1986-05-19 - Resolution 1986-37 - AUTHORIZING THE EXECUTION OF A MOA (U.S. EXTERIOR COMPANY PROJECT)c'./r,f/,
Arah ;,n'cl
p4,
uv
RESOLUTTON NO. 86-37
A RESOLUTION AUTHORIZING TIIE EXECUTION OF A UB,IORANDW
OT AGREEMENT (U. S. EXTERIOR COMPANY PROJECT)
WIIEREAS, l,DO SEIDEL D/B/A U.S. EXTERIOR COMPANY (the .'Borrower',) wishes
to fl.nance the acqulsltlon of land and constructlon of an office /warehouse
bu1ld1ng and wlshee to have the VILLAGE OF BUFFALO GRoVE' ILLINoIS (the
t'Iesuer") lsaue lts revenue bonds to flnance such acqulsltlon and
constructlon; and
I{IIEREAS, a Memorandum of Agreement has baen presented to the Issuar
urder the terns of whlch the Issuer agrees, subject to the provlslons of such
ASreenent, to lssue lts revenue bonds to finance such acquisltion and
constructlon;
NOW TITEREFORE, BE IT RESOLVED BY TflE PRESIDENT AND BOARD OT TRUSTEES OF
TEE VILLAGE 0f BUFFALO GROVE, C00K AND LAKE COUNTIES, as follows:
SECTI0N 1. That the Presldent of the Issuer ls hereb v authorlzed to
execute, and the VllLage Clerk of the Issuer ls hereby authorlzed to attest a
Memorandum of Agreement wlth the Borrower ln aubstantlally the form of euch
agreement appended to thls Resolutlon as Exhlblt A.
SECTION 2. That the offlcers and employees of the Issuer are hereby
authorlzed to take such further actLoo as Ls neceesary to carry out the
lntent atrd purposes of the Meuorandum of Agreement as executed and to lssue
an amount not to exceed $600,000 of lts revenue bonds upotr the terms and
condltlons stated ln such Memorandun of Agreeoent for the purpose of
defraylng the cost of constructlon of the ProJect (as deflned 1n the
Memorandum of Agreenent) and that the same ls declared to be for a publlc
purpose and to be a matter pertalnl-ng to the government and affalrs of the
Issuer.
SECTION 3. Thls Resolutlon shal1 be ln fu11 force and effect upon lts
passage and approval-.
(E [n
Paseed thls ffi day of May
AYES 3 4 orReilly, Glover, Shlelds,Kowalski
,1986.
NAYES:O - None
ABSENT: 2 - Marienthal, Reid
A?PROVED: i'1a1, I q 1986.
Presldent
ATTEST :
0"^rltzn Jr-,rrr"za'
Vtllage Clerk p16 lgrn
t/
THIS MEMORANDW 0F AGREEI,IENT ls betrreen the VILLAGE 0F BUFIAIO GRoVE,
ILLINOIS (the .'Issuer'') and IIDO SEIDEL D/B/A U.S. EXTERIOR COUPANY (the
t'Borrogertt).
1. Prelimlnary statement.Anong the Eatters of mutual Lnducenent whlch
have resulted in thls Agreement are the followlng:
(a) The Issuer ls a nunlclpallty existlog under the Constltution and
lawe of the State of l1l1nols, authorlzed and empowered by the provlslons of
Section 6(a) of Article VII of the Illlnols Constitutlon and Chapter 3.24 of
the Vlllage of Buffalo Grove Uunlclpal Code' as from tine to tLme
supplenented and amended (the rrEnabllng ordlnancerr) to lssue economLc
development revenue bonds for the purpoEe of flnanclng, in whole or in part'
the cost of the acqulsltlon, purchase, constructlon, reconstruction,
loprovenent, bettennent or extenslon of any "economlc development projectl
(as sald term Ls deflned ln the Enabllng Ordinance) and to enter tnto a loan
agreement lrlth the Borrower or its designee pursuant to rrhlch the proceeds of
such revenue bonds nay be lent to the Borro\rer or lts deslgnee to finance the
costs of the constructlon of such a econoDlc develoPment project.
