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1989-0130 0 ORDINANCE NO. 89- 13 AN ORDINANCE AUTHORIZING THE BORROWING OF MONEY FROM THE FIRST AMERICAN BANK OF LAKE COUNTY WHEREAS, the Village of Buffalo Grove is a Home -Rule Unit by virtue of the provisions of the Constitution of the State of Illinois of 1970; and, WHEREAS, the Village finds it is in its best interest to acquire certain capital equipment for its food operations fund; and, WHEREAS, it is deemed advisable, necessary and in the best interest of the residents of the Village to borrow money for the said capital equipment purchases; and, WHEREAS, First American Bank of Lake County has offered to loan funds to the Village of Buffalo Grove in an amount not to exceed Three Hundred Thousand Dollars ($300,000.00) for said capital equipment improvements. NOW, THEREFORE, BE IT ORDAINED BY THE PRESIDENT AND BOARD OF TRUSTEES OF THE VILLAGE OF BUFFALO GROVE, COOK AND LAKE COUNTIES, ILLINOIS, as follows: SECTION 1. It is hereby determined that it is essential and in the public interest that the Village acquire certain personal property, to equip and furnish the restaurant at the Buffalo Grove Golf Club, which is owned and operated by the Village. For the purpose of paying for said personal property.the Village of Buffalo Grove shall borrow Three Hundred Thousand Dollars ($300,000.00) from the First American Bank of Lake County pursuant to its Home -Rule power. SECTION 2. Repayment MAa�Btt amont borrowed shall be made pursuant to a promissory note dated Februa 2� 9, attached as Exhibit "A" to this Ordinance. SECTION 3. The payments required under the terms of this ordinance shall be a general obligation of the Village. The Village shall take.all necessary action to appropriate funds as are necessary to make the principal and interest payments required under this ordinance. SECTION 4. The Village President and Village Clerk of the Village are authorized and directed to sign all necessary documents to affect borrowing. SECTION 5. This ordinance shall be in full force and effect immediately upon its passage and approval. This ordinance shall not be codified. AYES: 5 - Marienthal, Reid, Shields, Shifrin, Mathias. NAYES: 0 None ABSENT: 1 - Glover PASSED: February 6 APPROVED: February 6 ATTEST: Village Jerk , 1989. , 1989. e President 0 0 PROMISSORY NOTE $300,000.00 Buffalo Grove, Illinois March 2, 1989 FOR VALUE RECEIVED, the undersigned, THE VILLAGE OF BUFFALO GROVE ( "Borrower "), hereby promises to pay to the order of FIRST AMERICAN BANK OF LAKE COUNTY, an Illinois banking. corporation (the "Bank "), the principal sum of Three Hundred Thousand Dollars ($300,000.00), together with interest accrued from the date hereof on the balance of principal remaining from time to time outstanding at the rate of 7.47% per annum (subject to increase as provided in the next succeeding paragraph). Said principal sum shall be due and payable in four installments as follows: $75,000.00 on March 2, 1991, $75,000.00 on March 2, 1992, $75,000.00 on March 2, 1993 and $75,000.00 on March 2, 1994. Said accrued interest shall be due and payable in full in arrears on each September 2 and March 2 hereafter (beginning on September 2, 1989) until March 2, 1994, on which date all, principal, interest and other sums owing hereunder shall be due and payable in full (if not due and payable earlier as provided above). Interest on this Note shall be computed on the basis of a 360 -day year and shall be charged for the actual number of days elapsed. Borrower has represented to the Bank that interest accrued and /or paid hereunder will not be includable in the gross income of the Bank (or other holder hereof) for federal income taxes, and the Bank has relied on said representation in agreeing to make the loan to Borrower evidenced hereby. Accordingly, in the -event the Bank or any other.holder hereof receives any notice which constitutes a "Determination of Taxability" (as hereinafter defined), then (a) interest shall automatically be increased to, and accrue under this Note at, the per annum rate of 11.75% (as opposed to 7.47% as aforesaid), effective from and after the date of this Note (unless the subject Determination of Taxability affirmatively states that said interest hereunder is not so includable in gross income for a particular period from and after the date of this Note, in which case the 7.47% inter- est accrual rate set forth in the immediately preceding paragraph shall apply to that (but only that) particular period), (b) any unpaid interest accrued by reason of the increase in the rate from 7.47% to 11.75% for any period prior to the date of the Bank's (or other holder's) receipt of the subject Determination of Taxability ( "Excess Retroac- tive Interest ") shall be due and payable on demand (and shall itself accrue interest ( "Demand Interest ") from the date of demand through the date