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1989-109Y - ORDINANCE NUMBER 89 -109 AN ORDINANCE providing for the issue of $4,000,000 General Obligation Corporate Purpose Bonds, Series 1989, of the Village of Buffalo Grove, Lake and Cook Counties, Illinois, and for the levy and collection of a direct annual tax for the payment of the principal of and interest on said bonds. WHEREAS, the Village of Buffalo Grove, Lake and Cook Counties, Illinois (the "Municipality "), has a population of more than 25,000, and in accordance with the provisions of Section 6(a) of Article VII of the 1970 Constitution of the State of Illinois (the "Constitution "), the Municipality is a -home rule unit and, as such, may exercise any power or perform any function pertaining to its government and affairs including, but not limited to, the power to tax and to incur debt; and WHEREAS, the President and Board of Trustees of the Municipality (the "Corporate Authorities ") have heretofore and do hereby determine that it is necessary and in the best interests of the Municipality to borrow money for general corporate pur- poses (the "Project "); and WHEREAS, pursuant to the provisions of Section 6(d) of Article VII of the Constitution, the Municipality has the power to incur debt payable from ad valorem property tax receipts or from any other lawful source and maturing within forty (40) years from the time it is incurred without prior referendum approval; and o 0 r I WHEREAS, the Corporate Authorities hereby find and determine that it is necessary for the welfare of the government and affairs of the Municipality, is a proper public purpose and is in the public interest that the sum of $4,000,000 be borrowed at this time for the payment of the cost of the Project, and in evidence of such indebtedness, full faith and credit bonds of the Municipality in the principal amount of $4,000,000 be issued: NOW, THEREFORE, Be It Ordained by the President and Board of Trustees of the Village of Buffalo Grove, Lake and Cook Counties, Illinois, in the exercise of its home rule powers, as follows: Section 1. Incorporation of Preambles. The Corporate Authorities hereby find that all of the recitals contained in the preambles to this ordinance are full, true and correct and do incorporate them into this ordinance by this reference. Section 2. Authorization. The Corporate Authorities hereby find that the Municipality is authorized to issue its general obligation bonds to the amount of $4,000,000 for the pur- pose of paying the cost of the Project. Section 3. Bond Details. There be borrowed on the credit of and for and on behalf of the Municipality the sum of $4,000,000 for the payment of the cost of the Project and bonds of the Municipality (the "Bonds ") shall be issued in said amount and shall be designated "General Obligation Corporate Purpose Bonds, Series 1989." The Bonds shall be dated December 15, 1989, -2- Elk and shall also bear the date of authentication, shall be in fully registered form, shall be in denominations of $5,000 each or authorized integral multiples thereof (but no single Bond shall represent installments of principal maturing on more than one date), shall be numbered 1 and upward, and the Bonds shall become due and payable (subject to prior redemption as hereinafter set forth) on December 30 of each of the years, in the amounts and bearing interest per annum as follows: Year of Principal Rate of Maturity Amount Interest 1992 $ 25,000 7.75% 1993 35,000 8.00% 1994 50,000 8.00% 1995 65,000 8.00% 1996 80,000 8.00% 1997 95,000 6.25% 1998 115,000 6.30% 1999 135,000 6.40% 2000 155,000 6.50% 2001 180,000 6.50% 2002 210,000 6.60% 2003 240,000 6.60% 2004 270,000 6.70% 2005 305,000 6.80% 2006 340,000 6.80% 2007 370,000 6.90% 2008 405,000 6.90% 2009 440,000 6.90% 2010 485,000 6.90% The Bonds shall bear interest from their date or from the most recent interest payment date to which interest has been paid or duly provided for, until the principal amount of the Bonds is paid, such interest (computed upon the basis of a 360 - day year of twelve 30 -day months) being payable on the thirtieth days of June and December of each year, commencing on June 30, -3- o • 1990. Interest on each Bond shall be paid by check or draft of the United Bank of Illinois, National Association, Rockford, Illinois, as paying agent (the "Paying Agent "), payable upon presentation in lawful money of the United States of America, to the perscn in whose name such Bond is registered at the close of business on the 15th day of the month of the interest payment date. The principal of the Bonds shall be payable in lawful money of the United States of America at the principal office of the Paying Agent. The seal of the Municipality shall be affixed to or printed on each of the Bonds, and the Bonds shall be signed by the duly authorized facsimile signature of the President of the Municipality and attested by the duly authorized facsimile signature of the Village Clerk of the Municipality, and in case any officer whose signature shall appear on any Bond shall cease to be such officer before the delivery of such Bond, such signature shall nevertheless be valid and sufficient for all purposes, the same as if such officer had remained in office until delivery. All Bonds shall have thereon a certificate of authen- tication substantially in the form hereinafter set forth duly executed by Municipal Services Corporation, Countryside, Illinois (the "Bond Registrar "), as authenticating agent of the Munici- pality for the Bonds and showing the date of authentication. No Bond shall be valid or obligatory for any purpose or be entitled -4- e • I I to any security or benefit under this ordinance unless and until such certificate of authentication shall have been duly executed by the Bond Registrar by manual signature and such certificate of authentication upon any such Bond shall be conclusive evidence that such Bond has been authenticated and delivered under this ordinance. The certificate of authentication on any Bond shall be deemed to have been executed by the Bond Registrar if signed by an authorized officer of the Bond Registrar, but it shall not be necessary that the same officer sign the certificate of authentication on all of the Bonds issued hereunder. Section 4. Registration of Bonds; Persons Treated as Owners. The Municipality shall cause books (the "Bond Register ") for the registration and for the transfer of the. Bonds as pro- vided in this ordinance to be kept at the principal office of the Bond Registrar, which is hereby constituted and appointed the registrar of the Municipality for this issue. The Municipality is authorized to prepare, and the Bond Registrar shall keep custody of, multiple Bond blanks executed by the Municipality for use in the transfer and exchange of Bonds. Upon surrender for transfer of any Bond at the princi- pal office of the Bond Registrar, duly endorsed by, or accom- panied by a written instrument or instruments of transfer in form satisfactory to the Bond Registrar and duly executed by, the registered owner or his attorney duly authorized in writing, the Municipality shall execute and the Bond Registrar shall authenti- MC � s cate, date and deliver in the name of the transferee or trans- ferees a new fully registered Bond or Bonds of the same maturity of authorized denominations, for a like aggregate principal amount. Any fully registered Bond or Bonds may be exchanged at said office of the Bond Registrar for a like aggregate principal amount of Bond or Bonds of the same maturity of other authorized denominations. The execution by the Municipality of any fully registered Bond shall constitute full and due authorization of such Bond and the Bond Registrar shall thereby be authorized to authenticate, date and deliver such Bond, provided, however, that the principal amount of outstanding Bonds of each maturity auth- enticated by the Bond Registrar shall not exceed the authorized principal amount of Bonds for such maturity less previous retire- ments. The Bond Registrar shall not be required to transfer or exchange any Bond during the period beginning at the close of business on the fifteenth .day of the month of any interest pay- ment date on such Bond and ending on such interest payment date nor to transfer or exchange any Bond after notice calling such Bond for redemption has been mailed, nor during a period of fifteen (15) days next preceding mailing of a notice of redemp- tion of any Bonds. The person in whose name any Bond shall be registered shall be deemed and regarded as the absolute owner thereof for all purposes, and payment of the principal of or interest on any r r � • t i Bond shall be made only to or upon the order of the registered owner thereof or his legal representative. All such payments shall be valid and effectual to satisfy and discharge the liabil- ity upon such Bond to the extent of the sum or sums so paid. No service charge shall be made for any transfer or exchange of Bonds, but the Municipality or the Bond Registrar may require payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in connection with any transfer or exchange of Bonds except in the case of the issuance of a Bond or Bonds for the unredeemed portion of a Bond surren- dered for redemption. Section 5. Redemption. Bonds maturing on and after December 30, 1998, shall be subject to redemption prior to maturity at the option of the Municipality as a whole, or in part in integral multiples of $5,000 in any order of maturity as determined by the Village (less than all of the Bonds of a single maturity to be selected by lot by the Bond Registrar), on December 30, 1997, and on any date thereafter, at the redemption price of par plus accrued interest to the redemption date. The Bonds shall be redeemed only in the principal amount of $5,000 and integral multiples thereof. The Municipal- ity shall, at least forty -five (45) days prior to the redemption date (unless a shorter time period shall be satisfactory to the Bond Registrar) notify the Bond Registrar of such redemption date and of the principal amount and maturity or maturities of the -7- Pj t Bonds to be redeemed. For purposes of any redemption of less than all of the outstanding Bonds of a single maturity, the par- ticular Bonds or portions of Bonds to be redeemed shall be selected not more than sixty (60) days prior to the redemption date by the Bond Registrar, from the outstanding Bonds of such maturity and by lot by providing for the selection for redemption of Bonds or portions of Bonds in principal amounts of $5,000 and integral multiples thereof. The Bond Registrar shall promptly notify the Municipal- ity in writing of the Bonds or portions of Bonds selected for redemption and, in the case of any Bond selected for partial redemption, the principal amount thereof to be redeemed. Section 6. Redemption Procedure. Unless waived by any owner of Bonds to be redeemed, notice of the call for any such redemption shall be given by the Bond Registrar on behalf of the Municipality by mailing.the redemption notice by registered or certified mail at least thirty (30) days and not more than sixty (60 ) days prior to the date fixed for redemption to the regist- ered owner of the Bond or Bonds to be redeemed