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1997-03o e RESOLUTION NO. 97- 3 A RESOLUTION ACCEPTING A COLLATERAL PLEDGE AGREEMENT BETWEEN THE VILLAGE OF BUFFALO GROVE AND LA SALVE BANK, N.I. WHEREAS, the Village of Buffalo Grove has established a depository relationship with the LaSalle Bank, N.I., and WHEREAS, the Village's Deposit and Investment Policy requires that certain banking institutions pledge collateral to the Village to secure its deposits that may be in excess of insurance provided by either state or federal regulatory agencies, and WHEREAS, LaSalle Bank, N.I. has agreed to pledge the necessary collateral to insure Village deposits requiring the execution of a Pledge Agreement. NOW, THEREFORE, BE IT RESOLVED BY THE PRESIDENT AND BOARD OF TRUSTEES OF THE VILLAGE OF BUFFALO GROVE, COOK AND LAKE COUNTIES, ILLINOIS, the following: Section 1. The Village Manager is hereby authorized to execute on behalf of the Village of Buffalo Grove the attached Pledge Agreement dated January 10, 1997, noted as Exhibit "A". Section 2. The Village names either the Village President, Village Manager, Director of Finance and General Services or Village Attorney to represent the Village and act on behalf of the Village in any and all matters arising under the Agreement. Furthermore, any, demand for collateral as permitted under the Agreement will require a combined formal request by two of the individuals holding the positions so noted, attested to by the duly elected and appointed Village Clerk. AYES: 6 Marienthal, Reid, Rubin, Braiman, Hendricks, Glover NAYES: 0 - None ABSENT: 0 - None PASSED: February 3 ,1997.APPROVED: February 3 ,1997. Village President ATTEST: Vi1T g Clerk PLEDGE AGREEMENT 0 EXHIBIT "A" THIS PLEDGE AGREEMENT dated as of January 10, 19% is between LASALLE BANK NI, an Illinois banking association (the "Bank'), with an address at 1300 North Arlington Heights Road, Buffalo Grove, Illinois 60089, and VILLAGE OF BUFFALO GROVE (the "Village "), with an address at 50 Raupp Boulevard, Buffalo Grove, Illinois 60089. WHEREAS, the Village intends from time to time to deposit certain monies with the Bank (the "Deposited Funds ") and, pursuant to the laws of the State of Illinois, the Bank is required to collateralize such deposits with certain kinds of property described in such laws ("Eligible Collateral "); WHEREAS, in consideration of the Deposited Funds, the Bank desires to pledge Eligible Collateral to the Village in conformity with Illinois law, NOW, THEREFORE, the Village and the Bank agrees as follows: 1. The Bank hereby pledges, assigns, transfers and grants to the Village a security interest in such amounts of Eligible Collateral as required to meet the statutory collateral ratios and other requirements under Illinois law ( "Pledged Collateral "). If at any time the ratio of (a) the market value of the Pledged Collateral to (b) the Deposited Funds plus accrued interest, is less than the ratio of collateral to deposited funds required by Illinois law (the "Statutory Ratio "), the Bank shall forthwith, without any additional action being required under this Agreement, pledge such additional collateral required to meet the Statutory Ratio. 2. The Bank will hold the Pledged Collateral for the account of the Village and subject to its order and direction. The Pledged Collateral shall be payable to bearer or otherwise registered in a form acceptable to the Village. Pledged Collateral registered in the name of the Bank shall be endorsed in blank thereon or on a power attached thereto by the Bank, with the signature guaranteed by a bank or trust company or a member firm of a national security exchange. 3. The Bank will provide to the Village monthly statements setting forth the securities which constitute Pledged Collateral. The Bank may substitute items of Pledged Collateral without the prior consent of the Village at any time no "Default" (hereinafter defined) hereunder shall have occurred and be continuing, provided that, at all times, the Statutory Ratio shall be maintained. Except as otherwise provided in paragraph 5, the Bank shall be entitled to receive all principal, interest and other amounts paid on account of the Pledged Collateral from time to time. 4. The Bank warrants that it is the true and legal owner of the Pledged Collateral, that the Pledged Collateral is free and clear of all liens and claims, that no 0 0 other person or entity has any right, title or interest therein, and that the Pledged Collateral has not been pledged or assigned for any other purpose. 