1983-11-21 - Resolution 1983-50 - APPROVING THE APPLICATION OF FRETTED INDUSTRIES, INC. AND AUTHORIZING THE VILLAGE TO EXECUTE A MEMORANDUM OF AGREEMENT WITH THE COMPANY CONCERNING THE ISSUANCE BY THE VILLAGE OF ITS REVENUE BONDSRESOLUTION NO. 83-50
A PRELIII{INARY RESOLUTION OF THE VILLAGE OFBUFFALO GROVE, ILLINOIS (HEREINAFTER THE"VILLAGE") APPROVING THE APPLICATION OFFRETTED INDUSTRIES, INC. (HEREINAFTER THE,,COMPANY") AND AUTHORIZING THE VILI.AGE TO
EXECUTE A MEMORANDUM OF AGREEMENT WITH THE
COMPANY CONCERNING THE ISSUANCE BY THEVILI"AGE OF ITS REVENUE BONDS.
WHERXAS, the ViJ.lage of Buffalo Grove is a potiticalsubdivision and a home iuLe unit of local 9or.rr,i,.rri -"i-tir.
State of lllinois; and
I{EEREAS, FEetted Industries, Inc. has applied to theVilJ.age for economic assistance ihrough ttre iisuaace by theViJ-l age of its econ.'"ic doveJ.opment ,irr"rrr" bonds to financethe acqui.sition, completion of constructj-on and eqrrippi;; ;ia facility located at.2OO-220 Lexington Avenue in'ttre'viilageto be used in its busi.ness, distributt-ng rnusical instrumentiand accessories (the ,'project,'); and
- WHEREAS, pursuant to the powers of the Village as ahome rule unit under the provisions of Section O (i) ofArticre vrr of the 19?0 tlr.inois constitution and in accordancewith the procedures set forth in Ordinance No. g0-19 passedand,adopted by. the Village on April ?, lgBO (the ',enailingOrdinance"), the Village proposes to execute a l.lemorandum ofAgreement relating to the project; and
I{HFQFAq, the vi.Ilage has declared in the EnablingOrdiaance its purpose a:rd intent to encourage tbe incieaseot -r.nclustry and commerce withia tbe Village, therebyreducing the evils attendant upon unemployment, and toprovide for the increased welflre and prosperity of theresidents of the Village, which were declaied aird determinedto be public purposes; and
WHEREAS, a Memorandum of Agreement has been presentedto the Village under the terms of which the Vi11a9e agrees,subject to the provisions of such Agreement, to iisue itslimited obligation revenue bonds to finance the project;
NOW, THEREFORE, BE IT RESOLVED BY THE PRESIDENT ANDBOARD OF TRUSTEES OF TIIE VILLAGE OF BUFFALO GROVE, COOKAND LAKE COUNTIES, ILLINOIS, as follows:
SECTION 1: The president of the Village is herebyauthoni-ZEd-T6-execute and the Village Clerk is authorizedto attest a Memorandum of Agreement with the Company insubstantially a form of the Agreement appended t6 tiisResolution as Exhibit A.
SECTION 2: The officers and employees of the Villagea.re h-Ey-Ehorj-zed t-.i +.kF such furtier .acli-oa as islece.ssary to cafry out t.be ittent :nd -Irurpsses of thellaorandum of Agreement as executed aud to issue not morethan 91,500,000 principal anount of its revenue bondsupon the terms and conditions stated in such Memorandum ofAgreement. to defray and reimburse the Company for the costof acquiring, completing construction, and equipping theProject (as further defined in the Memorandum oi-Agieement),and the same is declared and deternined to be consistentri th tle. poLicy of tha ViJ_J.age to encourage ecoaomic development rrithi,n the village as set forth in tie Enabring ordinairce.
SECTION 3: The Village hereby finds and determinesthat_-IhE erffict.will incr6ase .*fioy*"nt opportunlties inthe Village and increase the reaL eslate tax- base of theVillage, and that aiding the financing of the project throughthe issuance of the Vi1lage's revenue bonds is and ishereby declared and determined to be a public purpose and afunction pertaining to the government .rrd aff.irs of theVil lage.
