HomeMy WebLinkAboutOrdinances - ORD-09-1455 - 01/19/2009 - APPROVE GARY LANG BUSINESS DISTRICT DEVELOPMENT AGORDINANCE NO.ORD-09-1455
AN ORDINANCE APPROVING THE
GARY LANG BUSINESS DISTRICT DEVELOPMENT AGREEMENT
IN THE CITY OF MCHENRY, MCHENRY COUNTY, ILLINOIS
WHEREAS, the McHenry City Council has created the Gary Lang Business District and
approved the Gary Lang Business District Plan for the property located at 1103 South Route 31, described
on Exhibit A hereby attached; and
WHEREAS, the City of McHenry desires to entire into a development agreement with Gary Lang
Auto Group for the redevelopment of the Gary Lang Business District as outlined on the Gary Lang
Business District Plan; and
WHEREAS, the City believes that the approval of a development agreement for the subject
property is consistent with the objectives of the City of McHenry to protect the public health, safety,
morals and general welfare of its residents.
NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF
MCHENRY, MCHENRY COUNTY, ILLINOIS, AS FOLLOWS
SECTION 1: That McHenry City Council has determined that the following findings have been
met as required by State Statutes:
I. The subject property to which the rebate will relate has remained underutilized for a period of
at leash one year;
ii. The project is expected to create and retain job opportunities within the City;
iii. The project will serve to further the development of adjacent areas;
iv. Without the agreement, the expansion project would not be possible;
v. Gary Lang meets a high standard of creditworthiness and financial strength;
vi. The project will strengthen the commercial sector of the City;
vii. The project will enhance the tax base of the City:
viii.The project is in the best interest of the City.
SECTION 2: That Council hereby authorizes the Mayor and City Clerk's execution of the
Business District Development Agreement with Gary Lang as attached on Exhibit B labeled "Business
District Development Agreement".
SECTION 3: All Ordinances or parts thereof in conflict with the terms and provisions hereof are
hereby repealed to the extent of such conflict.
SECTION 4: This Ordinance shall be published in pamphlet form by and under the authority of
the corporate authorities of the City of McHenry, McHenry County, Illinois.
SECTION 5: This Ordinance shall be in full force and effect from and after its passage, approval,
and publication in pamphlet form as provided by law.
PASSED and APPROVED THIS 19"' DAY OF January, 2009.
AYES: Santi, Glab, Schaefer, Murgatroyd, Wimmer, Peterson, Condon
NAYS: None
ABSTAINED: None
ABSENT: None
NOT VOTING: None
ATTEST:
ems.
C1 C RK
i
YOR
Exhibit A
Legal Description of the SUBJE('T PROPERTY
Lot 1 and that part of Lot 2 of McHenry Corporate Center Unit 4 according to the plat thereof recorded
January 30, 1996 as Document No 96R005000 lying easterly of the easterly line of Lot 2 of McHenry
Corporate Center Unit 7 according to the plat thereof recorded May 26, 1999 as Document No
1999R0039000, ALSO Lots 3 and 4 of said McHenry Corporate Center Unit 7 of Section 10�, Township
44 North, Range 8 East of the Third Principal Meridian in McHenry County, Illinois
BUSINESS DISTRICT DEVELOPMENT AGREEMENT
THIS BUSINESS DISTRICT DEVELOPMENT AGREEMENT (the
"Agreement") is made and entered into as of this I 9A day of aA.AJ _, 2009,
by and between the CITY OF MCHENRY, McHenry Count , Illinois, an Illinois
municipal corporation, duly organized and existing under the laws of the: State of
Illinois ("City"), and Gary Lang ("Lang").