at the address shown on the Bond Register or at such other address as is fur - nished in writing by such registered owner to the Bond Registrar. All notices of redemption shall state: (1) the redemption date, (2) the redemption price, (3) if less than all outstanding Bonds are to be redeemed, the identification (and, in the case of par- e tial redemption, the respective principal amounts) of the Bonds to be redeemed, (4) that on the redemption date the redemption price will become due and payable upon each such Bond or portion thereof called for redemption, and that interest thereon shall cease to accrue from and after said date, and (5) the place where such Bonds are to be surren- dered for payment of the redemption price, which place of payment shall be the principal office of the Paying Agent. Prior to any redemption date, the Municipality shall deposit with the Paying Agent an amount of money sufficient to pay the redemption price of all the Bonds or portions of Bonds which are to be redeemed on that date. Notice of redemption having been given as aforesaid, the Bonds or portions of Bonds so to be redeemed shall, on the redemption date, become due and payable at the redemption price therein specified, and from and after such date (unless the Muni- cipality shall. default in the payment of the redemption price) such Bonds or portions of Bonds shall cease to bear interest. Upon .surrender of such Bonds for redemption in accordance with said notice, such Bonds shall be paid by the Bond Registrar at the redemption price. Installments. of interest due on or prior to the redemption date shall be payable as herein provided for payment of interest. Upon surrender for any partial redemption of any Bond, there shall be prepared for the registered owner a new Bond or Bonds of the same maturity in the amount of the un- paid principal. o • If any Bond or portion of Bond called for redemption shall not be so paid upon surrender thereof for redemption, the principal shall, until paid, bear interest from the redemption date at the rate borne by the Bond or portion. of Bond so called for redemption. All Bonds which have been redeemed shall be cancelled and destroyed by the Bond Registrar and shall not be reissued. Section 7. Form of Bond. The Bonds shall be prepared in compliance with the National Standard Specifications for Fully Registered Municipal Securities prepared by the American National Standards Institute and shall be in substantially the following form; provided, however, that if the text of the Bond is to be printed in its entirety on the front side of the Bond, then para- graph [2) and the legend, "See Reverse Side for Additional Pro- visions", shall be omitted and paragraphs [6] through [11] shall be inserted immediately after paragraph [1]: -10- o • (Form of Bond - Front Side) REGISTERED NO. I REGISTERED e UNITED STATES OF AMERICA STATE OF ILLINOIS COUNTIES OF LAKE AND COOK VILLAGE OF BUFFALO GROVE GENERAL OBLIGATION CORPORATE PURPOSE BOND, SERIES 1989 :See Reverse Side: :for Additional :Provisions Interest Maturity Dated Rate: % Date: December 30, _ Date: December 15, 1989 CUSIP:. Registered Owner: Principal Amount: [1] KNOW ALL MEN BY THESE PRESENTS, that the Village of Buffalo Grove, Lake and Cook Counties, Illinois (the "Municipal- ity"), hereby acknowledges itself to owe and for value received promises to pay to the Registered Owner identified above, or registered assigns as hereinafter provided, on the Maturity Date identified above, the Principal Amount identified above and to pay interest (computed on the basis of a 360 -day year of twelve 30 -day months) on such Principal Amount from the date of this Bond or from the most recent interest payment date to which interest has been paid at the Interest Rate per annum set forth -11- o • .above on June 30 and December 30 of each year, commencing June 30, 1990, until said Principal Amount is paid. Principal of this Bond is payable in lawful money of the United States of America at the principal office of the United Bank of Illinois, National Association, Rockford, Illinois, as paying agent (the "Paying Agent "). Payment of the installments of interest shall be made to the Registered Owner hereof as shown on the registration books of the Municipality maintained by Municipal Services Corporation, Countryside, Illinois (the "Bond Registrar "), at the close of business on the 15th day of the month of each interest payment date and shall be paid by check or draft of the Paying Agent, payable upon presentation in lawful money of the United States of America, mailed to the address of such Registered Owner as it appears on such registration books or at such other address furnished in writing by such Registered Owner to the Bond Regis- trar. For the prompt payment of this Bond, both principal and interest at maturity, the full faith, credit and resources of the Municipality are hereby irrevocably pledged. [2] Reference is hereby made to the further provisions of this Bond set forth on the reverse hereof and such further provisions shall for all purposes have the same effect as if set forth at this place. [3] It is hereby certified and recited that all condi- tions, acts and things required by law to exist or to be done precedent to and in the issuance of this Bond did exist, have -12- happened, been done and. performed in regular and due form and time as required by law; that the indebtedness of the Municipal- ity, including the issue of Bonds of which this is one, does not exceed any limitation imposed by law; and that provision has been made for the collection of a direct annual tax sufficient to pay the.interest hereon as it falls due and also to pay and discharge the principal hereof at maturity. [4) This Bond shall not be.valid or become obligatory for any purpose until the certificate of authentication hereon shall have been signed by the Bond Registrar. [5) IN WITNESS WHEREOF, said Village of Buffalo Grove, Lake and Cook Counties, Illinois, by its President and Board of Trustees, has caused its corporate seal to be imprinted by facsimile hereon or hereunto affixed, and this Bond to be signed by the duly authorized facsimile signature of the President of the Municipality and attested by the duly authorized facsimile signature of the Village Clerk of the Municipality, all as of the Dated Date identified above. (SEAL) Attest: (Facsimile Signature) Village Clerk -13- (Facsimile Signature) President 0 F l Date of Authentication: , CERTIFICATE Bond Registrar: Municipal Services OF Corporation, Countryside, Illinois AUTHENTICATION Paying Agent: United Bank of Illinois, National Association, Rockford, Illinois This Bond is one of the Bonds described in the within mentioned ordinance and is one of the General Obligation Corporate Pur- pose Bonds, Series 1989, of the Village of Buffalo Grove, Lake and Cook Counties, Illinois. Municipal Services Corporation as Bond Registrar By (Manual Signature) Authorized Officer [Form of Bond - Reverse Side] Village of Buffalo Grove Lake and Cook Counties, Illinois General Obligation Corporate Purpose Bond, Series 1989 [6] This Bond is one of a series of Bonds issued by the Municipality for general corporate purposes, pursuant to and in all respects in compliance with the applicable provisions of Section 6 of Article VII of the Constitution of the State of Illinois, and in compliance with an ordinance, which has been duly passed by the President and Board of Trustees of the Municipality, approved by the President of the Municipality, and -14- o • published, pursuant to the home rule powers of the Municipality (the "Bond Ordinance "), in all respects as by law required. [7) Bonds of the issue of which this Bond is one matu- ring on and after December 30, 1998, are subject to redemption prior to maturity at the option of the - Municipality as a whole, or in part in integral multiples of $5,000 in any order of maturity as determined by the Village (less than all the Bonds of a single maturity to be selected by lot by the Bond Registrar), on December 30, 1997, and on any date thereafter, at the redemp- tion price of par plus accrued interest to the redemption date. [8) Notice of any such redemption shall be sent by registered or certified mail not less than thirty (30) days nor more than sixty (60) days prior to the date fixed for redemption to the registered owner of each Bond to be redeemed at the address shown on the registration books of the Municipality main- tained by the Bond Registrar or at such other address as is furnished in writing by such registered owner to the Bond Regis- trar. When so called for redemption, this Bond will cease to bear interest on the specified redemption date, provided funds for redemption are on deposit at the place of payment at that time, and shall not be deemed to be outstanding. [9] This Bond is transferable by the Registered Owner hereof in person or by his attorney duly authorized in writing at the principal office of the Bond Registrar in Countryside, Illinois, but only in the manner, subject to the limitations and -15- 0 • . I upon payment of the charges provided in the Bond Ordinance, and upon surrender and cancellation of this Bond. Upon such transfer a new Bond or Bonds of authorized denominations of the same maturity and for the same aggregate principal amount will be issued to the transferee in exchange therefor. [10] The Bonds are issued in fully registered form in the denomination of $5,000 each or authorized integral multiples thereof. This Bond may be exchanged at the principal office of the Bond Registrar for like aggregate principal amount of Bonds of the same maturity of other authorized denominations, upon the terms set forth in the Bond Ordinance. The Bond Registrar shall not be required to transfer or exchange any Bond during the period beginning at the close of business on the fifteenth day of the month of any interest payment date on such Bond and ending on such interest payment date nor to transfer or exchange any Bond after notice calling such Bond for redemption has been mailed, nor during a period of fifteen days next preceding mailing of a notice of redemption of any Bonds. [11] The Municipality, the Paying Agent and the Bond Registrar may deem and treat the Registered Owner hereof as the absolute owner hereof for the purpose of receiving payment of or on account of principal hereof and interest due hereon and for all other purposes and neither the Municipality, the Paying Agent. nor the Bond Registrar shall be affected by any notice to the contrary. -16- o • (ASSIGNMENT) FOR VALUE RECEIVED, the undersigned sells, assigns and transfers unto (Name and Address of Assignee) the within Bond and does hereby irrevocably constitute and appoint attorney to transfer the said Bond on the books kept for regis- tration thereof with full power of substitution in the premises. Dated: Signature guaranteed: NOTICE: The signature to this assignment must correspond with the name of the Registered Owner as it appears upon the face of the within Bond in every particular, without alteration or enlargement or any change whatever. Section 8. Sale of Bonds. The Bonds hereby authorized shall be executed as in this ordinance provided as soon after the passage hereof as may be, and