O-39-00 07/10/2000ORDINANCE NUMBER 0 -39 -00
AN ORDINANCE authorizing and providing for the issuance of
$1,200,000 General Obligation Bonds (Alternate Revenue Source),
Series 2000B, of the Village of Lemont, Cook, DuPage and Will
Counties, Illinois, for the purpose of defraying the cost of certain
redevelopment project costs, prescribing all the details of said
bonds and providing for the imposition of taxes to pay the same,
and for the collection, segregation and distribution of certain tax
increment revenues of said Village.
Adopted by the President
and Board of Trustees on
the 10th day of July, 2000.
TABLE OF CONTENTS
SECTION HEADING PAGE
PREAMBLES 1
SECTION 1. DEFINITIONS 6
SECTION 2. INCORPORATION OF PREAMBLES 10
SECTION 3. DE'T'ERMINATION TO ISSUE BONDS 10
SECTION 4. DETERMINATION OF PUBLIC PURPOSE 11
SECTION 5. BOND DETAILS 11
SECTION 6. EXECUTION; AUTHENTICATION 12
SECTION 7. OPTIONAL REDEMPTION. 13
SECTION 8. REDEMPTION PROCEDURE 13
SECTION 9. BOOK -ENTRY SYS I LM AUTHORIZED; REGISTRATION OF
BONDS; OWNER 17
SECTION 10. FORM OF BOND 20
SECTION 11. TREATMENT OF BONDS As DEBT 28
SECTION 12. SPECIAL TAX ALLOCATION FUND - ACCOUNTS 29
SECTION 13. COVENANTS PERTAINING TO THE PROJECT AREA 32
SECTION 14. INVESTMENTS 32
SECTION 15. LIMITED INCREMENTAL PROPERTY TAXES PLEDGED 33
SECTION 16. CONTINUING DISCLOSURE UNDERTAKING 33
SECTION 17. 2000B FULL FAITH AND CREDIT TAXES; TAX LEVY 34
SECTION 18. FILING WITH COUNTY CLERK; BOND FUND 35
SECTION 19. ABATEMENT OF 2000B FULL FAITH AND CREDIT TAXES 36
SECTION 20. GENERAL COVENANTS 37
SECTION 21. ADDITIONAL BONDS 38
SECTION 22. PAYMENT AND DISCHARGE; REFUNDING 38
SECTION 23. SALE OF THE BONDS 39
SECTION 24. USE OF PROCEEDS 40
SECTION 25. NOT PRIVATE ACTIVITY BONDS 41
SECTION 26. GENERAL ARBITRAGE COVENANTS 42
SECTION 27. ARBITRAGE REBATE 43
SECTION 28. FURTHER TAX COVENANTS 44
SECTION 29. REGISTERED FORM 45
SECTION 30. QUALIFIED TAX - EXEMPT OBLIGATIONS 45
SECTION 31. OPINION OF COUNSEL EXCEPTION 46
SECTION 32. DUTIES OF TRUSTEE 46
SECTION 49. THIS ORDINANCE A CONTRACT 47
SECTION 50. SUPPLEMENTAL ORDINANCES 47
SECTION 56. TRUSTEE COVENANTS 49
SECTION 57. INSURANCE 51
SECTION 58. SEVERABILITY 51
SECTION 59. REPEALER 51
SECTION 60. EFFECTIVE DATE 52
This Table of Contents is for convenience only and is not a part of the ordinance.
ORDINANCE NUMBER 6 -- 3g -0 b
AN ORDINANCE authorizing and providing for the issuance of
$1,200,000 General Obligation Bonds (Alternate Revenue Source),
Series 2000B, of the Village of Lemont, Cook, DuPage and Will
Counties, Illinois, for the purpose of defraying the cost of certain
redevelopment project costs, prescribing all the details of said
bonds and providing for the imposition of taxes to pay the same,
and for the collection, segregation and distribution of certain tax
increment revenues of said Village.
WHEREAS, the Village of Lemont, Cook, DuPage and Will Counties, Illinois (the
"Village"), is a duly organized and existing municipality created under the provisions of the
laws of the State of Illinois, and is now operating under the provisions of the Illinois Municipal
Code, as supplemented and amended (the "Municipal Code"); and
WHEREAS, the President and Board of Trustees of the Village (the "Board ") have
heretofore determined and do hereby determine that it is advisable, necessary and in the best
interests of the Village and its residents, in order to promote the public health, welfare, safety
and convenience, to undertake a redevelopment plan (the "Plan ") and project (the "Project ") in
order to assure the redevelopment of the Downtown Redevelopment Project Area (the "Project
Area"), including, but not limited to street improvements, all as more fully detailed in the Plan
(said portion of the Project being, collectively, the "2000 TIF Project"), at an estimated cost,
including expenses and contingencies, of not less than $1,200,000, plus investment earnings
thereon, for which there are no funds of the Village on hand and lawfully available for the
purpose, and the entire $1,200,000 will need to be obtained through the borrowing of money and
the issuance of bonds, all as provided in the Tax Increment Allocation Redevelopment Act, as
amended (the "TIFAct "); and
WHEREAS, the expenses and contingencies related to the 2000 TIF Project (the "2000B
Alternate Bond Purpose ") include legal, financial, accounting services related to the
accomplishment of said purpose and the issuance of bonds therefor; bond discount; capitalized
interest; bond registrar and other related banking fees; credit enhancement fees; printing and
publication costs; and other miscellaneous costs; and
WHEREAS, the Village has heretofore created and established the 1991 Lemont
Downtown Redevelopment Project Area Special Tax Allocation Fund (the "Special Tax
Allocation Fund") as provided in the TIF Act; and
WHEREAS, there are now on deposit in the Special Tax Allocation Fund certain
incremental property tax revenues (the "Incremental Property Taxes") derived from the Project
Area; and
WHEREAS, pursuant to the provisions of the Local Government Debt Reform Act, as
amended (the "Reform Act "), "Alternate Bonds" as defined in the Reform Act may be issued
pursuant to "Applicable Law ", as defined in the Reform Act, for the 2000B Alternate Bond
Purpose, as follows:
For the 2000 TIF Project, the Village has available a revenue
source, being the Incremental Property Taxes, all as provided in
and pursuant to the TIF Act, and, accordingly, is authorized to
issue Alternate Bonds payable from said revenue source pursuant
to the provisions of the Reform Act; and
WHEREAS, it is necessary and for the best interests of the Village that the 2000 Alternate
Bond Purpose be undertaken, and in order to raise the funds required for such purpose, it will be
necessary for the Village to borrow an amount not to exceed $1,200,000 and in evidence thereof
to issue Alternate Bonds, being general obligation bonds, all as provided by the Reform Act, in
an aggregate principal amount of $1,200,000; and
WHEREAS, pursuant to and in accordance with the provisions of Section 15 of the Reform
Act, the Village is authorized to issue Alternate Bonds in an aggregate principal amount of
$1,200,000 for the purpose of providing funds to pay the costs of the 2000B Alternate Bond
Purpose; and
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WHEREAS, to such end and in accordance with the provisions of Applicable Law, the
Board has heretofore, and it is expressly hereby, determined that there has heretofore been
adopted an ordinance (the "Alternate Bond Authorizing Ordinance"), authorizing the issuance of
alternate bonds, being bonds issued payable from a revenue source, as provided in the Reform
Act in an amount not to exceed $1,200,000 for the Project (the "Alternate Bonds"), and that the
Alternate Bond Authorizing Ordinance, together with a notice of intent to issue the Alternate
Bonds, was timely published in a newspaper of general circulation in the Village, and an
affidavit evidencing the publication of the Alternate Bond Authorizing Ordinance and said notice
of intent have heretofore been presented to the Board and made a part of the permanent records
of the Board; and
WHEREAS, the Board has heretofore determined, and it is hereby expressly determined,
that more than thirty (30) days have expired since the date of publication of the Alternate Bond
Authorizing Ordinance and said notice, and the Village has determined that no legally sufficient
petition with the requisite number of valid signatures thereon was timely filed with the Village
Clerk of the Village, requesting that the question of the issuance of the Alternate Bonds be
submitted to referendum; and
WHEREAS, the Board has heretofore, and it hereby expressly is, determined that the
Village is authorized to issue tax increment revenue bonds for the Project, or in lieu thereof, is
authorized to issue Alternate Bonds to the amount of not to exceed $1,200,000 in accordance
with the provisions of Applicable Law, and the Board hereby determines that it is necessary and
desirable that there be issued at this time only so much of the Alternate Bonds as are necessary
for the 2000 TIF Project, and that the amount of bonds so required to be issued is $1,200,000
(the "2000B Alternate Bonds"); and
WHEREAS, the 2000B Alternate Bonds to be issued will be payable from the Limited
Incremental Property Taxes and the 2000B Full Faith and Credit Taxes, each as hereinafter
defined; and
WHEREAS, the Village has heretofore issued and there are now outstanding certain
$1,400,000 original principal amount General Obligation Tax Increment Bonds, Series 1996
(Alternate Revenue Source) (the "Prior Alternate Bonds"); and
WHEREAS, the Prior Alternate Bonds were issued pursuant to Ordinance No. 986,
adopted by the Board on the 10`h day of June, 1996 (the "Prior Bond Ordinance"); and
WHEREAS, pursuant to Section 8 of the Prior Bond Ordinance the Village expressly
retained unto itself the power to pledge the Incremental Property Taxes for the benefit and
security of the holders of additional bonds issued pursuant to the Act, to subordinate existing
pledges of such moneys or to alter the use and distribution of moneys in the Fund; and
WHEREAS, pursuant to an ordinance heretofore adopted by the Board (the "Lemont
Senior Housing Bond Ordinance"), the Village has heretofore authorized and there are now
outstanding and unpaid certain Senior Lien Tax Increment Revenue Bonds (Lemont Senior
Housing L.P.I. Project), Series 2000, and that certain Lemont Senior Housing Subordinate
Obligation (collectively, the "Lemont Senior Housing TIF Obligations"); and
WHEREAS, pursuant to the Lemont Senior Housing Bond Ordinance the Village has
pledged a portion of the Incremental Property Taxes (said portion being the "Lemont Senior
Housing Incremental Property Taxes ") to the payment of the Lemont Senior Housing TIF
Obligations; and
WHEREAS, pursuant to the Lemont Senior Housing Bond Ordinance the Village has
created the Lemont Senior Housing Sub -Fund of the Special Tax Allocation Fund and has
covenanted and agreed that the Lemont Senior Housing Incremental Property Taxes shall be
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deposited to said Lemont Senior Housing Sub -Fund and shall be used solely and only to pay
principal of and interest on the Lemont Senior Housing TIF Obligations as the same shall come
due; and
WHEREAS, the Board has determined that it is advisable and necessary and in the best
interests of the Village that the priorities of lien for that portion of Incremental Property Taxes
remaining which is net of the Lemont Senior Housing Incremental Property Taxes (said portion
being the "Limited Incremental Property Taxes") and pledged to pay the Prior Alternate Bonds
and the Alternate Bonds now proposed to be issued be clarified and restated; and
WHEREAS, the Board has heretofore and it is herein more explicitly determined that the
Limited Incremental Property Taxes will be sufficient to provide or pay in each year to final
maturity of the 2000B Alternate Bonds an amount not less than 1.25 times debt service of the
Alternate Bonds proposed to be issued and the Prior Alternate Bonds; and
WHEREAS, such determination of the sufficiency of the Limited Incremental Property
Taxes is supported by reference to the audit for the most recently completed fiscal year of the
Village as prepared by Pandolfi, Topolski, Weiss & Co., Ltd., certified public accountants (the
"Audit "); and
WHEREAS, the Audit has been presented to and accepted by the Board and is conclusive
evidence that the conditions of the Reform Act have been met ; and
WHEREAS, the Board hereby expressly recites that the Alternate Bonds proposed to be
issued are issued in part pursuant to the Reform Act and that such recital shall be conclusive as
against the Village, the Board and any other person as to the validity of the Alternate Bonds
proposed to be issued and as to their compliance with the Reform Act; and
WHEREAS, the Board has heretofore published notice of and held a public hearing on the
intent of the Board to issue the Alternate Bonds, all as and when and in the form required by the
Bond Issue Notification Act, as amended:
NOW THEREFORE Be It Ordained by the President and Board of Trustees of the Village
of Lemont, Cook, DuPage and Will Counties, Illinois, as follows:
SECTION 1. DEFINITIONS. The words and terms used in this Ordinance shall have the
meanings set forth and defined for them herein unless the context or use clearly indicates another
or different meaning is intended, including the words and terms as follows:
"Accounting" means the annual accounting so defined in Section 12 hereof.
