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1991-04111 0. ORDINANCE NO. 91 -41 0 / t AN ORDINANCE providing for the .issue of $8,060,000 Special Service Area Number One Refunding Bonds, Series 1991, of the Village of Buffalo Grove, Lake and Cook Counties, Illinois, and the levy of a direct annual tax sufficient to pay the principal and interest on said bonds. WHEREAS, pursuant to the provisions of Section 6(a) of Article VII of the 1970 Constitution of the State of Illinois and the Special Service Area Tax Act, as amended (the "Act "), the Village of Buffalo Grove, Lake and Cook Counties, Illinois (the "Municipality "), is authorized to create special service areas within the Municipality, issue bonds secured by the full faith and credit of such areas for providing special services to such areas and levy taxes against the property included in such area to pay the principal and interest on said bonds; and WHEREAS, the President and Board of Trustees of the Municipality (the "Corporate Authorities ") by Ordinance No. 85 -53 adopted on the 9th day of September, 1985, did propose the establishment of Special Service Area Number One of the Munici- pality (the "Original Area ") and the issuance of bonds in not to exceed the amount of $8,250,000, bearing interest at a rate or rates not to exceed 15% per annum and maturing within 20 years from the issuance thereof and did call a public hearing thereon for the 7th day of October, 1985 (the "Hearing "); and WHEREAS, proper notice was given of the Hearing and at the Hearing held on the 7th day of October, 1985, all interested t persons affected by the Original Area were allowed to file written objections thereto and to be heard orally thereon; and WHEREAS, the Corporate Authorities by Ordinance No. 85- 58 adopted on the 7th day of October, 1985, did establish the Original Area; and WHEREAS, pursuant to Ordinance No. 88 -71 adopted on the 11th day of July, 1988, and all of the requirements of the Act, the Corporate Authorities enlarged the Original Area (the "Area "); and WHEREAS, the Area is contiguous and is totally within the corporate limits of the Municipality; and WHEREAS, the Area benefits specially from the municipal services provided (the "Services "), and the Services are unique and in addition to municipal services provided to the Munici- pality as a whole; and WHEREAS, no petition has been filed objecting to the creation or enlargement of the Area, the levy or imposition of a tax or the issuance of such bonds; and WHEREAS, the Corporate`Authorities by Ordinance No. 85- 88 adopted on the 10th day of December, 1985, authorized the issuance of bonds in the principal amount of $8,250,000 (the "Refunded Bonds ") and levied a direct annual tax against all of the taxable property included in the Area sufficient to pay the principal thereof and interest thereon; and -2- WHEREAS, the Corporate Authorities have provided for the construction of sewer and water improvements, streets, curbs, water distribution system and facilities, street lights, storm water retention lakes and landscaping, fire protection and design engineering /surveying (the "Project "), all of the Services to be in and for the Area and all of said construction to be on exist- ing public property or property to be acquired by the Munici- pality, including public easements; and WHEREAS, a portion of the proceeds of the Refunded Bonds (the "Prior Proceeds ") has been expended on the Project, and a portion of the Refunded Bonds will be needed to complete the Project; and WHEREAS, the Prior Proceeds expended on the Project have been used solely and only for improvements for which the Municipality is authorized to levy taxes or special assessments or to appropriate the funds of the Municipality; and WHEREAS, the Corporate Authorities have heretofore and do hereby determine that it is necessary and in the best interests of the Municipality to refund the Refunded Bonds in order to lower the interest costs thereon, reduce total debt service costs, reduce the total amount of indebtedness outstanding for the Area, shorten the average life of such indebtedness and eliminate future balloon payments; and WHEREAS, a portion of the unexpended Prior Proceeds will not be required for the Project and is available to be used in connection with the refunding of the Refunded Bonds; and -3- 1 0 __ ! 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 $8,060,000 be borrowed at this time for paying the cost of refunding the Refunded Bonds, and in evidence of such borrowing, special service bonds of the Municipality in the principal amount of $8,060,000 (the "Bonds ") be issued; and WHEREAS, the Bonds shall be payable solely and only from ad valorem property taxes levied against all of the taxable property included in the Area without any limitation as to rate or amount: NOW, THEREFORE, Be It Ordained by the President and Board of Trustees of the Village of Buffalo Grove, Lake and Cook Counties, Illinois, 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 the Bonds to the amount of $8,060,000 for the purpose of paying the cost of refunding the Refunded Bonds. Section 3. Bond Details. In order to raise the sum of $8,060,000 presently needed for the purpose aforesaid, there be -4- 3 e • .1 - 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 $8,060,000 be borrowed at this time for paying the cost of refunding the Refunded Bonds, and in evidence of such borrowing, special service bonds of the Municipality in the principal amount of $8,060,000 (the "Bonds ") be issued; and WHEREAS, the Bonds shall be payable solely and only from ad valorem