thereupon, be deposited with the Treasurer of the Municipality, and be by said Treasurer delivered to The Northern Trust Company, Chicago, Illinois, the purchaser thereof, upon receipt of the purchase price therefor, the same being $3,960,018, plus accrued interest to date of delivery; the contract for the sale of the Bonds heretofore entered into is in all respects ratified, approved and confirmed, it being hereby found and determined that said contract is in the best interests of the Municipality and that no person holding an office of the Municipality, either by election or appointment, is in any manner interested, either directly or indirectly, in his own name or in -17- E__ c: the name of any other person, association, trust or corporation, in said contract for the purchase of the Bonds. Section 9. Tax Levy. In order to provide for the collection of a direct annual tax sufficient to pay the interest on the Bonds as it falls due, and also to pay and discharge the principal thereof at maturity, there be and there is hereby lev- ied upon all the taxable property within the Municipality a direct annual tax for each of the years while the Bonds or any of them are outstanding, in amounts sufficient for that purpose, and that there be and there is hereby levied upon all of the taxable property in the Municipality, the following direct annual tax, to -wit: For the Year Tax Sufficient to Produce the Sum of: 1989 $284,255.21 for interest up to and in- cluding December 30, 1990 1990 $272,885.00 for interest 1991 $297,885.00 for interest and principal 1992 $305,947.50 for interest and principal 1993 $318,147.50 for interest and principal 1994 $329,147.50 for interest and principal 1995 $338,947.50 for interest and principal 1996 $347,547.50 for interest and principal 1997 $361,610.00 for interest and principal 1998 $374,365.00 for interest and principal 1999 $385,725.00 for interest and principal 2000 $400,650.00 for interest and principal 2001 $418,950.00 for interest and principal 2002 $435,090.00 for interest and principal 2003 $449,250.00 for interest and principal 2004 $466,160.00 for interest and principal 2005 $480,420.00 for interest and principal 2006 $487,300.00 for interest and principal 2007 $496,770.00 for interest and principal 2008 $503,825.00 for interest and principal 2009 $518,465.00 for interest and principal -18- o • Principal or interest maturing at any time when there are not sufficient funds on hand from the foregoing tax levy to pay the same shall be paid from the general funds of the Munici- pality, and the fund from which such payment was made shall be reimbursed out of the taxes hereby levied when the same shall be collected. The Municipality covenants and agrees with the pur- chasers and the holders of the Bonds that so long as any of the Bonds remain outstanding, the Municipality will take no action or fail to take any action which in any way would materially adversely affect the ability of the Municipality to levy and collect the foregoing tax levy and the Municipality and its officers will comply in all material aspects with all present and future applicable laws in order to assure that the foregoing taxes will be levied, extended and collected as provided herein and deposited in the fund established to pay the principal of and interest on the Bonds. Section 10. Filing of Ordinance. Forthwith upon the passage of this ordinance, the Village Clerk of the Municipality is hereby directed to file a certified copy of this ordinance with the County Clerks of The Counties of Lake and Cook, Illinois, and it shall be the duty of said County Clerks to annually in and for each of the years 1989 to 2009, inclusive, ascertain the rate necessary to produce the tax herein levied, and e. -tend the same for collection on the tax books against all -19- • • of the taxable property within the Municipality in connection with other taxes levied in each of said years for general corpor- ate purposes, in order to raise the respective.amounts aforesaid and in each of said years such annual tax shall be computed, extended and collected in the same manner as now or hereafter provided by law for the computation, extension and collection of taxes for general corporate purposes of the Municipality, and when collected, the taxes hereby levied shall be placed to the credit of a special fund to be designated "Corporate Purpose Bond and Interest Fund of 1989" (the "Bond Fund "), which fund is hereby irrevocably pledged to and shall be used only for the purpose of paying the principal of and interest on the Bonds. Section 11: Creation of Funds and Appropriations. The accrued interest received upon the sale of the Bonds is hereby appropriated for the purpose of paying such interest due on the Bonds, and, to that end, is hereby ordered deposited into the Bond Fund, which fund shall be the fund for the payment of prin- cipal of and interest on the Bonds. Taxes received for the pay- ment of the Bonds shall be deposited into the Bond Fund and used solely and only for paying the Bonds. Interest received from deposits in the Bond Fund shall, at the discretion of the Cor- porate Authorities, either be transferred to the General Corpo- rate Fund of the Municipality or be retained in the Bond Fund for payment of the principal of or interest on the Bonds on the interest payment date next after such interest is received. -20- e • The balance of the principal proceeds of the Bonds shall be deposited into the "Series 1989 Bond Proceeds Fund" (the "Project Fund "), hereby created; and disbursements shall be made from the Project Fund only for the purposes for which the Bonds are being issued and for which such principal proceeds are hereby appropriated. Interest received from deposits in the Project Fund shall, at the discretion of the Corporate Authorities, either be transferred to the Bond Fund for payment of the princi- pal of or interest on the Bonds on the interest payment date next after such interest is received or be retained in the Project Fund. Section 12. Non- Arbitrage and Tax - Exemption. One purpose of this Section is to set forth various facts regarding the Bonds and to establish the expectations of the Corporate Authorities and the Municipality as to future events regarding the Bonds and the use of Bond proceeds. The certifications and representations made herein and at the time of the issuance of the Bonds are intended, and may be relied upon, as certifications and expectations described in Section 1.103- 13(a)(2)(ii) of the U.S. Treasury Regulations dealing with arbitrage and rebate (the "Regulations "). The covenants and agreements contained herein and at the time of the issuance of the Bonds are made for the benefit of the owners from time to time of the Bonds. The Cor- porate Authorities and the Municipality agree, certify, covenant and represent as follows: -21- C. (1) The Bonds are being issued costs of the Project, and all of the ceived upon the sale of the Bonds, plus ment earnings thereon (the "Proceeds "), for the purposes for which the Bond s issued. to pay the amounts re- all invest - are needed are being (2) The Municipality has entered, or will within six months from the date of issue of the Bonds enter, into binding contracts or commitments obligating it to spend at least $100,000 for con- structing, acquiring and equipping the Project. It is expected that the work of acquiring, construct- ing and equipping the Project will continue to proceed with due diligence through December 15, 1992, at which time all of the Proceeds will have been spent. (3) The Municipality has on hand no funds which could legally and practically be used for the Project which are not pledged, budgeted, earmarked or otherwise necessary to be used for other pur- poses Accordingly, no portion of the Proceeds will be used (i) directly or indirectly to replace funds of the Municipality or any agency, department or division thereof that could be used for the Pro- ject, or (ii) to replace any proceeds of any prior issuance of obligations by the Municipality. No portion of the Bonds is being issued solely for the purpose of investing the Proceeds at a Yield higher than the Yield on the Bonds. For purposes of this Section, "Yield" means that yield (i.e., discount rate) which when used in computing the present worth of all payments of principal and interest to be paid on an obligation (using semi - annual com- pounding on the basis of a 360 -day year) produces an amount equal to its purchase price, including accrued interest. (4) All proceeds of the Bonds will be de- posited in the Project Fund or will be deposited in the Bond Fund and used to pay the first interest due on the Bonds. Earnings on investment of moneys in a fund will be credited to that fund or, to the extent permitted by law, will be transferred to the operating funds of the Municipality. Project costs, including issuance costs of the Bonds, will be paid from the Project Fund, and no other moneys are expected to be deposited therein. Interest on and principal of the Bonds will be paid from the :W*z Bond Fund. No Proceeds will be used more than 30 days after the date of issue of the Bonds for the purpose of paying any principal or interest on any issue of bonds (except for the Bonds), notes, cer- tificates or warrants or on any installment con- tract or other obligation of the Municipality or for the purpose of replacing any funds of the Muni- cipality used for such purpose. (5) The Bond Fund is established to achieve a proper matching of revenues and earnings with debt service in each bond year. Other than any Proceeds or any amounts held to pay principal of matured Bonds that have not been presented for payment, it is expected that any moneys deposited in the Bond Fund will be spent within the 12 -month period be- ginning on the date of deposit therein. Any earn- ings from the investment of amounts in the Bond Fund will be spent within a one -year period begin- ning on the date of receipt of such investment earnings. Other than any Proceeds or any amounts held to pay principal of matured Bonds that have not been presented for payment, it is expected that the Bond Fund will be depleted at least once a year, except for a reasonable carryover amount not to exceed the greater of (i) one - year's earnings on the investment of moneys in the Bond Fund, or (ii) in the aggregate, one- twelfth (1 /12th) of the annual debt service on the Bonds. (6) Other than the Bond Fund, no funds or accounts have been or are expected to be estab- lished, and no moneys or property have been or are expected to be pledged (no matter where held or the source thereof) which will be available to pay, directly or indirectly, the Bonds or restricted so as to give reasonable assurance of their avail - ability for such purposes. No property of any kind is pledged to secure, or is available to pay, obli- gations of the Municipality to any credit enhancer or liquidity provider. (7) (a) All amounts on deposit in the.Project Fund or the Bond Fund and all Proceeds, no matter in what funds or accounts deposited ( "Gross Pro- ceeds"), to the extent not exempted in (b) below, and all amounts in any fund or account pledged directly or indirectly to the payment of the Bonds which will be available to