"Alternate Bonds" means any Outstanding Bonds issued as alternate bonds under
and pursuant to the provisions of the Reform Act, and includes, expressly, the Bonds.
"Additional Bonds" means any bonds or obligations issued in the future on a
parity with and sharing ratably and equally in the Limited Incremental Property Taxes
with the Bonds and the Prior Alternate Bonds.
"Applicable Law" means, collectively, the Municipal Code, including,
specifically, the TIF Act and the Reform Act.
"Board" means the President and Board of Trustees of the Village.
"Bond" or "Bonds" or "2000B Alternate Bonds" means one or more, as applica-
ble, of the $1,200,000 General Obligation Bonds (Alternate Revenue Source), Series
2000B, authorized to be issued by this Ordinance.
"Bond Counsel" means Chapman and Cutler, Chicago, Illinois.
"Bond Fund" means the 2000B Alternate Bond Fund established hereunder and
further described by Section 18 of this Ordinance.
"Bond Insurer" means MBIA Insurance Corporation Armonk, New York, or
successors and assigns.
"Bond Register" means the books of the Village kept by the Bond Registrar to
evidence the registration and transfer of the Bonds.
"Bond Registrar" means Amalgamated Bank of Chicago, Chicago, Illinois, or
successors or assigns.
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"Bond Year" means that twelve - calendar month period beginning on March 2 of
any calendar year and ending on the subsequent March 1.
"Business Day" means any day other than a day on which banks in the city of the
Bond Registrar's principal corporate trust office are required or authorized to close.
"Code" means the Internal Revenue Code of 1986, as amended.
"Commitment" means the commitment to issue a municipal bond insurance
policy for the Bonds dated May 31, 2000, and issued by the Bond Insurer.
"County Clerks" means the respective County Clerks of The Counties of Cook,
DuPage and Will, Illinois.
"Depository" means The Depository Trust Company, New York, New York, as
securities depository for the Bonds hereunder, or successor or assign duly qualified to act
as a securities depository under this Ordinance.
"Designated Officers" means the President, Village Clerk, Village Treasurer and
Village Administrator, or any of them acting together, and successors or assigns.
"Expense Fund" means the fund established hereunder and further described by
Section 24 of this Ordinance.
"Fiscal Year" means that twelve - calendar month period selected by the Board as
the fiscal year for the Village.
"2000B Full Faith and Credit Taxes" means the ad valorem taxes levied against
all of the taxable property in the Village without limitation as to rate or amount, pledged
hereunder by the Village as security for the Bonds.
"Government Securities" means bonds, notes, certificates of indebtedness,
treasury bills or other securities constituting direct obligations of the United States of
America and all securities or obligations, the prompt payment of principal and interest of
which is guaranteed by a pledge of the full faith and credit of the United States of
America.
"Incremental Property Taxes" means the ad valorem taxes, if any, arising from
the tax levies upon taxable real property in the Project Area by any and all taxing districts
or municipal corporations having the power to tax real property in the Project Area,
which taxes are attributable to the increase in the then current equalized assessed
valuation of each taxable lot, block, tract or parcel of real property in the Project Area
over and above the Total Initial Equalized Assessed Value of each such piece of property,
all as determined by the County Clerks in accord with Section 11- 74.4 -9 of the Act.
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"Independent" when used with respect to any specified person means such person
who is in fact independent and is not connected with the Village as an officer, employee,
underwriter, or person performing a similar function. Whenever it is herein provided that
the opinion or report of any Independent person shall be furnished, such person shall be
appointed by the Village, and such opinion or report shall state that the signer has read
this definition and that the signer is Independent within the meaning hereof.
"Interest Payment Date" means a Stated Maturity of interest on the Bonds.
"Interest Requirement" means for any Bonds, Prior Alternate Bonds, Additional
Bonds, or Junior Lien Bonds and for any Bond Year the aggregate amount of interest on
such Bonds, Prior Alternate Bonds, Additional Bonds, or Junior Lien Bonds having a
Stated Maturity during such Bond Year.
"Junior Lien Bonds" means and obligations of the Village hereafter issued and
payable from Limited Incremental Property Taxes, if any, on deposit in the Junior Lien
Principal and Interest Account.
"Junior Lien Principal and Interest Account" means the account so named and
created in Section 12 of this Ordinance.
"Lemont Senior Housing TIF Obligations" is defined in the preambles hereto.
"Lemont Senior Housing Incremental Property Taxes" means that portion of the
Incremental Property Taxes pledged under the Lemont Senior Housing Bond Ordinance
to secure the Lemont Senior Housing TIF Obligations.
"Limited Incremental Property Taxes" means Incremental Property Taxes net of
the Lemont Senior Housing Incremental Property Taxes.
"Municipal Code" means the Illinois Municipal Code, as supplemented and
amended.
"Ordinance" means this ordinance as originally adopted and as the same may
from time to time be amended or supplemented.
"Outstanding" or "outstanding" refers to Bonds, Prior Alternate Bonds, or
Additional Bonds which are outstanding and unpaid; provided, however, such term shall
not include Bonds, Prior Alternate Bonds, or Additional Bonds which (i) have matured
and for which moneys are on deposit with proper escrow or paying agents, or are
otherwise properly available, sufficient to pay all principal and interest thereof, or (ii) the
provision for payment of which has been made by the Village by the deposit in an
irrevocable trust or escrow account of funds or direct, full faith and credit obligations of
the United States of America, the principal of and interest on which will be sufficient to
pay at maturity or as called for redemption all of the principal of and interest and any
applicable premium on such Bonds, Prior Alternate Bonds, or Additional Bonds.
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"Paying Agent" means Amalgamated Bank of Chicago, Chicago, Illinois, or
successors or assigns.
"Plan" means the comprehensive program of the Village for the redevelopment
of the Project Area heretofore approved by the Board by an ordinance adopted on May
28, 1991, and together with any further amendments and supplements thereto.
"Pledged Moneys" means, collectively, the Limited Incremental Property Taxes
and the 2000B Full Faith and Credit Taxes as both are defined herein.
"Principal Requirement" means for any Bonds, Prior Alternate Bonds,
Additional Bonds or Junior Lien Bonds and for any Bond Year the aggregate principal
amount of such Bonds, Prior Alternate Bonds, Additional Bonds or Junior Lien Bonds
having a Stated Maturity during such Bond Year.
"Prior Alternate Bonds" is defined in the preambles hereto.
"Program Expenses" means the annual administrative costs of the Village, not to
exceed $ in any one calendar year, related to the administration of the
Plan, the Project, the Project Area, and the 2000 TIF Project.
"Project" means the redevelopment project heretofore approved by the Board
pursuant to an ordinance, adopted on May 28, 1991, in furtherance of the objectives of
the Plan.
"Project Area" means the Downtown Redevelopment Project Area heretofore
designated by the Board in accord with the provisions of the TIF Act.
"Purchase Price" means $1,229,867.25.
"Purchaser" means Banc One Capital Markets, Inc., Chicago, Illinois.
"Qualified Investments" means Government Securities and such other
investments as are authorized for the Village under Illinois law.
"Reform Act" means the Local Government Debt Reform Act of the State of
Illinois, as supplemented and amended.
"Representation Letter" means the written letter or agreement to be executed by
and between the Village and the Depository in order to effectuate a book -entry system for
the Bonds.