of payment at the rate of 11.75% per annum, which Demand Interest shall be due and payable with the payment of the subject Excess Retroactive 0 0 Interest), and (c) all other interest payment terms shall remain as set forth in the preceding paragraph. For purposes of this Note, a "Determination of Taxability" shall mean a determination of the Internal Revenue Service or an opinion of nationally recognized bond counsel selected by the Bank (or other holder) that interest payable on this Note is includable in gross income of the Bank (or other holder hereof), or a statement of such counsel that it is unable to give an unqualified opinion that such interest is not so includable in gross income. Nothing herein contained shall be deemed to require or impose any obligation'on the Bank (or other holder) to prevent, question or contest any Determination of Taxability. Due to the possible retroac- tive affect of the provisions of this paragraph, this paragraph shall remain valid, binding and enforceable against Borrower despite any surrender, cancellation or payment of this Note (unless the provisions of this para- graph have been cancelled by specific reference to this paragraph). Payments on this Note shall be made at the offices of the Bank or at such other office as the holder of this Note may, from time to time, designate in writing. Notwithstanding any other provisions of this Note, this Note and any and all amounts owing hereunder may, at the option of the Bank or other holder hereof, be accelerated and become immediately due and payable without notice upon (a) any default in the payment of any amount owing hereunder on or prior to the due date therefor, or (b) any default under any other indebtedness of Borrower to the Bank. Upon and after the occurrence of any such acceleration, Borrower shall pay interest at the rate (the "Default Rate ") of three percent (3%) per annum over the interest accrual rate which would otherwise apply under the first two paragraphs of this Note. This Note may be prepaid in whole or in part without premium or penalty at any time at the option of Borrower. Any partial prepayment shall be applied first against any costs, expenses or charges then owing hereunder, then to any unpaid accrued interest as of the date of prepayment and finally against the principal amount out- standing. Prepayments applied against unpaid principal installments shall be applied in the inverse order of their due dates and shall not postpone the due date of any such installment remaining unpaid or change the amount of any such installment (except to the extent the prepayment is applied to the installment as aforesaid) unless the Bank (or other holder) shall otherwise agree in writing. Any waiver of any payment due hereunder or the acceptance by the Bank of partial payments hereunder shall not, at any other time, be taken to be a waiver of the terms -2- 0 0 of this Note or any other agreement between Borrower and the Bank (or any other holder hereof). No delay on the part of the Bank in the exercise of any right or remedy shall operate as a waiver thereof, and no single or partial exercise by the Bank of any right or remedy shall preclude other or further exercise thereof or the exercise of any other right or remedy. Borrower hereby waives demand, presentment for payment, notice of nonpayment and protest and any and all notice of whatever kind or nature. The loan evidenced hereby has been made, and this Note has been delivered; in Buffalo Grove, Illinois and shall be governed by the internal laws, and not the conflicts -of -laws rules, of the State of Illinois. Wheresoever possible each provision of this Note shall be interpreted in such a manner as to be effective and valid under - applicable law, but if any provision of this Note shall be prohibited by or invalid under such law, such provision shall be ineffective to the extent of such prohi- bition-or invalidity, without invalidating the remainder of such provision or the remaining provisions of this Note. Borrower agrees to pay, in addition to unpaid principal and interest, any and all costs and expenses incurred by the Bank or any other holder in attempting or effecting collection or otherwise enforcing this Note or any terms hereof, including reasonable attorneys' fees, whether or not suit is instituted. By executing this Note, Borrower agrees to all its terms and provisions and acknowledges the receipt of a completely filled in copy prior to execution hereof. IN WITNESS WHEREOF, the undersigned has executed this Note as of the date first written above. ( SEAL) ATTEST Name( Janet M. Sirabian Title: Village Clerk CRC9132A VILLAGE BUFFALO GROVE By Name: Verna L. Clayton 1 Title: Village President -3- f T VILLAGE OF BUFFALO GROVE ORDINANCE NO. / ADOPTED BY THE PRESIDENT AND BOARD OF TRUSTEES OF THE VILLAGE OF BUFFALO GROVE THIS DAY OF P6� 19� Published in pamphlet form