2022-12-05 - Ordinance 2022-125 - ASSIGNMENT, ASSUMPTION AND AMENDMENT NO. 4 TO AGREEMENT WITH US LBM D/B/A HINES LUMBER AT 1000 CORPORATE GROVE DR ORDINANCE NO. 2022-125
ASSIGNMENT,ASSUMPTION AND AMENDMENT NO.4 TO AGREEMENT BY AND BETWEEN THE
VILLAGE OF BUFFALO GROVE AND US LBM OPERATING CO. 3009. LLC D/B/A HINES LUMBER CO.AT
1000 CORPORATE GROVE DRIVE
WHEREAS, the Village of Buffalo Grove, hereinafter referred to as "Village" is a Home Rule
Unit by virtue of the Illinois Constitution of 1970;and,
WHEREAS, Edward Hines Lumber Co.,an Illinois corporation, hereinafter referred to as"Hines",
currently conducts its business at the property commonly known as 1000 Corporate Grove Drive,
Buffalo Grove, Illinois;and
WHEREAS, tf�e Village and Hines entered into an Agreement dated November 20, 2000
concerning Municipal Sales Tax (hereinafter referred to as the "Agreement"), which Agreement set
forth the terms of the rebate of the Municipal Sales Tax revenues; and
WHEREAS, the Village and Hines entered into an Amendment to Agreement dated March 3,
2003 (the "First Amendment"); and
WHEREAS,the Village and Hines entered into an Amendment to Agreement dated July 28,2009
(the "Second Amendment"); and
WHEREAS, the Village and Hines entered into an Amendment to Agreement dated August 11,
2020(the "Third Amendment"); and
WHEREAS, Hines is requesting an Assignment,Assumption and Amendment No.4 To the
Agreement to assign the Agreement to US LBM Operating Co. 3009, LLC d/b/a Hines Lumber Co. a
Delaware corporation in accordance with the terms and conditions outlined in Exhibit"A" (the "Fourth
AmendmenY').
NOW THEREFORE BE IT ORDAINED BY THE PRESIDENT AND BOARD OF TRUSTEES OF THE
VILLAGE OF BUFFALO GROVE,COOK AND LAKE COUNTIES,ILLINOIS:
Section 1. The foregoing Whereas clauses are hereby incorporated herein.
Section 2. The Village President and Village Clerk are hereby authorized to execute the
Assignment,Assumption and Amendment No.4 to Agreement between the Village of Buffalo Grove and
US LBM Operating Co. 3009, LLC d/b/a Hines Lumber Co., a copyofwhich is attached hereto as Exhibit
„A„
Section 3. This Ordinance shall be in full force and effect from and after its passage, approval
and publication. This Ordinance may be published in pamphlet form. This Ordinance shall not be
codified.
AYES: 5—Stein,Weidenfeld,Johnson,Smith, Pike
NAYES: 0—None
ABSENT: 1—Ottenheimer
PASSED: December 5.2022
APPROVED: December 5, 2022
APPROVED:
Beverly Suss ,Village President
ATTECT:
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�anet i . ra�ian,ViNage Clerk
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EXHIBIT A
Fourth Amendment to the Agreement By and Between the Village of Buffalo Grove and US LBM
Operating Co. 3009, LLC d/b/a Hines Lumber Co. at 1000 Corporate Grove Drive
December_, 2022
Assignment, Assumption and Amendment No. 4 To Agreement
This Assignment, Assumption and Amendment No. 4 to Agreement is made and entered
into the day of December, 2022 by and between the Village of Buffalo Grove, an Illinois
Municipal Corporation, hereinafter referred to as the "Village" and Edward Hines Lumber Co., an
Illinois corporation, and US LBM Operating Co. 3009, LLC d/b/a Hines Lumber Co., a Delaware
Corporation, and
Whereas, the Village and Hines have entered into an Agreement dated November 20,
2000 concerning Municipal Sales Tax (hereinafter referred to as the "Agreement"),
Whereas, the Village and Hines entered into an Amendment to Agreement dated March
3, 2003 (the "First Amendment"),
Whereas, the Village and Hines entered into an Amendment to Agreement dated July 28,
2009 (the "Second Amendment"),
Whereas, the Village and Hines entered into an Amendment No. 3 to Agreement dated
August 11, 2020.
Now,Therefore, in consideration of the mutual covenants and promises set forth herein,
and for other good and valuable consideration, the receipt and sufficiency of which are hereby
acknowledged by the parties, the parties hereto agree that the Agreement (as amended by the
First Amendment and the Second Amendment), and Section 6 of the Agreement, (as amended
by the First Amendment and the Second Amendment) are assigned, assumed, amended and
restated to read as follows,
1. The Agreement is hereby assigned by Edward Hines Lumber Co., an Illinois corporation
to US LBM Operating Co. 3009, LLC d/b/a Hines Lumber Co. a Delaware corporation. US
LBM Operating Co. 3009, LLC assumes all rights and obligations under the Agreement, as
amended, and for the purpose of the Agreement shall be referenced to as "Hines".
6. Creation and Approval of Single Order-Acceptance Point:
F. Hines represents that its sales attributable to the Village meet the requirements of 86
III.Admin. Reg. 270.115 as such sales have at least three primary sales tax sourcing factors located
in the Village. Such factors include: (1)the location of Hines operating division headquarters (and
not headquarters of US LBM Operating Co. 3009, LLC or parent of any legal entity within the US
LBM legal structure; (2) the location where payment is tendered and received or from which
invoices are issued with respect to each sale; and (3) the location where Hines takes action that
binds it to the sale by order acceptance of purchase orders.
All other provisions of the Agreement, not amended herein remain in full force and effect.
The Recitals on page 1 of this Agreement are incorporated into and made a part of this
Agreement.
[SIGNATURES APPEAR ON THE NEXT PAGE]
In Witness, hereof, the parties have executed this Assignment, Assumption and
Amendment No. 4 to Agreement as of the date first above written.
Village of Buffalo Grove
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Village Preside
Attest:
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US LBM 3009, LLC
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Vice President-CFO
Attest:
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Titl2: Senior Paralegal
US LBM Operating Co. 3009, LLC d/b/a
Hines Lumber Co., a Delaware corporation
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Attest: �_�_����, ��k�.`���
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Tltle Senior Paralegal