property taxes levied against all of the taxable property included in the Area without any limitation as to rate or amount: NOW, THEREFORE, Be It Ordained by the President and Board of Trustees of the Village of Buffalo Grove, Lake and Cook Counties, Illinois, 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 the Bonds to the amount of $8,060,000 for the purpose of paying the cost of refunding the Refunded Bonds. Section 3. Bond Details. In order to raise the sum of $8,060,000 presently needed for the purpose aforesaid, there be -4- e__ • . I. borrowed on the credit of and for and on behalf of. the Munici- pality the sum of $8,060,000 for the payment of the cost of refunding the Refunded Bonds. The Bonds, payable solely and only from ad valorem taxes levied against all of the taxable property in the Area, without limit as to rate or amount, shall be issued in said amount and shall be designated "Special Service Area Number One Refunding Bonds, Series 1991." The Bonds shall be dated April 1, 1991, and shall also bear the date of authenti- cation, shall be in fully registered form, shall be in denomina- tions 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 1 of each of the years, in the amounts and bearing interest per annum as follows: Year of Principal Rate of Maturity Amount Interest 1991 $ 55,000 9.000% 1992 260,000 9.000% 1993 310,000 9.000% 1994 350,000 9.000% 1995 425,000 9.000% 1996 460,000 9.000% 1997 500,000 7.500% 1998 550,000 7.125% 1999 575,000 7.300% 2000 625,000 7.400% 2001 675,000 7.500% 2002 725,000 7.600% 2003 775,000 7.700% 2004 850,000 7.800% 2005 925,000 7.900% -5- 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 first days of June and December of each year, commencing on December 1, 1991. Interest on each Bond shall be paid by check or draft of The First National Bank of Chicago, Chicago, Illinois, as bond registrar and paying agent (the "Bond Registrar "), payable upon presentation in lawful money of the United States of America, to the person in whose name such Bond is registered at the close of business on the 15th day of the month next preceding the interest payment date. The principal of the Bonds shall be payable in lawful money of the United States of America at the Bond Registrar. The seal of the Municipality shall be affixed to or printed on each of the Bonds, and the Bonds shall be signed by the facsimile signature of the Village President of the Municipality and attested by the 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 the Bond Registrar, as authenticating agent of the Municipality for the Bonds and showing the date of authentica- tion. No Bond shall be valid or obligatory for any purpose or be entitled 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 authentica- tion 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 corporate trust 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. -7- t • __ • .. Upon surrender for transfer of any Bond at the princi- pal corporate trust office of the Bond Registrar, duly endorsed by, or accompanied 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 authenticate, date and deliver in the name of the trans- feree or transferees 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 aggre- gate principal amount of Bond or Bonds of the same maturity of other authorized denominations. The execution by the Munici- pality 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, pro- vided, however, that the principal amount of outstanding Bonds of each maturity authenticated by the Bond Registrar shall not exceed the authorized principal amount of Bonds for such maturity less previous retirements. 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 next preceding any interest payment date on such Bond and ending on such interest payment date nor to transfer or exchange any Bond after notice �. .:�. .. '- I , - 0 -- 0 -� � calling such Bond for redemption has been mailed, nor during a period of fifteen (15) days next preceding mailing of a notice of redemption 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 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 lia- bility 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 1, 2001, shall be subject to redemption prior to matur- ity at the option of the Municipality as a whole, or in part in integral multiples of $5,000 in inverse order of maturity (less than all of the Bonds of a single maturity to be selected by lot by the Bond Registrar), on December 1, 2000, and on any interest payment 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 Bonds to be redeemed. For purposes of any redemption of less than all of the outstanding Bonds of a single maturity, the particular 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 Munici- pality 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 regis- tered owner of the Bond or Bonds to be redeemed at the address -10- 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 partial 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 corporate trust office of the Bond Registrar. Prior to any redemption date, the Municipality shall deposit with the Bond Registrar 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 Municipality 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 accor- dance with said notice, such Bonds shall be paid by the Bond -11- 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 regis- tered owner a new Bond or Bonds of the same maturity in the amount of the unpaid principal. 