by authority of the President and Board of Trustees of the Village of Buffalo Grove, Cook & Lake Counties, Illinois, this _7 day of 4-eh,-1-zza, , 19 -4. _ )WA iii' 4"44*^ Village Clerk By, Deputy Cl rk ORDINANCE NO. 89- 13 AN ORDINANCE AUTHORIZING THE BORROWING OF MONEY FROM THE FIRST AMERICAN BANK OF LAKE COUNTY WHEREAS, the Village of Buffalo Grove is a Home -Rule Unit by virtue of the provisions of the Constitution of the State of Illinois of 1970; and, WHEREAS, the Village finds it is in its best interest to acquire certain capital equipment for its food operations fund; and, WHEREAS, it is deemed advisable, necessary and in the best interest of the residents of the Village to borrow money for the said capital equipment purchases; and, WHEREAS, First American Bank of Lake County has offered to loan funds to the Village of Buffalo Grove in an amount not to exceed Three Hundred Thousand Dollars ($300,000.00) for said capital equipment improvements. NOW, THEREFORE, BE IT ORDAINED BY THE PRESIDENT AND BOARD OF TRUSTEES OF THE VILLAGE OF BUFFALO GROVE, COOK AND LAKE COUNTIES, ILLINOIS, as follows: SECTION 1. It is hereby determined that it is essential and in the public interest that the Village acquire certain personal property, to equip and furnish the restaurant at the Buffalo Grove Golf Club, which is owned and operated by the Village. For the purpose of paying for said personal property the Village of Buffalo Grove shall borrow Three Hundred Thousand Dollars ($300,000.00) from the First American Bank of Lake County pursuant to its Home -Rule power. SECTION 2. Repayment of the amount borrowed shall be made pursuant to a promissory note dated February 1989, attached as Exhibit "A" to this Ordinance. SECTION 3. The payments required under the terms of this ordinance shall be a general obligation of the Village. The Village shall take all necessary action to appropriate funds as are necessary to make the principal and interest payments required under this ordinance. SECTION 4. The Village President and Village Clerk of the Village are authorized and directed to sign all necessary documents to affect borrowing: SECTION 5. This ordinance shall be in full force and effect immediately upon its passage and approval. This ordinance shall not be codified. AYES: 5 - Marienthal, Reid, Shields, Shifrin, Mathias NAYES: 0 - None ABSENT: 1 - Glover PASSED: February 6 , 1989. APPROVED: February 6 �- 1989. „ Vi lage President ATTEST:_ Village' lerk EXHIBIT "A" PROMISSORY NOTE $300,000.00 Buffalo Grove, Illinois February , 1989 FOR VALUE RECEIVED, the undersigned, THE VILLAGE OF BUFFALO GROVE ( "Borrower "), hereby promises to pay to the order of FIRST AMERICAN BANK OF LAKE COUNTY, an Illinois banking corporation (the "Bank "), the principal sum of Three Hundred Thousand Dollars ($300,000.00), together with interest accrued from the date hereof on the balance of principal remaining from time to time outstanding at the rate of 7.47% per annum (subject to increase as provided in the next succeeding paragraph). Said principal sum shall be due and payable in four installments as follows: $75,000.00 on February , 1991, $75,000.00 on February , 1992, $75,000.00 on February , 1993 and $75,000.00 on February , 1994. Said accrued interest shall be due and payable in full in arrears on each August and February hereafter (beginning on August , 1989) until February , 1994, on which date all, principal, interest and other sums owing hereunder shall be due and payable in full (if not due and payable earlier as provided above). Interest on this Note shall be computed on the basis of a 360 -day year and shall be charged for the actual number of days elapsed. Borrower has represented to the Bank that interest accrued and /or paid hereunder will not be includable in the gross income of the Bank (or other holder hereof) for federal income taxes, and the Bank has relied.on said representation in agreeing to make the loan to Borrower evidenced hereby. Accordingly, in the event the Bank or any other holder hereof receives any notice which constitutes a "Determination of Taxability" (as hereinafter defined), "then (a) interest shall automatically be increased to, and accrue under this Note at, the per annum rate of 11.75% (as opposed to 7.47% as aforesaid), effective from and after the date of this Note (unless the subject Determination of Taxability affirmatively states that said interest hereunder is not so includable in gross income for a particular period from and after the date of this Note, in which case the 7.47% inter- est accrual rate set forth in the immediately preceding paragraph shall apply to that (but only that) particular period), (b) any unpaid interest accrued by reason of the increase in the rate from 7.47% to 11.75% for any period prior to the date of the Bank's (or other holder's) receipt of the subject Determination of Taxability ( "Excess