1985-12-16 - Resolution 1985-75 - AUTHORIZING THE EXECUTION AND DELIVERY OF A MOA BTWN VBG, IL AND THE TOWN CENTER ASSOCIATES, PROVIDING FOR THE ISSUANCE BY SAID VILLAGE OF HOUSING REVENUE BONDSRESOLUTION NO. 85-75
A RESOLUTION AUTHORIZING THE EXECUTION AND DELIVERY OF A
I'IE,IORANDTIM OF AGREEMENT BETWEEN THE VILLAGE OF
BUFTALO GROVE, ILLINOIS AND THE TO!I1,I CENTER ASSOCIATES,
PROVIDING FOR THE ISSUANCE BY SAID VILLAGE OF HOUSING REVENTIE BONDS
I{I|EREAS, the Village of Buffalo Grove (herelnafter ca11ed the "Vl1lage")recognlzes that lt is necessary for the leneral welfare and economy of the
pub1lc that the Vlllage endeavor to provlde pernanent opportunltles for
enployment I and
WHEREAS, the Vlllage ls a Hone Rule Untt of Government and is
authorized under the provlslons of Chapter 3.24 of. the Vlllage of Buffalo
Grove Munlclpal Code, as arnended (the ttActt'), to acqulre, construct and
flnance housing projects, to lease, sell or flnance the same to or for anyperaon, and to provlde for the lssuance of revenue bonds ln conjunctlontherewlth; and
WHEREAS, the Vlllage, ln order to LnpleEent the publlc purposes
enurnerated ln the Act and ln furtherance thereof to lnduce The Town Center
Aasoclates, (herelnafter called the "Ownertt), to locate an approxlmate 560unlt apartnent project (herelnafter called the Project"), r,irhLn the
corporate llmlts of the Vl11age, has lndlcated 1ts lntent to issue its
houslng revenue bonds under and pursuant to the provlslons of the Act and to
apply the proceeds therefron to the payEent of the costs of aequirlng andlnstalllng 1and, bul1d1ngs and equlpnent for the Project and to lease, sellor flnance sald 1and, bulldlngs and equlpnent to or for the Olrner; and
S/HEREAS, the Onner, after consLdering a nunber of posslble Locationa
rrlthln and outsl.de the Vl11age and ln rellance upon the lntent of the Vlllage
to flnance the acqulsltlon and lnstallatlon of buildings and equipnent for
the Project through the issuance of houslng revenue bonds under theprovlslons of the Act, has detenolned to locate the Project trrlthin the
corporate llntts of the Vll1age; and
WHEREAS, lt ls now deened advlsable to authorlze the executlon and
del{very by the V11lage of a Memorandun of Agreement expresslng forurally andin wrltlng the understandlng heretofore lnformally agreed upon by the Vlllage
and the Orrner.
NOW, THEREFORE, BE IT RESOLVED BY TIIE PRESIDENT AND BOARD OF TRUSTEES OF
THE VILLAGE 0F BUFFALO GROVE, COOK AND LAI(E COTINTIES, ILLINOIS, as follows:
SECTION I.The Vl1lage Presldent 1s hereby authorized and dlrected to
execute a Memorandum of Agreement by and between the Village and the Owner
and the Vlllage Clerk ls hereby authorized and dlrected to afflx the seal of
the Village thereto and to attest the sane; and sald presldent and Vll1age
Clerk are hereby authorlzed and dlrected to cause sald Menorandum of
Agreenent to be dellvered to, accepted and executed by the Owner, said
Memorandum of Agreement, whlch ls hereby approved and lncorporated by
reference and nade a part of thia authorizing resolutlon, to be ln
substantlally the form attached hereto as Exhiblt A.
SECTION 2. All resolutlons and orders, or parts thereof, ln confllct
rrlth the provialona of thls resolutlon are, to the extent of such conflict,
hereby repealed and this resolutlon sha11 be ln lrnmedlate effect fron and
after lts adoptlon.
AyES: 5 - O'Reilly, Glover, Reid' Shields, Kowalski
NAYES: 0 - None
ABSENT: 1 - llarienthal
pASSED: December 16 , 1985.