"Senior Lien Bonds" means the Bonds, the Prior Alternate Bonds and any
Additional Bonds.
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"Special Tax Allocation Fund" means the 1991 Lemont Downtown
Redevelopment Project Area Special Tax Allocation Fund, heretofore established by the
Village on May 28, 1991, and expressly continued hereunder.
"Stated Maturity" when used with respect to any Bond, Prior Alternate Bond,
Additional Bond or Junior Lien Bond or any interest thereon means the date specified in
such Bond, Prior Alternate Bond, Additional Bond or Junior Lien Bond as the fixed date
on which the principal of such Bond, Prior Alternate Bond, Additional Bond or Junior
Lien Bond or such interest is due and payable whether by maturity, mandatory
redemption, or otherwise.
"Tax-exempt" means, with respect to the Bonds, the status of interest paid and
received thereon as not includible in the gross income of the owners thereof under the
Code for federal income tax purposes except to the extent that such interest is taken into
account in computing an adjustment used in determining the alternative minimum tax for
certain corporations and in computing the "branch profits tax" imposed on certain
foreign corporations.
"Tax Year" means the year for which an ad valorem tax levy is made by any and
all taxing districts or municipal corporations having the power to tax real property in the
Project Area. The 2000 Tax Year shall be that year during which ad valorem taxes levied
for the year 2000 (collectible in the year 2001) are extended and collected, and so on.
"TIF Act" means the Tax Increment Allocation Redevelopment Act of the State
of Illinois, as supplemented and amended (65 ILCS 5/11- 74.4 -1 et seq.).
"2000 TIF Project" means the portion of the site preparation, redevelopment and
public improvements project so defined in the preambles hereto.
"Total Initial Equalized Assessed Value" means the total initial equalized
assessed value of the taxable real property within the Project Area determined by the
County Clerks in accordance with the provisions of Section 11- 74.4 -9 of the Act.
"Village" means the Village of Lemont, Cook, DuPage and Will Counties,
Illinois.
SECTION 2.
INCORPORATION OF PREAMBLES. The Board hereby finds that the recitals
contained in the preambles to this Ordinance are true and correct and hereby incorporates them
into this Ordinance by this reference.
SECTION 3.
DETERMINATION TO ISSUE BONDS. It is necessary and in the best interests
of the Village for the Village to undertake the 2000 TIF Project for the public health, safety and
welfare, and to issue the Bonds to enable the Village to pay the costs thereof.
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SECTION 4. DETERMINATION OF PUBLIC PURPOSE. The Board hereby determines the
2000 TIF Project to be a proper corporate and public purpose as heretofore approved in the
redevelopment plan and project for the Project Area and further expressly hereby determines that
the costs of the 2000 TIF Project are "redevelopment project costs" as defined in the TIF Act.
SECTION 5. BOND DETAILS. For the purpose of providing for the payment of part of the
costs of the 2000 TIF Project, there shall be issued and sold the Bonds in the principal amount of
$1,200,000. The Bonds shall be Senior Lien Bonds and shall each be designated "General
Obligation Bond (Alternate Revenue Source), Series 2000B," and be dated July 1, 2000, and
shall also bear the date of authentication thereof. The Bonds shall be in fully registered form,
shall be in denominations of $5,000 or authorized integral multiples thereof (but no single Bond
shall represent principal maturing on more than one date), shall be numbered in such reasonable
fashion as may be selected by the Bond Registrar, and shall mature serially on March 1 of the
years, in the amounts and bearing interest at the rates percent per annum as follows (subject,
however, to right of prior redemption as hereinafter provided):
YEAR AMOUNT ($) RATE ( %)
6.500
6.500
6.500
6.500
6.500
5.450
6.500
6.000
6.000
5.750
5.750
5.750
5.450
2002 50,000
2003 50,000
2004 50,000
2005 50,000
2006 50,000
2007 50,000
2008 75,000
2009 100,000
2010 100,000
2011 100,000
2012 100,000
2013 200,000
2014 225,000
It is hereby expressly found and determined that no Bond matures later than the earlier of
20 years from its date of issue or December 31, 2015, being the December 31 of the calendar
year in which taxes levied for the twenty -third calendar year after the designation of the Project
Area will be extended for collection.
Each Bond shall bear interest from the later of its Dated Date as hereinabove provided or
from the most recent Interest Payment Date to which interest has been paid or duly provided for,
until the principal amount of such Bond is paid or duly provided for, such interest (computed
upon the basis of a 360 -day year of twelve 30 -day months) being payable semiannually on
March 1 and September 1 of each year, commencing on September 1, 2000. Interest on each
Bond shall be paid by check or draft of the Bond Registrar, payable upon presentation thereof in
lawful money of the United States of America, to the person in whose name such Bond is
registered at the dose of business on the Regular Record Date or at such other address furnished
in writing by such person to the Bond Registrar or as shall otherwise be agreed by the Village
and the Depository. The principal of and premium, if any, on the Bonds shall be payable in
lawful money of the United States of America upon presentation thereof at the principal
corporate trust office of the Bond Registrar in Chicago, Illinois, or at successor Bond Registrar
and address. If an Interest Payment Date is not a Business Day at the place of payment, then
payment may be made at that place on the next Business Day, and no interest shall accrue for
the intervening period.
SECTION 6. EXECUTION; AUTHENTICATION. The Bonds shall be executed on behalf of
the Village with the manual or duly authorized facsimile signature of the Village President and
attested with the manual or duly authorized facsimile signature of the Village Clerk, as they may
determine, and shall have impressed or imprinted thereon the corporate seal or facsimile thereof
of the Village. In case any officer whose signature shall appear on any Bond shall cease to be
such officer before the delivery of such Bond, such signature shall nevertheless be valid and
sufficient for all purposes, the same as if such officer had remained in office until delivery.
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All Bonds shall have thereon a certificate of authentication substantially in the form
hereinafter set forth duly executed by the Bond Registrar as authenticating agent of the Village
and showing the date of authentication. No Bond shall be valid or obligatory for any purpose or
be entitled to any security or benefit under this Ordinance unless and until such certificate of
authentication shall have been duly executed by the Bond Registrar by manual signature, and
such certificate of authentication upon any such Bond shall be conclusive evidence that such
Bond has been authenticated and delivered under this Ordinance. The certificate of
authentication on any Bond shall be deemed to have been executed by it if signed by an
authorized officer of the Bond Registrar, but it shall not be necessary that the same officer sign
the certificate of authentication on all of the Bonds issued hereunder.
SECTION 7. OPTIONAL REDEMPTION. The Bonds due on March 1, 2011, and thereafter
are subject to redemption prior to maturity at the option of the Village, from any available funds,
in whole or in part on any date on or after March 1, 2010, and if in part, in such principal
amounts and from such maturities as determined by the Village, and if less than an entire
maturity, in integral multiples of $5,000, selected by lot by the Bond Registrar as hereinafter
provided, at a redemption price of par plus accrued interest to the date fixed for redemption.
SECTION 8. REDEMPTION PROCEDURE. The Village shall, at least 45 days prior to the
redemption date (unless a shorter time period shall be satisfactory to the Bond Registrar), notify
the Bond Registrar of such redemption date and of the maturities and principal amounts of Bonds
to be redeemed. For purposes of any redemption of less than all of the Bonds of a single
maturity, the particular Bonds or portions of Bonds to be redeemed shall be selected by lot not
more than 60 days prior to the redemption date by the Bond Registrar for the Bonds of such
maturity by such method of lottery as the Bond Registrar shall deem fair and appropriate;
provided, that such lottery shall provide for the selection for redemption of Bonds or portions
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thereof so that any $5,000 Bond or $5,000 portion of a Bond shall be as likely to be called for
redemption as any other such $5,000 Bond or $5,000 portion.
The Bond Registrar shall promptly notify the Village and the Bond Registrar in writing of
the Bonds or portions of Bonds selected for redemption and, in the case of any Bond selected for
partial redemption, the principal amount thereof to be redeemed.
Unless waived by the registered owner of Bonds to be redeemed, official notice of any
such redemption shall be given by the Bond Registrar on behalf of the Village by mailing the
redemption notice by first class mail not less than 30 days and not more than 60 days prior to the
date fixed for redemption to each registered owner of the Bond or Bonds to be redeemed at the
address shown on the Bond Register or at such other address as is furnished in writing by such
registered owner to the Bond Registrar.
All official notices of redemption shall include at least the information as follows:
(a) the redemption date;
(b) the redemption price;
(c) if less than all of the outstanding Bonds of a particular maturity are to be
redeemed, the identification (and, in the case of partial redemption of Bonds within such
maturity, the respective principal amounts) of the Bonds to be redeemed;
(d) a statement that on the redemption date the redemption price will become
due and payable upon each such Bond or portion thereof called for redemption and that
interest thereon shall cease to accrue from and after said date; and
(e) the place where such Bonds are to be surrendered for payment of the
redemption price, which place of payment shall be the principal corporate trust office of the
Bond Registrar.
Prior to any redemption date, the Village shall deposit with the Bond Registrar an amount
of money sufficient to pay the redemption price of all the Bonds or portions of Bonds which are
to be redeemed on that date.
Such additional notice of such redemption as shall be specified in the Representation
Letter shall be given to the Depository.
Official notice of redemption having been given as aforesaid, the Bonds or portions of
Bonds so to be redeemed shall, on the redemption date, become due and payable at the
redemption price therein specified, and from and after such date (unless the Village shall default
in the payment of the redemption price), such Bonds or portions of Bonds shall cease to bear
interest. Neither the failure to mail such redemption notice, nor any defect in any notice so
mailed, to any particular registered owner of a Bond, shall affect the sufficiency of such notice
with respect to other registered owners. Notice having been properly given, failure of a
registered owner of a Bond to receive such notice shall not be deemed to invalidate, limit or
delay the effect of the notice or redemption action described in the notice. Such notice may be
waived in writing by a registered owner of a Bond entitled to receive such notice, either before or
after the event, and such waiver shall be the equivalent of such notice. Waivers of notice by
registered owners shall be filed with the Bond Registrar, but such filing shall not be a condition
precedent to the validity of any action taken in reliance upon such waiver.