pay, directly or in- directly, the Bonds or restricted so as to give -23- o • reasonable assurance of their availability for such purpose contrary to the expectations set forth in (6) above, shall be invested at market prices and at a Yield not in excess of the Yield on the Bonds plus, for amounts in the Project Fund only, 1/8 of 1%. (b) The following may be invested without Yield restriction: (i) amounts invested in obligations described in Section 103(a) of the Internal Revenue Code of 1986 (the "Code ") (but not specified private acti- vity bonds as defined in Section 57(a)(5)(C) of the Code) the interest on which is not includable in the gross income of any owner thereof for federal income tax purposes ( "Tax- Exempt Obligations "); (ii) amounts deposited in the Bond Fund that are reasonably expected to be expended within 13 months from the deposit date and have not been on deposit therein for more than 13 months; (iii) amounts in the Project Fund and Proceeds in the Bond Fund prior to the earlier of completion (or abandonment) of the Project or three years from the date of issue of the Bonds; (iv) an amount not to exceed $100,000; (v) all amounts for the first 30 days after they become Gross Proceeds (e.g., date of deposit in any fund securing the Bonds); and (vi) all amounts derived from the investment of the Proceeds for a period of one year from the date received. (8) Subject to (17) below, once moneys are subject to the Yield limits of (7)(a) above, they remain Yield restricted until they cease to be Gross Proceeds. (9) As set forth in Section 148(f) (4) (C) of the Code, the Municipality is excepted from the re- quired rebate of arbitrage profits on the Bonds because the Municipality is a governmental unit with general taxing powers, none of the Bonds is a "private activity bond" as defined in Section 141(a) of the Code, all the net proceeds of. the Bonds are to be used for the local government activities of the Municipality, and the aggregate -24- • 1 . x " face amount of all Tax - Exempt Obligations (other than "private activity bonds" as defined in Code) issued by the Municipality and all subordinate entities thereof during the calendar year 1989, including the Bonds, will not exceed $5,000,000. (10) None of the Proceeds will be used, di- rectly or indirectly, to replace funds which were used in any business carried on by any person other than a federal, state or local governmental unit as permitted under Section 141 of the Code ( "Govern- mental Unit "). (11) The payment of the principal of or the interest on the Bonds will not be, directly or indirectly (A) secured by any interest in (i) pro- perty used or to be used for a private business use by any person other than a Governmental Unit, or (ii) payments in respect of such property, or (B) derived from payments (whether or not by or to the Municipality), in respect of property, or borrowed money, used or to be used for a private business use by any person other than a Governmental Unit. (12) None of the Proceeds will be used, di- rectly or indirectly, to make or finance loans to persons other than a Governmental Unit. (13) No user Government Unit will other than the same and no person other be a user of the ownership, or (ii) pursuant to a lease payment contract, arrangement. of the Project other than a use the Project on any basis basis as the general public, than a Governmental Unit will Project as a result of (i) actual or beneficial use or a management or incentive >r (iii) any other similar (14) Subsequent to 31 days prior to the Bond sale date, the Municipality has not sold or de- livered, and will not sell or deliver, (nor will it deliver within 31 days after the date of issue of the Bonds) any other obligations pursuant to a common plan of financing, which will be paid out of substantially the same source of funds (or which will have substantially the same claim to be paid out of substantially the same source of funds) as the Bonds or will be paid directly or indirectly from the Proceeds. (15) No portion of the Project is expected to be sold or otherwise disposed of prior to the last -25- maturity of the Bonds except for property used to acquire the property used for the Project and except for proceeds of such sale to be used to restore the Bonds. (16) The Municipality has not been notified of any disqualification or proposed disqualifica- tion of it by the Internal Revenue Service as a bond issuer which may certify bond issues under Section 1.103- 13(a)(2)(ii) of the Regulations. (17) The Yield restrictions contained in (7) above or any other restriction or covenant con- tained herein may be violated or changed if the Municipality receives an opinion of counsel approv- ing the Bonds to the effect that such violation or change will not adversely affect the tax exemption of interest on the Bonds to which it is otherwise entitled. -(18) The Municipality acknowledges that any changes in facts or expectations from those set forth herein may result in different Yield restric- tions or rebate requirements from those set forth herein and that counsel approving the Bonds should be contacted if such changes do occur. (19) The Corporate Authorities have no reason to believe the facts, estimates, circumstances and expectations set forth herein are untrue or incom- plete in any material respect. On the basis of such facts, estimates, circumstances and expecta- tions, it is not expected that the Proceeds or any other moneys or property will be used in a manner that will cause the Bonds to be arbitrage bonds within the meaning of Section 148 of the Code and of the Regulations. To the best of the knowledge and belief of the Corporate Authorities, such expectations are reasonable and there are no other facts, estimates and circumstances that would materially change such expectations. The Municipality also agrees and covenants with the purchasers and holders of the Bonds from time. to time outstanding that, to the extent possible under Illinois law, it will comply with whatever federal tax law is adopted in the future which -26- applies to the Bonds and affects the tax - exempt status of the Bonds. The Corporate Authorities hereby authorize the offi- cials of the Municipality responsible for issuing the Bonds, the same being the President and Village Clerk of the Municipality, to make such further covenants and certifications as may be necessary to assure that the use thereof will not cause the Bonds to be arbitrage bonds and to assure that the interest on the Bonds will be exempt from federal income taxation. In connection therewith, the Municipality and the Corporate Authorities further agree: (a) through their officers, to make such further specific covenants, representations as shall be truthful, and assurances as may be necessary or advisable; (b) to consult with counsel approving the Bonds and to comply with such advice as may be given; ( c) to pay to the United States, as necessary, such sums of money representing required rebates of excess arbitrage pro- fits relating to the Bonds; (d) to file such forms, statements, and supporting documents as may be required and in a timely manner; and (e) if deemed necessary or advisable by the officers of the Municipality, to employ and pay fiscal agents, financial advisors, attorneys, and other persons to assist the Municipality in such compliance. Section 13. Designation of Issue. The Municipality hereby covenants that the Municipality and all subordinate enti- ties thereof will not issue any obligations of any kind or for any purpose in excess of the total aggregate amount of $5,000,000 -27- during the calendar year 1989, and the Municipality hereby desig- nates the Bonds as obligations being issued for the purposes of meeting the requirements of Section 265(b)(3) of the Code regard- ing qualified tax - exempt obligations. Section 14. Registered Form. The Municipality recog nizes that Section 149(a) of the Code requires the Bonds to be issued and to remain in fully registered form in order that interest thereon is exempt from federal income taxation under laws in force at the time the Bonds are delivered. In this con- nection, the Municipality agrees that it will not take any action to permit the Bonds to be issued in, or converted into, bearer or coupon form. Section 15. List of Bondholders. The Bond Registrar shall maintain a list of the names and addresses of the regis- tered owners of all Bonds and upon any transfer shall add the name and address of the new registered owner and eliminate the name and address of the transferor. Section 16. Duties of Bond Registrar. If requested by the Bond Registrar, the President and Village Clerk of the Municipality are authorized to execute the Bond Registrar's standard form of agreement between the Municipality and the Bond Registrar with respect to the obligations and duties of the Bond Registrar hereunder which may include the following: (a) to act as bond registrar, authenticating agent, paying agent and transfer agent as provided herein; (b) to maintain a list of the registered owners of the Bonds as set forth herein and to furnish such list to the Municipality upon request, but otherwise to keep such list confidential; (c) to give notice of redemption of Bonds as provided herein; (d) to cancel and /or destroy Bonds which have been paid at maturity or upon earlier redemption or submitted for ex- change or transfer; (e) to furnish the Municipality at least annually a certificate with respect to Bonds cancelled and /or destroyed; and (f) to furnish the Municipality at least annually an audit confirmation of Bonds paid, Bonds outstanding and pay- ments made with respect to interest on the Bonds. Section 17. Publication of Ordinance. A full, true and complete copy of this ordinance shall be printed or published promptly after passage in pamphlet form by authority of the Cor- porate Authorities and shall be in full force and effect immediately and forthwith upon such publication. Section 18. Severability. If any section, paragraph or provision of this ordinance shall be held to be invalid or unenforceable for any reason, the invalidity or unenforceability of such section, paragraph or provision shall not affect any of the remaining provisions of this ordinance. Section 19. Repealer and Effective Date. All ordi- nances, resolutions and orders, or parts thereof, in conflict herewith, are to the extent of such conflict hereby repealed and this ordinance shall be in full force and effect immediately and forthwith upon its passage, approval and publication. -29- AYES: 6 - Marienthal, Glover, Reid, Shifrin, Mathias, O'Malley NAYS: 0 - None ABSENT: 0 - None ADOPTED: December 18, 1989. APPROV December 18, 1989. e ident, Village of ffalo Grove, Lake and Cook Counties, Illinois Attest: 0 VillagY Clerk, Village of Buffalo Grove, Lake and Cook Counties, Illinois Recorded in the Municipal records on December 18, 1989. Published in pamphlet form by authority of the Corpo- rate Authorities on December 18, 1989. -30- VILLAGE OF BUFFALO GROVE ORDINANCE NO. 89 -109 ADOPTED BY THE PRESIDENT AND BOARD OF TRUSTEES OF THE VILLAGE OF BUFFALO GROVE THIS 18th DAY OF December , 19 89. Published in pamphlet form by authority of the President and Board of Trustees of the Village