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R-53-06 06/12/2006RESOLUTION K'5 3 De, RESOLUTION AUTHORIZING EXECUTION OF AN INTERGOVERNMENTAL AGREEMENT WITH THE ILLINOIS STATE TOLL HIGHWAY AUTHORITY FOR IMPROVEMENTS TO THE SOUTH EXTENSION OF I -355 WHEREAS, the Village of Lemont desires to enter into an Intergovernmental Agreement with the Illinois State Toll Highway Authority for improvements to the South Extension of I -355; and WHEREAS, the document attached hereto as Exhibit A outlines the terms and conditions of the Intergovernmental Agreement between the Village of Lemont and the Illinois State Toll I- lighway Authority. NOW, THEREFORE, BE IT RESOLVED BY THE PRESIDENT AND BOARD OF TRUSTEES as follows: SECTION 1: That the Village President is hereby authorized to execute the Intergovernmental Agreement between the Illinois State Toll Highway Authority and the Village of Lemont for improvements to the South Extension of I -355 attached hereto as Exhibit A. SECTION 2: This Resolution shall be in full force and effect from and after its passage, approval and publication in the manner provided by law. SECTION 3: The Village Clerk of the Village of Lemont shall certify to the adoption of this Resolution and cause the same to be published in pamphlet form PASSED AND APPROVED BY THE PRESIDENT AND BOARD OF TRUSTEES OF THE VILLAGE OF LEMONT, COUNTIES OF COOK, WILL, AND DU PAGE, ILLINOIS, on this 12th day of June , 2006. Debby Blatzer Peter Coules Brian Reaves Clifford Miklos Ronald Stapleton Jeanette Virgilio AYES NAYS PASSED ABSENT v ¢ %v -deg, HA NE SMOLLEN, Village Clerk JOHN PIAZZA, illag • esident INTERGOVERNMENTAL AGREEMENT BETWEEN THE ILLINOIS STATE TOLL HIGHWAY AUTHORITY AND THE VILLAGE OF LEMONT FOR IMPROVEMENTS TO THE SOUTH EXTENSION OF 1 -355 THIS INTERGOVERNMENTAL AGREEMENT (hereinafter "Agreement ") entered into as of the day of , 2006, by and between the Illinois State Toll Highway Authority, an instrumentality and administrative agency of the State of Illinois (hereinafter referred to as "TOLLWAY "), and the Village of Lemont (hereinafter referred to as the "VILLAGE "); and WITNESSETH WHEREAS, the TOLLWAY and the VILLAGE are units of government within the meaning of the Constitution of the State of Illinois, 1970, Article VII, Section 10, having the power and authority to enter into intergovernmental agreements; and WHEREAS, the TOLLWAY and the VILLAGE are Illinois governmental entities subject to the Illinois Intergovernmental Cooperation Act (5 ILCS 220/1 et seq.) and have a duty to mutually cooperate in providing services to the public; and WHEREAS, the TOLLWAY is directed and empowered pursuant to the Toll Highway Act (605 ILCS 10/1 et seq.) to construct, operate, regulate and maintain a system of toll highways; and WHEREAS, the VILLAGE is directed and empowered by the Municipal Code (65 ILCS 5/1 -1 -1 et seq.) to do such acts as may be necessary and prudent in the management of matters pertaining to them; and WHEREAS, the TOLLWAY is constructing a south extension of 1 -355 from the present intersection of 1 -355 with 1 -55 to a point of intersection with 1 -80 (hereinafter "South Extension "), which extension will pass through or about the VILLAGE; and WHEREAS, the TOLLWAY and the VILLAGE are mutually interested in constructing the roadway in order to facilitate the free flow of traffic and to ensure the safety of the motoring public in and through Will County, and desire to establish their respective rights and obligations in relation to the contribution; and WHEREAS, the TOLLWAY and the VILLAGE desire to secure and enhance the benefits they will receive as a result of their proximity to the South Extension by contributing to the cost of construction of the roadway; and WHEREAS, the Villages of New Lenox, Homer Glen and Lemont, the City of Lockport and County of Will have each agreed to contribute $1.5 million each for a total of $7.5 million toward the construction of the entrance and exit ramps to be constructed on the South Extension; and 1 WHEREAS, the Villages of New Lenox, Homer Glen and Lemont, the City of Lockport and County of Will have agreed to contribute a total of $10 million of in -kind contributions toward the South Extension; and WHEREAS, the current South Extension budget includes $5 million for landscaping as mandated by the Record of Decision, which includes the planting of 16,500 trees intended to mitigate the loss of vegetation throughout the 12.5 mile project corridor; WHEREAS, the County of Will has agreed to split the tree mitigation responsibility on an equal basis with the TOLLWAY, which will result in a $2.5 million savings by the Tollway. NOW, THEREFORE, for and in consideration of the foregoing representations and the performance of the mutual covenants set forth herein, the parties agree as follows: ARTICLE 1 Financial Obligations and Responsibilities 1.1 The VILLAGE agrees to contribute toward the funding of the South Extension in the following manner and amounts: (a) The VILLAGE will contribute $1.5 million as its sole monetary contribution toward a total local obligation of $7.5 million. It is envisioned and anticipated that the Villages of Lemont, New Lenox and Homer Glen, the City of Lockport and the County of Will will solicit neighboring communities