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HomeMy WebLinkAboutRESOLUTION - 73-83 - 11/22/1983 - ECONOMIC DEV REV BONDS/GEO J. GION RESOLUTION No. 73-83 OF INTENTION TO ISSUE APPROXIMATELY $550 ,000 ECONOMIC DEVELOPMENT REVENUE BONDS TO FINANCE A PROJECT FOR GEORGE J. GION AND AUTHORIZING THE EXECUTION OF A MEMORANDUM OF AGREEMENT BETWEEN GEORGE J. GION AND THE VILLAGE OF ELK GROVE VILLAGE, ILLINOIS WHEREAS, the Village of Elk Grove Village , Cook and DuPage Counties , Illinois (the "Issuer" ) is authorized by Ordinance No. 1486 , as amended, (the "Act" ) , to issue revenue bonds for the purposes set forth in the Act and to expend the proceeds thereof to finance , among other things , the cost of acquiring, constructing and improving certain economic development projects as defined in the Act , and to sell such revenue bonds to others; and WHEREAS, in furtherance of the purposes set forth in the Act, the Issuer proposes to finance all or a portion of the costs of acquiring and equipping a certain printing facility (the "Project" ) to be owned by George J. Gion, an individual resident of the State of Illinois (the "Owner") and used by Impressions Unlimited, Inc . , an Illinois corporation (the "User" ) , by means of the sale and issuance of its revenue bonds ,_anpd„ta authorize such actions as might be required to implement such stated intention; and WHEREAS, it is considered essential that the acquisition of the Project be commenced at the earliest practicable date, but the Owner wishes to commence acquisition and equipping of the Project only after satisfactory assurances from the Issuer that the proceeds of the sale of the revenue bonds of the Issuer will be made available in an amount necessary to finance the costs of the Project ; and WHEREAS, the Issuer considers that the financing of the Project by the Issuer for the Owner and the 'User will promote and further the purposes of the Act; and WHEREAS, a form of agreement, designated as a "Memorandum of Agreement" has been prepared under which the Owner has stated his willingness to enter into an agreement with the Issuer under which the Owner will be obligated to pay amounts sufficient to pay the principal of, interest on and redemption premium, if any , on the revenue bonds as and when the same shall become due and payable; and WHEREAS, it is considered wise , expedient, necessary and desirable and in the best interests of the Issuer that said Memor- andum of Agreement be executed for .and on behalf of the Issuer. NOW , THEREFORE, BE IT RESOLVED BY THE PRESIDENT AND THE BOARD OF TRUSTEES OF THE VILLAGE OF ELK GROVE VILLAGE , COOK AND DUPAGE COUNTIES , ILLINOIS , as follows : Section 1 . That in order to assure the acquisition and equipping of the Project, with the resulting public benefits which will flow from the operation thereof, it is deemed wise, expedient, necessary and advisable that the Memorandum of Agreement (hereinafter referred to) be approved and executed for and on behalf of the Issuer and that the Issuer issue its revenue bonds as provided therein in an amount of approximately $550, 000 to finance costs of the Project. Section 2 . That the Memorandum of Agreement by and be- tween the Owner and the Issuer, in substantially the form and with the contents set forth in Exhibit A attached hereto, be and the same is hereby approved and the execution thereof is hereby authorized. Section 3. That the President of the Issuer is hereby authorized and directed to execute said Memorandum of Agreement, said Memorandum of Agreement which constitutes and is hereby made a part of this resolution to be in substantially the form, text and containing the provisions set forth in Exhibit A attached hereto. Section 4. That all orders and resolutions or parts there- of conflict ng herewith be and they are hereby repealed. Section 5. This Resolution shall be in full force and effect immeaTate y upon its approval and adoption by the President and Board of Trustees. G-CharlesZeXtek, Village 4'eWent Passed: November 22, 1983 Approved: November 22, 1983 Vote: Yeas 6 Nays 0 Absent 0 Attest: Patricia S. Smith Village Clerk -2- EXHIBIT A_ _ MEMORANDUM OF AGREEMENT THIS MEMORANDUM OF AGREEMENT is between the Village of Elk Grove Village, Cook and DuPage Counties, Illinois, party of the first part (hereinafter referred to as the "Issuer" ) and George J. Gion, an Illinois resident, party of the second part (herein- after referred to as the "Owner" ) . 