Upon surrender of such Bonds for redemption in accordance with said notice, such Bonds
shall be paid by the Bond Registrar at the redemption price. The procedure for the payment of
interest due as part of the redemption price shall be as herein provided for payment of interest
otherwise due. Upon surrender for any partial redemption of any Bond, there shall be prepared
for the registered owner a new Bond or Bonds of like tenor, of authorized denominations, of the
same maturity, and bearing the same rate of interest in the amount of the unpaid principal.
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If any Bond or portion of a Bond called for redemption shall not be so paid upon
surrender thereof for redemption, the principal shall, until paid or duly provided for, bear interest
from the redemption date at the rate borne by the Bond or portion of Bond so called for
redemption. All Bonds which have been redeemed shall be cancelled and destroyed by the Bond
Registrar and shall not be reissued.
In addition to the foregoing notice, further notice shall be given by the Bond Registrar on
behalf of the Village as set out below, but no defect in said further notice nor any failure to give
all or any portion of such further notice shall in any manner defeat the effectiveness of a call for
redemption if notice thereof is given as above prescribed.
Each further notice of redemption given hereunder shall contain the information required
above for an official notice of redemption plus (a) the CUSIP numbers of all Bonds being
redeemed; (b) the date of issue of the Bonds as originally issued; (c) the rate of interest borne by
each Bond being redeemed; (d) the maturity date of each Bond being redeemed; and (e) any
other descriptive information needed to identify accurately the Bonds being redeemed.
Each further notice of redemption shall be sent at least 35 days before the redemption
date by first class mail or overnight delivery service to all registered securities depositories then
in the business of holding substantial amounts of obligations of types comprising the Bonds
(such depositories now including Depository Trust Company of New York, New York) and to
one or more national information services, chosen in the discretion of the Bond Registrar, that
disseminate notice of redemption of obligations such as the Bonds.
Upon the payment of the redemption price of Bonds being redeemed, each check or other
transfer of funds issued for such purpose shall bear the CUSIP number identifying, by issue and
maturity, the Bonds being redeemed with the proceeds of such check or other transfer.
As part of its duties hereunder, the Bond Registrar shall prepare and forward to the
Village a statement as to notice given with respect to each redemption together with copies of the
notices as mailed and published.
SECTION 9. BOOK -ENTRY SYSTEM AUTHORIZED; REGISTRATION OF BONDS; OWNERS.
A. BOOK -ENTRY SYSTEM AUTHORIZED The Bonds shall be initially issued in the form of a
separate single fully registered Bond for each of the maturities of the Bonds. Upon initial
issuance, the ownership of each such Bond shall be registered in the Bond Register in the name
of "Cede & Co. ", or any successor thereto, as nominee of the Depository. All of the outstanding
Bonds from time to time shall be registered in the Bond Register in the name of Cede & Co., as
nominee of the Depository. The Treasurer of the Village and the Bond Registrar are authorized
to execute and deliver on behalf of the Village a Representation Letter. Without limiting the
generality of the authority given with respect to entering into such Representation Letter, it may
contain provisions relating to (a) payment procedures, (b) transfers of the Bonds or of beneficial
interests therein, (c) redemption notices and procedures unique to the Depository, (d) additional
notices or communications, and (e) amendment from time to time to conform with changing
customs and practices with respect to securities industry transfer and payment practices.
With respect to Bonds registered in the Bond Register in the name of Cede & Co., as
nominee of the Depository, the Village and the Bond Registrar shall have no responsibility or
obligation to any broker - dealer, bank or other financial institution for which the Depository holds
Bonds from time to time as securities depository (each such broker - dealer, bank or other
financial institution being referred to herein as a "Depository Participant ") or to any person on
behalf of whom such a Depository Participant holds an interest in the Bonds. Without limiting
the meaning of the immediately preceding sentence, the Village and the Bond Registrar shall
have no responsibility or obligation with respect to (a) the accuracy of the records of the
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Depository, Cede & Co., or any Depository Participant with respect to any ownership interest in
the Bonds, (b) the delivery to any Depository Participant or any other person, other than a
registered owner of a Bond as shown in the Bond Register, of any notice with respect to the
Bonds, including any notice of redemption, or (c) the payment to any Depository Participant or
any other person, other than a registered owner of a Bond as shown in the Bond Register, of any
amount with respect to principal of or interest on the Bonds. No person other than a registered
owner of a Bond as shown in the Bond Register shall receive a Bond certificate with respect to
any Bond. Upon delivery by the Depository to the Bond Registrar of written notice to the effect
that the Depository has determined to substitute a new nominee in place of Cede & Co., and
subject to the provisions hereof with respect to the payment of interest to the registered owners
of Bonds at the close of business on the applicable record date, the name "Cede & Co." in this
Ordinance shall refer to such new nominee of the Depository.
In the event that (a) the Village determines that the Depository is incapable of
discharging its responsibilities described herein and in the Representation Letter, (b) the
agreement among the Village, the Bond Registrar and the Depository evidenced by the
Representation Letter shall be terminated for any reason or (c) the Village determines that it is in
the best interests of the Village or of the beneficial owners of the Bonds that they be able to
obtain certificated Bonds, the Village shall notify the Depository and the Depository Participants
of the availability of Bond certificates, and the Bonds shall no longer be restricted to being
registered in the Bond Register in the name of Cede & Co., as nominee of the Depository. The
Village may determine that the Bonds shall be registered in the name of and deposited with a
successor depository operating a book -entry system, as may be acceptable to the Village, or such
depository's agent or designee, and if the Village does not select such alternate book -entry
system, then the Bonds may be registered in whatever name or names registered owners of
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Bonds transferring or exchanging Bonds shall designate, in accordance with the provisions
hereof. Notwithstanding any other provision of this Ordinance to the contrary, so long as any
Bond is registered in the name of Cede & Co., as nominee of the Depository, all payments with
respect to principal of and interest on such Bond and all notices with respect to such Bond shall
be made and given, respectively, in the manner provided in the Representation Letter.
B. REGISTRATION. The Village shall cause the Bond Register to be kept at the principal
corporate trust office of the Bond Registrar, which is hereby constituted and appointed the
registrar of the Village for the Bonds. The Village is authorized to prepare, and the Bond
Registrar or such other agent as the Village may designate shall keep custody of, multiple Bond
blanks executed by the Village for use in the transfer and exchange of Bonds.
Any Bond may be transferred or exchanged, but only in the manner, subject to the
limitations, and upon payment of the charges as set forth in this Ordinance. Upon surrender for
transfer or exchange of any Bond at the office of the Bond Registrar, duly endorsed by or
accompanied by a written instrument or instruments of transfer or exchange in form satisfactory
to the Bond Registrar and duly executed by the registered owner or an attorney for such owner
duly authorized in writing, the Village shall execute and the Bond Registrar shall authenticate,
date and deliver in the name of the transferee or transferees or, in the case of an exchange, the
registered owner, a new fully registered Bond or Bonds of like tenor, of the same maturity,
bearing the same interest rate, of authorized denominations, for a like aggregate principal
amount.
The Bond Registrar shall not be required to transfer or exchange any Bond during the
period from the close of business on the 15th day of the calendar month preceding an Interest
Payment Date on the Bonds or the giving of notice of redemption of Bonds to the opening of
business on such Interest Payment Date or to transfer or exchange any Bond all or a portion of
which has been called for redemption.
The execution by the Village of any fully registered Bond shall constitute full and due
authorization of such Bond, and the Bond Registrar shall thereby be authorized to authenticate,
date and deliver such Bond; provided, however, the principal amount of Bonds of each maturity
authenticated by the Bond Registrar shall not at any one time exceed the authorized principal
amount of Bonds for such maturity less the amount of such Bonds which have been paid.
The person in whose name any Bond shall be registered shall be deemed and regarded as
the absolute owner thereof for all purposes, and payment of the principal of or interest on any
Bond shall be made only to or upon the order of the registered owner thereof or the owner's legal
representative. All such payments shall be valid and effectual to satisfy and discharge the
liability upon such Bond to the extent of the sum or sums so paid. No service charge shall be
made for any transfer or exchange of Bonds, but the Village or the Bond Registrar may require
payment of a sum sufficient to cover any tax or other governmental charge that may be imposed
in connection with any transfer or exchange of Bonds.
SECTION 10. FORM OF BOND. The Bonds shall be in substantially the form hereinafter
set forth; provided, however, that if the text of the Bonds is to be printed in its entirety on the
front side of the Bonds, then the second paragraph on the front side and the legend "See Reverse
Side for Additional Provisions" shall be omitted and the text of paragraphs set forth for the
reverse side shall be inserted immediately after the first paragraph.
[Form of Bond - Front Side]
REGIS 'I'BRED REGISTERED
No. $
UNITED STATES OF AMERICA
STATE OF ILLINOIS
COUNTY OF COOK
VILLAGE OF LEMONT
GENERAL OBLIGATION BOND
(ALTERNATE REVENUE SOURCE)
SERIES 2000B
See Reverse Side for
Additional Provisions
Interest Maturity Dated
Rate: Date: March 1, Date: July 1, 2000 CUSIP
Registered Owner: CEDE & Co.