WITNESSETH:
WHEREAS, Lang owns the Business District Property defined below and
corporations controlled by Lang have operated a motor vehicle dealership on a
portion of the Business District Property for more than twenty (20) years in the City;
and
WHEREAS, Lang recently purchased additional contiguous vacant real estate
that is to be included in the Business District Property to provide a site upon which
he desires to make significant improvements and construct additional facilities from
which additional brands of motor vehicles and associated products will be: sold and
serviced; and
WHEREAS, Lang's corporations are subject to State of Illinois retailers'
occupation taxes and use taxes that are received by the City from the State, currently
at the rate of I%, on retail sales and service of new and used motor vehicles, and sales
of parts, accessories and other equipment; and,
WHEREAS, the City has enjoyed the receipt of retailers' occupation tax and
use tax receipts generated by Lang's corporations; and
WHEREAS, the City has determined that it is essential to the economic and
social welfare of the City that business districts be maintained and revitalized by
assuring opportunities for retention of businesses generating taxes that contribute to
development and redevelopment and attracting sound and stable commercial growth
within the corporate limits of the City; and
WHEREAS, the City has determined that it is in the City's best interest to
retain Lang and the operations of his corporations in the City for the foreseeable
future; and
WHERI3AS, the City has made the findings required by law as set forth in 65
ILCS 5/8-11-20; and
WHEREAS, in accordance with the provisions of 65 ILCS 5/11-74.3-1 et.seq.
the City has designated, after public hearings, the area legally described on Exhibit
"A" attached hereto, which is owned by Lang and is located within the corporate
limits of the City as a business district (herein the "Business District Property"); and
WHEREAS, the City desires to have Lang expand and continue to operate
motor vehicle dealerships, together with sales and service facilities, on the Business
District Property and finds that Lang's proposed development and new facilities will
enhance the tax. base of the City and generate increased retailers' occupation, use and
real estate taxes to the benefit of the City and other governmental entities; and
WHEREAS, it is anticipated that Lang's proposed development of his motor
vehicle dealership businesses and associated uses will generate increased
employment opportunities; and
WHEREAS, expansion of Lang's motor vehicle dealership and associated
uses, including off -site improvements, if any, would not be feasible for Lang without
the City's economic assistance; and
WHEREAS, the City has agreed to pay for a portion of the acquisition and on -
site and off -site development costs for the additional brands of motor vehicles and
associated uses and the costs of construction of new facilities for such motor vehicle
dealerships and expansion of existing facilities through the use of a rebate of a
portion of the Sales Tax Revenue generated by Lang's dealership corporations within
the Business District Property in order to make it economically feasible for Lang to
incur the capital costs to expand his existing motor vehicle dealership and associated
uses thereon, and construct new facilities on such recently acquired real estate for
additional lines of motor vehicles sales and service. The term "Sales Tax Revenue"
as used herein, shall mean that portion or component of the taxes imposed and
collected by the State of Illinois pursuant to the Retailers' Occupation Tax Act, the
Service Use Tax Act, the Service Occupation Tax Act, and the Use Tax Act
(including without limitation any vehicle lease tax that is substituted for a portion or
all the foregoing); generated by Lang's corporation(s), on all or any portion of each
of such corporation's sales and service operations and associated uses conducted on
the Business District Property, that the City actually receives from the State of
Illinois; and
WHEREAS, the rebate of a portion of the City's share of Sales Tax Revenue
is being provided by the City for Lang in order to provide Lang with an incentive to
1) retain the existing portion of his corporations' dealership operations within the
City, 2) expand such dealership operations in the City, 3) construct facilities to
operate additional motor vehicle dealership product lines, and 4) to enhance the sites,
buildings, products, services and inventory being offered at his dealership(s) in the
City; and
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WHEREAS, the Mayor and City Council have determined that entering into
this Agreement is in the best interest of the City.
NOW, THEREFORE, in consideration of the foregoing and the covenants
hereinafter set forth, it is mutually agreed as follows:
1. Recitals: The recitals set forth hereinabove are hereby incorporated by
reference, as if fully set forth herein.
