2025-12-01 - Resolution 2025-27 - AUTHORIZING THE VILLAGE MANAGER TO EXECUTE A LEASE AMENDMENT WITH BRI INCORPORATED FOR THE RESTAURANT LOCATED AT 48 RAUPP BLVDh,\*'r. - .D
BUFEAI.O
GROVE
RESOLUTION 2025.27
A RESOLUTION AUTHORIZING THE VILLAGE
MANAGER TO EXECUTE A LEASE
AMENDMENT WITH BRI INCORPORATED
FOR THE RESTAURANT LOCATED AT 48
RAUPP BLVD
WHEREAS the Village of Buffalo Crove is a home rule unit pursuant to the
lllinois Constitution of l97O; and
WHEREAS on December 5,20]6 the Village Board authorized the Village
Manager to execute a lease agreement ("Lease") with BRI lncorporated ("Tenant");
and
WHEREAS Salvatore Cardone is the sole shareholder, director and officer in
BRl, lncorporated; and
WHEREAS Salvatore Cardone has entered an agreement to sell one hundred
percent (1OO%) of the stock in BRl, lncorporated to Ceorge Stavropoulos, Frank Russo
and Vito Partipilo; and
WHEREAS the Lease provides that a change in ownership or voting control in
BRI lncorporated is considered an assignment pursuant to paragraph 39 of the
Lease and such requires the Village's written consent as an amendment to the Lease
("Lease Amendment").
NOWTHEREFORE BE tT RESOLVED bythe Presidentand Board of Trustees of the
Village of Buffalo Crove, Cook and Lake Counties, lllinois, as follows:
SECTION L The foregoing recitals are hereby adopted and incorporated and made a
part of this Resolution as if fully set forth herein.
SECTION 2. The Village Manager is hereby authorized and directed to execute the
attached Lease Amendment pending final review and approval by the Village
Attorney.
SECTION 3. This Resolution shall be in full force and effect from and after its passage
and approval.
ATTEST:
Si ratrian, Viila ge CIerk
OVED
ric N. Smi vit age PresidentJan
.. -i. Page I of I
':.-.^3.'''.: .) : - smart with heart.
50 Raupp Blvd, Buffalo Grove, lL 60089 \ 847-459-2500 vbg.org
AYES: 6 - Johnson. Richards. Cesario. Ottenheimer. Bocek. Weidenfeld
NAYES: O - None
ABSENT: 0- None
PASSED: Decemberl.2025
APPROVED: Pecemberl.2O2S
a\ -; -Sr,tAJllArl..
THIS AMENDMENT TO THE LEASE AGREEMENT dAtEd DECEMbET 5,2016 bEtWECN
the Viltage ofBuffalo Grove (Village) as Landlord and BRI, Incorporated, an Illinois corporation
(BRI) as Tenant for the property in the Buffalo Grove Golf course located at 48 Raupp Boulevard,
Buffalo Grove, Illinois (the premises) shall provide as follows:
RECITALS
WHEREAS the Village and BRI entered into a lease for the premises at 48
Raupp Boulevard, Buffalo Grove, Illinois where BRI operates a restaurant under
the name of Sal and 1'ony's ltalian.
WHEREAS Salvatore Caldone is the sole shareholder, director and officer
in BRI, Incorporated.
WHEREAS Salvatore Cardone has entered an agreement to sell one
hundred percent (10070) ofthe stock in BRI, Incorporated to George Stavropoulos,
Frank Russo and Vito PartiPilo.
WHEREAS the Lease Agreement for the premises provides that a change
in ownership or voting control in BRI is considered an assignment pursuant to
paragraph 39 of the l-ease Agreement and such requires the Village's written
consent.
NOW THEREF'ORE in consideration of the mutual promises herein, it is agreed as follows
L That paragraph 3 of thc Leasc Agreemcnt is hereby amcndetl to provide the 'l'cnant
with one ( I ) additional five (5) year option could extend the lease term to December
3t,204t.
