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TO: Mayor Thomas J. Weisner
FROM: Alayne M. Weingartz, Corporation Counsel
DATE: May 9, 2014
SUBJECT:
Requesting approval of the assignment of the guarantee, rights and responsibilities pursuant to the Development Agreement with Heartland Recycling LLC, for the CCDD facility on Route 25 between Sullivan and Mettle roads.
PURPOSE:
Due to a change in the structure of the entities currently owning and operating this CCDD facility, there is a need for the guarantors to be changed, and also to change the entity which carries the rights and responsibilities pursuant to the Development Agreement.
BACKGROUND:
As part of the original purchase, organization and development of this formerly City-owned site as a CCDD facility, the City required certain guarantees be in place, along with certain rights and responsibilities, all as set forth in the Development Agreement approved August 23, 2011, between Heartland Recycling LLC and the City of Aurora. All such guarantees were previously delivered in writing to the City as required pursuant to the Development Agreement. At this time, Heartland Recycling LLC desires to assign all of its rights and responsibilities to a new entity, Heartland Recycling--Aurora CCDD. Thus there is a corresponding need to likewise change the guarantors involved, and issue new guarantees replacing certain of the former executed and accepted guarantees already in place, as well as an acceptance by the new entity undertaking all of the rights and responsibilities provided in the Development Agreement.
DISCUSSION:
The Development Agreement provides, at Section IV (D) thereof, the process for proposing an assignment. Outside Counsel has reviewed all of the documentation required to be provided for said assignment, and has found the supporting documentation supplied by Heartland to be satisfactory. Specifically, the requirements contained within the Development Agreement when an assignment is proposed include required documentation providing information relative to the financial responsibility and general reputation of the proposed assignee, documentation showing the assumption of all obligations and duties, conditions placed upon the development of the site, verification the assignee will not seek any operational or other permits from the IEPA without first acquiring City approval, etc. Additionally, there is written acceptance of the fact that the original developer shall remain primarily responsible for all obligations and liabilities under the Development Agreement.
IMPACT STATEMENT:
This assignment, if approved, should have no impact on City staff or services provided.
RECOMMENDATIONS:
I request the proposed Resolution be adopted.
cc: Alderman O'Connor, Chairman
Alderman Mervine
Alderman Bohman
Alderman Peters, Alternate
CITY OF AURORA, ILLINOIS
RESOLUTION NO. _________
DATE OF PASSAGE ________________
title
A Resolution Accepting an Assignment of Guaranty and Rights and Responsibilities for the Development Agreement for the property located at Route 25 and Mettel Road, commonly known as Heartland Recycling Aurora CCDD.
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WHEREAS, the City of Aurora has a population of more than 25,000 persons and is, therefore, a home rule unit under subsection (a) of Section 6 of Article VII of the Illinois Constitution of 1970; and
WHEREAS, subject to said Section, a home rule unit may exercise any power and perform any function pertaining to its government and affairs for the protection of the public health, safety, morals, and welfare; and
WHEREAS, Heartland Recycling LLC and the City of Aurora entered into a Development Agreement via Resolution R11-233, dated August 23, 2011, and as part of that Agreement, Heartland was required to execute certain guarantees, and assume certain responsibilities with regard to developing the property at Route 25 between Sullivan and Mettel roads as a CCDD facility.
WHEREAS, Heartland did execute all required guarantees and has assumed all rights and responsibilities contained within said Development Agreement.
WHEREAS, Heartland Recycling LLC now desires to assign its rights and responsibilities, as well as its guarantor responsibilities, to a new entity known as Heartland Recycling--Aurora CCDD, LLC
WHEREAS, the documentation required by the Development Agreement for approval of such an assignment of guarantee and rights and responsibilities has been submitted and found to meet the requirements contained within the Development Agreement, a copy of the Assignment and Guarantee is attached hereto as Exhibit "A".
NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Aurora, Illinois, as follows: That the Assignment of Developer Heartland Recycling LLC's Interest in the Guaranty and Development Agreement Rights and Responsibilities to Heartland Recycling--Aurora CCDD, as set forth in Exhibit "A" attached hereto and incorporated herein, is hereby approved.
PASSED AND APPROVED on ______________.
AYES ____ NAYS ____ NOT VOTING ____ ABSENT ____
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Alderman Bohman, Ward 1 Alderman Garza, Ward 2
____________________________ __________________________
Alderman Mesiacos, Ward 3 Alderman Donnell, Ward 4
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Alderman Peters, Ward 5 Alderman Saville, Ward 6
____________________________ __________________________
Alderman Hart-Burns, Ward 7 Alderman Mervine, Ward 8
____________________________ __________________________
Alderman Bugg, Ward 9 Alderman Johnson, Ward 10
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Alderman Irvin, At Large Alderman O'Connor, At Large
ATTEST:
____________________________ __________________________
City Clerk Mayor
Exhibit "A" Assignment and Guarantee attached hereto.