of Buffalo Grove, Cook & Lake Counties, Illinois, this 18th day of December 19 89 Village Clerk. By W LAW w-, Deputy Village Clerk � s f ORDINANCE NUMBER 89 -109 AN ORDINANCE providing for the issue of $4,000;000 General Obligation Corporate Purpose Bonds, Series 1989, of the Village of Buffalo Grove, Lake and Cook ,Counties, Illinois, and for the levy and collection of a direct annual tax for the payment of the principal of and interest on said bonds. WHEREAS, the Village of Buffalo Grove, Lake and Cook Counties, Illinois (the "Municipality "), has a population of more than 25,000, and in accordance with the provisions of Section 6(a) of Article VII of the. 1970 Constitution of the State of Illinois (the "Constitution "), the Municipality is a home rule unit and, as such, may exercise any power or perform any function pertaining to its government and affairs including, but not limited to, the power to tax and to incur debt; and WHEREAS, the President and Board of Trustees of the Municipality (the "Corporate Authorities ") have heretofore and do hereby determine that it is necessary and in the best interests of the Municipality to borrow money for general corporate pur- poses (the "Project "); and WHEREAS, pursuant to the provisions of Section 6(d) of Article VII of the Constitution, the Municipality has the power to incur debt payable from ad valorem property tax receipts or from any other lawful source and maturing within forty (40) years from the time it is incurred without prior referendum approval; and e Y s WHEREAS, the Corporate Authorities Hereby find and determine that it is necessary for the welfare of the government and affairs of the Municipality, is a proper public purpose and is in the public interest that the sum of $4,000,000 be borrowed at this time for the payment of the cost of the Project, and in evidence of such indebtedness, full faith and credit bonds of the Municipality in the principal amount of $4,000,000 be issued: NOW, THEREFORE, Be It Ordained by the President and Board of Trustees of the Village. of Buffalo Grove, Lake and Cook Counties, Illinois, in the exercise of its home rule powers, as follows: Section 1. Incorporation.of Preambles. The Corporate Authorities hereby find that all of the recitals contained in the preambles to this ordinance are full, true and correct and do incorporate them into this ordinance by this reference. Section 2. Authorization The Corporate Authorities hereby find that the Municipality is authorized to issue its general obligation bonds to the amount of $4,000,000 for the pur- pose of paying the cost of the Project. Section 3. Bond Details. There be borrowed on the credit of and for and on behalf of the Municipality the sum of $4,000,000 for the payment of the cost of the Project and bonds of the Municipality (the "Bonds ") shall be issued in said amount and shall be designated "General Obligation Corporate Purpose Bonds, Series 1989." The Bonds shall be dated December 15, 1989, -2- ` T r and shall also bear the .date of authentication, shall be in fully registered form, shall be in denominations of $5,000 each or authorized integral multiples thereof (but no single. Bond shall represent installments of ;principal maturing on more than one date),.shall be numbered 1 and upward, and the Bonds shall become due and payable (subject to prior redemption as hereinafter set forth) on December 30 of each of the years, in the amounts and bearing interest per annum as.follows: Year of Principal Maturity Amount 1992 $ 25,000 1993 35,000 1994 50,000 1995 65,000 1996 80,000 1997 95,000 1998 115,000 1999 135,000 2000 155,000 2001 180,000 2002 2101000 2003 240,000 2004 270,000 2005 305,000 2006 340,000 2007 370,000 2008 405,000 2009 440,000 2010 485,000 Rate of Interest 7.75% 8.00% 8.00% 8.00% 8.00% 6.25% 6.30% 6.40% 6.50% 6.50% 6.60% 6.60% 6.70% 6.80% 6.80% 6.90% 6.90% 6.90% 6.90% The Bonds shall bear interest from their date or from the most recent interest payment date to which interest has been paid or duly provided for, until the principal amount of the Bonds is paid, such interest (computed upon the basis of a 360 - day year of twelve 30 -day months) being payable on the thirtieth days of June and December of each year, commencing on June 30, -3- � 7 t 1990. Interest on each Bond shall be paid by check or draft of the United Bank of Illi.nois,.National Association, Rockford, Illinois, as paying agent (the "Paying Agent "), payable upon presentation in lawful money of the United States of America, to the pe.rscn in whose name such Bond is registered at the close of business on the 15th day of the month of the interest payment date. The principal of the Bonds shall be payable in lawful money of the United States of America at the principal office of the Paying Agent. The seal of the Municipality shall be affixed to or printed on each of the Bonds, and the Bonds shall be signed by the duly authorized facsimile signature of the President of the Municipality and attested by the duly authorized facsimile signature of the Village Clerk of the Municipality, and in case any officer whose signature shall appear on any Bond shall cease to be such officer before the delivery of such Bond, such signature shall nevertheless be valid and sufficient for all purposes, the same as if such officer had remained in office until delivery. All Bonds shall have thereon a certificate of authen- tication substantially in the form hereinafter set forth duly executed by Municipal Services Corporation, Countryside, Illinois (the "Bond Registrar "), as authenticating agent of the Munici- pality for the Bonds and showing the date of authentication. No Bond shall be valid or obligatory for any purpose or be entitled -4- ' r to any security or benefit- under this ordinance unless and until such certificate of authentication shall.-have been duly executed by the Bond Registrar by manual signature, and such certificate of authentication upon any such Bond shall be conclusive evidence that such Bond has been authenticated and delivered under this ordinance. The certificate of authentication on any Bond shall be deemed to have been executed by the Bond Registrar if signed by an authorized officer of the Bond Registrar, but it shall not be necessary that the same officer sign the certificate of authentication on all of the Bonds issued hereunder. Section 4. Registration of Bonds; Persons Treated as Owners. The Municipality shall cause books (the "Bond Register ") for the registration and for the transfer of the. Bonds as pro- vided in this ordinance to be kept at the principal office of the Bond Registrar, which is hereby constituted and appointed the registrar of the Municipality for.this issue The Municipality is authorized to prepare, and ..the Bond Registrar shall keep custody of, multiple Bond blanks executed by the Municipality for use in the transfer and exchange of Bonds. Upon surrender for transfer of any Bond at the princi- pal office of the Bond Registrar, duly endorsed by, or accom- panied by a written instrument or instruments of transfer in form satisfactory to the Bond Registrar and duly executed by, the registered owner or his attorney duly authorized in writing, the Municipality shall execute and the Bond Registrar shall authenti- -5- t r sate, date and deliver in the name of the transferee or trans- ferees a new. fully registered Bond or Bonds of the same maturity of authorized denominations, for a like aggregate principal amount. Any fully registered Bond or Bonds may be exchanged at said office of the Bond Registrar for a like aggregate principal amount of Bond or Bonds of the same maturity of other authorized denominations. The execution by the_ Municipality of any fully registered - Bond shall constitute full and due authorization of such Bond and the Bond Registrar shall thereby be authorized to authenticate, date and deliver such Bond,-provided, however, that the principal amount of outstanding Bonds of. each maturity auth- enticated by the Bond Registrar. shall not exceed the authorized principal amount of Bonds for such ma- turity- le.s.s previous retire- ments. The Bond Registrar shall not be required to transfer or exchange an Bond during. the 9 Y g period ..beginning at the close of business on the fifteenth .day of the month of any interest pay -, ment date on such Bond and ending on such interest payment date nor to transfer or exchange any Bond after notice calling such Bond for redemption has been mailed, _nor during a period of fifteen (15) days next preceding mailing of a notice of redemp- tion of any Bonds. The person in whose name any Bond shall be registered shall be deemed and regarded as the absolute owner thereof for all purposes, and payment of the principal of or interest on any T:Z T t ry Bond shall be made only to or upon the order of the registered owner thereof or his legal representative. All such- payments shall be valid and effectual to satisfy and discharge the liabil- ity upon such Bond to the extent of the sum or sums so paid. No service charge shall be. made for any transfer or exchange of Bonds, but the Municipality or the Bond Registrar may require payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in connection with any transfer or exchange of Bonds except.-in the case of the issuance of a. Bond or Bonds for the unredeemed portion of a Bond surren- dered for redemption. Section 5. Redemption.; Bonds maturing on and after December. 30, 1998, shall be subject to redemption prior to maturity at the option of the.Municipality as a whole, or in part in integral multiples of $5,000 in any order of maturity as determined by the.Village (less than a1l..of the Bonds of a single maturity to be selected by lot by the Bond Registrar), on December 30, 1997, and on any date thereafter, at the redemption price of par plus accrued interest to the redemption date. The Bonds shall. be redeemed only in the principal amount of $5,000 and integral multiples thereof., The municipal- ity shall, at least forty- five (45) days prior to the redemption date (unless a shorter time period shall be satisfactory to the Bond Registrar) notify the Bond Registrar of such redemption date and of the principal amount and maturity or maturities of the -7- Bonds to be redeemed. For purposes of any redemption of less than all of the. outstanding Bonds of a single maturity, the par- ticular Bonds or portions of Bonds to be redeemed shall be selected not more than sixty (60) days prior to the redemption date by. the Bond Registrar, from the outstanding Bonds of such maturity and by lot by providing for the selection for redemption of Bonds or, portions- of Bonds in principal - amounts of $5,000 and integral multiples thereof. The Bond Registrar shall promptly notify the Municipal- ity in, writing of the Bonds or portions of Bonds selected for redemption and in the case of any Bond selected for partial redemption, the principal amount thereof to be redeemed. . Section 6. Redemption.Procedure.