2. That the last sentence of paragraph 3 of the Lease Agreement to wit:
"Notwithstanding anything to the contrary in the Section 3, i[ Salvatore Cardone
shall pass atvay then thc Lcssc shall automatically terminate" is stricken from the
Lease and no longer a lease term/covenant nor condition.
3. That paragraph 6 of the Lease Agreement is hereby amended and Salvatore
Cardone is hereby removed as a guarantor of the lease terms, covenants or
conditions and that George Stavropoulos, Frank Russo and Vito Partipilo shall
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guarantee the terms of the lease agreement effective upon execution of this
amendment.
+That paragraph 34 of the Lease Agreement is amended regarding Notice to the
Tenant as follows
To Tenant:BRl, Incorporated
do George Stavropoulos
48 Raupp Blvd.
Buff'alo Grove, lL 60089
With a copy to Edmund P. Wanderling
2505 S. Des Plaines Avenue
North Riverside, IL 60546
law6447 l.corr
5. That the Village consents to the stock transfer and change of voting control in the
Tenant Corporation from Salvatore Cardone to George Stavropoulos, Frank Russo
and vito Partipilo and this addendum shall constitute the Village's written consent
to such change as required in paragraph 39 ofthe [,ease Agreement.
6. That this Addendum and the personal guarantee set forth in paragraph 3 herein are
expressly contingent upon the following events:
(a) The corporation and its shareholders being approved and being
issued all necessary licenses to operate a restaurant/bar including all
required State, Local and Federal liquor licenses, business licenses
and gaming licenses.
(b) 'l'he sale of stock from Salvatore Cardone to George Stavropoulos,
Irrank Russo and Vito Partipilo closing and allofthe corporate stock
being transferred.
7. That the Tenant agrees to contribute to the sum of F'ifteen Thousand Dollars
($ 15,000.00) toward the remodeling ofthe patio area ofthe restaurant. The Tenant
shall pay the Village an additional One Thousand Two Hundred Fifty Dollars
($1,250.00) per month over and above the current rental payment starting April l,
2026 through March l, 2027. ln the event the Village does not remodel the patio,
any monies paid by ]'enant shall be refundcd to the Tenant through a rcnt crcdit to
be agreed upon by the parties
8. That all ofthe remaining terms, covenants, conditions and agreements in the Lease
Agreement for the premises shall remain in full force and effect.
2
IN WITNESS WHEREOF, the parties hereto have caused this,Amendment to the Lease
ag.""."ni U"t*een them to be'executed this il dav of N)u^l^-' ' zOzs'
By
VILLAG EOF BUFFALO GROVE'
An Illinois Municipal Corporation
t)Village Manager
BRI, Incorporated
GEORGE STA ULOS, President
Atlest:
I.'RANKRUSSO, Secrctary
Date: \
By,
Date:
,
r,-^<
GUARANTY
ln consideration of, and as an inducement for the granting, execution and delivery of
the within Lease dated as of December 5, 20'16, as amended (collectively, the "Lease"), by
VILLAGE OF BUFFALO GROVE, an lllinois municipal corporation the Landlord therein
named ("Landlord"), to and BRl, INCORPORATED. an lllinois corporation the tenant therein
named ("Tenant'), and in further consideration of the sum of One Dollar ($1.00) and other
good and valuable consideration paid by Landlord to the undersigned, GEORGE
STAVROPOULOS, FRANK RUSSO AND VITO PARTIPILO (hereinafter referred to
collectively as "Guarantor"), Guarantor hereby guarantees to Landlord, its successors and
assigns, the full and prompt payment of Rent and additional rent (including, but not limited
to, the Minimum Rent, Maintenance Expenses, taxes, utility charges, and all other costs,
fees or charges payable by Tenant under the Lease) and any and all other sums and charges
payable by Tenant and its successors and assigns, under the Lease, and the full, faithful
and prompt performance and observance of all the covenants, terms, conditions and
agreements therein provided to be performed and observed by Tenant and Tenant's
successors and assigns. Guarantor does hereby become surety to Landlord, its successors
and assigns for and with respect to all of the aforesaid obligations of Tenant under the Lease.