(b) The Borrower rrlshes to obtaln satlsfactory assurance fron the
Issuer that the proceeds of the sale of the revenue bonds of the Issuer w1ll
be made avallable to hixn to flnance the costs of acqulrlng land and
constructlng an off lce /warehouse buildlng of approxlnately 15'000 square
feet, conslstlng of 4 unlts (the "ProJect") to be located at Lot 25 ln
Buffalo Grove Comnerclal Center on l{astLngs Lane, wlthln the terrltorlal
boundarles of the Issuer, one unlt of sald Project w111 be used by the
Borrower and three unlts rd1ll be leased to bu11dlng tenants.
(c) Subject to the condltlona contalned hereln and to the due
compllance wlth all requlreoents of law, the Issuer, by virtue of such
statutory authorlty as may nol or hereafter be conferred by the Enabllng
Ordhance, w111 lssue and sell lta revenue bonds ln an amoult not to exceed
$500,000 (the "Bonds") to fLnance the Project.
2. Undertaklngs on the Part of the Issuer. Subject to the condltions
above stated, the Issuer agrees as follows:
(a) Tltat lt w111 authorlze the ls8uance and sale of the Bonds Pursuant
to the tems of the Enabllng Ordlnance as then ln force.
EXI{IBIT A
MEMoRAN'DW 0F AGREEMENT
(b) That lt rr111, at the proper tlme and subject 1n all respects to the
prlor advice, consent and approval of the Borrorter, adopt or cause to be
adopted, such proceedlngs and authorlze the executlon of such docuEents as
nay be necessary and advisable for the authorlzatlon' lasuance ' and sale of
the Bonds as aforesald, and that tt wll} enter lnto a loan agreement whereby
the Borrorrer or lts deslgnee w111 pay to or on behalf of the Issuer such sums
as sha1l be sufflclent to pay the prlnclpal and lnterest and redenptlon
premium, lf any, on the Bonds as and when the same sha11 becone due and
Payable .
3. Undertaklngs on the Part of the Borrower. Subject to the
condltLons above stated, the Borrorrer agrees as follows:
(a) That he w111 use all reasonable efforts to flnd one or more
purchasers for the Bonds.
(b) That contemporaneously rrlth the delLvery of the Bonds he rr111 enter
Lnto a loan agreement rdth the Issuer under the tern6 of whlch the Borrolrer
wL11 obllgate hlmself to pay to the Iasuer suns sufflclent tn the aggregate
to pay the princlpal of and lnterest and redenptlon prenium, lf any, on the
Bonds as and wheo the sane sha1l become due and payable.
4, General Provlslons,
(a) A11 comltnents of the Issuer under Paragraph 2 hereof and of the
Borrorer or 1ts daslgnee under Paragraph 3 hereto are subject to the
condltlon that on or before December 3, 1985 (or such date as shall be
nutually satlsfactory to the Issuer and the Borrower), the Issuer and the
Borrower sha11 have agreed to nutually acceptable terrns and conditlons of the
loan agreement and of the Bonds and other lnstruEents or proceedlngs relatlng
to the Bonds. The declslon not to aPProve or agree to any tertrl or condLtlon
of any docuneflt or not to take any actlon Prlor to lasuance of the Bonds
ahall rest solely wlthln the complete dlscretlon of the Partles to thLs
Agreement .
