1985-06-03 - Resolution 1985-32 - AUTHORIZING THE EXECUTION OF MOA BTWN VBG, IL AND FIRST MIDWEST DEVELOPMENT CORP. REGARDING THE ISSUANCE OF MULTI-FAMILY RESIDENTIAL PROJECT INDUSTRIAL DEVELOPMENT REVENUE BONDSIi{INUTES of a regular public meeting of the Boardof Trustees of the Village of Buffalo crove, Cook
and Lake Counties, I11inois, held at the Municipal
Building , Buf f a-[6-Ti6iE-l
Illinois at
June, 1985.
7:30 P.M. on the 3rd day of
The neeting eras called to order by the President, and
upon the roll being called verna L. Clayton ,
President, and the following members of the Board of Trustees
answered present:0'Rellly, Glover, Rei.d, Shlelds, Kowalskl
The following members of the Board of Trustees !,rere absent:
Marienthal
Trustee Glover presented, and the
follows:Village Clerk read in ful1 a resolution as
nEsoLt IICN NO. 83- 32
A RESCILUIICD{ AIIIHORTZ]}IG THE EGCI,NICI{ @ A I{MiDRANU]IU OF' AGREEMEM BSI!{M{
THE VIIJ.Affi OF' BI,FTAIO @C,\./E, TTJ.II\IOIS A}ID FIRST MIUiIEST DEVE[.@},IBTI
CORPORHTION, RMARDI}G THE ISSTDI{CE OF II'T]LTI-FAI{ILY III]SIDEVITAL PROfECT
INDT]SIRTAL DEV .OPE4NT REVE\IIJE BCNM.
WHEREAS, Eirst l,lidwest Development Corporation, an
Illinois corporation ( the "Developer" ) wishes to finance the
acquisition, construction and equipping of a certain residential
rental apartment complex and related facilities to be Iocated
east of Arlington Eeights Road and north of Dundee Road, in the
ViIlage of Buffalo Grove, Cook and Lake Counties, Illinois (the
"Vil1age" ) which upon conpletion wiII contain aPproximately 292
residential rental units (the "Project"); and
WEEREAS, the Developer wishes to haveits revenue bonds to provide the financing for
costs of the Project, and
the Vi I lagea portion
i ssueof the
WHEREAS, the DeveloPer shall set aside 20 percent
the residential units for 1ow or noderate income families,
reguired by Section 103(b)(4)(A) of the Internal Revenue Code
1954,'as amended; and
of
AS
of
TRUSTEES
ILLINOIS
WIIEREAS, a !,lemorandun of Agreement has been presented
to the ViIJ.age under the terms of which the village agrees,
subject to the provisions of such agreement, to issue its revenue
bonds and use the proceeds thereof to fund a loan for the
Project,
NOW,
THE VILLAGE
FOLLOWS:
THEREEORE,
OF BUPFALO
BE IT RESOLVED BY THE BOARD OP
GROVE, COOK AND LAXE COUNTIES,OF
AS
I. That the President and ViIlage Clerk of the
Village are hereby authorized to execute a Memorandum of
Agreement with the Developer in substantially the form of
such agreement as was presented at this meeting or with such
changes therein as shaII be approved by the officers
executing the same.
2. That the officers and employees of the Village are
hereby authorized to take such further actions as may be
necessary to carry out the intent and purpose of the
Memorandum of Agreement as executed and to cause not to
exceed $20,000,000 of the Viltage's revenue bonds to be
issued in one or more series upon the terms and conditions
stated in such l.lemorandum of Agreement and with respect to
the Project, which Menorandum of Agreement is hereby made a
part of this Resolution.
3. That a public hearing on the Project in compliance
with Section 103(b) of the Internal Revenue Code of 1954' as
4 - Glover, Reid, Shields, President Clayton
2 - 0rRei11y, Kowalski
June 3, 19 85
r ent o
At tes t 3
ABSENT: I - Marienthal
atnended by the Tax Equity and Fiscal Responsibility Act of
1982 shaLl be held by the Board of Trustees on a date, at a
time and in a manner determined by the Board of Trustees to
be appropriate and the Village Cferk is hereby authorized
and directed to cause notice of such public hearing to be
published in a newspaper of general circulation within the
Village not less than 14 days prior to said hearing date.
Ayes:
Nays:
the Boar of ustees
0"ruL2.