SECTION 4: AIl bonds to be issued by the Village forthe ei6jEEE-GtraII be limired outitilion" ot tne villige.Such bonds shall not constitute an indebtedness of thiVillage or a 1oan of cred.j.t thereof, or a pledge or anyexercj.se of tbe ViJ,Iagets taxing poirers.
SECTION 5: AII actions heretofore taken by theCompanl-6?-En!. officers or employees of the Vj.Ilage inconnection with the financing of the project .." 6"..byratified, confirmed and appr6ved.
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SECTION-6: This Resolution shall be in fulltorce and effect upon its passage and-alprovaL.
PASSED this 2tstday of November 1983.
5 - l,larienthal, 0'Reilly, Hartstein, Glover, Reid
0 - None
I - S tone
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APPROUED tiis 2lst day of No vembe r ,1983.
AYES:
NAYS:
ASSENT:
t
ATTEST:
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EXH IB IT A
MEMO RANDUM OF AGREEMENT
THIS MEMORAIIDUM OF AGREEMENT is between the ViLlage of
Buffalo crove, IIIinois, an Ill.inois municipality and political
subdivision (the ,'Vitlage,,) and Fretted Industries, Inc., an
Il l i noi s corporat ion ( the ,,Company', ) .
.t- prelipinarv statepept- lmr.ng !h€ .oatters of uu_
tua1 inducsuert which have resulted in this Agreeuent are the
following:
(a) The Village is a houe rul.e uait of local govern_
trent of the SLate of Llaioois aud is autborized and eopowered
bryz the provisions of its Orctinance Auttorizing the Issuance of
Industrial and Cornnercial project Revenue Bonds, Ordinance
No. 80-19 ( the ,,Enabling Ordinance,,) promulgated pursuant to
the powers granted to the ViIIage as a home rule unit under
Section 6(a) of Article VII of the 1970 IIlinois Constitution,
to issue its revenue bonds to finance the cost of economic de_
velopnent proj ects.
(b) The Coupany wishes to obtain satisfactoty assu!_
ance froo the Village that the proceeds ot the sale of the rev_
enue bonds of the ViJ,lage wiII be nade available to it to
finance a portion of the costs of acquiring, conpleting
constluction and equipping the facility presently located at
2OO-22O Lexington Avenue in the ViIIage and purchasing certain
oquiproent for gaid facility fron which the Coupa.qr ril]. operate
its busine.sg, distributing uusicar. iastruoenls a'd accessories
(the'Project.).
(c) Subject to the conditions cootained herein aDd to
the compliance with all requirenents of law, the Vil.Iage, by
virtue of such authority as may now or hereafter be conferred
by its Enabling Ordinance, has indicated a willingness to issue
and sell its revenue bonds in an amount. not to exceed
tt,S00,OOO (the ,,Bonds,,) to finance a portion of the costs of
the Project.
(d) the YiIIagc lrrEposes to eEte! irrto a ]'oao agrree
rnent (or nortgage aad loan agreement) with the Coupany with
respect to the Project pursuant to the provisions of its
Enabling Ordinance as then in effect (an ,,Agreenent.). The
Bonds sh.ll be liDited .rril igatioDs of Lhe Vi]-lage. payable by
the Village solely out of revenues and receipts derived by the
Village with respect to the project, and no holder of any of
the Bonds shall have the right to compel any exercise of the
taxing power of the Village or any oLher political subdivision
of the State of Illinois. The Bonds shall not constitute an
indebtedness or a loan of credit of the Village. Under the
Agreenent, the Coupany sha11 obligate itselt to pay (ctirectly
or through notes, debentures, boDds or other debt obligations
of the conpany executed and derivered to evidence or secure its
obligations thereunder or otherlrise) surns sufficient in the
a99regate t.o pay the principal of and interest and redemption
preuium, if any, on the Bonds as and when the sane shall becone
due and payable.