2. Legislative Authority: The City has made the findings of fact required
by 65 IILCS 5/8•-11-20 and represents that it is duly authorized and empowered within
the scope of its authority to enter into and carry out the terms of this Agreement. In
accordance with 65 ILCS 5/11-74.3-1 et.seq. that the City has designated, after
public hearings, the Business District Property as a business district. In carrying out
its business district development plan for the Business District Property, the: City has
the power under the foregoing statute to expend such public funds as may be
necessary.
3. Parties to the Agreement: This Agreement is made by and between
Lang and the City as the parties to the Agreement. In the event that Lang or his
corporations, or their respective successors or assigns, cease to cause any motor
vehicle dealerships to be operated on the Business District Property at any time
during the terra of this Agreement, the City shall have no further obligations under
this Agreement, unless there shall be a permitted assignment (under paragraph 4
hereof).
4. Substitute Business: In the event that Lang desires to transfer his
interests under this Agreement to a third party in connection with a sale of the real
estate comprising the Business District Property and/or the assets of any or all of his
corporations then conducting vehicle dealership sales and service operations on the
Business District Property, and the City accepts the third party as a "'substitute
business" to continue to conduct vehicle dealership operations on the Business
District Property, the third party and/or the substitute business, as the case may be,
shall thereupon become a signatory and party to this Agreement, and Lang and the
City shall each contemporaneously therewith be released from any and all rights,
duties and obligations each may then have with regard to the other under this
Agreement. All of the rights, duties and obligations of Lang under this Agreement
shall remain in effect unless and until the City accepts a substitute business on the
Business District Property. The City agrees that it will not unreasonably delay or
withhold approval of a proposed substitute business so long as the reasonably
projected annual sales and revenues of the substitute business are anticipated to be
equivalent to the most recent annual sales and revenues of Lang's business entities as
of the time of the proposed transfer, as determined by agreement of Lang and the
City in writing. In the event that, as a result of Lang's transfer or for any other
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reason (except as provided in Section 21), no motor vehicle dealerships exist within
the Business District Property during the term of this Agreement ("Terminating
Event"), this Agreement shall immediately terminate and Lang shall be obligated to
reimburse the City in an amount equal to one year of Sales Tax Rebates, as defined
below. Alternatively, if the Terminating Event occurs after the City has accepted a
substitute business, such substitute business shall be obligated to reimburse: the City
in an amount equal to one year of Sales Tax Rebates, as defined below. Such
reimbursement following the Terminating Event shall be computed by taking the
largest single year of Sales Tax Rebates paid by the City to Lang (if Lang is the
obligated party) or to the substitute business (if it is the obligated party), as the case
may be, during the term of this Agreement.
5. Additional Vehicle Dealerships) In the event that Lang acquires any
vehicle dealership(s) that is or are located in the City immediately prior to such
acquisition and is or are subject to Retailers' Occupation Tax and Lang relocates
such dealership's sales and service business operations to the Business District
Property during; the term of this Agreement, Lang agrees that an amount equal to the
City's share of such taxes generated by such dealership(s) prior to the relocation shall
not be included in the computation of Sales Tax Revenue under this Agreement after
such relocation but that he shall have the right to a rebate based only upon the
amount of additional taxes generated by the operation of such dealership(s)
subsequent to the relocation. For purposes of this Section, the City's existing share
of Sales Tax Revenue generated by such dealership(s) prior to the relocation will be
determined by taking an average of the annual Sales Tax Revenue received by the
City that has been generated by the acquired dealership(s) in the three year period
prior to the relocation.
6. Responsibilities of Lang — Expansion: Construction activities to expand
Lang's dealership facilities on the Business District Property may occur in phases.
Lang shall obtain a building permit and commence the initial phase of construction
not later than August 1, 2011, and obtain an occupancy permit not later than one year
following commencement of construction (the "Initial Phase"). For the costs of
construction to be eligible as a Qualified Development Cost, as hereinafter defined,
each phase thereafter shall be completed, with an occupancy permit being issued, not
later than one year from commencement of construction of such phase. In the event
construction of the Initial Phase is not commenced, as reasonably determined by the
City, on or before August 1, 2011, all monies paid by the City under this Agreement
shall be returned by Lang to the City upon written demand by the City and the
Agreement shall be deemed terminated.