V1 ge er Pro Tem
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Approved on
!4ET'IORANDUM OF AGREEIqENT
THIS TTEMORANDUIi! OF AGREEIT{ENT, made and entered as of
669 3rd day of June, 1985, by and between the VTLLAGE oF
BUFFAIoGRoVE, rLlrNors, a political subdivision and horne-rule
municipality in Cook and Lake Counties, IIlinois (the "ViIlage" )
and FIRST TITIDWEST DEVELOPUENT CORPORATIONI dII IIIiNOiS
corporation (the "Developer" ) .
WEEREAS, the Vitlage recognizes that it is necessary
and in the best interests oE the ViIIage to relieve conditions of
unenployment, to encourage the increase of industry and comrnerce
within and near the village, thereby reducing the evils attendant
upon unemployment, to increase the tax base of the Vil1age, and
to provide for the increased benefit and welfare of the residents
of the Village; and
WHEREAS, the village is authorized under the provisions
of Chapter 3.24 of Title 3 of the Village Municipal Code (the
"Chapter"), to issue its bonds to finance the costs of certain
developnent projects as defined in the Chapter, in order to
encourage economic development within or near the ViIlage; and
WHEREAS, the village, in order to induce the Developer
to acquire, construct and equip a residential rental apartment
complex and related facilities upon tvro parcels of land
containing a total of approximately 15 acres and located wholly
within the corporate Iimits of the Village and which upon
compJ.etion will contain approxirnately 292 residential rental
units (the "Project" ) , has indicated its intent to issue its
revenue bonds under and pursuant to the Chapter in an amount not
to exceed S20,OO0,OOO and to apply the Proceeds to be derived
from the sale thereof to the financing a portion of the costs of
the Project and costs incidental thereto and to the issuance of
the Bondsi and
WI{EREAS, the Developer in reliance upon the intent of
the ViIlage to finance a portion of the costs of the Project
through the issuance of its revenue bonds under and pursuant to
the provisions of the Chapter, has determined to locate the
Project within the corporate limits of the Village; and
!I1NE99ETE.
NOVI, THEREFORE, in consideration ofthe mutual undertakings herein expressed,
recognize and i.ntend as follows:
WHEREAS, it is now deemed advisable to express formally
and in writing the general understanding heretofore informally
discussed by the parties hereto.
the
the
prenises
part ies
and of
hereto
1. The Village represents and intends that:
I.1. The Village is authorized by the provisions of
the Chapter to finance t.he costs of the acquisition, construction
and equipping of the Project, including costs and expensesincidental thereto and to the issuance oE the bonds, and is
authorized as aforesaid to issue its revenue bonds therefor;
1.2. The Vi.Ilage intends, subject in al1 respects to
the provi.sions and requirements of the Chapter, and to a sale of
the bonds on terms satisfactory to the Developer in one or more
series and in an aggregate principal anount not to exceed
S20,000,000, the exact amount to be fixed by one or nore resolu-
tions of the vi11a9e at a Iater date and agreed to by the
Developer (but not to exceed the costs of the Project, including
expenses incidental thereto and to the issuance of the Bonds, as
estirnated at the tirne of issuance of such revenue bonds,
inctuding such reserve funds as may be required in connectionwith the bonds), and apply the proceeds derived therefrom to the
payment of the costs of the Project, including costs and expensesincidental thereto and to the issuance of the bonds; provided
that prior to the issuance, sale and delivery of such revenue
bonds of the village there sha1l have been entered into
appropriate financing agreements and related contracts with thevillage upon terms mutually agreed upon by the village and the
Developer which wiIl comply with the provisions of the Chapter
and which will provide for the payment of amounts which will besufficient j.n the aggregate to pay the principal of, premium, if
any, and interest on such revenue bonds, and all of the Village's
expenses in connection with the issuance of the bonds.
1.3. The financing of the Project by the VilIage isfor a proper public corporate purpose, and irnplemenEs the public
purposes enumerated in the Chapter.
2. The Developer represents and intends that:
2.L. The Project wilI provide additional emPloyment
and decent, safe and sanitary residential rental housing which
persons and families of low and moderate income can afford within
the Village, will increase conmerce withj.n the ViIIage, and wilI
add to the tax base of the Village.
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2.2. Theresidential uni ts
required by Section
1954, as amended.
3. 5. AlI commitments oEthe Developer hereunder are subject
before one year from the date hereof
Developer shall set aside 20 Percent of
for low or moderate i.ncome families,
103(b) (4)(A) of the Internal Revenue Code
the
AS
of
2.3. If the proposed revenue bonds (including the
rate of interest thereon) of the Vi11a9e are satisfactory to the
Developer, the Developer eriIl enter into financing agreements,
and other related contracEs, with the Village upon terms to be
mutually agreed upon between the Developer and the Village which
wiIl be sufficient in the aggregate to pay the principal of,
premiun, if any, and interest on such revenue bonds to be issued
tor the account of the Project, as irell as certain costs' fees,
charges and expenses incidental thereto and to the issuance of
the tonds, prior to the issuance, sale and delivery of any such
revenue bonds by the ViIIage.