(b) If the events set forth ln (a) of thLs Paragraph 4 do not take
place rlthln the tine set forth or any extensLon thereof and the Bonds ln an
amount not to exceed the anoulrt stated above are not sold wlthln such tLme,
the Borrower agrees that he w111 relnburse the Issuer for all reasonable and
necegsary dlrect out-of-pocket expenses whlch the Issuer may lncur at the
Borrowerrs request or as a result or arlslng out of this Agreement lncludlng
2
but not llsrlted to the payment of attorney afld other consultant fees arlsing
froxn the executlon of thls AgreeEent and the perfornance by the Issuer of 1ts
obllgatLons hereunder, and thls AgreeEent shall thereupon termlnate.
(c) Notwlthstandlng the foregoing, the Issuer reserves the rlght not to
issue the Bonds, lf ln lts judgenent, documentation therefor is in any way
unacceptable or lf by reason of leglslatlon pendlng or enacted by Congress or
by the Illlnols General Assenbly or by actlon of any state or federal
offlclal or agency, lssuance of the Bonds could or would confllct wlth or may
cause confll-ct rrlth obllgatlons heretofore or hereafter lncurred by the
Issuer.
IN I.IITNESS WHERXoF, the partles hereto have entered lnto thls Agreenent
by thelr offlcers thereunto duly authorlzed as of g1"19th63y 61 llay
VILLAGE OF BUFFAIO GROVE, ILLINOIS
-,.//
./-4..--A-
Presldent
ATTEST:
&^r4c?v.
Vtllage Clerk Pro Tem
UDO 1 B A U. S. EXTERIOR COMPANY
3
1985 ,
( sEAr )
STATE OF ILLINOIS )
COUNTIES OF COOK
AND LAKE
I, the underslgned, do hereby certlfy that I an the duly quallfied and
elected Clerk of the V11lage of Buffalo Grove, ln the Countles and State
aforesaLd; and as such Clerk, I an the keeper of the offlclal Journal,
records and fl1es of the Board of Trustees of sald Vlllage.
I do further certlfy that the attached and foregoing 1e a fu1l, true and
correct copy of;
RESOLUTION N0.86-37
A RESOLUTION AUTITORIZING TIIE EXECUTION OT A }.IEI,TORANDI'}I
OF AGREEMEM (U,S. EXTERIOR COMPANY PROJECT)
Passed and Approved:May 19 1986
as adopted by the Presldent and Board of Trustees of the Vlllage of Buffalo
Grove at a legally convened Eeetlng ln the Vlllage of Buffalo Grove.
I further certlfy that 1n accordance wlth the requlrenents of Chapter
102, Illlnois Revlsed statutes, Sectlon 41 et seq.' public notlce of the
regular dates, tlnes and places of the regular neetlng of the Board of
Truatees of the Vlllage of Buffalo Grove, Illlnols was Siven at the
beglnning of the 1986 calendar or flscal year of the Village of Buffalo
Grove, Illlnols by postlng a copy of such notlce at the princlpal offLce of
the Board of Trustees, namely at the V1llage llall, Buffalo Grove, Ill1nols
and by supplyLng coples of such notLce to any neva n0ediun that has filed an
annual request for such notice.
Wrltten Elnutea of said meeting of May 19 , 1986 have been
kept, and lnclude, rrlthout llnitatlon, the date' t i.me and place of the
neetlng, the nembers of the governing body of the vlllage recorded as eLther
present or absent, and a general descrlptlon of all matters proposed,
dlscussed, or dectded, and a record of any votes taken' and sald mlnutes
shall be avaLlable for publlc lnspection withln 7 days of the approval by
sald governlng body.
I further certlfy that all meetlngs of the Board of Trustees coflcernlng
the not to exceed $500,000 of revenue bonds were held at tlmes and Places
)
)
convenlent to the publlc speclfled ln the notlce regardlng sald Eeetlngs' and
that sald neetings were publlc oeetings.
IN I{ITNESS WHEREOF, I have hereunto affLxed rny offlclal slgnature and
the corporate seal of saLd Vlllage of Buffalo Grove ' Cook and Lake Countles'
I1l1nols thls day of ' 1986.
Vlllage Clerk
(SEAL)