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 Provisions ", shall be omitted and paragraphs [6] through [11] shall be inserted immediately after paragraph [1]: -12- (Form of Bond - Front Side) REGISTERED NO. REGISTERED UNITED STATES OF AMERICA STATE OF ILLINOIS COUNTIES OF LAKE AND COOK VILLAGE OF BUFFALO GROVE SPECIAL SERVICE AREA NUMBER ONE REFUNDING BOND, SERIES 1991 :See Reverse Side: :for Additional :Provisions Interest Maturity Dated Rate: % Date: December 1, Date: April 1, 1991 CUSIP: _ Registered Owner: Principal Amount: [1] KNOW ALL MEN BY THESE PRESENTS, that the Village of Buffalo Grove, Lake and Cook Counties, Illinois (the "Munici- pality"), hereby acknowledges itself to owe and for value received promises to pay to the Registered Owner identified above, or registered assigns as hereinafter provided, solely from the collection of taxes levied against all of the taxable prop- erty in that part of said Municipality known as Special Service Area Number One and not otherwise, on the Maturity Date identi- fied above, the Principal Amount identified above and to pay -13- interest (computed on the basis of a 360 -day year of twelve 30- day months) on such Principal Amount from the date of the Bond or from the most recent interest payment date to which interest has been paid at the Interest Rate per annum set forth above on June 1 and December 1 of each year commencing December 1, 1991, until said Principal Amount is paid. The principal of this Bond is payable in lawful money of the United States of America at the principal corporate trust office of The First National Bank of Chicago, Chicago, Illinois, as bond registrar and paying agent (the "Bond Registrar "). 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 the Bond Registrar at the close of business on the 15th day of the month next preceding each interest payment date and shall be paid by check or draft of the Bond Registrar, 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 Registrar. [2] Reference is hereby made to the further provisions c 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 -14- precedent to and in the issuance of this bond did exist, have happened, been done and performed in regular and due form and time as required by law; that the indebtedness of the Munici- pality, 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 in said Special Service Area 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 Village 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. Attest: (Facsimile Signature) - Village Clerk -15- (Facsimile Signature) Village President e • Date of Authentication: CERTIFICATE OF AUTHENTICATION This Bond is one of the Bonds described in the within mentioned ordinance and is one of the Special Service Area Number One Refunding Bonds, Series 1991, of the Village of Buffalo Grove, Lake and Cook Counties, Illinois. Bond Registrar and Paying Agent: The First National Bank of Chicago Chicago, Illinois The First National Bank of Chicago as Bond Registrar By (Manual Signature) Authorized Officer [Form of Bond - Reverse Side] Village of Buffalo Grove Lake and Cook Counties, Illinois Special Service Area Number One Refunding Bond, Series 1991 [6] This bond is one of a series of bonds issued by the Municipality for the purpose of paying the cost of refunding the outstanding Special Service Area Number One Bonds, Series 1985, of the Municipality, pursuant to and in all respects in compliance with the,provisions of Section 6(a) of Article VII of the 1970 Constitution of the State of Illinois and the Special Service Area Tax Act, as amended, and in compliance with an ordi- nance providing for the issue of this series of bonds duly passed -16- o • by the President and Board of Trustees of said Municipality (the "Bond Ordinance "), and published, in all respects as by law required. [7] Bonds of the issue of which this Bond is one maturing on and after December 1, 2001, 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 inverse order of their maturity (less than all the Bonds of a single maturity to be selected by the Bond Registrar in such manner as it shall deem fair and appropriate), on December 1, 2000, and on any interest payment date thereafter, at the redemption 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 maintained 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 holder hereof in person or by his attorney duly authorized in writing at -17- the principal corporate trust office of the Bond Registrar in Chicago, Illinois, but only in the manner, subject to the limita- tions and upon payment of the charges provided in the Bond Ordi- nance, 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 corporate trust office of the Bond Registrar for a like aggregate principal amount of Bonds of the same maturity of other authorized denomi- nations, upon the terms set forth in the Bond Ordinance. [11] The Municipality and the Bond Registrar may deem and treat the registered holder 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 nor the Bond Registrar shall be affected by any notice to the contrary. a� (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. Forthwith after this ordinance has become effective, as provided by law, the Bonds shall be executed and delivered to the Village Treasurer of the Municipality or his designee (the "Treasurer ") and be by him delivered to the purchaser thereof, namely, Griffin, Kubik, Stephens & Thompson, Inc., Chicago, Illinois, upon receipt of the purchase price therefor, same to be not less than $7,979,400, plus accrued interest to date of delivery; and that the contract for the sale of the Bonds attached hereto, be and is in all respects approved and authorized, it being hereby found and determined that said contract is