Retroac- tive Interest ") shall be due and payable on demand (and shall itself accrue interest ( "Demand Interest ") from the date of demand through the date of payment at the rate of 11.75% per annum, which Demand Interest shall be due and payable with the payment of the subject Excess Retroactive Interest), and (c) all other interest payment terms shall remain as set forth in the preceding paragraph. For purposes of this Note, a "Determination of Taxability" shall mean a determination of the Internal Revenue Service or an opinion of nationally recognized bond counsel selected by the Bank (or other holder) that interest payable on this Note is includable in gross income of the Bank (or other holder hereof), or a statement of such counsel that it is unable to give an unqualified opinion that such interest is not so includable in gross income. Nothing herein contained shall be deemed to require or impose any obligation on the Bank (or other holder) to prevent, question or contest any Determination of Taxability. Due to the possible retroac- tive affect of the provisions of this paragraph, this paragraph shall remain valid, binding and enforceable against Borrower despite any surrender, cancellation or payment of this Note (unless the provisions of this para- graph have been cancelled by specific reference to this paragraph). Payments on this Note shall be made at the offices of the Bank or at such other office as the holder of this Note may, from time to time, designate in writing. Notwithstanding any other provisions of this Note, this Note and any and all amounts owing hereunder may, at the option of the Bank or other holder hereof, be accelerated and become immediately due and payable without notice upon (a) any default in the payment of any amount owing hereunder on or prior to the due date therefor, or (b) any default under any other indebtedness of Borrower to the Bank. Upon and after the occurrence of any such acceleration, Borrower shall pay interest at the rate (the "Default Rate ") of three percent (3 %) per annum over the interest accrual rate which would otherwise apply under the first two paragraphs of this Note. This Note may be prepaid in whole or in part without premium or penalty at any time at the option of Borrower. Any partial prepayment shall be applied first against any costs, expenses or charges then owing hereunder, then to any unpaid accrued interest as of the date of prepayment and finally against the principal amount out- standing. Prepayments applied against unpaid principal installments shall be applied in the inverse order of their due dates and shall not postpone the due date of any such installment remaining unpaid or change the amount of any such installment (except to the extent the prepayment is applied to the installment as aforesaid) unless the Bank (or other holder) shall otherwise agree in writing. Any waiver of any payment due hereunder or the acceptance by the Bank of partial payments hereunder shall not, at any other time, be taken to be a waiver of the terms -2- r� of this Note or any other agreement between Borrower and the Bank (or any other holder hereof). No delay on the part of the Bank in the exercise of any right or remedy shall operate as a waiver thereof, and no single or partial exercise by the Bank of any right or remedy shall preclude other or further exercise thereof or the exercise of any other right or remedy. Borrower hereby waives demand, presentment for payment, notice of nonpayment and protest and any and all notice of whatever kind or nature. The loan evidenced hereby has been made, and this Note has been delivered, in Buffalo Grove, Illinois and shall be governed by the internal laws, and not the conflicts -of -laws rules, of the State of Illinois. Wheresoever possible each provision of this Note shall be interpreted in such a manner as to be effective and valid under applicable law, but if any provision of this Note shall be prohibited by or invalid under such law, such provision shall be ineffective to the extent of such prohi- bition or invalidity, without invalidating the remainder of such provision or the remaining provisions of this Note. Borrower agrees to pay, in addition to unpaid principal and interest, any and all costs and expenses incurred by the Bank or any other holder in attempting or effecting collection or otherwise enforcing this Note or any terms hereof, including reasonable attorneys' fees, whether or not suit is instituted. By executing this Note, Borrower agrees to all its terms and provisions and acknowledges the receipt of a completely filled in copy prior to execution hereof. IN WITNESS WHEREOF, the undersigned has executed this Note as of the date first written above. (SEAL) ATTEST Name(:-.j Janet M. Sirabian Title: Village Clerk CRC9132A VILLAGE / QF BUFFALO GROVE C By Licy23__ -3- Name: Verna L. Clayton Title: Village President