3. It is fur the rparties hereto, as fo11ows, that:
recognized and intended bY the
3.I. THE REVENUE BONDS TO BE ISSUED BY THE VILLAGE
SHALL NEVER CONSTITUTE AN INDEBTEDNESS OF THE VILLAGE OR A LOAN
OF TEE CREDIT THEREOP WITHIN THE MEANING OF ANY CONSTITUTIONAL OR
STATUToRY PROVISION, and such fact sha11 be plainly stated on the
face of each of said revenue bonds. No holder or oerner of any of
said revenue bonds shalI ever have the right to compel any
exercise of the taxing power of the Village to pay the principal
of, premium, if any, or interest on said revenue bonds.
3.2. The principal of, premium, if any, and interest
on such revenue bonds to be issued to finance the costs oE the
Project shaIl be secured by a mortgage on the Project, or
otherwise in a manner acceptable to the Village and the
Developer.
3. 3 . A pr imary inducement to thelocating the Project within the Village is theVillage to finance the Project through issuance
bonds pursuant to the provisions of the Chapter.
Developer inintent of theof its revenue
Village hereunder and ofthe condition that on or
such other date as shall
3.4. The financing agreements and related contractsreferred to in Sections I.2 and 2.3 include contracts that may ber,rith land trustees, lending institutions, trustees for the bond
holders and other parties, as appropriate, in lieu of the Villageor the Developer.
the
to
(or
-3-
be nutually agreed upon by the village and Ehe Developer), the
Village and the Developer shal1 have agreed to mutually
acceptable terms and conditions of the agreements referred to
hereinabove and the bonds and ot.her instruments or proceedings
relating to the bonds.
3.5. This llemorandum of Agreement shall i.nure to the
benefit of the parties hereto and their respective successors and
assigns. v{ithout limiting the generality of the foregoing, the
Developer may assign its interests herein and the assignee
following assignment shall possess aII rights and assume all
obligations of the Developer and aII references to the Developer
shall refer to the assignee,
3.7 . In the event that the revenue bonds of the
vitlage are not issued, sold or delivered as contemplated herein,
there shall be no Iiability on the part of the Village or the
Developer or any of their officers or employees, for such non-
issuance or non-delivery; and provided, further, that in the
event that the revenue bonds of the Village are not issued, sold
or delivered as contempfaEed herein, the Developer shall
reimburse the ViIlage for all direct out-of-pocket expenses
( including attorney's fees) incurred by the Village in connection
with the proposed issuance.
3.8. This l'lemorandum of Agreenent may be executed in
separate counterparts, each of which shall be deemed an original.
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FIRST MIDWEST DEVELOPI,TENT CORPORATION,
AN IIl nois corporat ion
By:
IN WITNESS WHEREOE, the VILLAGE OF BUFFALO GROVE,
ILLINOIS has caused its corporate name to be hereunEo subscribed
by its dul,y authorized President of the Board of Trustees, andattested under its official seal by its duly authorized villageClerk, and FIRST MIDWEST DEVELOPMENT CORPORATION, an Illinoiscorporation, has caused its corporate name to be hereunto
subscribed by a duly authorized officer, and attested under itsofficial seal by a duly authorized officer, all as of the year
and date first above $rritten.
VILLAGE OF FPALO GROVE, ILLINOIS
S
( SEAL )
ATTEST :
Village President
0a"49?4
v .t 1lag ClerkPro Tem
-r/
I
( SEAL )
ATTE
Its
-5-
By:
Glover rnoved and Reid
seconded the motion that said Resolution as presented and read by
the Village Clerk be adopted.
After a fu11 discussion thereof, the president directed
that the ro11 be called for a vote upon the motion to adopt said
Resolution as read.
Upon the roll being caIIed, the following members of
the Board of Trustees voted AyE: Glover, Reld, Shiel-ds,
President Clayton
NAY 3
The following members of the Board of Trustees voted
0rRell1y, Kowalski
Whereupon the President declared the motion carried and
the Resolution as adopted and did direct the Village
record the same in the records of the Board of Trustees
Village of Buffalo Grove, Cook and Lake Counties,
c?r7
v llage C erk ?ro Tem
approved
CIerk to
of the
I11inois.
Other business not pertinent to the adoption of said
Resolution was duly transacted at said rneeting.
Upon motion duly made and seconded, the meeting lras
adjourned.
.l I
1
ISEAL ]