5. There shall occur a "Default" hereunder in the event the Bank (a) fails to pay to the Village any funds which constitute Deposited Funds, (b) fails to pay and satisfy when due, any check, draft, or voucher lawfully drawn against any of the Deposited Funds, (c) fails or suspends active operations, (d) becomes insolvent, or (e) fails to maintain the Statutory Ratio of Pledged Collateral to Deposited Funds. Upon the occurrence and during the continuation of any Default, the Deposited Funds shall become immediately due and payable, the Village shall have the right to unilaterally demand delivery of the Pledged Collateral, and ownership of the Pledged Collateral shall transfer to the Village. 6. Upon the occurrence and during the continuation of a Default, the Village shall have the right to sell Pledged Collateral at any public or private sale, at its option, without advertising such sale, upon not less than three (3) days notice to the Bank. In the event of such sale, the Village, after deducting all legal expenses and other costs, including reasonable attorneys' fees, from the proceeds of such sale, shall apply the remainder on any one or more of the liabilities of the Bank to the Village, including accrued interest, and shall return the surplus, if any, to the Bank, or its receiver or conservator. 7. During the term of this Agreement, the Village will, through appropriate action of its governing board, designate the officer, or officers who singly or jointly will be authorized to represent and act on behalf of the Village in any and all matters arising under this Agreement. 8. The Village and the Bank agree to execute any additional documents that may be reasonable required to effectuate the terms, conditions and intent of this Agreement. 9. All of the terms and provisions of this Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their successors and assigns. 10. This Agreement may be executed in one or more counterparts, each of which shall be deemed an original and all of which taken together shall constitute one and the same instrument. 11. This Agreement shall be governed by and construed in accordance with the laws of the State of Illinois, and the laws of the United States, and supersedes any and all prior agreements, arrangements of understandings with respect to the subject matter hereof. In the event that any conflict of law issue(s) should arise in the interpretation of this Agreement, the parties agree that when Illinois law is not preempted by laws of the United States, Illinois law shall govern. 0 0 12. No provision of this Agreement may be waived except by a writing signed by the party to be bound thereby and any waiver of any nature shall not be construed to act as a waiver of subsequent acts. 13. In the event that any provision or clause of this Agreement conflicts with applicable law, such conflict shall not affect other provisions of this Agreement, which shall be given effect without the conflicting provision. To this end, the provisions of this Agreement are declared to be severable. 14. Unless applicable law requires a different method, any notice that must be given under this Agreement shall be given in writing and sent by certified mail, return receipt requested or third party overnight priority mail carrier or courier to the address set forth herein or such other place as may be designed by written notice in the same manner from one party to the other. IN WITNESS WHEREOF, the parties have executed this Agreement as of the date first above written. LASALLE BANK NI Its: 58770 -1 VILLAGE OF BUFFALO GROVE 3 By: Its: V I 1 Un 4G EXHIBIT "A" PLEDGE AGREEMENT tR�i� ut3 THIS PLEDGE AGREEMENT dated as of January 10, 1a�6 is between LASALLE BANK NI, an Illinois banking association (the `Bank "), with an address at 1300 North Arlington Heights Road, Buffalo Grove, Illinois 60089, and VILLAGE OF BUFFALO GROVE (the "Village "), with an address at 50 Raupp Boulevard, Buffalo Grove, Illinois 60089. WHEREAS, the Village intends from time to time to deposit certain monies with the Bank (the "Deposited Funds ") and, pursuant to the laws of the State of Illinois, the Bank is required to collateralize such deposits with certain kinds of property described in such laws ( "Eligible Collateral "); WHEREAS, in consideration of the Deposited Funds, the Bank desires to pledge Eligible Collateral to the Village in conformity with Illinois law, NOW, THEREFORE, the Village and the Bank agrees as follows: 1. The Bank hereby pledges, assigns, transfers and grants to the Village a security interest in such amounts of Eligible Collateral as required to meet the statutory collateral ratios and other requirements under Illinois law ( "Pledged Collateral "). If at any time the ratio of (a) the market value of the Pledged Collateral to (b) the Deposited Funds plus accrued interest, is less than the ratio of collateral to deposited funds required by Illinois law (the "Statutory Ratio'), the Bank shall forthwith, without any additional action being required under this Agreement, pledge such additional collateral required to meet the Statutory Ratio. 