7. Limitation of City Responsibilities: Other than the rebate of the City's
share of Sales Tax Revenue to be made pursuant to this Agreement, the City shall
have no obligation to incur any expense associated with the new construction,
expansion of existing facilities or operation of Lang's corporations' motor vehicle
dealerships or their associated uses.
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8. Sales Tax Rebate: Lang shall be entitled to receive, annually, which
shall be computed on a fiscal year basis commencing on the first day of the calendar
month following; commencement of construction of the Initial Phase, as reasonably
determined by the City, a rebate of the City's share of the Sales Tax Revenue ("the
Sales Tax Rebate") generated within the Business District Property as follows:
A. The City shall retain the City's share of Sales Tax Revenue
generated within the Business District Property and received by the City up to
and including the first $450,000 annually;
B. The City shall rebate to Lang 100% of the City's share of Sales
Tax Revenue generated within the Business District Property and received by
the City between $450,000 and $750,000 annually;
C. The City shall rebate to Lang 60% of the City's share of Sales
Tax Revenue generated within the Business District Property and received by
the City in excess of $750,000 annually;
D. The total annual amount rebated by the City to Lang shall not
exceed 55% of the total annual Sales Tax Revenue generated within the
Business District Property and received by the City.
E. On or before October 1 of each year of the terra of this
Agreement the City will advance $100,000 to Lang toward the Sales Tax
Rebate for such year which will be reconciled as a credit at the end of each
calendar year based on the Sales Tax Revenue generated within the Business
District Property and received by the City.
F. Under no circumstances shall the total Sales Tax Rebate exceed
the acquisition costs of the franchises, the land costs, new construction costs
relative to the proposed development and new or expanded facilities
contemplated in this Agreement, and related out of pocket expenses
("Qualified Development Costs"), except as otherwise described below. In
addition to the proposed development and new facilities and acquisition costs
of additional brands of motor vehicles contemplated in this Agreement,
Qualified Development Costs shall include costs for other future expansion
improvements (the costs of which shall become Qualified Development Costs
upon completion, as determined by the City) which actually increase the
usable square footage of the existing structures either vertically or horizontally
following the City's approval of any such expansion(s) during the term of this
Agreement. Renovation expenses, which are not incurred for the purpose of
expanding the usable square footage of the existing structures, are specifically
excluded from consideration as Qualified Development Costs. All Qualified
Development Costs must be evidenced by bills, contracts, invoices and lien
waivers, or other evidence deemed sufficient by the City.
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G. The total amount of Qualified Development Costs shall be
increased to include the carrying costs of such expenses incurred by Lang.
The allowable increase shall be calculated by adjusting the Qualified
Development Costs by any increase in the U.S. Bureau of Labor Statistics
Consumer Price Index, Chicago Consolidated Metropolitan Statistical Area,
All Items, for each year over October 1 of Year 2 of this Agreement. through
October 1 of Year 19, unless this Agreement is earlier terminated.
9. Term of Agreement: The term of this agreement shall be (i) twenty
years commencing on the first day of the calendar month following commencement
of construction of the Initial Phase, as reasonably determined by the City or (ii) until
the Qualified Development Costs as adjusted by Section 8.G. have been fully
reimbursed by the City through the Sales Tax Rebates, whichever shall first occur,
during which period the City will rebate the Sales Tax Rebate to Lang in accordance
with Section 8.
10. Successive Agreements: Nothing in this Agreement shall limit the
ability of Lang or the City to negotiate extensions or additional, successive
agreements approving supplemental rebates to offset additional capital investments
in additional brands of motor vehicle franchises, real estate and dealership facilities
and equipment made or caused to be made by Lang.