Principal Amount: Dollars
KNOW ALL PERSONS BY THESE PRESENTS that the Village of Lemont, Cook, DuPage
and Will Counties, Illinois, a municipality and unit of local government and political subdivision
of the State of Illinois (the "Village"), hereby acknowledges itself to owe and for value received
promises to pay to the Registered Owner identified above, or registered assigns as hereinafter
provided, on the Maturity Date identified above, the Principal Amount identified above and to
pay interest (computed on the basis of a 360 -day year of twelve 30 -day months) on such
Principal Amount from the later of the Dated Date of this Bond identified above or from the
most recent Interest Payment Date to which interest has been paid or duly provided for at the
Interest Rate per annum identified above, such interest to be payable semiannually on March 1
and September 1 of each year, commencing on September 1, 2000, until the Principal Amount is
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paid or duly provided for, except as the hereinafter stated provisions for redemption prior to
maturity may and shall become applicable hereto. The Principal Amount of this Bond and
premium, if any, hereon are payable in lawful money of the United States of America upon
presentation at the principal corporate trust office of Amalgamated Bank of Chicago, Chicago,
Illinois, as bond registrar and paying agent (the "Bond Registrar "). Payment of interest shall be
made to the Registered Owner hereof, as shown on the registration books of the Village
maintained by Bond Registrar at the close of business on the Regular Record Date and shall be
paid by check or draft of the Bond Registrar, payable upon presentation in lawful money of the
United States of America, mailed to the address of such Registered Owner as it appears on such
registration books or at such other address furnished in writing by such Registered Owner to the
Bond Registrar, or as shall otherwise be agreed by the Village and the Depository. If an Interest
Payment Date is not a Business Day at the place of payment, then payment may be made at that
place on the next Business Day, and no interest shall accrue for the intervening period.
Reference is hereby made to the further provisions of this Bond set forth on the reverse
hereof, and such further provisions shall for all purposes have the same effect as if set forth at
this place.
It is hereby certified and recited that all acts, conditions and things required to be done
precedent to and in the issuance of this Bond have been done and have happened and have been
performed in regular and due form of law; that the indebtedness of the Village, including the
issue of Bonds of which this is one, does not exceed any limitation imposed by law; that
provision has been made for the collection and allocation of the Incremental Property Taxes, the
levy and collection of the 2000B Full Faith and Credit Taxes, and the segregation of the Pledged
Moneys to pay the interest hereon as it falls due and also to pay and discharge the principal
hereof at maturity; and that the Village hereby covenants and agrees that it will properly account
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for said Pledged Moneys and will comply with all the covenants of and maintain the funds and
accounts as provided by the Ordinance. For the prompt payment of this Bond, both principal and
interest at maturity, the full faith, credit and resources of the Village are hereby irrevocably
pledged.
This Bond shall not be valid or become obligatory for any purpose until the certificate of
authentication hereon shall have been signed by the Bond Registrar.
IN WITNESS WHEREOF, the Village of Lemont, Cook, DuPage and Will Counties,
Illinois, by its President and Board of Trustees, has caused this Bond to be executed with the
manual or duly authorized facsimile signature of its President and attested by the manual or duly
authorized facsimile signature of its Village Clerk and its corporate seal or a facsimile thereof to
be impressed or reproduced hereon, all as appearing hereon and as of the Dated Date identified
above.
President, Village of Lemont
Cook, DuPage and Will Counties,
Illinois
A 1 "I'EST:
Village Clerk, Village of Lemont
Cook, DuPage and Will Counties, Illinois
[SEAL]
CERTIFICATE OF AUTHENTICATION
Date of Authentication:
This Bond is one of the Bonds described in the within- mentioned Ordinance and is one of the
General Obligation Bonds (Alternate Revenue Source), Series 2000B, of the Village of Lemont,
Cook, DuPage and Will Counties, Illinois.
Amalgamated Bank of Chicago,
Chicago, Illinois
as Bond Registrar
[Form of Bond - Reverse Side]
Village of Lemont, Cook, DuPage and Will Counties, Illinois
General Obligation Bond
(Alternate Revenue Source)
Series 2000B
This bond and the bonds of the series of which it forms a part ("Bond" and "Bonds"
respectively) are of an authorized issue of $1,200,000 of like dated date and tenor except as to
maturity, rate of interest and are issued pursuant to Division 4 of Article 8 and Division 74.4 of
Article 11 of the Illinois Municipal Code ( "Applicable Law ") and pursuant to the Local
Government Debt Reform Act, all acts of the General Assembly of the State of Illinois, and as
supplemented and amended, for the purpose of paying the costs of the 2000 TIF Project of the
Village, as more fully described in the Ordinance as hereinbelow defined. The Bonds are issued
pursuant to an authorizing ordinance passed by the Board and by a more complete bond
ordinance passed by the Board on the 10th day of July, 2000 (the "Ordinance"), to which
reference is hereby expressly made for further definitions and terms and to all the provisions of
which the Registered Owner by the acceptance of this Bond assents.
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The Bonds are payable from (i) ratably and equally with certain heretofore issued and
now outstanding General Obligation Tax Increment Bonds, Series 1996 (Alternate Revenue
Source) (the "Prior Alternate Bonds ") that portion of the incremental property taxes, if any,
derived from the Downtown Redevelopment Project Area of the Village net of the amount
thereof pledged to the Lemont Senior Housing TIF Obligations (said portion being the "Limited
Incremental Property Taxes "), (ii) the amounts on deposit in and to the credit of the various
accounts of the Public Redevelopment Projects Sub -Fund of the Special Tax Allocation Fund for
the Downtown Redevelopment Project Area of the Village (the "Special Tax Allocation Fund")
and (iii) ad valorem taxes levied against all of the taxable property in the Village without
limitation as to rate or amount (the "2000B Full Faith and Credit Taxes") (the Limited
Incremental Property Taxes and the 2000B Full Faith and Credit Taxes being, collectively, the
"Pledged Moneys "), all in accordance with the provisions of the Applicable Law.
This Bond shall not constitute an indebtedness of the Village within the meaning of any
constitutional or statutory provision or limitation, unless the 2000B Full Faith and Credit Taxes
shall have been extended pursuant to the general obligation, full faith and credit promise
supporting the Bonds, in which case the amount of the Bonds then Outstanding shall be included
in the computation of indebtedness of the Village for purposes of all statutory provisions or limi-
tations until such time as an audit of the Village shall show that the Bonds shall have been paid
from the Limited Incremental Property Taxes for a complete Fiscal Year.
Under the Applicable Law and the Ordinance, the Limited Incremental Property Taxes
shall be deposited into the Public Redevelopment Projects Sub -Fund of the Special Tax
Allocation Fund, which shall be used only and has been heretofore pledged for the purposes as
set forth in the TIF Act, and in making all payments required to maintain the accounts
established under the Ordinance. Bonds may be issued in the future to share in the Limited
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Incremental Property Taxes on a parity as to lien with the Bonds and the Prior Alternate Bonds
as provided in the Ordinance and the Applicable Law. The 2000B Full Faith and Credit Taxes
secure, solely and only, the Bonds, and are not pledged to and will not be available for payment
of the Prior Alternate Bonds or any Additional Bonds. Junior Lien Bonds may be issued in the
priority of lien as provided in the Ordinance.
Under the Applicable Law and the Ordinance, available Limited Incremental Property
Taxes shall be deposited to the credit of the Senior Lien Principal and Interest Account of the
Public Redevelopment Projects Sub -Fund of the Special Tax Allocation Fund and the 2000B
Full Faith and Credit Taxes shall be deposited into and segregated in the separate 2000 Alternate
Bond Fund, each as provided by the Ordinance. Moneys on deposit in said Senior Lien Principal
and Interest Account and the 2000 Alternate Bond Fund shall be used and are pledged for paying
(first) the principal of and interest on the Bonds and any Additional Bonds, (second) for paying
the Program Expenses, (third) for paying the principal of and interest on any Junior Lien Bonds
and (last) for any further purposes, all in the priorities of lien and as provided by the terms of the
Ordinance.
The Bonds due March 1, 2011, and thereafter are subject to redemption prior to maturity,
at the option of the Village, from any available funds, in whole or in part on any date on or after
March 1, 2010, and if in part, in such principal amounts and from such maturities as determined
by the Village, and if less than an entire maturity, in integral multiples of $5,000, selected by lot
by the Bond Registrar, at a redemption price of par plus accrued interest to the date of
redemption.
Unless waived by the Registered Owner of Bonds to be redeemed, notice of any such
redemption shall be given by the Bond Registrar on behalf of the Village by mailing the
redemption notice by first class mail not less than 30 days and not more than 60 days prior to the
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date fixed for redemption to each Registered Owner of the Bond or Bonds to be redeemed at the
address shown on the Bond Register or at such other address as is furnished in writing by such
Registered Owner to the Bond Registrar. Neither the failure to mail such redemption notice, nor
any defect in any notice so mailed, to any particular Registered Owner of a Bond, shall affect the
sufficiency of such notice with respect to other Registered Owners. Notice having been properly
given, failure of a Registered Owner of a Bond to receive such notice shall not be deemed to
invalidate, limit or delay the effect of the notice or redemption action described in the notice.
Such notice may be waived in writing by a Registered Owner of a Bond entitled to receive such
notice, either before or after the event, and such waiver shall be the equivalent of such notice.
Notice of redemption having been given as aforesaid, the Bonds or portions of Bonds so to be
redeemed shall, on the redemption date, become due and payable at the redemption price therein
specified, and from and after such date (unless the Village shall default in the payment of the
redemption price) such Bonds or portions of Bonds shall cease to bear interest. Upon surrender
of such Bonds for redemption in accordance with said notice, such Bonds shall be paid by the
Bond Registrar at the redemption price. The procedure for the payment of interest due as part of
the redemption price shall be as herein provided for payment of interest otherwise due. Upon
surrender for any partial redemption of any Bond, there shall be prepared for the Registered
Owner a new Bond or Bonds of like tenor, of authorized denominations, of the same maturity,
and bearing the same rate of interest in the amount of the unpaid principal.
This Bond may be transferred or exchanged, but only in the manner, subject to the
limitations, and upon payment of the charges as set forth in the Ordinance.
The Village and the Bond Registrar may deem and treat the Registered Owner hereof as
the absolute owner hereof for the purpose of receiving payment of or on account of principal
hereof and interest due hereon and for all other purposes, and neither the Village nor the Bond
Registrar shall be affected by any notice to the contrary.
The Village has designated this Bond a "qualified tax - exempt obligation" pursuant to
Section 265(b)(3) of the Internal Revenue Code of 1986, as amended.