in the best interest of the -19- e • Municipality and that no person holding any office of the Munici- pality either by election or appointment, is in any manner inter- ested, either directly or indirectly, in his own name or in the name of any other person, association, trust or corporation, in said contract for the purchase of the Bonds. Section 9. Tax Levy. For the purpose of providing the funds required 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 shall be levied upon all the taxable property within the Area 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 levied upon all of the said taxable property in the Area in addition to all other taxes the following direct annual tax, to -wit: For the Year A Tax Sufficient to Produce the Sum of: 1991 $880,437.50 for interest and principal up to and including June 1, 1993 1992 $904,787.50 for interest and principal 1993 $915,087.50 for interest and principal 1994 $955,212.50 for interest and principal 1995 $950,387.50 for interest and principal 1996 $950,93750 for interest and principal 1997 $962,593.86 for interest and principal 1998 $947,012.50 for interest and principal 1999 $952,900.00 for interest and principal 2000 $954,462.50 for interest and principal 2001 $951,600.00 for interest and principal 2002 $944,212.50 for interest and principal 2003 $956,225.00 for interest and principal 2004 $961,537.50 for interest and principal -20- 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 adversely affect the ability of the Municipality to levy and collect the foregoing tax levy, and that the Municipality and its officers will comply with all present and future applicable laws imposing any duty on the Municipality and its officers in order to assure that the foregoing taxes will be levied, extended and collected as pro- vided herein and deposited in the fund established to pay the principal of and interest on the Bonds. The Municipality and its officers shall not be responsible for any duty imposed by law upon County Clerks, Collectors or Treasurers. Section 10. Filing of Ordinance and Certificate of Reduction of Taxes. Forthwith as soon as this ordinance becomes effective, the Village Clerk of the Municipality be and is hereby directed to file-a copy of said ordinance with the County Clerks of Lake and Cook Counties, Illinois (the "County Clerks "), and it shall be the duty of the County Clerks in and for each of the years 1991 to 2004, inclusive, to ascertain the rate percent required to produce the aggregate tax hereinbefore levied, and extend the same for collection on the tax books against all of the taxable property within the Area in addition to other taxes levied in each of said years in the Area in order to raise the respective amounts levied aforesaid, and such tax shall be -21- 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 tax hereby levied shall be placed to the credit of a special fund to be designated and known as "Village of Buffalo Grove Special Service Area Number One Bond and Interest Fund of 1991" (the "Bond Fund "), and the Bond Fund is hereby irrevocably pledged to and shall be used only for the purpose of paying the principal of and interest on the Bonds. The Village President, Village Clerk and Village Treasurer of the Municipality be and the same are hereby directed to prepare and file with the County Clerks, a Certificate of Reduction of Taxes Heretofore Levied for the Payment of Bonds showing the Refunded Bonds and directing the abatement of the taxes heretofore levied for the years 1991 to 2004, inclusive, to pay the Refunded Bonds. Section 11. Creation of Funds and Appropriations. The funds derived from the levy made in Section 9 hereof be and the same are hereby appropriated and set aside for the sole and only purpose of paying principal of and interest on the Bonds when and as the same become due. Accrued interest and any premium received upon the sale of the Bonds shall be and are hereby appropriated for the purpose of paying the interest due on the Bonds, and, to that end, are hereby ordered deposited into the Bond Fund, which fund shall be -22- the fund for the payment of principal of and interest on the Bonds. Simultaneously with the delivery of the Bonds, the principal proceeds thereof shall be applied for the payment of the expenses of issuing the Bonds and the establishment of an escrow account (the "Escrow ") to be hereafter authorized by the Corporate Authorities for the purpose of paying principal of and interest on the Refunded Bonds as such become due. Simultaneously with the delivery of the Bonds, $1,185,400.65 of the funds then on deposit in the Village of Buffalo Grove Special Service Area Number One Construction Fund established in connection with the issuance of the Refunded Bonds (the 111985 Fund ") and $399,100.00 of the funds then on deposit in the Village of Buffalo Grove Special Service Area Number One Bond and Interest Fund established-in connection with the issuance of the Refunded Bonds shall be applied for the establishment of the Escrow, and the entire balance of the funds then on deposit in the 1985 Fund shall be credited to and deposited pursuant to the direction of the Treasurer or his designee in a fund to be designated and known as the "Village of Buffalo Grove Special Service Area Number One Project Fund" (the "Project Fund ")., and the Project Fund shall be held in trust for the benefit of the property owners, residents, taxpayers and voters of the Area and for the purchasers and holders from time to time of the Bonds. The money in the Project Fund shall be used solely and only for -23- paying the costs of the