1 . Preliminary Statement . Among the matters of mutual inducement which have resulted in the execution of this Agreement are the following: (a) That the Issuer is authorized and empowered by Ordinance No. 1486, as amended, (the "Act" ) , to issue revenue bonds for the purpose of financing all or a portion of a project for the Owner comprising land, a building and equipment for use as a printing facility (the "Project" ) . (b) It is considered essential that acquisition and installation of the Project be commenced at the earliest practicable date, but the Owner wishes to commence acquisi- tion and equipping of the Project only after satisfactory assurances from the Issuer that the proceeds of the sale of the revenue bonds of thes-suer will be made available to finance costs of the Project. (c) The Issuer considers that the financing of costs of the Project by the Issuer for the Owner will promote and further the purposes of the Act and the public purposes of the Issuer. 2 . Undertakings on the Part of the Issuer. Subject to the conditions above stated, the Issuer agrees as follows : (a) That it will authorize the issuance and sale of its revenue bonds, pursuant to the terms of the Act as then in force or other applicable law, in an aggregate principal amount of approximately $550, 000 to pay costs of financing the Project . (b ) That it will cooperate with the Owner to endeavor to find a purchaser or purchasers for the revenue bonds , and if purchase arrangements satisfactory to the Owner and the Issuer can be made, it will adopt such proceedings and authorize the execution of such documents as may be necessary or desirable for the authorization, issuance and sale of the revenue bonds and the financing of the Project by the Issuer, as aforesaid, all as shall be authorized by law and mutually satisfactory to the Issuer and the Owner. (c ) That the aggregate basic amounts to be used to pay the principal , interest and premium, if any, on the revenue bonds payable under the instrument or instruments whereby the Project shall be financed for the Owner, shall be paid by the Owner and such sums shall be sufficient to pay the principal of and interest and premium, if any, on the bonds as and when the same shall become due and payable . (d) That it will take or cause to be taken such other acts and adopt such further proceedings as may be required to implement its aforesaid undertakings or as it may deem appro- priate in pursuance thereof. 3 . Undertakings on the Part of the Owner. Subject to the conditions above stated, the Owner agrees as follows : (a) That it will use all reasonable efforts to find one or more purchasers for the revenue bonds in an aggregate prin- cipal amount necessary to pay costs of financing the Project . (b ) That it will acquire and install and provide for the operation of the Project, which is expected to create 9 new jobs. (c) That contemporaneously with the delivery of the revenue bonds , the Owner will enter into a loan, sale, financing, lease or other agreement (hereinafter called the "Financing Agreement" ) with the Issuer under the terms of which the Owner will obligate himself to pay to the Issuer sums sufficient in the aggregate to pay the principal of, interest and premium, if any, on the revenue bonds as and when the same shall become due and payable, such Financing . Agreement to contain provisions required by law and such other provisions as shall be mutually acceptable to the Issuer and the Owner. (d ) That it will take such further action and adopt such proceedings as may be required to implement its aforesaid undertakings or as it may deem appropriate in pursuance thereof . 4 . General Provisions . (a) All commitments of the Issuer under paragraph 2 hereof and of the Owner under paragraph 3 hereof are subject to the conditions that on or before 365 days from the date hereof (or such other date as shall be mutually satisfactory to the Issuer and the Owner) , the Issuer and the Owner shall have agreed to mutually acceptable terms for the revenue bonds and of the sale and delivery thereof, and mutually acceptable terms and conditions of the Financing Agreement and the proceedings referred to in paragraphs 2 and 3 hereof . -2- (b ) If the events set forth in (a) of this paragraph do not take place within the time set forth or any extension thereof and the revenue bonds are not sold within such time , the Owner agrees that it will reimburse the Issuer for all reasonable and necessary direct out-of-pocket expenses which the Issuer may incur at the Owner' s request arising from the execution of this Agreement and the performance by the Issuer of its obligations hereunder, and this Agreement shall thereupon terminate. IN WITNESS WHEREOF, the Village of Elk Grove Village has entered into this Agreement by its President thereunto duly authorized and George J . Gion has entered into *,his Agreement by affixing his signature hereto all as of the 22nd day of November , 1983. VILLAGE OF ELK GROVE VILLAGE, COOK AND DUPAGE COUN ES , ILLINOIS By Its-Preside GEORGE J. GION By -3-