Add MBIA Insurance Legend Here
ASSIGNMENT
FOR VALUE RECEIVED the undersigned sells, assigns and transfers unto
[Identifying Numbers]
(Name and Address of Assignee)
the within Bond and does hereby irrevocably constitute and appoint
as attorney to transfer the said Bond on the books kept for registration thereof with full power of
substitution in the premises.
Dated:
Signature guaranteed:
NOTICE The signature to this transfer and assignment must correspond with the name of
the Registered Owner as it appears upon the face of the within Bond in every
particular, without alteration or enlargement or any change whatever.
SECTION 11. TREATMENT OF BONDS AS DEBT. The Bonds shall be payable from the
Pledged Moneys and shall not constitute an indebtedness of the Village within the meaning of
any constitutional or statutory limitation, unless the 2000B Full Faith and Credit Taxes shall
have been extended pursuant to the general obligation, full faith and credit promise supporting
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the Bonds, as set forth in Section 17 hereof, in which case the amount of the Bonds then
Outstanding shall be included in the computation of indebtedness of the Village for purposes of
all statutory provisions or limitations until such time as an audit of the Village shall show that the
Bonds have been paid from the Limited Incremental Property Taxes for a complete Fiscal Year,
in accordance with the Applicable Law.
SECTION 12. SPECIAL TAX ALLOCATION FUND - ACCOUNTS. (a) The Special Tax
Allocation is hereby continued as a special fund of the Village, to be held by the Village except
as hereinafter expressly provided, which fund shall be held separate and apart from all other
funds and accounts of the Village. All of the Incremental Property Taxes and any other
revenues, from any source whatsoever (except with respect to investment earnings as hereinafter
provided) designated to pay principal of, interest on and premium, if any, on the Bonds and any
Additional Bonds shall be set aside as collected and be remitted by the Village Treasurer for
deposit in the Special Tax Allocation Fund, which is a trust fund heretofore established and
hereby continued for the purpose of carrying out the covenants, terms and conditions imposed
upon the Village by this Ordinance.
Pursuant to the Lemont Senior Housing Bond Ordinance the Village has heretofore
created and established the `Lemont Senior Housing Sub - Fund" of the Special Tax Allocation
Fund. The Village Treasurer shall determine the amount of each distribution of Incremental
Property Taxes which constitutes the Lemont Senior Housing Incremental Property Taxes and
shall deposit the same upon receipt into the Lemont Senior Housing Sub -Fund as provided in the
Lemont Senior Housing Bond Ordinance. The Lemont Senior Housing TIF Obligations are
secured by all of the Lemont Senior Housing Incremental Property Taxes on deposit in and to the
credit of said Sub -Fund.
There is hereby expressly created and established a separate and segregated trust fund to
be known as the "Public Redevelopment Projects Sub- Fund" of the Special Tax Allocation Fund.
After allocating the Lemont Senior Housing Incremental Property Taxes for deposit into the
Lemont Senior Housing Sub -Fund, the Treasurer shall then deposit all remaining Incremental
Property Taxes to the Public Redevelopment Projects Sub -Fund. The Bonds are secured, ratably
and equally with the Prior Alternate Bonds, by a pledge of all of the Limited Incremental
Property Taxes on deposit in the Public Redevelopment Projects Sub -Fund of the Special Tax
Allocation Fund, and such pledge is irrevocable until the obligations of the Village are
discharged under this Ordinance.
Whenever the Village Treasurer receives any of the Limited Incremental Property Taxes,
he or she shall promptly credit to and deposit the Limited Incremental Property Taxes to the
accounts hereby created and established within the Public Redevelopment Projects Sub -Fund in
the priority and as follows:
(i) The Senior Lien Principal and Interest Account. The Treasurer shall first
credit to and immediately transfer into the Senior Lien Principal and Interest Account all
of the Limited Incremental Property Taxes, and, except as hereinafter provided, moneys
to the credit of the Senior Lien Principal and Interest Account shall be used solely and
only for the purpose of paying principal of and interest and applicable premium on the
Outstanding Senior Lien Bonds as the same become due at Stated Maturity or upon
mandatory redemption. Not later than ten days prior to each Senior Lien Bond principal
payment date the Treasurer shall conduct an accounting (an "Accounting") to determine
the balance of the Limited Incremental Property Taxes on deposit in and to the credit of
the Senior Lien Principal and Interest Account.
If, upon any Accounting, there are funds on deposit in and to the credit of the
Senior Lien Principal and Interest Account in excess of the Principal Requirement and
the Interest Requirement, such funds shall be transferred by the Treasurer to the Junior
Lien Principal and Interest Account as hereinbelow provided.
(ii) The Junior Lien Principal and Interest Account. The Treasurer shall next
credit to and immediately transfer into the Junior Lien Principal and Interest Account the
balance of the Limited Incremental Property Taxes, and, except as hereinafter provided,
moneys to the credit of the Junior Lien Principal and Interest Account shall be used
solely and only for the purpose of paying principal of and interest and applicable
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premium on any Junior Lien Bonds as the same become due at Stated Maturity or upon
mandatory redemption.
If, upon any Accounting, there are funds on deposit in and to the credit of the
Junior Lien Principal and Interest Account in excess of the Junior Lien Principal
Requirement and the Junior Lien Interest Requirement, if any, such funds shall be
transferred by the Treasurer to the General Account as hereinbelow provided.
(iii) The General Account. All moneys remaining in the Public Redevelopment
Projects Sub -Fund of the Special Tax Allocation Fund, after crediting the required
amounts to the Senior Lien Principal and Interest Account and the Junior Lien Principal
and Interest Account as hereinabove provided for, shall be transferred by the Village
Treasurer for deposit in and credit to the General Account. At any time and from time to
time the Village Treasurer shall transfer to the Senior Lien Principal and Interest Account
or the Junior Lien Principal and Interest Account any moneys on deposit in the General
Account, which moneys shall be credited to the Special Tax Allocation Fund in order to
remedy any deficiencies in any prior accounts. Except as hereinbefore provided in this
subsection (iii), moneys on deposit in the General Account shall be used for one or more
of the following purposes, without any priority among them:
(i) for the purpose of paying any Project Costs; or
(ii) for the purpose of redeeming Outstanding Bonds or Junior Lien
Bonds; or
(iii) for the purpose of purchasing Outstanding Bonds or Junior Lien
Bonds at a price not in excess of par and accrued interest and applicable
redemption premium to the date of purchase; or
(iv) for the purpose of refunding, advance refunding or prepaying any
Bond, Prior Alternate Bond or Junior Lien Bond; or
(v) for the purpose of creating such additional reserves as may be deemed
necessary by the Board, it being the express intent of the Board to reserve unto the
Village the right to establish such reserve or reserves in order to assure that the
2000B Full Faith and Credit Taxes may be abated in each Tax Year while any
Bonds remain outstanding; or
(vi) for the purpose of reimbursing the Village for any transfer of general
corporate funds of the Village for purposes relating to the Plan, the Project Area,
or the 2000 TIF Project including but not limited to funds disbursed for the
payment of redevelopment project costs incurred by the Village or advanced to
abate the 2000B Full Faith and Credit Taxes and whether or not such
reimbursement occurs in the relevant Tax Year for which such advance was
made; or
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(vii) for the purpose of distributing Incremental Property Taxes to the
taxing districts or municipal corporations having the power to tax real property in
the Project Area or to the Village pursuant to any redevelopment agreement; or
(viii) for the purpose of paying principal of, or premium, if any, or interest
on any obligation of the Village issued to pay redevelopment project costs for the
Project Area, whether or not secured by a pledge of the monies to the credit of
the Special Tax Allocation Fund; or
(ix) for any other purpose related to the Plan, the Project, the Project Area
or the 2000 TIF Project pursuant to the TIF Act.
SECTION 13. COVENANTS PERTAINING TO THE PROJECT AREA. The Village covenants
and agrees with the holders of the Bonds that, so long as any Bonds remain Outstanding and
unpaid:
(a) The Village will keep, or cause to be kept, proper books of record and
accounts, separate from all other records and accounts of the Village, in which complete
and correct entries shall be made of all transactions relating to the 2000 TIF Project and
to the Incremental Property Taxes. Such books of record and accounts shall at all times
during business hours be subject to the inspection of the holders of not less than ten per
cent (10 %) of the aggregate principal amount of the Bonds then Outstanding, or their
representatives authorized in writing.
The Village will timely prepare or cause the preparation of complete financial
statements with respect to the preceding Fiscal Year showing the Incremental Property
Taxes received, all disbursements from the funds and accounts created by this Ordinance
and the financial condition of the 2000 TIF Project, including the balances in all funds
and accounts relating to the Bonds and the 2000 TIF Project as of the end of such Fiscal
Year, all when and as required by the TIF Act, which statements shall be accompanied by
a certificate or opinion in writing of an Independent certified public accountant. The
Village will furnish a copy of such statements to any registered owner of ten percent
(10 %) or more in aggregate principal amount of Outstanding Bonds, upon written request
of such owner.
(b) The Village will continue to implement the 2000 TIF Project with all
practicable dispatch in accord with its stated objectives and purposes in conformity with
the Plan and the TIF Act.
SECTION 14. INVESTMENTS. The moneys on deposit in the Public Redevelopment
Projects Sub -Fund of the Special Tax Allocation Fund and the various accounts therein may be
invested from time to time in Qualified Investments. Any such investments may be sold from
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time to time as moneys may be needed for the purposes for which the Public Redevelopment
Projects Sub -Fund of the Special Tax Allocation Fund and such accounts have been created. All
investment earnings shall be attributed to the fund or account for which the investment was
made.
SECTION 15. LIMITED INCREMENTAL PROPERTY TAXES PLEDGED. The Village hereby
pledges the Limited Incremental Property Taxes to the payment of the Bonds as hereinabove
provided, and the Board covenants and agrees to provide for, collect and apply Limited
Incremental Property Taxes to the payment of the Bonds as hereinabove provided and the
provision of not less than an additional .25 times debt service. The determination of the
sufficiency of the Limited Incremental Property Taxes pursuant to this Section shall be supported
by reference to the most recent audit of the Village, and the reference to and acceptance of such
audit by the Board shall be conclusive evidence that the conditions of Section 15 of the Reform
Act have been met.