11. Power of Attorney: Lang shall promptly provide the City upon its
written request with a durable power of attorney enabling the City to obtain certified
reports from the Illinois Department of Revenue, verifying the taxable sales by
Lang's dealership corporations for each calendar year. Lang covenants and agrees
that during the period he is a party to this Agreement, his dealership corporations will
continue to offer automotive service and sales of new and used automobiles and light
duty trucks on the Business District Property.
12. Lang Sales Tax Reports: Within thirty days after the end of each Sales
Tax Year, Lang shall provide the City with a statement, accompanied by a summary
of the Gross Receipts for such year, in a form reasonably acceptable to the City,
signed by one of its officers, which shall also set forth the dollar amount of Sales Tax
Revenue paid to the State of Illinois for the benefit of the City during such 'Sales Tax
Year. The term "Gross Receipts," as used herein, shall have the same meaning as
that which is ascribed to it in the Retailers' Occupation Tax Act. The term "Sales
Tax Year," as used herein, shall mean the period of time commencing October 1,
2011 and continuing each succeeding fiscal year thereafter through the termination of
this Agreement.. Additionally, Lang shall maintain and have available for inspection
by the City copies of any and all Retailers' Occupation Tax returns, sales tax reports,
amendments, proofs of payment or any other Sales Tax Revenue information filed
with the State of Illinois or other appropriate governmental entity, which documents
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will be made available to the City for purposes of identifying Sales Tax Revenue
collected pursuant to this Agreement.
13. Department of Revenue Sales Tax Reports: The City shall use its best
efforts to obtain such Sales Tax Revenue information directly from the Illinois
Department of Revenue or the State of Illinois.
14. Determination of Rebate Amount: The City agrees to initially base
each Sales Tax Rebate on the data provided by Lang as to the amount of Sales Tax
Revenue paid to the Illinois Department of Revenue. However, any discrepancies
between the data provided by Lang and the data provided by the Illinois Department
of Revenue shall result in the Sales Tax Rebate being based upon the Illinois
Department of :[Revenue report. An underpayment of the Sales Tax Rebate; to Lang
by the City shall result in a corrective payment to Lang within 30 days of receipt of
the report for the period from the Illinois Department of Revenue. An overpayment
of the Sales Tax Rebate by the City to Lang shall result in a corrective payment by
Lang to the City within 30 days of notification of the discrepancy. In the event of
such an overpa-anent to Lang that has not been repaid to the City, the City shall have
the right to deduct from future Sales Tax Rebates an amount equal to such
overpayment.
15. Confidentiality of Financial Information: To the extent permitted by
law, the City shall endeavor to maintain the confidentiality of the information
contained in any financial reports submitted to the City by Lang, and other
information received by the City relating to Sales Tax Revenue, but shall be
permitted to disclose such information and documents to employees and consultants
as the City (except for any consultant that has a financial interest in any motor
vehicle dealership within the Chicago metropolitan area, which consultant shall not
be retained) in its sole discretion deems appropriate in order to monitor compliance
and audit this .Agreement. Lang understands and agrees that the provisions of this
Agreement shall be a matter of public record, as shall any and all payments to Lang
pursuant to this Agreement. Lang also agrees, upon the request of the City, to
furnish such consent, powers of attorney, or waivers as may be required by the
Illinois Department of Revenue to allow the Illinois Department of Revenue to
furnish to the City Sales Tax Revenue information concerning Lang's dealership
corporation(s).
16. Mutual Assistance: The City and Lang agree to do all things necessary
or appropriate to carry out the terms and provisions of this Agreement and to aid and
assist each other in carrying out the terms hereof.
17. Provisions Concerning_ Receipt by City: The receipt of Sales Tax
Revenue, either directly or indirectly, by the City from taxes paid by Lang's
dealership corporations or by a substitute business accepted by the City to the State
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of Illinois, as provided earlier in this Agreement, shall be a condition precedent to
any obligation of the City to pay any monies to Lang.