for financial participation toward the local contribution obligation agreed to in this section. The VILLAGE and its financial partners may offset their financial obligation under this section by obtaining monetary contributions from neighboring communities. Unless otherwise agreed by the Villages of Lemont, New Lenox and Homer Glen, the City of Lockport and the County of Will, credit for additional funds contributed by the solicited communities and received by the TOLLWAY will be assigned equally among the five participating government entities. (b) The VILLAGE and its partners agree to contribute $10 million of in -kind contributions that will support and enhance the operation of the South Extension. In -kind contributions consist of TOLLWAY approved non - monetary contributions made by the Villages of Lemont, New Lenox and Homer Glen, the City of Lockport and the County of Will or other governmental body adjacent to the South Extension that will support and enhance the operation of 1 -355. In -kind contributions include, but are not limited to: signal interconnects; limiting breaks in access control; intersection improvements; drainage or landscape enhancements; utility connections to TOLLWAY facilities; noise walls; pedestrian accesses at crossroad bridges; and access roads to TOLLWAY facilities. In -kind contributions must be located within one mile of 1 -355 and must meet TOLLWAY design specifications. Contributions included in other TOLLWAY agreements or 2 those that do not support or enhance the operation of 1 -355 will not be credited toward the $10 million in -kind commitment. The VILLAGE will also be credited with TOLLWAY approved in -kind contributions made by the Villages of New Lenox and Homer Glen, the City of Lockport and the County of Will. 1.2 The VILLAGE understands and agrees that its financial commitment toward the local contribution for the South Extension of the North -South Tollway reflected in Article 1.1 constitutes a legally binding obligation. 1.3 The VILLAGE will pay its $1.5 million commitment over a period of seven (7) years. Payments will be paid on an annual basis with the first installment due on December 31, 2008 and the last installment due on December 31, 2014 or at some later date pursuant to paragraph 1.4. If the VILLAGE has not satisfied its cash contribution obligation on or before the applicable date it shall be deemed to have breached the terms of this Agreement. The VILLAGE agrees that in the event it is found by a court of competent jurisdiction to have breached this Agreement, it shall pay the TOLLWAY pre - judgment interest on the remaining unpaid balance at a rate of 4.8% or the applicable statutory rate of pre judgment interest, whichever is higher, from December 31, 2007. 1.4 The TOLLWAY agrees to adopt a policy wherein all future TOLLWAY extension projects will require a local contribution. If the policy is not already in place at the time the VILLAGE'S first payment is due, the payments required under Article I paragraph 1.1(a) shall be suspended and not required until a local contribution policy has been adopted by the TOLLWAY. 1.5 The TOLLWAY agrees to defend and hold the VILLAGE harmless from the costs associated with the defense of any lawsuit brought against the TOLLWAY and/or the VILLAGE challenging the legality of this Agreement, provided that the VILLAGE will reasonably cooperate with the TOLLWAY in the defense of any such action. 1.6 If the TOLLWAY, or the portion of the TOLLWAY charged with governing and administering the South Extension are privatized on or before December 31, 2014, all monies paid by the VILLAGE under paragraph 1.3 of this Agreement shall be returned to the VILLAGE with interest compounded at a 4.8% annual interest rate. 3 ARTICLE II General Terms 2.1 This Agreement shall be effective upon its execution by the Parties, pursuant to resolutions duly made by the respective corporate authorities. 2.2 This Agreement may be executed in multiple counterparts, each of which shall be considered a duplicate original. 2.3 This Agreement may be amended, modified or superseded only by a further writing duly executed by the affected party or parties. 2.4 The contributions of the VILLAGE and the parties identified in paragraph 1.1 to the development of the South Extension are valued at a total of twenty million dollars ($20,000,000). 2.5 The signatories below represent and warrant that they have full authority to enter into this Intergovernmental Agreement. 2.6 If suit is filed alleging a breach of this Agreement, the prevailing party shall be entitled to its attorney's fees and costs in addition to any fees and costs otherwise allowable by law. 4 2.7 All prior oral understandings and agreements pertaining to the contribution are hereby merged into this Agreement and shall have no force or effect. IN WITNESS WHEREOF, each party has executed this Agreement pursuant to authorization of its corporate authority, effective on the date first shown above. VILLAGE OF LEMONT ATTE CHARLENE SMOLLEN, VILLAGE CLERK Authorized by Resolution or Ordinance # By: JOH F. PIAZZA, V LLAG ILLINOIS STATE TOLL HIGHWAY AUTHORITY By: Its Chairman ATTEST: Its Secretary RESIDENT approve • 2006. Approved as to Form and Constitutionality: Attorney General, State of Illinois 5