SECTION 16. CONTINUING DISCLOSURE UNDERTAKING. The Designated Officers are
hereby authorized, empowered and directed to execute and deliver the Continuing Disclosure
Undertaking (the "Continuing Disclosure Undertaking") in substantially the same form as now
before the Village and attached hereto as Exhibit A, or with such changes therein as the
individual executing the Continuing Disclosure Undertaking on behalf of the Village shall
approve, his or her execution thereof to constitute conclusive evidence of his or her approval of
such changes. When the Continuing Disclosure Undertaking is executed and delivered on behalf
of the Village as herein provided, the Continuing Disclosure Undertaking will be binding on the
Village and the officers, employees and agents of the Village, and the officers, employees and
agents of the Village are hereby authorized, empowered and directed to do all such acts and
things and to execute all such documents as may be necessary to carry out and comply with the
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provisions of the Continuing Disclosure Undertaking as executed. Notwithstanding any other
provision of this Ordinance, the sole remedies for failure to comply with the Continuing
Disclosure Undertaking shall be the ability of the beneficial owner of any Bond to seek
mandamus or specific performance by court order, to cause the Village to comply with its
obligations under the Continuing Disclosure Undertaking.
SECTION 17. 2000B FULL FAITH AND CREDIT TAXES; TAX LEVY. The Bonds are
Alternate Bonds. For the purpose of providing funds to pay the principal of and interest on the
Bonds, and as provided in Section 15 of the Reform Act, there is hereby levied upon all of the
taxable property within the Village, in the years for which any of the Bonds are Outstanding, a
direct annual tax for each of the years while the Bonds or any of them are Outstanding, in
amounts sufficient for that purpose, and there be and there hereby is levied upon all of the
taxable property in the Village the following direct annual taxes (the "2000B Full Faith and
Credit Taxes"):
FOR THE YEAR A TAX SUFFICIENT TO PRODUCE THE SUM OF:
2000 $121,112.50 for principal and interest up to and
including March 1, 2002 [net of cash
on hand]
2001 $117,862.50 for principal and interest
2002 $114,612.50 for principal and interest
2003 $111,362.50 for principal and interest
2004 $108,112.50 for principal and interest
2005 $104,862.50 for principal and interest
2006 $127,137.50 for principal and interest
2007 $147,262.50 for principal and interest
2008 $141,262.50 for principal and interest
2009 $135,262.50 for principal and interest
2010 $129,512.50 for principal and interest
2011 $223,762.50 for principal and interest
2012 $237,262.50 for principal and interest
Following any extension of 2000B Full Faith and Credit Taxes, interest or principal
coming due at any time when there are insufficient funds on hand from the 2000B Full Faith and
Credit Taxes to pay the same shall be paid promptly when due from current funds on hand in
advance of the collection of the 2000B Full Faith and Credit Taxes herein levied; and when the
2000B Full Faith and Credit Taxes shall have been collected, reimbursement shall be made to
said funds in the amount so advanced.
SECTION 18. FILING WITH COUNTY CLERKS; BOND FUND. After this Ordinance
becomes effective, a copy hereof, certified by the Village Clerk, shall be filed with the County
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Clerks. The County Clerks shall in and for each of the years required ascertain the rate percent
required to produce the aggregate 2000B Full Faith and Credit Taxes hereinbefore provided to be
levied in each of said years; and the County Clerks shall extend the same for collection on the tax
books in connection with other taxes levied in said years in and by the Village for general
corporate purposes of the Village; and the County Clerks, or other appropriate officer or
designee, shall remit the 2000B Full Faith and Credit Taxes for deposit to the credit of a special
fund, hereby created, to be designated the "2000B Alternate Bond Fund" (the "Bond Fund "),
and in said years the 2000B Full Faith and Credit Taxes shall be levied and collected by and for
and on behalf of the Village in like manner as taxes for general corporate purposes of the Village
for said years are levied and collected, and in addition to and in excess of all other taxes. The
2000B Full Faith and Credit Taxes are hereby irrevocably pledged to and shall be used only for
the purpose of paying principal of and interest on the Bonds. It is hereby expressly provided that
in the event there shall be moneys to the credit of the Public Redevelopment Projects Sub -Fund
of the Special Tax Allocation Fund and the Bond Fund, the Bond Fund shall be fully depleted
before moneys to the credit of the Public Redevelopment Projects Sub -Fund of the Special Tax
Allocation Fund shall be used to pay principal of and interest on the Bonds.
SECTION 19. ABATEMENT OF 2000B FULL FAITH AND CREDIT TAXES. Not earlier than
March 2 and not later than the last date in any Tax Year that the County Clerks will accept the
filing of an ordinance abating a tax to be extended during such Tax Year for the payment of
principal of and interest on general obligation bonds, the Village Treasurer shall determine (i) the
amount on deposit in and to the credit of the Public Redevelopment Projects Sub -Fund of the
Special Tax Allocation Fund and (ii) the amount of any additional monies which have been
transferred to the Public Redevelopment Projects Sub -Fund of the Special Tax Allocation Fund
by proper proceedings of the Board. The Treasurer shall set forth the aggregate amount of funds
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which are on deposit in said Sub -Fund and are available for the purpose of abating the 2000B
Full Faith and Credit Taxes to be extended during that Tax Year. By proper proceedings the
Board shall direct the abatement of the 2000B Full Faith and Credit Taxes for that Tax Year by
the amount on deposit in the Senior Lien Principal and Interest Account and held for the payment
of the Bonds, as evidenced by such determination.
SECTION 20. GENERAL COVENANTS. The Village covenants and agrees with the regis-
tered owners of the Bonds, so long as any Bonds remain Outstanding, as follows:
A. The Village will punctually pay or cause to be paid from the Public
Redevelopment Projects Sub -Fund of the Special Tax Allocation Fund and from the
Bond Fund the principal of and interest on the Bonds in strict conformity with the terms
of the Bonds and this Ordinance, and it will faithfully observe and perform all of the
conditions, covenants and requirements thereof and hereof.
B. The Village will pay and discharge, or cause to be paid and discharged, from
the Public Redevelopment Projects Sub -Fund of the Special Tax Allocation Fund and the
Bond Fund any and all lawful claims which, if unpaid, might become a lien or charge
upon the Pledged Moneys, or any part thereof, or upon any funds in the hands of the
Bond Registrar, or which might impair the security of the Bonds. Nothing herein
contained shall require the Village to make any such payment so long as the Village in
good faith shall contest the validity of said claims.
C. The Village will keep, or cause to be kept, proper books of record and
accounts, separate from all other records and accounts of the Village, in which complete
and correct entries shall be made of all transactions relating to the Pledged Moneys, the
Special Tax Allocation Fund and the Bond Fund.
D. The Village will preserve and protect the security of the Bonds and the
rights of the registered owners of the Bonds, and will warrant and defend their rights
against all claims and demands of all persons. From and after the sale and delivery of
any of the Bonds by the Village, the Bonds shall be incontestable by the Village.
E. The Village will adopt, make, execute and deliver any and all such further
ordinances, resolutions, instruments and assurances as may be reasonably necessary or
proper to carry out the intention of, or to facilitate the performance of, this Ordinance,
and for the better assuring and confirming unto the registered owners of the Bonds of the
rights and benefits provided in this Ordinance.
F. As long as any Bonds are Outstanding, the Village will continue to deposit
and apply the Limited Incremental Property Taxes as provided herein and, if applicable,
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will deposit the 2000B Full Faith and Credit Taxes to the Bond Fund. The Village
covenants and agrees with the purchasers of the Bonds and with the registered owners
thereof that so long as any Bonds remain Outstanding, the Village will take no action or
fail to take any action which in any way would adversely affect the ability of the Village
(i) to allocate or collect the Limited Incremental Property Taxes, (ii) to levy the 2000B
Full Faith and Credit Taxes or (iii) to collect and to segregate the Pledged Moneys. The
Village and its officers will comply with all present and future applicable laws in order to
assure that the Limited Incremental Property Taxes can be allocated and collected, that
the 2000B Full Faith and Credit Taxes can be levied and extended and that the
Incremental Property Taxes and the 2000B Full Faith and Credit Taxes may be collected
and deposited into the Public Redevelopment Projects Sub -Fund of the Special Tax
Allocation Fund and to the credit of the respective Accounts thereof and the Bond Fund,
respectively, as provided herein.
G. The Outstanding Bonds shall be and forever remain until paid or defeased
the general obligation of the Village, for the payment of which its full faith and credit are
pledged, and shall be payable, both from the Limited Incremental Property Taxes, as
herein provided, and from the levy of the 2000B Full Faith and Credit Taxes, all as
provided in the Reform Act.
SECTION 21. ADDITIONAL BONDS. The Village reserves the right to issue Additional
Bonds from time to time payable from the Limited Incremental Property Taxes, and any such
Additional Bonds shall share ratably and equally in the Limited Incremental Property Taxes with
the Bonds; provided, however, that no Additional Bonds shall be issued except upon compliance
with the provisions of the Reform Act as the Reform Act is written at this time.
SECTION 22. PAYMENT AND DISCHARGE; REFUNDING. The Bonds may be discharged,
payment provided for, and the Village's liability terminated as follows:
(a) Discharge of Indebtedness. If (i) the Village shall pay or cause to be paid to
the registered owners of the Bonds the principal, premium, if any, and interest to become
due thereon at the times and in the manner stipulated therein and herein, (ii) all fees and
expenses of the Bond Registrar shall have been paid, and (iii) the Village shall keep,
perform and observe all and singular the covenants and promises in the Bonds and in this
Ordinance expressed as to be kept, performed and observed by it or on its part, then these
presents and the rights hereby granted shall cease, determine and be void. If the Village
shall pay or cause to be paid to the registered owners of all Outstanding Bonds of a
particular series, or of a particular maturity within a series, the principal, premium, if any,
and interest to become due thereon at the times and in the manner stipulated therein and
herein, such Bonds shall cease to be entitled to any lien, benefit or security under this
Ordinance, and all covenants, agreements and obligations of the Village to the holders of
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such Bonds shall thereupon cease, terminate and become void and discharged and
satisfied.