° Unless waived by any owner of Bonds to be redeemed, notice of -the call for any such redemption shall be given by the Bond .Registrar on behalf of the Municipality by mailing.the redemption- by registered or certified mail at least thirty (30) days and'not more than sixty (60) days prior to the date fixed for redemption to the regist- ered owner of the Bond or Bonds to be redeemed at the address shown on the Bond Register or at such other address as is fur- nished in writing by such registered owner to the Bond Registrar. All notices of redemption shall state: (1) the redemption date, (2) the redemption price, (3) if -less than all outstanding Bonds are to be redeemed, the identification (and, in the case of par- tial redemption, the respective principal amounts) of the Bonds to be redeemed, (4) that on the redemption date the redemption price will become due and payable upon each such Bond or portion thereof called for redemption and that interest thereon shall cease to accrue from and after said date, and (5 ) the place where such Bonds are to be surren- dered for payment of the redemption price, which place of payment shall be the 'principal office of the Paying Agent. Prior to any redemption date, the Municipality shall deposit with the Paying Agent. an amount of money sufficient to pay the redemption price of all the Bonds or portions of Bonds which are to be redeemed on that date. Notice of redemption having been given as aforesaid, the Bonds or portions of Bonds so to be redeemed shall, on the redemption date, become due and payable at the redemption price the.r.ein specified, and from and after such date (unless the Muni- cipality shall. default in the payment of the redemption price) such Bonds or portions of Bonds shall cease to bear interest. Upon surrender of such Bonds for redemption in accordance with said notice, such Bonds shall be paid by the Bond .Registrar at the redemption price. Installments. of interest due on or prior to the redemption date shall be payable as herein provided for payment of interest. Upon surrender for any partial redemption of any Bond, there shall be prepared for the registered owner a new Bond or Bonds of the same maturity in the amount of the un- paid principal. WE 3 If any Bond or portion of Bond called for redemption shall not be so paid upon surrender thereof for redemption, the principal shall, until paid, bear interest from the redemption date at the rate- borne by_ the Bond or portion. of Bond so called w for redemption. All Bonds which have been redeemed shall be cancelled and destroyed by the Bond Registrar and shall not be reissued. Section 7. Form of Bond. The Bonds shall be prepared in compliance with the National Standard Specifications for Fully Registered.Municipal Securities prepared by the American National Standards Institute and shall be, in substantially the following form; provided, however, that if the text of the Bond is to be printed in its entirety on the front side of.the Bond, then para- graph [2] and the legend, "See Reverse Side for Additional Pro- visions", shall be omitted and paragraphs [6] through [11] shall be inserted immediately after paragraph {1]: -10- .(Form of Bond - Front Side) REGISTERED NO. REGISTERED c UNITED STATES OF AMERICA STATE OF ILLINOIS COUNTIES OF LAKE AND COOK VILLAGE OF BUFFALO GROVE GENERAL OBLIGATION CORPORATE - PURPOSE BOND, SERIES 1989 :See Reverse Side: :for Additional :Provisions Interest Maturity Dated Rate: _ 90 Date: December 30, Date: December 15, 1989 CUSIP: . Registered Owner: Principal Amount: [11 KNOW ALL MEN BY THESE PRESENTS, that the Village of Buffalo Grove, Lake and Cook Counties, Illinois (the "Municipal- ity"), hereby acknowledges itself to owe and for value received Promises to pay to the Registered Owner identified above, or registered assigns as hereinafter provided, on the Maturity Date identified above, the Principal Amount identified above and to pay interest (computed on the basis of a 360 -day year of twelve 30 -day months) on such Principal Amount from the date of this Bond or from the most recent interest payment date to which interest has been paid at the Interest Rate per annum set forth -11- above on June 30 and December 30 of each year, commencing June 30, 1990, until said Principal Amount is paid. Principal of this Bond -;s payable in lawful money of the United States of America at the principal office of the United Bank of Illinois; National Association, Rockford, Illinois, as paying agent (the "Paying Agent "). Payment of the installments of interest shall be made to the Registered Owner hereof as shown on the registration books of the Municipality maintained by Municipal, Services Corporation, Countryside, Illinois (the "Bond Registrar "), at the close of business on the 15th day of the month of `each interest payment date and shall be paid by check or draft °of the Paying Agent, payable upon presentation in lawful money of the United States of America, mailed to the address of such Registered Owner as it appears on such registration books or at such other address furnished in writing by such Registered Owner to the Bond Regis- trar. For the prompt payment of this Bond, both principal and interest at maturity, the full faith, credit,and resources of the Municipality are hereby irrevocably pledged. [2] Reference is hereby made to the further provisions of this Bond set forth on the reverse hereof and such further provisions shall for all purposes have the same effect as if set forth at this place. [3] It is hereby certified and recited that all condi- tions, acts and things required by law to exist or to be done precedent to and in the issuance of this Bond did exist, have -12- happened, been done and. performed in regular and due form and time as required by law, that the indebtedness of the Municipal- ity, including the issue of.Bonds of which this is one, does not exceed any limitation imposed by law; and that provision has been made for the collection of a direct annual tax sufficient to pay the interest hereon as it falls due and also to pay and,discharge the principal hereof at maturity. [4) This Bond shall not be valid or become obligatory for any purpose until the certificate of authentication hereon shall have been signed by the Bond Registrar. [5) IN WITNESS WHEREOF, said Village of Buffalo Grove, Lake and Cook Counties, Illinois,.by its President and Board of Trustees, has caused its corporate seal to be imprinted by facsimile hereon or hereunto affixed,.and this Bond to be signed by the duly authorized facsimile signature of the President of the. Municipality and attested by the duly authorized facsimile signature of the Village Clerk of the Municipality, all as of the Dated Date identified above. (SEAL) Attest: (Facsimile Signature) Village Clerk -13- (Facsimile Signature) President Date of Authentication: CERTIFICATE OF AUTHENTICATION This Bond is one of the Bonds described in the within mentioned ordinance and is one of the General Obligation Corporate Pur- pose Bonds, Series 1989, of the Village of Buffalo Grove,. Lake and Cook Counties, Illinois. 7 Bond Registrar: Municipal Services 'Corporation, Countryside, Illinois Paying Agent: United Bank of Illinois, National Association, Rockford, - Illinois Municipal Services Corporation as Bond Registrar By (Manual Signature) Authorized Officer [Form of Bond - Reverse Side] Village of Buffalo Grove Lake and Cook Counties, Illinois General Obligation Corporate Purpose Bond, Series 1989 [6] This Bond is one of a series of Bonds issued by the Municipality for general corporate purposes, pursuant to and in all respects in compliance with the applicable provisions of Section 6 of Article VII of the Constitution of the State of Illinois, and in compliance with an ordinance, which has been duly passed by the President and Board of Trustees of the Municipality, approved by the President of the Municipality, and -14- published, pursuant to the home rule powers of the Municipality (the "Bond Ordinance "), in all respects as by law required. [7] Bonds of the issue of which this Bond is one matu- ring on and after December 30, 1998, are subject to redemption prior to maturity at the option of the. Municipality as a whole, or in part in integral multiples of $5,000 in any order of maturity as determined by the Village (.less than all the Bonds of a single maturity to,be selected by lot by the.Bond Registrar), on December. 30, 1997, and on any date thereafter, -at the redemp tion. price of par _plus accrued interest to the redemption date. . {8) Notice of any such redemption shall be sent by registered or certified mail not less than thirty (30) days nor more than sixty (60) days prior to the date fixed for redemption to the registered owner of each Bond to be redeemed at the address shown on the registration books of the Municipality main- tained by the Bond Registrar or at such other address as is furnished in writing by such registered owner to the Bond Regis- trar. When so called for redemption, this Bond will cease to bear interest on the specified redemption date, provided funds for redemption are on deposit at the place of payment at that time, and shall not be deemed to be outstanding. [9) This Bond is transferable by the Registered Owner hereof in person or by his attorney duly authorized in writing at the principal office of the Bond Registrar in Countryside, Illinois, but only in the manner, subject to the limitations and -15- upon payment of the charges provided in the Bond Ordinance, and upon surrender and cancellation of this Bond. Upon such transfer a new Bond or Bonds of authorized denominations of the same maturity and for the same aggregate principal amount will be issued to the transferee in exchange therefor. [10] The Bonds are issued in fully registered form in the denomination of $5, 000 each or authorized integral multiples thereof. This Bond may be exchanged at the-principal office of the.Bond Registrar for a like aggregate principal amount of Bonds of the same maturity of other authorized denominations, upon the terms set forth in the Bond Ordinance The Bond Registrar shall not be required to transfer_ or exchange any Bond during the period beginning at the close of business on.the fifteenth day of the.month of any interest payment date on.such Bond and ending on such interest payment date nor to transfer or.exchange any Bond after notice - calling such Bond for redemption has been mailed, nor during a period of fifteen days next preceding mailing of a notice of redemption of any Bonds. (11] The Municipality,- the Paying Agent and the Bond Registrar may deem and treat the Registered Owner hereof as the absolute owner hereof for the purpose of receiving payment of or on account of principal hereof and interest due hereon and for all other purposes and neither the Municipality, the Paying Agent. nor the Bond Registrar shall be affected by any notice to the contrary. -16- (ASSIGNMENT) FOR VALUE RECEIVED, the undersigned sells, assigns and transfers unto (Name and Address of Assignee) the within Bond and does hereby irrevocably constitute and appoint attorney to transfer the said Bond on the books kept for regis- tration thereof with full power of; substitution, in the premises. Dated: Signature guaranteed: NOTICE: The signature to this assignment `must correspond with the name of the Registered Owner as it appears upon the face of the within Bond in every. ,particular, without alteration or enlargement or any change whatever. Section 8. Sale of Bonds. The