Guarantor hereby covenants and agrees to and with Landlord, its successors and assigns,
that if default shall at any time be made by Tenant, Tenant's representatives, successors
and assigns, in the payment of any such rent or other sums or charges payable by Tenant
under the Lease or in the performance of any of the covenants, terms, conditions or
agreements contained in the Lease, Guarantor will forthwith pay such Minimum Rent and
other sums or charges to Landlord, its successors and assigns, and any arrears thereof, and
will forthwith faithfully perform and fulfill all of such covenants, terms, conditions and
agreements, and will forthwith pay to Landlord all damages and all costs and expenses that
may arise in consequence of any default by Tenant, Tenant's representatives, successors
and assigns, under the Lease (including, without limitation, all attorneys' fees incurred by
Landlord or caused by any such default and/or by the enforcement of this Guaranty).
This Guaranty is an absolute and unconditional guaranty of payment and of
performance and is a surety agreement. Guarantor's liability hereunder is direct and may be
enforced without Landlord being required to resort to any other right, remedy, or security
and this Guaranty shall be enforceable against Guarantor, Guarantor's heirs, executors,
administrators, representatives, successors and assigns, without the necessity for any suit
or proceedings on Landlord's part of any kind or nature whatsoever against Tenant, Tenant's
heirs, executors, administrators, representatives, successors and aisigns, and without thenecessity of any notice of non-payment, non-performance or non-observance or thecontinuance of any such default or of any notice of acceptance of this Guaranty or ofLandlord's intention to act in reliance hereon or of any other notice or demand to which
Guarantor might otherwise be entifled, all of which Guarantor hereby expressly waives; andGuarantor hereby expressly agrees that the validity of this Guaranty and tne oblilations ofGuarantor hereunder shall in no way be terminated, affected or impaired by reas'on of theassertion or the failure to assert by Landlord against Tenant, or Tenant's heirs, executors,administrators, representatives, successors or assigns, of any of the rights or remedies
reserved to the Landlord pursuant to the provisions of the Lease.
This Guaranty shall be a continuing guaranty, and (whether or not Guarantor shall
have notice or knowledge of any of the following) the liability and obligation of Guarantor
hereunder shall be absolute and unconditional and shall remain in full force and effect
without regard to, and shall not be released, discharged or in any way impaired by (a) any
amendment or modification of, or supplement to, or extension or renewal of, the Lease or
any assignment or transfer thereof; (b) any exercise or non-exercise of any right, power,
remedy or privilege under or in respect of the Lease or this Guaranty or any waiver, consent
or approval by Landlord with respect to any of the covenants, terms, conditions or
agreements contained in the Lease or any indulgences, forbearances or extensions of time
for performance or observance allowed to Tenant from time to time and for any length of
time; (c) any bankruptcy, insolvency, reorganization, arrangement, readjustment,
composition, liquidation or similar proceeding relating to Tenant, Tenant's, representatives,
successors and assigns or its properties or creditors; (d) any limitation on the liability or
obligation of Tenant under the Lease or its estate in bankruptcy or of any remedy for the
enforcement thereof; resulting from the operation of any present or future provision of the
National Bankruptcy Act, Bankruptcy Code or other statute or from the decision of any court;
(e) any transfer by Tenant or any assignment of its interest under the Lease; or (f) the death
or incapacity of Tenant or any rndividual Guarantor.