, 1985.APPROVED: December 16
vl e Presld ent
ATTEST:
S*4{Yn, 41r,r.vl1ldge'clerk
EXHIB1T A
MEMORANDL]M OF AGREEI'{ENT
THIS MEUoRANDUM 0F AGREEUENT, nade and entered lnto thls 16th day of
Decernber, f985, by and betrreen the Vlllage of Buffalo Grove, a hone rule
Dunlcipallty ln Cook and Lake Countles, Illinols (herelnafter ca11ed the
"VlUage"), and The To$rr Center Assoclates, (herelnafter called the "Owner"):
WITNESSETH
WHEREAS, the Vi.1lage ls authorized under the provlslons of Chapter 3.24of the Buffalo Grove Munlclpal Code, as amended (the rrActr') to acquire,
construct and flnaace houslng projects, to lease, se1l or finance the same to
or for any person, and to provlde for the lssuance of revenue bonds ln
conjunctlon therewtth; and
WHEREAS, the Or.rner, after considering a number of posslble locations
wlthln and outslde of the State of I111nols, and ln reltance upon the intent
of the Vll1age to finance the cost of the Project through the lssuance of lts
revenue bonds under the provlslons of the Act, has determlned to locate the
Project vlthin the corporate limlts of the Village; and
A. The V11lage represents and lntenda:
t, That the V11lage ls authorlzed by the provl8lons of the Act to
flnance the acqulsltlon, improvenent, constructlon and lnstallatlon of the
Project and for the purpose of paylng all or a portion of the cost of such
acquisltlon, lDprovenent, constructlon and lnstallatlon includlng expenaes
lncldental thereto, and is authorlzed as aforesald to lssue i.ts revenue bonds
payable fron the revenues and lncome derlved by the V11lage fron the Project.
WHEREAS, the V111age, ln order to lEplement the publ1c purposes
enunerated in the Act and ln furtherance thereof to induce the or.ner to
locate a multl-famlly houslng project of approxlnately 560 untts; located ln
the Town Center, tncluding land, slte inproveoents and all necessary
butldlngs and equLpment (hereinafter collectlvely called the "Project"),lrlthin the corporate llnlts of the Vlllage, has lndlcated 1ts intent to lssue
its revenue bonds under and pursuant to the provlslons of the Act and to
apply the proceeds therefron to the payEent of all or a portlon of the cost
of the Project; and
WHEREAS, it ls now deened advisable to express fornally and ln writing
the understaodlng heretofore lnformally dl-scussed by the parties hereto:
NoW, THEREFoRE, ln conslderatlon of the preDLses and of the nutual
undertaklngs herein expressed, the partles hereto recognlze and lntend aB
follows:
2. That the Vll1age lntends, subject ln all respects to the provlslons
and requlrements of the Act and to a sale of lta revenue bonds on terms
satlsfactory to the orrner, to use lts best efforts to authorlze, lssue, sell
and deliver its revenue bonds, to be lssued in one or nore series in an
aSSregate princlpal anount of not Eore than $40,000,000 (the exact prlnclpal
amount to be flxed by ordlnance of the Vlllage at a later date and agreed by
the oyner, but not to exceed the cost of aequlsitlon, lnprovement,
constructlon and lnstallation of the Project and expenses incldental thereto
as estlmated at the tlme of issuance of sald revenue bonds), and apply the
proceeds therefrom to the paynent of the cost of acqulrlng, inprovlng,
constructlng and installing the Project, provlded that prlor to the lssuance
and dellvery of such revenue bonds there shall have been entered lnto between
the Owner (or Land Trust to be deslgnated by Owner actlng on behalf of the
Owner, or any other entlty acceptable to the Vlllage) and the Vlllage
outuaLly acceptable contracts whereby the Owner w111 agree to enter lnto
flnanclng agreements wlth the Vl11age upon terns whlch wlll coxnply lrith the
provlslons of the Act and rrhlch w111 provide for the payment of amounts rrhlch
wlll be sufflclent to enable the Vlllage to pay the principal of and lnterest
on such revenue bonds.
3. That the flnanclng of the acqulsltlon, lnprovement, constructlon
and lnstallation of the Project by the Vlllage ls a proper public corporate
purpoae and that the financlng thereof for the Orrner is necessary to
lnplenent the publlc purposes set forth ia the Act,
B. The Owner represents and intends:
1. That the Project rrL11 result 1n an lncrease tn the number of
decent, safe and sanitary houslng unlts, lncludlng unlts set aside for senlor
cltlzens, 1n the Vlllage.