Bonds hereby authorized shall be executed as in this ordinance provided as soon after the passage hereof as may be, and thereupon, be deposited with the Treasurer of the Municipality, and be by said Treasurer delivered to The Northern Trust Company, Chicago, Illinois, the purchaser thereof, upon receipt of the purchase price therefor, the same being $3,960,018, plus accrued interest to date of delivery; the contract for the sale of the Bonds heretofore entered into is in all respects ratified, approved and confirmed, it being hereby found and determined that said contract is in the best interests of the Municipality and that no person holding an office of the Municipality, either by election or appointment, is in any manner interested, either directly or indirectly, in his own name or in -17- the name of any other person, association, trust or corporation, in said contract for the purchase of the Bonds. Section 9. Tax Levy. In order to provide for the collection of a direct annual tax sufficient to pay the interest on the Bonds as it falls due, and also to pay and discharge the principal thereof at maturity, there be and there is hereby lev- ied upon all the taxable property within the Municipality a direct annual tax for each of the years while the Bonds or any of them are outstanding, in amounts sufficient for that purpose, and that there be and there is hereby levied upon all of the taxable property in the Municipality, the following direct annual tax, to -wit: For the Year Tax Sufficient to Produce the Sum of: 1989 $284,255.21 -for interest up to and in- cluding December 30, 1990 1990 $272,885.00 for interest 1991 $297,885.00 for interest and _principal 1992 $305,947.50 for interest and principal 1993 $318,147.50 for interest and principal 1994 $329,147.50 for interest and principal 1995 $338,947.50 for interest and principal 1996 $347,547.50 for interest and principal 1997 $ 361 ,610.00 for interest and principal 1998 $374,365._00 for interest and principal 1999 $385,725.00 for interest and principal 2000 $400,650.00 for interest and principal 2001 $418,950.00 for interest and principal 2002 $435,090.00 for interest and principal 2003 $449,250.00 for interest and principal 2004 $466,160.00:for interest and principal 2005 $480,420.00 for interest and principal 2006 $487,300.00 for interest and principal 2007 $496,770.00 for interest and principal 2008 $503,825.00 for interest and principal 2009 $518,465.00 for interest and principal -18- Principal or interest maturing at any time when there are not sufficient funds on hand from the foregoing tax levy to pay the same -shall be paid from the general funds of the Munici- pality, and the fund from which such payment was made shall be reimbursed out of the taxes hereby levied when the same shall be collected. The Municipality. covenants and agrees with the pur- chasers and the holders of : the Bonds that so long as any of the Bonds remain outstanding, the Municipality will. take no action or fail to take any action which in any way would. materially adversely affect the ability of the Municipality to levy and collect the foregoing tax- levy and the .Municipality and its officers will comply in all material aspects with. all present and future applicable laws in order to assure that the foregoing taxes will be levied,. extended and collected as provided herein and deposited in the fund established to pay the.principal of and interest on the Bonds. Section 10.. Filing of Ordinance. Forthwith upon the passage of this ordinance, the Village Clerk of the Municipality is hereby directed to file a certified copy of this ordinance with the County Clerks of The Counties of Lake and Cook, Illinois, and it shall be the duty of said County Clerks to annually in and for each of the years 1989 to 2009, inclusive, ascertain the rate necessary to produce the tax herein levied, and e::tend the same for collection on the tax books against all -19- of the taxable property within the Municipality in connection . with other taxes levied in each of said years for-general corpor- ate purposes, in order to raise the respective amounts aforesaid and in each of said years such annual tax shall be computed, extended and collected in the same manner as now or hereafter provided by law for the computation, extension and collection of taxes for general corporate, purposes of the Municipality, and when collected, the taxes hereby levied shall be placed to the credit of a special fund to be designated "Corporate Purpose Bond and Interest Fund of 1989" (the "Bond Fund"), which fund is hereby irrevocably pledged to and shall be used only for the purpose of paying the principal of and interest on the Bonds. Section 11'. Creation of Funds and Appropriations. The accrued interest received upon the sale of the Bonds is hereby appropriated for the purpose of paying such interest due on the Bonds, and, to that end, is hereby ordered deposited into the Bond Fund, which fund shall be the fund for the payment of prin- cipal of and interest on the .Bonds. Taxes received for the pay- ment of the Bonds shall be deposited into the Bond Fund and used solely and only for paying the Bonds. Interest received from deposits in the Bond Fund shall, at the discretion of the Ccr- porate Authorities, either be transferred to the General Corpo- . rate Fund of the Municipality or be retained in the Bond Fund for payment of the principal of or interest on the Bonds on the interest payment date next after such interest is received. -20- i dk The balance of the principal proceeds of the Bonds shall be deposited into the "Series 1989 Bond Proceeds Fund" (the "Project Fund"), hereby created;_and disbursements shall be made from the Project Fund only for the purposes for which the Bonds are being issued and for which such principal proceeds are hereby appropriated. Interest received from deposits in the Project Fund shall, at the discretion, of the Corporate Authorities, either be transferred to the Bond Fund for payment of the princi- pal of or interest on the Bonds on the interest payment date next after such interest is received or be. retained in the Project Fund. Section 12. Non - Arbitrage and Tax- Exemption. One purpose of this Section is to set forth various facts regarding the Bonds and to establish the expectations of the Corporate Authorities and the Municipality as to future events regarding the Bonds and the use of Bond- proceeds The certifications and representations made herein and at the time of the issuance of the Bonds are intended, and may be relied upon, as certifications and expectations described in Section 1.103- 13(a)(2)(ii) of the U.S. Treasury Regulations dealing with arbitrage and rebate (the "Regulations''). The covenants and agreements contained herein and at the time of the issuance of the Bonds are made for the benefit of the owners from time to time of the Bonds. The Cor- porate Authorities and the Municipality agree, certify, covenant and represent as follows: -21- . (1) The Bonds are being issued to pay the costs of the Project, and all of the amounts re- ceived upon the sale of the Bonds, plus all invest- ment earnings thereon (the "Proceeds "), are needed for the purposes for which the Bonds are being issued. (2) The Municipality has entered, or will within six months from the date of issue of the Bonds enter, into binding contracts or commitments obligating it to spend at least $100,000 for con- structing, acquiring and equipping the Project. It is .expected that the -work of acquiring, construct- ing and equipping the Project will continue to proceed with due diligence through December 15, 1992, at which time a l of the-Proceeds will have been spent. (3) The Municipality has on hand no funds which could legally and .practically be used for the Project which are not pledged, budgeted, earmarked or otherwise necessary to be -used for other pur- poses. Accordingly,'. no portion of the Proceeds will be used (i) directly or indirectly to replace funds of the Municipality or any agency, department or division thereof that could be used for the Pro- ject, or (ii) to replace any proeeeds.of any prior issuance of obligations by the Municipality. No portion of the Bonds is being issued solely for the purpose of investing-the Proceeds at a Yield higher than the Yield on the Bonds. For purposes of this Section, "Yield" means that yield (i.e., discount rate) which when used in computing the present worth of all payments - of principal and interest to be paid on an obligation (using semi- annual com- pounding on the basis of a 360 -day year) produces an amount equal to its purchase price, including accrued interest. (4) A1.1. proceeds of 'the Bonds will be de- posited in the Project Fund or will be deposited in the Bond- Fund and used to pay the first interest due on the Bonds. Earnings on investment of moneys in a fund will be credited to that fund or, to the extent permitted by law, will be transferred to the operating funds of the Municipality. Project costs, including issuance costs of the Bonds, will be paid from the Project Fund, and no other moneys are expected to be deposited therein. Interest on and principal of the Bonds will be paid from the -22- . a , Bond Fund. No Proceeds will be used more than 30 days after the date of issue of the Bonds for the purpose of paying any principal or interest on any issue of bonds (except for the Bonds), notes, cer- tificates or warrants or on any installment con- tract or other obligation of the Municipality or for the purpose of.replacing any funds of the Muni- cipality used for such purpose. (5) The Bond Fund is established to achieve a proper matching of revenues and earnings -with debt service in each bond year. Other than any-Proceeds or any amounts held to pay principal of matured 'Bonds that have not been presented- for payment, it is expected: that any moneys deposited :in the Bond Fund will be spent within the 12 -month period be- ginning on the date of deposit therein. Any earn- ings. from the investment_ of amounts in the Bond Fund will be spent within :a one -year - period begin- ning on the date of receipt of such investment earnings. Other than any Proceeds or any amounts held to pay principal of matured-;Bonds- that have not been presented for payment, it is expected that the Bond. Fund will be` depleted at least once a year; except fora reasonable carryover amount not to exceed the greater of (i) one-year's earnings on the.investment of moneys in the Bond Fund, or (ii) in the: aggregate, one - twelfth- (1 /12th) of the annual debt service on the Bonds. (6) Other than the Bond. Fund, no funds or accounts have been or are expected: to be estab- lished, and no moneys or pr.operty,have. been or are expected to be pledged (no matter where held or the source thereof) 'which will be available to pay, directly. or indirectly, the Bonds or restricted so as to give reasonable assurance of their avail - ability for such purposes. No property of any kind is pledged to secure, or is available to pay, obli- gations of the Municipality_to any credit enhancer or liquidity provider. (7) (a) All amounts on deposit in the.Project Fund or the Bond Fund and_ all Proceeds, no matter in what funds or accounts deposited ( "Gross Pro - ceeds "), to