2. The Bank will hold the Pledged Collateral for the account of the Village and subject to its order and direction. The Pledged Collateral shall be payable to bearer or otherwise registered in a form acceptable to the Village. Pledged Collateral registered in the name of the Bank shall be endorsed in blank thereon or on a power attached thereto by the Bank, with the signature guaranteed by a bank or trust company or a member firm of a national security exchange. 3. The Bank will provide to the Village monthly statements setting forth the securities which constitute Pledged Collateral. The Bank may substitute items of Pledged Collateral without the prior consent of the Village at any time no "Default" (hereinafter defined) hereunder shall have occurred and be continuing, provided that, at all times, the Statutory Ratio shall be maintained. Except as otherwise provided in paragraph 5, the Bank shall be entitled to receive all principal, interest and other amounts paid on account of the Pledged Collateral from time to time. 4. The Bank warrants that it is the true and legal owner of the Pledged Collateral, that the Pledged Collateral is free and clear of all liens and claims, that no O • other person or entity has any right, title or interest therein, and that the Pledged Collateral has not been pledged or assigned for any other purpose. 5. There shall occur a "Default" hereunder in the event the Bank (a) fails to pay to the Village any funds which constitute Deposited Funds, (b) fails to pay and satisfy when due, any check, draft, or voucher lawfully drawn against any of the Deposited Funds, (c) fails or suspends active operations, (d) becomes insolvent, or (e) fails to maintain the Statutory Ratio of Pledged Collateral to Deposited Funds. Upon the occurrence and during the continuation of any Default, the Deposited Funds shall become immediately due and payable, the Village shall have the right to unilaterally demand delivery of the Pledged Collateral, and ownership of the Pledged Collateral shall transfer to the Village. 6. Upon the occurrence and during the continuation of a Default, the Village shall have the right to sell Pledged Collateral at any public or private sale, at its option, without advertising such sale, upon not less than three (3) days notice to the Bank. In the event of such sale, the Village, after deducting all legal expenses and other costs, including reasonable attorneys' fees, from the proceeds of such sale, shall apply the remainder on any one or more of the liabilities of the Bank to the Village, including accrued interest, and shall return the surplus, if any, to the Bank, or its receiver or conservator. 7. During the term of this Agreement, the Village will, through appropriate action of its governing board, designate the officer, or officers who singly or jointly will be authorized to represent and act on behalf of the Village in any and all matters arising under this Agreement. 8. The Village and the Bank agree to execute any additional documents that may be reasonable required to effectuate the terms, conditions and intent of this Agreement. 9. All of the terms and provisions of this Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their successors and assigns. 10. This Agreement may be executed in one or more counterparts, each of which shall be deemed an original and all of which taken together shall constitute one and the same instrument. 11. This Agreement shall be governed by and construed in accordance with the laws of the State of Illinois, and the laws of the United States, and supersedes any and all prior agreements, arrangements of understandings with respect to the subject matter hereof. In the event that any conflict of law issue(s) should arise in the interpretation of this Agreement, the parties agree that when Illinois law is not preempted by laws of the United States, Illinois law shall govern. 2 � e Y • 12. No provision of this Agreement may be waived except by a writing signed by the party to be bound thereby and any waiver of any nature shall not be construed to act as a waiver of subsequent acts. 13. In the event that any provision or clause of this Agreement conflicts with applicable law, such conflict shall not affect other provisions of this Agreement, which shall be given effect without the conflicting provision. To this end, the provisions of this Agreement are declared to be severable. 14. Unless applicable law requires a different method, any notice that must be given under this Agreement shall be given in writing and sent by certified mail, return receipt requested or third party overnight priority mail carrier or courier to the address set forth herein or such other place as may be designed by written notice in the same manner from one party to the other. IN WITNESS WHEREOF, the parties have executed this Agreement as of the date first above written. LASALLE BANK NI By :, Its: 58770 -1 VILLAGE OF BUFFALO GROVE By: Its: V11jA6C Mfkn.A6C-rz'-'