2. That if the proposed revenue bonds (lncludlng the rate of interest
thereon) of the Vtllage are satlsfactory, the Orrner wll1 enter lnto flnanclng
aSreements uith the Vll1age upon terms whlch wlll be sufflclent to pay the
coet of acqulring, lmprovlng, constructlng and installlng the Project as
evldenced by such revenue bonds to be lssued for the account of the Project,
and rrlll enter lnto such approprlate contracts rrlth the Vlllage lrith regard
to the foregoing prlor to the lssuance and dellvery of any auch revenue bonds
by the Vll1age.
3. That the Ouner lntends to cause durlng the term of any such
flnanctng agreements to nalntaln and operate the ProJect as nultl-family
resldentlal housing.
C. It ls further
follows:
recognized and tntended betueen the parties hereto as
I. That the revenue bonds to be issued by the Vlllage shal1 never
constitute an lndebtedness of the V111age or a loan of the credlt thereof
wlthln the meaning of any constltutlonal or statutory provlslons, and such
fact shall be plalnly stated on the face of each of sald bonds. No holder of
any of sald bonds sha11 ever have the rlght to compel aoy exerclse of the
taxlng porrer of the Vll1age to pay sald bonds or the interest thereon.
Paynent of the prlncipal of, preniuE, lf any, and lnterest on such revenue
bonds to be lssued to finance the cost of the Project sha1l be secured by a
pledge, either to the purchasers and holders of said bonds or to a truatee
acting under an lndenture of trust for the benefit of the holders of eald
bonds, of the revenues and lncone derlved by the Village from the Project or
other security glven therefor, Title to the Project shal1 be ln the Owner.
2. That a priDary inducenent to the Orrner ln locatlng the Projectwlthln the Vl1lage is the lntent of the Vlllage to flnance the acquisltion,
lnprovement, constructlon and lnsta1latlon of the ProJect through the
laauaoce of lts revenue bonds pursuant to the provl8ions of the Act. The
lsguance of the Vtllagets revenue bonds pursuant to the provlslons of the Act
are subject to the Corporate Authorltles approving a development plan for the
subject ProJ ect.
3. That 1t ls desirable that the ouner, rather than the Vl11age,
arrange for the acqulsltion, lnprovement, constructlon and lnstallatlon of theProject ln order to lnsure that the Project will conform to the requlrementsof the Owner.
4. That thls Agreement shal1 lnure to the beneflt of
hereto aod thelr respective successors and asslgns; provlded
ln the event the bonds are not lssued or sold as contemplateehall be no Ilablllty on the part of the O!.ner or of any of
enployees of such nonissuance or nondellvery.
the
,hdh
the
Partles
owever, that
eretn there
1r offlcers or
5. That the Vlllage shal1 be paid the amount of one percent (1.002) of
the orlginal prlnclpal amount of such revenue bonds as an lssuance and
aervlce charge. Sald paynent shal1 be made soleJ-y fror the proceeds of euch
revenue bonds, That all other costs lncldental to the issuance of such
revenue bonds lncludlng the Villagers attorneyts fees, prlntlng fees and all
other simllar expenses sha1l be pald fron the proceeds of sald bond lssue.
That 1n no event shall the Vlllage be llable for any costs or expensesarlslng fron the lssuance of sald bonds.
6.
of whlch
That
shal1
thls Agreement nay be executed 1n separate counterparts, all
be deeoed a slngle lnatrunent.
7. A11 comitments to the Vlllage under Sectlon A hereof and of the
Owner under Section B hereof are subJect to the Vlllage and the Owner having
agreed to nutually acceptable terDs and condltlons of the agreenents referredto in Sectlons A and B above.
IN WITNESS THEREOF, The Vlllage of Buffalo Crove, actlng by and throughIts corporate authoritles, has caused 1ts corporate name to be hereunder
subscrlbed by Verna Clayton, lts duly authorized Presldent, and attested
under 1ts offlcial seal by Janet SLrablan, its Vlllage Clerk, the Torrn Center
Assoclates, has caused lts name to be hereunto subscribed by 1ts duly author-
lzed representatlve, all belng done as of the year and date first aboverrrltten.
B
V 1 age Presldent
TOWN CENTER OCIATES
B
na artner
VILLAGE OF BUFFALO GROVE, ILLINOIS
ATTEST:
Ss,*]h - 8,-),*^villailclerk-