTY,
ILLINOIS APPROVING CERTAIN AGREEMENTS WITH C1 YORKVILLE, LLC
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, C1 Yorkville, LLC, a Delaware limited liability company ("Cl Yorkville
submitted a proposal to the City to develop approximately 229 acres at the northeast corner of
Eldamain and Faxon Road (the "Development Site ") for the purpose of developing a secured data
center campus with nine buildings, six stormwater basins and an on -site electric substation
(collectively The "Project"); and
WHEREAS, C I Yorkville, as a part of its proposal to the City, requested the City to extend
water and sewer services to the Development Site including the engineering design for such
extensions and the acquisition of required temporary and permanent easements necessary to
construct the Project; and
WHEREAS, the City is prepared to undertake the extension of the sanitary sewer, the
construction of the watermain looping system to serve the Development Site, and the acquisitions
of the required easements to construct the Project, on the condition that CI Yorkville is responsible
to pay all costs incurred by the City for the Project as set forth in the Design Engineering Service
Agreement and the Easement Acquisition Agreement attached hereto; and
WHEREAS, C1 Yorkville has requested financial assistance from the City due to the
construction of an extensive utility infrastructure required to service the Development Site which
the City is prepared to do by means of a rebatement of a portion of the City's municipal utility
taxes generated from the Project and recapture agreements from properties benefited by the
extension of these services pursuant to the terms and conditions set forth in the Utility
Infrastructure Agreement attached hereto; and
The City believes the development of the Project by Cl Yorkville at the Development Site
will increase the tax base of the City and all taxing districts having jurisdiction over the Subject
Property and provide job opportunities to its residents and therefor it is in the best interest of the
City and its residents to take the actions hereinafter set forth.
Ordinance No. 2024-31
Page 2
NOW, THEREFORE, BE IT ORDAINED by the Mayor and City Council of the United
City of Yorkville, Kendall County, Illinois, as follows:
Section 1. All of the Preambles hereinabove set forth are incorporated herein as if restated.
Section 2. The following agreements, substantially in the forms attached hereto and made
a part hereof, by and between the City and C1 Yorkville are hereby approved:
(a) Design Engineer Services Agreement by and between the United City of Yorkville,
Kendall County, Illinois and C1 Yorkville, LLC;
(b) Easement Acquisition Memorandum of Understanding by and between the United City
of Yorkville, Kendall County, Illinois and C1 Yorkville, LLC; and
(c) Utility Infrastructure Agreement by and between the United City of Yorkville, Kendall
County, Illinois and C I Yorkville, LLC.
Section 3. The Mayor and City Clerk are hereby authorized to execute the foregoing
agreements and the City Administrator, the City Engineer and the City Attorney are hereby
authorized to finalize the terms and take any action required to implement all of the terms of each
of said agreements for a period of one year from the date of passage.
Section 4. 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
9tn day of July, A.D. 2024.
tITY CLERK
KEN KOCH
AYE
DAN TRANSIER
AYE
ARDEN JOE PLOCHER
AYE
CRAIG SOLING
AYE
CHRIS FUNKHOUSER
AYE
MATT MAREK
AYE
SEAVER TARULIS
ABSENT
RUSTY CORNEILS
AYE
Ordinance No. 2024-31
Page 3
APPROVED by me, as Mayor of the United City of Yorkville, Kendall County, Illinois
this tanay of TL-flLA A.D. 2024.
Attest. -
IT CLERK
1V1C11 Vl\
Ordinance No. 2024-31
Page 4
DESIGN ENGINEERING SERVICES AGREEMENT
BY AND BETWEEN THE UNITED CITY
OF YORKVILLE, KENDALL COUNTY,
ILLINOIS AND C1 YORKVILLE, LLC
This Design Engineering Services Agreement (the `Agreement'), dated this day of
TO I q 2024 ("Effective Date"), is by and between the United City of Yorkville, Kendall
County, Illinois (the "City') and C1 Yorkville, LLC, a Delaware limited liability company (the
"Developer').
ARTICLE 1. Preambles
1.1 The City is a duly organized and validly existing non -home rule municipality
pursuant to the 1970 Constitution of the State of Illinois and the laws of the State.
1.2 The Developer is the owner of 228.93 acres located at the northeast corner of
Eldamain and Faxon Road, legally described in Exhibit A attached hereto, and identified as
parcel numbers 02-18-300-001, -002, -003, and -004; 02-19-100-004 and -005; and 02-18-400-
004 (collectively the "Subject Property'), which acquired the Subject Property from Yorkville
Nexus, LLC (the "Prior Owner") for the purpose of developing a secured data center campus
with nine buildings, six stormwater basins and an onsite electrical substation (collectively the
"Project') over a ten (10) to twenty (20) year period.
1.3 The Developer recognizes that the Subject Property is not currently served with
water or sewer service as required for the Project and is prepared to work with the City to
extend such services to the Subject Property and is prepared to authorize the City to direct the
City Engineer to make the necessary investigations, analyses, calculations, surveys and cost
estimates to design a water main and sanitary sewer line to service the Subject Property (the
"Water/Sewer Infrastructure System').
1.4 On May 30, 2023, the City passed Ordinance 2023-18 approving a memorandum
of understanding between the City and Prior Owner relating to the design and engineering of the
Water/Sewer Infrastructure System for the Prior Owner, which remains unsigned as of the
Effective Date hereof ("Prior Engineering MOU'). Notwithstanding, the City and Prior Owner, in
good faith, initiated the design and engineering elements for the Water/Sewer Infrastructure
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System, and Prior Owner has been providing the required reimbursement for costs and
expenses in accordance with the Prior Engineering MOU and as further detailed herein.