All of the Landlord's rights and remedies under the Lease and under this Guaranty
are intended to be distinct, separate and cumulative and no such right and remedy therein
or herein mentioned is intended to be in exclusion of or a waiver of any of the others. No
termination of the Lease or taking or recovering of the premises leased thereby shall deprive
Landlord of any of its rights and remedies against Guarantor under this Guaranty. This
Guaranty shall apply to Tenant's obligations pursuant to any extension, renewal,
amendment, modification and supplement of or to the Lease, including but not limited to a
lease termination agreement, as well as to Tenant's obligations thereunder during the
original term thereof in accordance with the original provisions thereof.
As a further inducement to the Landlord to make and enter into the Lease and in
consideration thereof; Guarantor covenants and agrees that in any action or proceeding
brought on, under or by virtue of this Guaranty, Guarantor shall and does hereby waive trial
by jury
This Guaranty shall be legally binding upon Guarantor and Guarantor,s heirs,executors, administrators, representatives, successors and assigns. lf this Guaranty issigned by more than one person, all obligations hereunder shall beloint and several.
. The liability of Guarantor hereunder is irrevocable, continuing, absolute, independent
and unconditional and shall in.noway be affected by any circumstarice which mayconstitutea defense or legat or equitable dtscharge, in whole or in part, including, *,tnorl ti.itation,(a) the release or discharge of _Tenant or the impairment or modification of its liability in anycreditors', receivership, or bankruptcy proceeding or from any other cause whatsoever; (b)any alteration of or amendment to the Lease iegardless of whether such alteration oramendment has been consented to by the Guarant,or; (c) any sale, assignmeni, iuOtease,
l
pledge or mortgage of the rights of renant under the Lease; (d) any application or release
of any security or other guaranty given for the performance anO observante of the covenants
and conditions in the Lease on Tenant's part to be performed and observed; or (e) any
defense to enforcement of this Guaranty that Guarantor is entitled to assert and Guarantoi
hereby waives the right to assert any such defense including, but not limited to, those based
on (i) failure of Tenant to qualify to do business in the jurisdiction where the property subject
to lhe Lease is located, (ii) lack of corporate authority by Tenant to enter into ihe Lease or
to carry out the provisions of its Lease, (iii) lack of Tenant's due authorization, execution and
delivery of the Lease, (iv) unenforceability of the Lease against Tenant in accordance with
its terms, (v) any charter or bylaw provision or agreement, ltatute, rule or regulation bindingon Tenant which conflicts with renant's Lease or the performance of aiy obligation o-f
Tenant under Lease or (vi) any stay or other impediment to the exercise of Lindlorl's rights
hereunder resulting from any bankruptcy or other insolvency proceeding and in this res[ect
Guarantor recognizes Landlord's right to receive interest on any obligations guaranteed
hereby after the commencement of any such bankruptcy or insolvincy p-roceeoiig.
This Guaranty may be executed in any number of counterparts, each of which shall be
deemed an original, but all of which together shall be one in the same instrument. For purposes
of executing this Guaranty, any signed copy of this Guaranty may be transmifted by facsimile
machine or electronically by email and the signature of any party hereon shall, for purposes of
execution hereof, be considered an original signature. Any facsimile or electionic, email
mailing or delivery of this Guaranty shall, at the request of any party, be re-executed by the allparties in an original form, and no party shall raise the use of a facsimile machine or electronic,
email mailing or delivery or the fact that any signature was transmitted thereby, as a defense
to the effectiveness of this Guaranty.
(SIGNATURES AND NOTARIES APPEAR ON THE FOLLOWING PAGES)
lN WITNESS WHEREOF, Guarantor,
executed this Guaranty as of this \ t aay of
tendino to
k\t>;..-
be legally
204
bound he(reby, hastn
NAME: GEORGE STAVROPOULOS
ADDRESS: lOqtL,
Social Security Number:rd-f.L (*o (i't
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l/I,,-,L 0^-
NAME: FRA
ADDRESS:
NK SSO
Lr1 -Lri
Social Security Number:
NAME:VITO PA
ADDRESS:
S.f,rc'.,..- SA O/\.'-'1o Gr:c't )
L e,,\,c+\o eL (odoatBTTPTLOboszNO-t hAL
Social Security Number
3zq-56-c1)z8
l
STATE OF ILLINOIS
COUNTY OF NE
My Commission Expires
STATE OF ILLINOIS
couNTY or cgac
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)SS
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-_-..-B_.lol" me, a Notary pubric in and for the county and state aforesaid, GEORGESTAVROPOULOS personally appeared before me and acknowledged that she/he executedthe foregoing Personal Guaranty for the purposes therein stated'by signing their namesthereto.