Project and for paying the principal of and interest on the Bonds if there are not sufficient funds on hand in the Bond fund therefor, in which case said money shall be loaned to the Bond Fund. From time to time as necessary, the Treasurer shall withdraw money from the Project Fund for the purpose of paying (1) the costs of that portion of the Project related to fire protection; (2) the expenses of issuing the Bonds; and (3) principal of or interest on the Bonds. The Treasurer shall withdraw money from the Project Fund to pay all other costs of the Project only upon receipt by the Village of a Special Service Area Number One Affidavit in the form attached hereto as Exhibit A and made a part hereof, which said form of affidavit is hereby approved. All interest earned on or increment to money in the Project Fund shall be deposited in the Project Fund, and all interest earned on or increment to money in the Bond Fund shall be deposited in the Bond Fund. After all the costs of the Project have been paid, any and all money remaining on deposit in the Project Fund shall be deposited by the Treasurer into the Bond 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 -24- e • 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: (1) The Bonds are being issued to refund the Refunded Bonds, and all of the amounts received upon the sale of the Bonds, plus all investment earnings thereon (the "Proceeds "), are needed for the purpose for which the Bonds are being issued. (2) Except for funds deposited into the Escrow, the Municipality has on hand no funds which could legally and practically be used for the purpose for which the Bonds are being issued which are not pledged, budgeted, earmarked or otherwise necessary to be used for other purposes. Accor- dingly, 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 purpose for which the Bonds are being used, 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 obliga- tion (using semi- annual compounding on the basis of a 360 -day year) produces an amount equal to its purchase price, including accrued interest. (3) Except for the payment of the Bonds or the Refunded Bonds, 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, notes, certificates or -25- warrants or on any installment contract or other obligation of the Municipality or for the purpose of replacing any funds of the Municipality used for such purpose. (4) The Bond Fund is established to achieve a proper matching of revenues and earnings with debt service in each bond year. Other than any amounts held to pay principal of matured Bonds that have not been presented for payment and proceeds of the Bonds, it is expected that any moneys deposited in the Bond Fund will be spent within the 12 -month period beginning on the date of deposit therein. Any earnings from the investment of amounts in the Bond Fund will be spent within a one -year period beginning on the date of receipt of such investment earnings. Other than amounts held to pay principal of matured Bonds that have not been presented for payment and proceeds of the Bonds, 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. (5) 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. (6) (a) All amounts on deposit in the Bond Fund and all Proceeds, no matter in what funds or accounts deposited ( "Gross Proceeds "), to the extent not exempted in (b) below, and all amounts in any fund or account pledged directly or in- directly to the payment of the Bonds which will be available to pay, directly or indirectly, the Bonds or restricted so as to give 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. -26- ® o (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 "); and (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. (7) Subject to (15) below, once moneys are subject to the Yield limits of (6)(a) above, they remain Yield restricted until they cease 'to be Gross Proceeds. (8) None of the Proceeds will be and none of the Prior Proceeds were used, directly or indi- rectly, in any business carried on by any person other than a state or local governmental unit or to replace funds used for such purpose. (9) The payment of the principal of or the interest on the Bonds will not be and the payment of the principal of or the interest on the Refunded Bonds is not, directly or indirectly (A) secured by any interest in (i) property used or to be used for a private business use by any person other than a state or local governmental unit, or (ii) payments in respect of such property, or (B) derived from payments (whether or not by or to the Municipal- ity), in respect of property, or borrowed money, used or to be used for a private business use by any person other than a state or local governmental unit. (10) None of the Proceeds will be and none of the Prior Proceeds were used, directly or indi- rectly, to make or finance loans to persons other than a state or local governmental unit or to replace funds used for such purpose. (11) No user of the Project other than a state or local government unit will use the Project -27- on any basis other than the same basis as the general public, and no person other than a state or local 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. (12) 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. (13) No portion of the Project is expected to be sold or otherwise disposed of prior to the last maturity of the Bonds. (14) 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. (15) The Yield restrictions contained in (6) 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. (16) 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. (17) 