ARTICLE 2. Respective Obligations of the City and the Developer
2.1 City has identified the best direct route for each component of the Water/Sewer
Infrastructure System to serve the Subject Property and hereby agrees to direct the City
Engineer to provide engineering design services for the following:
A. The specific location and cost to install approximately 23,000 linear feet of a sixteen -
inch (16") diameter water main from the existing water main at Corneils Road to
Eldamain Road, then south toward Faxon Road, then east to connect to the existing
water main at High Ridge Lane and then along a section of Faxon Road all as
depicted on Exhibit A attached hereto; and
B. The specific location and estimated cost to install approximately 1,800 linear feet of
sanitary sewer from the existing thirty-six inch (36") sanitary sewer on the east side
of Rob Roy Creek west to the Lincoln Prairie development a Beecher Road.
2.2 In accordance with the Prior Engineering MOU, Prior Owner and the City
engaged the City Engineer to commence work on the design engineering services required for
the Water/Sewer Infrastructure System, however the design services required to complete the
final design and drawings are not entirely final, but the completion of which shall not extend past
May 1, 2025 without the prior written consent of Developer and City. Notwithstanding the
foregoing, Developer hereby agrees to pay all outstanding costs for the design engineering
services for the Water/Sewer Infrastructure System, it being understood that any disputes or
claims regarding the reimbursement for the design engineering services, if any, including the
amounts paid by the Prior Owner and amounts to be paid for the completion of the outstanding
design engineering services by the Developer shall be resolved between the Prior Owner and
the Developer. The Developer shall indemnify and hold the City harmless for any claims or
disputes regarding the allocation of costs between Developer and the Prior Owner for the
design services for the Water/Sewer Infrastructure System performed by the City Engineer.
2.3 As of the Effective Date hereof, the outstanding engineering services costs
incurred by the City for the Water/Sewer Infrastructure System estimated in the amount of
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$271,794.30 (for a total of $485,489.00) ("Estimated Engineering Costs"), Developer agrees to
deposit with the City on or before the tenth (10th) day of each calendar month during the term of
this Agreement the amounts set forth in Exhibit B attached hereto. Following the Effective Date
hereof, the City agrees to advise the Developer's representatives by email, in advance of
incurring further costs and expenses exceeding the Estimated Engineering Costs, requesting
written approval of such additional costs and expenses.
ARTICLE 3. In General
3.1 The term of this Agreement shall commence upon the date first written above
and shall terminate upon completion of all work to be performed by the City Engineer and
payment by the Developer in full of all costs incurred by the City in connection with the services
provided by the City Engineer.
3.2 In the event of a breach of this Agreement by either party that is not cured within
thirty (30) days after its receipt of written notice of such breach, such breaching party shall be
deemed to be in default of this Agreement. In such event, the defaulting party hereby agrees to
pay and reimburse the non -defaulting party for all costs and expenses incurred by the non -
defaulting party in connection with an action taken to enforce this Memorandum, including
reasonable attorney's fees and court costs.
3.3 This Agreement shall be binding upon and inure to the benefit of the successor of
either party hereto and any successor governmental legal entity (governmental or otherwise)
that may assume and perform the duties of either party hereto. Notwithstanding the foregoing,
this Agreement shall not be assigned by a party hereto without the prior written consent of the
other parties to this Agreement, for which approval shall not be unreasonably withheld or
delayed.
3.4 The invalidity of any provisions of this Agreement shall not impair the validity of
any other provisions. If any provision of this Agreement is determined by a court of competent
jurisdiction to be enforceable that provision shall be deemed severed from this Agreement or as
otherwise modified by the court.
3.5 This Agreement, along with the Utility Infrastructure Agreement, the Planned Unit
Development Agreement and the Easement Acquisition Memorandum of Understanding entered
3
into between the parties (collectively the "Development Agreements"), and the ordinances of the
City set forth the entire understanding of the parties as pertaining to the Project and the Subject
Property and the Development Agreements may only be amended, modified or terminated by a
written instrument signed by the parties.
3.6 This Agreement shall be interpreted and construed in accordance with the laws
of the State of Illinois.
3.7 Any notice, request, demand, waiver, consent, approval or other communication
that is required or permitted under the terms of this Agreement (a "Notice') shall be in writing
and shall be delivered by personal delivery, via overnight carrier or e-mail transmission or via
registered or certified mail, return receipt requested, first class postage prepaid. If Notice is
delivered by personal delivery or via overnight carrier, Notice shall be deemed given on the date
that actual delivery is made. If Notice is delivered via e-mail transmission, Notice shall be
deemed given on the date that the Notice is transmitted and written confirmation of such
transmission is obtained. If Notice is delivered via mail, Notice shall be deemed given on the
earlier of (a) the actual day of delivery or (b) the third day after the date of mailing. All Notices
shall be addressed to the intended recipient as set forth below:
To the City: United City of Yorkville
651 Prairie Pointe
Yorkville, Illinois 60560
Attention: City Administrator
With a Copy to: Ottosen DiNolfo Hasenbalg & Castaldo, Ltd.
1804 N. Naper Blvd., Suite 350
Naperville, IL 60563
Attention: Kathleen Field Orr
To Developer: C1 Yorkville, LLC
2820 N. Harwood Street, Suite 2200
Dallas, Texas 75201
Attention: Nicholas Papadimitriou
With a Copy to: Rosanova & Whitaker Ltd.
445 Jackson Avenue, Suite 200
Naperville, Illinois 60540
Attention: Russell G. Whitaker, III
3.8 This Agreement may be executed in multiple counterparts, each of which shall be
deemed to be and shall constitute one and the same instrument.
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