18. Governing Law and Notices: This Agreement shall be governed by the
laws of the County of McHenry, the State of Illinois, and the sole and exclusive
venue for any disputes arising out of this Agreement shall be the Twenty Second
Judicial Circuit, McHenry County, Illinois. Any notices required in this Agreement
shall be effective when in writing and three days after mailing by certified mail,
return receipt requested, or by delivering the same in person to any officers of such
party or by prepaid telegram or private overnight courier, when appropriate,
addressed to the; party to be notified.
All notices to the City shall be sent to:
City Administrator
City of McHenry
333 South Green Street
McHenry, Illinois 60050
With copies to:
City Attorney
David McArdle
Zukowski, Rogers, Flood & McArdle
50 Virginia Road
Crystal Lake, Illinois 60014
All notices to Lang shall be sent to:
Gary Lang
1103 S. Route 31
McHenry, Illinois 60050
Or to such other address as a party may designate for himself or itself by
notice given from time to time to the other parties in the manner provided herein.
19. Time is of the Essence: Time is of the essence of this Agreement. The
parties shall make every reasonable effort to expedite the subject matters hereof, and
they hereby acknowledge that the successful performance of this Agreement requires
their continued cooperation.
20. Remedies: In the event of a material breach of any of the germs and
conditions of this Agreement after reasonable prior notice which is or are not
thereafter prorrLptly cured, the non -breaching party shall have the right to terminate
this Agreement. In addition the non -breaching party shall have the right, by any
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action or proceeding at law or in equity, to secure the specific performance of the
covenants and agreements herein contained, may be awarded damages for failure of
performance or both and the prevailing party shall receive its costs and expenses,
including but not limited to its reasonable attorney's fees. The foregoing rights and
remedies shall be cumulative and not exclusive.
21. Casualty; Extension of Term: If operation of any or all of the motor
vehicle dealership operations on the Business District Property shall be interrupted or
if dealership operations shall cease due to casualty or force majeure prior to
termination of this Agreement then, in each such case, provided the conditions
hereinafter set forth in this paragraph 21 have been satisfied, the term of this
Agreement shall be automatically extended for a period equal to the period
commencing on the date of said casualty, or the date said force majeure commences
(as applicable), through the date of final completion of the reconstruction of the
damaged or destroyed facilities, or the date of cessation of said force majeure (if
applicable), and the payment obligations of the City hereunder shall, with respect to
the Sales Tax Revenue generated by the dealership corporation during said extended
term, continue for the duration of said period.
Provided Lang or his motor vehicle dealerships, as the case may be, is not in
default hereunder, the City shall continue to make any and all Sales Tax Rebates
during any period of reconstruction or force majeure referred to hereinabove to
which Lang would otherwise be entitled hereunder for said period.
Performance by any party hereunder shall not be deemed to be in default
where delay or defaults are due to war, insurrection, strikes, lockouts, riots, floods,
earthquakes, fires, casualties, acts of God, acts of the public enemy, respective
governmental ]laws and regulations, epidemics, quarantine, restrictions, freight
embargos or lack of transportation. An extension of time for any such cause shall be
for the period of the delay, which period shall commence to run from the tinge of the
commencement of the cause, provided that written notice by the party claiming such
extension is sent to the other party not more than thirty (30) days after the
commencement, of the cause or more than thirty (30) days after the party claiming
such extension could have first reasonably recognized the commencement of the
cause whichever is later.
22. Change in the Law.
A. The City and Lang acknowledge and agree that the City's
obligation to pay the Sales Tax Rebate in this Agreement is predicated on existing
Illinois law, including, without limitation, the Retailers' Occupation Tax Act, the
Service Use Tax Act, the Service Occupation Tax Act and the Use Tax Act
(including without limitation any vehicle lease tax that is substituted for a portion or
all of the foregoing). The parties further acknowledge that the General Assembly of
the State of Illinois has, from time to time, considered proposals to modify or
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eliminate the distribution of Sales Tax Revenue to Illinois municipalities. The
parties desire in paragraph B of this Section to make express provision for the effect
of any such change upon the operation of this Agreement.