the extent not exempted in (b) below, and all amounts in any fund or account pledged directly or indirectly to the payment of the Bonds which will be. available to pay, directly or in- directly, the Bonds or restricted so as to give -23- reasonable assurance of their availability for such purpose contrary to the expectations set forth in (6) above, shall be invested at market prices and at a Yield not in excess of the Yield on the Bonds plus, for amounts in the Project Fund only, 1/8 of 1W. (b) The following may be invested without Yield restriction: (i) amounts invested in obligations described in Section 103(a) of the Internal Revenue Code of 1986 (the "Code ") (but.not specified private acti- vity bonds as defined in Section 57(a)(5)(C) of the Code) the interest on which is not includable in the gross income of any owner thereof for federal income tax purposes ( "Tax- Exempt Obligations "); (ii) amounts deposited in the Bond Fund that - are reasonably expected to be expended within 13 months from the deposit date and have not been on deposit therein for more than 13 months; (.iii) amounts in the Project Fund and Proceeds in the Bond Fund prior to the earlier of completion (or abandonment) of the Project or three years from the date of issue of the Bonds; (iv) an amount not to exceed $100,000; (v) all amounts for the first 30 days after they become Gross Proceeds (e.g., date of deposit in any fund securing the Bonds); and (vi) all amounts derived from the investment of the Proceeds for a period of one year from the date received. (8) Subject to (17) below, once moneys are subject to the Yield limits of (7)(a) above, they remain Yield restricted until they cease to be Gross Proceeds. (9) As set forth in Section 148(f)(4)(C) of the Code, the Municipality is excepted from the re- quired rebate of arbitrage profits on the Bonds because the Municipality is a governmental unit with general taxing.powers, none of the Bonds is a "private activity bond" as defined in Section 141(a) of the Code, all the net proceeds of the Bonds are to be used for the local government activities of the Municipality, and the aggregate -24- ► ' ) 0 face amount of all Tax - Exempt Obligations (other than "private activity bonds" as defined in Code) issued by the Municipality and all subordinate entities thereof during the calendar year 1989, including the Bonds, will not exceed $5,000,000. (10) None of the Proceeds will be used, di- .rectly or indirectly, to replace funds. which were used in any business carried on by any person other than.a federal, state or local governmental unit as permitted under Section 141 of the Code ( "Govern- mental Unit "). (11) The payment of the principal of or the interest on the Bonds will not be, directly or indirectly (A) secured by any interest in (i) pro- perty used or to be used for a private business use by any person other than a Governmental Unit, or, (ii). payments in respect- of such property, or (B) derived from payments (whether or not by or to the Municipality), in respect of property, or borrowed _money, used or to be used for a private business use by any person other than a Governmental Unit. (12) None of the Proceeds will be used, di- rectly or indirectly, to make or finance loans to persons other than a.Governmental Unit. (13) No user of: the Project other than a Government Unit will use the Project on any basis other than the same. basis. as the ,general public, and no person other. than -a Governmental Unit will be a user of the Project, as a result of (i) ownership, or (ii:) actual or beneficial use pursuant to a lease or a management or incentive payment contract, or (iii) any other similar arrangement. (14) Subsequent to 31 days prior to the Bond sale date, the Municipality has not sold or de- livered, and will not sell or deliver, (nor will it deliver within 31 days after the date of issue of the Bonds) any other obligations pursuant to a common plan of financing, which will be paid out of substantially the same source of funds (or which will have substantially the same claim to be paid out of substantially the same source of funds) as the Bonds or will be paid directly or indirectly from the Proceeds. (15) No portion of the Project is expected to be sold or otherwise. disposed of prior to the last -25- k r maturity of the Bonds. except for property used to acquire the property used for the Project and except for proceeds of such sale to be used to .restore the Bonds. (16) The Municipality has not been notified of any disqualification or proposed disqualifica- tion of it by the Internal Revenue Service as a bond issuer which may certify: bond .issues under Section 1.103- 13(- a)(2)(ii) of the Regulations. (17) The Yield restrictions: contained in (7) above or any other restriction or covenant con - tained herein may be violated or changed if the Municipality receives an opinion of counsel approv- ing the Bonds to the effect that such violation or change will not adversely affect the tax exemption of interest on the Bonds to which it. is otherwise entitled. (18) The Municipality acknowledges that any changes in facts or expectations from those set forth herein may result in different Yield restric- tions or rebate requirements from those set forth herein and that.counsel approving the Bonds should be contacted if such changes do occur. (19) The Corporate Authorities have no reason to believe the facts, estimates, circumstances and expectations set forth herein are untrue or incom- plete in any material respect. On the basis of such facts, estimates, circumstances and expecta- tions, it is,not expected that the Proceeds or any other moneys or property will be used in a manner that will cause the Bonds to be arbitrage bonds within the meaning of Section 148 of the Code and of the Regulations. To the best of the knowledge and belief of the Corporate Authorities, such expectations are reasonable and there are no other facts, estimates and circumstances that would materially change such expectations. The Municipality also agrees and covenants with the purchasers and holders of the Bonds from time. to time outstanding that, to the extent possible under Illinois law, it will comply with whatever federal tax law is adopted in the future which -26- applies to the Bonds and affects the tax;- exempt status of the Bonds. The Corporate. Authorities hereby authorize the offi- cials of the Municipality responsible for issuing the Bonds, the same being the President and Village Clerk of the Municipality, to. make such further covenants and certifications as may be necessary to assure that the use thereof wil.l.not cause the Bonds to be arbitrage bonds and to assure that. the interest on the Bonds will be exempt from federal income taxation. In connection therewith, the Municipality and the Corporate Authorities further agree: (a) through their officers., to make such further specific covenants, representations as shall be truthful, and assurances as may be necessary or advisable; (b) to consult.with counsel approving the Bonds and to comply with such ,advice as may be given; (c) to pay.to the. United States, as necessary, such sums of money representing' required rebates of excess arbitrage pro - fits relating to the Bonds; (d) to file such forms, statements, and supporting documents as may be required and. in a timely manner; and (e) if deemed necessary or advisable by the officers of the Municipality, to employ and: pay fiscal agents, financial advisors, attorneys, and other persons to assist the Municipality in such compliance. Section 13. Designation of Issue. The Municipality hereby covenants that the Municipality and all subordinate enti- ties thereof will not issue any obligations of any kind or for any purpose -:in excess of _the total aggregate amount of $5,000,000 -27- .r, .. , 1) during the calendar year 1989, and the Municipality-hereby desig- nates the Bonds as obligations being issued for the purposes of meeting the requirements of Section 265(b)(3) of the Code regard - ing qualified tax - exempt. .obligations. Section.14. Registered.Form. The Municipality recog- nizes that Section 149(a) of the Code requires the Bonds to be issued and to remain in fully registered form in order that interest thereon is exempt from federal income taxation under laws in force at the..time the Bonds are delivered. In this con- nection, the Municipality agrees that it will not take any action to permit the Bonds to be issued in, or :converted into,. bearer or coupon form. Section 15. List of Bondholders. The Bond Registrar shall maintain a list of the names and addresses of the regis- tered owners of all Bonds and upon any transfer. shall add the name and address of the new registered owner and eliminate the name and address of the transferor. Section 16. Duties of Bond Registrar. If requested by the Bond Registrar, the President and Village Clerk of the Municipality are authorized to execute- the. Bond Registrar's standard form of agreement between the Municipality and the Bond Registrar with respect to the obligations and - duties of the Bond Registrar hereunder which may include the following: (a) to act as bond registrar, authenticating agent, paying agent and transfer agent as provided herein; cum I � S � 'A (b) to maintain a list of the registered owners of the Bonds as set. forth herein and to furnish such list to the Municipality upon request, but otherwise to keep such list confidential; (c) to give notice of redemption of Bonds as provided herein; (d) to cancel and /or destroy Bonds which have been paid at maturity or upon earlier redemption or submitted for ex- change-or transfer; (e) to furnish the Municipality- at least annually a certificate with respect to Bonds cancelled and /or destroyed; and (f) to furnish the Municipality at -least annually an audit, confirmation. of Bonds paid, Bonds.. outstanding and pay - ments made with respect to interest-on the Bonds. ./ Section 17. Publicati =on of Ordinance. A full, true and complete copy of this ordinance shall be printed or published promptly after passage in pamphlet form by authority of the Cor- porate Authorities and shall be in full force and effect immediately and forthwith upon such publication. Section 18. Severability.. If any section, paragraph or provision- of this ordinance shall be held to be invalid or unenforceable for any reason, the invalidity or unenforceability of such section, paragraph or provision shall not affect any of the remaining provisions of this ordinance. Section 19. Repealer and Effective Date. All ordi- nances, resolutions and orders, or parts thereof, in conflict herewith, are to the extent of such conflict hereby repealed and this ordinance shall be in full force and effect immediately and forthwith upon its passage, approval and publication. -29- AYES: 6 - Marienthal, Glover, Reid, Shifrin, Mathias, O'Malley NAYS: ABSENT: ADOPTED: Attest: 0 - None 0 - None December.18, 1989. APPROV December 18, 1989. resident, Village of Wffalo Grove, Lake and Cook.CountiesP Illinois Village Clerk, Village of Buffalo Grove, Lake and Cook Counties, Illinois Recorded in the Municipal records on December 18, 1989. Published in pamphlet form by authority of the Corpo- rate Authorities on December 18, 1989. -30-