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 e • 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 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 Village 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 -29- e • excess arbitrage profits 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 their officers, 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 entities thereof will not issue any obligations of any kind or for any purpose in excess of the total aggregate amount of $10,000,000 during the calendar year 1991, and the Municipality hereby designates the Bonds as obligations being issued for the purposes of meeting the requirements of Section 265(b)(3) of the Code regarding qualified tax - exempt obligations. Section 14. Use of Taxes Heretofore Levied. All pro- ceeds received or to be received from any taxes heretofore levied to pay principal and interest on the Refunded Bonds, including the proceeds received or to be received from the taxes levied for the years 1989 or 1990 for such purposes, shall be used to pay principal and interest on the Refunded Bonds and to the extent that such proceeds are not needed for such purpose because of the establishment of the Escrow, the same shall be deposited into the Bond Fund and used to pay principal and interest on the Bonds in accordance with all of.the provisions of this ordinance. =110 Section 15. Registered Forma The Municipality recognizes 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 connection, 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 16. 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 17. Duties of Bond Re istrar. If requested by the Bond Registrar, the Village 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 regi paying agent and transfer agent (b) to maintain a list of Bonds as set forth herein and Municipality upon request, but confidential; strar, authenticating agent, as provided herein; the registered owners of the to furnish such list to the otherwise to keep such list (c) to give notice of redemption of Bonds as provided herein; -31- o - (d) to cancel and /or destroy Bonds which have been paid at maturity or upon earlier redemption or submitted for exchange 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 payments made with respect to interest on the Bonds. Section 18. 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 immedi- ately and forthwith upon such publication. This ordinance shall not be codified. Section 19. 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. -32- W , * . 0 - - 40 f l Section 20. 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. ADOPTED: March 18, 1991. AYES: 6 - Marienthal, Reid, Shifirn, Mathias, O'Malley, Kahn NAYS: 0 - None ABSENT: 0 - None APPROVED- March 18, 1991. Village President, Village of Buffalo Grove, Lake and Cook Counties, Illinois Published in pamphlet form by authority of the Corpo- rate Authorities on March 19, 1991. Attest: 0 Village Clerk, V llage of Bd?-falo Grove, Lake and Cook Cotnties, Illinois attic e • STATE OF ILLINOIS ) SS COUNTY OF ) SPECIAL SERVICE AREA NUMBER ONE AFFIDAVIT a EXHIBIT A I, the undersigned, do hereby certify under oath that I am of r , Illinois (the "Company "), and as such officer I do further certify under oath as follows: 1. That since submission of the last Special Service Area Number One Affidavit, dated , 19 to the Village of Buffalo Grove, Cook and Lake Counties, Illinois (the "Village "), the Company has expended or has caused to be expended the sum of $ (the "Expenditures ") on the cost of certain public improvements (the "Services ") for Special Service Area Number One of the Village (the "Area "). 2. That the Expenditures have been expended for construction work more particularly itemized as follows: Particular Current Total Cost Item Expenditure to Date A. Excavation $ $ B. Sanitary Sewer C. Water Main D. Storm Sewer E. Paving F. Street Lighting G. Landscaping H. Power Line Relocation Total $ $ i 3. That all of the Expenditures have been made in strict compliance with (a) the ordinances of the Village (i) proposing the establishment of the Area; (ii) establishing the Area; and (iii) providing for the issue of the Special Service Area Number One Bonds of the Village (the "Bonds "); and (b) the provisions of the Special Service Area Tax Act, as amended. 4. That all of the Services are in and for the Area and are on public property, including public easements. 5. That the Company requests disbursement of proceeds of the Bonds to it in an amount equal to the Expenditures. IN WITNESS WHEREOF, I hereunto affix my signature, this day of 19 Title: Subscribed and sworn to before me this day of , 19 Notary Public My commission expires: (NOTARY SEAL) -2- . • • Trustee Mariethal moved and Trustee Reid seconded the motion that said ordinance as presented be adopted. After a full discussion thereof, the Village President directed that the roll be called for a vote upon the motion to adopt the ordinance as presented. Upon the roll being called, the following Trustees voted AYE: Marienthal, Reid, Shifrin, Mathias O'Malley, Kahn and the following Trustees voted NAY: None Whereupon the Village President declared the motion carried and the ordinance adopted, approved and signed the same in open meeting and directed the Village Clerk to record the same in full in the records of the President and Board of Trustees of the Village of Buffalo Grove, Lake and Cook Counties, Illinois, which was done. Other business not pertinent to said ordinance was duly transacted at said meeting. Upon motion duly made and seconded, the meeting ad- journed. -' Village Clerk