2. Undertakinq on ttre par t of the Village- Sub j ect
to the conditions herein Btated. the Vi]']'age agrees as fo.l.].oss:
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(a) That it ui.Ll authorize the isauaoce aad sale of
the Bonds pursuant to the terDs of its Enabling Ordinance anil
resolution, to be adopted, setting forth the detail.s of the
Bonds.
a
(b) That it will adopt, or cause to be adopteil, such
proceedings and authorize the execution of guch docuEents as
may be necessary and advisable for the authorization, issuance,
aad sale sf tte Bo,r,le r-rr tbe aeguisition aad equippiDg of the
Project, as aforesaid, and that it wiLl. enter into the
Agreenent, lrhereby the Conpany will pay to or on behalf of the
ViLlage such suns as shall be sufficient to pay the principal
of, a-ud iDterest rnd redelption preuiuus, if any, on the Bonds
as and erhen the sane shall become due and payable.
(c) That it will take or cause to be taken such other
acts and adopt such further proceedings as tuay be required to
iluplement the aforesaid undertakings or as aay be required to
inpleroent the aforesaid undertakings or as it may deem appro_
priate in pursuance thereof.
3- Undertakin gs on the Part of the Conpa nY.
Subject to the conditions above stated, the Conpany agrees
as follows:
(a) That. it will use all reasonable efforts to
find one or trore purchasers satisfactory to the Village
for the Bonds.
(b) That conteBporaneous Iy r{ith the delivery of
the Bonds. lt yil.L eater iDto the Agreetqeot ritb the
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Village uader the terus of which the Conpany will obligate
itself to pay to the ViIJ.age .suns sufficient in the aggre_
gate to pay the principal of and interest and redenption
prenium, if any, on the Bonds as and when the sane shall
becone due and payable.
(c) That it will assume and pay any and all of
the aduinistrat,ive costs, incJ.udiag legaL .&es, iacurred
tr1z the Vi11a9c in connect ion vith.the consialeration of the
issuance of the Bonds and the issuance and sale of the
Bonds, together with such additional expenses or
liabilities incurred as a result of lhe Village, s partici-
?ati6 as isscer of auch Bonds.
(d) Thar the Company will comply rdith all conditions
and requirements at law and as declared herein.
4. General Provi sions.
(a) A1l, corDitroents of the Village under paragraph 2
hereof and of the Coupany under paragraph 3 hereof are subject
to the condition that on or before two years fron the date
hereof (or such other date as shall be uutually satisfactory to
the Village and the conpany) r the ViIIage and the conpany shall
have agreed to Dutualry acceptabre terDs and conditions of the
Ioan agreenent and of the Bonds and other inatrunents or pro_
ceedings relating to the Bonds. The decision not to approve or
agree to any terD or condition of any docuEent or not to take
ruty a,.ttioD prior to igsuaace of the 36n.rs aball r_.t aolelyyithin the coryLete d.issretioa of tie paltie3 to the
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Agleeoent. A]l regul_atory or other governEental approvals req_
uisite to the execution of such documents and the issuance and
sale of the Bonds shall first have been obtained.
(b) If the events set forth in (a) of this paragraph
4 do not take place within the time set forth or any extension
thereof and the Bonds are not sold within such tirne, the
company agrees tbat it rirl rei nhurse tle Vil).age fo! arr rea-
gonab!.e aBdl Deeessary direst out-of-t ocket erpenEes srhi ch the
Village uay incur at the Courpany,s request (including but not
linited to the payEent of attorney and other consultant fees
arising froD the execution of this AgreeDent and the perfor_
'-.ace by the yill.age of its obligations hereunder) and this
Agreenent Ehall thereupon termi nate.
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IN IIITNESS hTHEREOF. the parties hereto have entered
into this AgreeDent by their officers thereunto duly authorized
as of the _ day of Noverber, 1983.
VILLAGE OF BUFFALO GROVE, ILLINOIS
P ent
(snAL)
ATTEST:
Tvl., &"&;
FRETTED INDUSTRIES, INC.
. - -/ -' -.---'-- '/-\By:
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Its
SEAI
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