B. In the event that the State of Illinois amends or repeals the
Retailers' Occupation Tax Act and/or any of the other taxes that affect Sales Tax
Revenue or makes any other promulgation, enactment or change in law ("Change in
Law") that limits, eliminates or renders unlawful the distribution of Sales Tax
Revenue to the City, or otherwise alters the distribution formula in a manner that
prevents the parties from determining with a reasonable degree of certainty the
precise amount of the Sales Tax Revenue that the City actually receives from the
State of Illinois, the provisions of this Agreement with regard to Sales Tax Revenue
generated from Lang's motor vehicle dealerships' operations on or after the effective
date of the Change in Law shall be modified. If the Change in Law results in
replacement taxes for the Sales Tax Revenue, directly or indirectly resulting from the
gross receipts of Lang's motor vehicle dealerships' operations as contemplated
hereunder, then, for purposes of this Agreement, such replacement taxes shall be
defined as Sales Tax Revenue, subject in all respects to the City's authority under
state law to provide for economic incentives based upon such replacement taxes, as
contemplated herein.
23. Entire Agreement: The instrument contains the entire Agreement
between the parties with respect to the transaction contemplated in this Agreement.
24. Severability and Indemnification: In the event any person or entity
challenges the validity of any recital, provision or covenant of this Agreement, the
City agrees to defend this Agreement, not take a position adverse to enforcement of
the same or enter into any settlement of any such action without the written consent
of Lang, provided Lang is not in breach of this Agreement. If any provision of this
Agreement is held invalid by a court of competent jurisdiction, after exhaustion of all
appeals or periods for appeal, such provision shall be deemed to be excised herefrom.
The invalidity of such provision shall not affect any of the other provisions contained
herein, to the extent found equitable by a court, and such judgment or decree shall
relieve the City from performance of only the provision(s) of this Agreement so
determined to be invalid. If the judgment or decree releases the City of its monetary
obligations under Section 8 of this Agreement, then this Agreement shall terminate.
Further, if such judgment or decree is made on or before June 1, 2011, Lang shall
immediately reimburse the City the full amount of Sales Tax Rebates received by
Lang which are: determined to have been wrongfully paid under this Agreement in
the judgment or decree. In the event any lawsuit is filed against the City relating in
any way to this Agreement, Lang shall indemnify and hold the City harmless for any
and all costs, attorneys' fees, expert fees, etc. incurred by the City in defending such
lawsuit.
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25. Amendment: This Agreement may not be amended, altered, or revoked
at any time, in whole or in part, unless such changes are agreed to in writing and
signed by all of the parties to this Agreement.
26. Binding On: This Agreement shall be binding on the parties, and their
respective successors, assigns, heirs, and legal representatives.
27. Section and Other Headings: Section or other headings contained in
this Agreement are for reference purposes only and shall not affect in any way the
meaning or interpretation of this Agreement.
28. Authorization to Execute: Lang warrants that he has full power and
authority to execute this Agreement. The Mayor and City clerk hereby warrant that
they have been lawfully authorized by the City Council of the City of McHenry to
execute this Agreement. Lang and the City shall deliver, upon request, to each other
at the respective times each affix their signatures hereto, copies of all resolutions,
ordinances or other documents required to legally evidence the authority to so
execute this Agreement on behalf of the respective parties.
29. Home Rule Status: The City anticipates that it will become a Home
Rule Unit within the meaning of Article 7, Section 6 of the Constitution of the State
of Illinois during the term of this Agreement. Lang hereby consents to the re-
authorization of this Agreement by the City after the change to home rule status
occurs. Lang shall cooperate with the City by executing any documents necessary to
effect such re -authorization.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement
on the date first above written.
ATTEST:
City Cler
Z:\M\McHenryCityof\L.angGary\Agreement.Lang 022709.doc
The City of McHenry
Mayor
Gary Lang
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