GIVEN under my hand and Notarial Seal this /8 day ol ildr..t*,202,
fu.1*
N TARY PUBLIC
)
)SS
)
_..-^_Before me, a Notary Public in and for the County and State aforesaid, FRANKRusso personally appeared before me and acknowledged that she/he executed theforegoing Personal Guaranty for the purposes therein stated by signing their names thereto.
STATE OF ILLINOIS
COUNTY Op (oott
GIVEN under my hand and Notarial Seal this / d day of l*n*,20zt_
NOTARY PUBLIC
)
)ss
)
OFTICIAL SEAL
ROSITA PORTALATIN
tlofary Prtr.SHe o, flrb6
Cotrlta${at tlo. 21,725
Cocncrmn ErDir?s 0rcarn6ar l l . n27
Before me, a Notary pubric in and for the county and state aforesaid, vrroPARTIPIL-O personary appeared before me ano acrnowteoged that she/he executed theforegoing Personar Guaranty for the purposes ther"in rt"t"o by signing their names thereto.
GIVEN under my hand and Notarial Seal this 1?ol LL,,,,^t -,207s.day
NOT
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My Commission Expires:
RY PUBLIC
My Commission Expires: _
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ROS,TA
PuUic.olSLte lllrc6
21 725
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BUFEAI.O
GROVE
Ri h nh
WHERE !S the Village of Buffalo Crove is a home rule unit pursuant to the
lllinois Constitution of l97O; and
WHEREAS on December 5, 2016 the Village Board authorized the Village
Manager to execute a lease agreement ('Lease") with BRI lncorporated ("Tenant");
and
WHEREAS Salvatore Cardone is the sole shareholder, director and officer in
BEll, lncorporated; and
WHEREAS Salvatore Cardone has entered an agreement to sellone hundred
percent (lOO%) ofthe stock in BRl. lncorporated to Ceorge Stavropoulos, Frank Russo
and Vito Partipilo; and
WHEREAS the Lease provides that a change in ownership or voting control in
BRI lncorporated is considered an assignment pursuant to paragraph 39 of the
Lease and such requires the Village's written consent as an amendment to the Lease
("Lease Amendment").
NOW THEREFORE BE lT RESIOL\rED by the President and Board of Trustees of the
Village of Buffulo Crove, Cook and Lake Counties, lllinois, as follows:
SECTION l. The foregoing recitals are hereby adopted and incorporated and made a
part of this Resolution as if fully set forth herein.
SECTION 2. The Village Manager is hereby authorized and directed to execute the
attached Lease Amendment pending final review and approval by the Village
Attorney.
SECTION 3. This Resolution shall be in fullforce and effect from and after its passage
and approval.
O - None
O - None
December l. 2025
December l. 2025
n n I
ATTEST
!.-e,-I 4- S,.!A3i"+-
ViTIage Clerk ric N. Smi vit
VED
Jan Sirab tan,age President
RESOLUTTON 2025-27
A RESOLUTION AUTHORIZING THE VILLACE
MANAGER TO EXECUTE A LEASE
AMENDMENT WITH BRI INCORPORATED
FOR THE RESTAURANT LOCATED AT 48
RAUPP BLVD
AYES:
NAYES:
ABSENT:
PASSED:
APPROVED:
Pag. t of I
smart .,.,,ith hea rt
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