(b) Provision for Payment. Bonds for the payment or redemption of which
sufficient monies or sufficient Government Securities shall have been deposited with the
Paying Agent (whether upon or prior to the maturity or the redemption date of such
Bonds) or similar institution having trust powers shall be deemed to be paid within the
meaning of this Ordinance and no longer outstanding under this Ordinance; provided,
however, that if such Bonds are to be redeemed prior to the maturity thereof, notice of
such redemption shall have been duly given as provided in this Ordinance or
arrangements satisfactory to the Bond Registrar shall have been made for the giving
thereof. Government Securities shall be considered sufficient only if said investments are
not redeemable prior to maturity at the option of the issuer and mature and bear interest in
such amounts and at such times as will assure sufficient cash to pay currently maturing
interest and to pay principal and redemption premiums if any when due on the Bonds.
The Village may at any time surrender to the Bond Registrar for cancellation by it
any Bonds previously authenticated and delivered hereunder, which the Village may have
acquired in any manner whatsoever, and such Bonds, upon such surrender and
cancellation, shall be deemed to be paid and retired.
(c) Termination of Village's Liability. Upon the discharge of indebtedness
under paragraph (a) hereof, or upon the deposit with the Paying Agent or similar
institution having trust powers of sufficient money and Government Securities (such
sufficiency being determined as provided in paragraph (b) hereof) for the retirement of
any particular Bond or Bonds, all liability of the Village in respect of such Bond or
Bonds shall cease, determine and be completely discharged and the holders thereof shall
thereafter be entitled only to payment out of the money and the proceeds of the
Government Securities deposited with the Bond Registrar or similar institution as
aforesaid for their payment.
SECTION 23. SALE OF THE BONDS. The Bonds hereby authorized shall be sold and
executed as in this Ordinance provided as soon after the passage hereof as may be, and thereupon
be deposited with the Village Treasurer, and be by said Village Treasurer delivered to the
Purchaser upon receipt of the Purchase Price, plus accrued interest to the date fixed for delivery
of the Bonds. The purchase contract for the sale of the Bonds presented to the Board at this time
is hereby approved and confirmed, it being hereby found and determined that said contract is in
the best interests of the Village and that no person holding an office of the Village either by
election or appointment, is in any manner financially interested, either directly in his own name
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or indirectly in the name of any other person, association, trust or corporation, in said contract
for the purchase of the Bonds. The Designated Officers are hereby authorized to execute said
bond purchase contract as acceptance thereof, together with such additional documents,
certificates and agreements, including but not limited to a Tax Exemption Certificate and
Agreement relating to the Bonds, as shall be deemed necessary by Bond Counsel and the
Purchaser to effectuate the issuance and delivery of the Bonds. The Preliminary Official
Statement of the Village, dated June 29, 2000, relating to the Bonds and heretofore presented to
the Board is hereby ratified and approved. The Deemed Final Official Statement of the Village,
to be dated within seven days of the date of adoption hereof, relating to the Bonds (the "Official
Statement ") is hereby approved, and the Purchaser is hereby authorized on behalf of the Village
to distribute copies of the Official Statement to the ultimate purchasers of the Bonds.
SECTION 24. USE OF PROCEEDS. The proceeds derived from the sale of the Bonds shall
be used as follows:
A. Accrued interest, together with capitalized interest to and including
March 1, 2001, shall be credited to the Principal and Interest Account and applied to pay
first interest due on the Bonds.
B. The amount necessary of the proceeds of the Bonds shall be deposited into
the hereinafter created Project Fund and be held therein until needed to be used to pay
expenses of issuance of Bonds. Disbursements from the Project Fund shall be made from
time to time by the Village Treasurer as needed to pay costs of issuance of the Bonds.
Any excess amount of proceeds so deposited in said fund shall be transferred to the
Senior Lien Principal and Interest Account of the Public Redevelopment Projects Sub -
Fund after six months from the date of issuance of the Bonds and be used to pay next
interest coming due on the Bonds.
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C. The remaining funds shall be set aside in a separate fund hereby created and
designated as the "Downtown Redevelopment Project Area Project Fund (2000)" (the
"Project Fund ") to be held by the Village Treasurer in a separate and segregated
account. Money in said fund shall be withdrawn from time to time as needed for the
payment of costs of the Project and paying the fees and expenses incidental thereto not
paid out of the Expense Fund and said money shall be disbursed by the Village Treasurer
in accordance with normal and customary Village disbursement procedures.
Within 60 days after full depletion of the Project Fund or payment of all costs of the 2000
TIF Project, as herein referred to, and as heretofore approved by the Board, the Village Treasurer
shall provide certification in writing (a "Completion Certificate") to the Board of the fact of
such depletion, and, upon approval of such Completion Certificate by the Board, funds (if any)
remaining in the Project Fund shall be remitted by the Village Treasurer for deposit to the Public
Redevelopment Projects Sub -Fund of the Special Tax Allocation Fund, and the Project Fund
shall be closed.
Funds on deposit in the Project Fund may be invested by the Village Treasurer in
Qualified Investments. Investment earnings in the Project Fund shall be transferred as necessary
to the Public Redevelopment Projects Sub -Fund of the Special Tax Allocation Fund by the
Village Treasurer with no further official action or direction of the Board for the payment of
principal of and interest on the Bonds when due.
SECTION 25. NOT PRIVATE ACTIVITY BONDS. None of the bonds is a "private activity
bond" as defined in Section 141(a) of the Code. In support of such conclusion, the Village
certifies, represents and covenants as follows:
(a) No more than five percent of the Bonds and investment earnings thereon be
used, directly or indirectly, in whole or in part, in any activity carried on by any person
other than a state or local governmental unit.
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(b) The payment of more than five percent of the principal of or the interest on
the Bonds will not be, directly or indirectly (i) secured by any interest in (A) property
used or to be used in any activity carried on by any person other than a state or local
governmental unit or (B) payments in respect of such property or (ii) on a present value
basis, derived from payments in respect of property, or borrowed money, used or to be
used in any activity carried on by any person other than a state or local governmental
unit.
(c) No more than the lesser of $5,000,000 or five percent of the Sale Proceeds
and investment earnings thereon will be used, directly or indirectly, to make or finance
loans to any persons.
(d) No user of the Project other than a state or local governmental unit will use
more than five percent of the Project, in the aggregate, on any basis other than the same
basis as the general public; and no person other than a state or local governmental unit
will be users of more than five percent of the Project, in the aggregate, as a result of (i)
ownership, (ii) actual or beneficial use pursuant to a lease or a management, service,
incentive payment, research or output contract, or (iii) any other similar arrangement,
agreement or understanding, whether written or oral.
(e) The Issuer has not and will not enter into any arrangement that conveys to
any person, other than a state or local government unit, special legal entitlements to any
portion of the Project that is available for use by the general public. No person, other
than a state or local governmental unit, is receiving or will receive any special economic
benefit from use of any portion of the Project that is not available for use by the general
public.
(f) No more than the lesser of five percent of the proceeds of the Bonds or
$5,000,000 will be used, to provide professional sports facilities. For purposes of this
paragraph, the term "professional sports facilities" (i) means real property or related
improvements used for professional sports exhibitions, games or training, regardless of
whether the admission of the public or press is allowed or paid and (ii) includes any use
of a facility that generates a direct or indirect monetary benefit (other than reimbursement
for out -of- pocket expenses) for a person who uses such facilities for professional sport
exhibitions, games or training.
SECTION 26. GENERAL ARBITRAGE COVENANTS . The Village represents and certifies as
follows with respect to the Bonds:
A. Except for the Senior Lien Principal and Interest Account and the Bond
Fund, the Village has not created or established and will not create or establish any
sinking fund, reserve fund or any other similar fund to provide for the payment of the
Bonds. The Senior Lien Principal and Interest Account and the Bond Fund have been
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established and will be funded in a manner primarily to achieve a proper matching of tax
revenues and debt service, and will be collectively depleted at least annually to an
amount not in excess of 1/12 the particular annual debt service on the Bonds. Money
deposited therein will be spent within a 13 -month period beginning on the date of
deposit, and investment earnings therein will be spent or withdrawn within a one -year
period beginning on the date of receipt.
B. The investment of proceeds or funds related to the Bonds by the Village
officers at a yield which is restricted to a lower yield than otherwise obtainable in order to
meet any covenants relating to the Tax - exempt status of the Bonds, as advised by Bond
Counsel, or as otherwise determined to be necessary for such purpose, is expressly
authorized and directed.
The Village also certifies and further covenants with the Purchaser and the registered
owners of the Bonds from time to time outstanding that moneys on deposit in any fund or
account in connection with the Bonds, whether or not such moneys were derived from the
proceeds of the sale of the Bonds or from any other source, will not be used in a manner which
will cause the Bonds to be "arbitrage bonds" within the meaning of Code Section 148 and any
lawful regulations promulgated thereunder, as the same presently exist or may from time to time
hereafter be amended, supplemented or revised.
SECTION 27. ARBITRAGE REBATE. The Village represents and certifies as follows with
respect to the requirements of Section 148(0 of the Code, relating to the rebate of "excess
arbitrage profits" (the "Rebate Requirement ") to the United States:
A. Unless an applicable exception to the Rebate Requirement is available to the
Village, the Village will meet the Rebate Requirement.
B. Relating to applicable exceptions, the Village Treasurer or the President is
hereby authorized to make such elections under the Code as either such officer shall
deem reasonable and in the best interests of the Village. If such election may result in a
"penalty in lieu of rebate" as provided in the Code, and such penalty is incurred (the
"Penalty "), then the Village shall pay such Penalty.
C. The officers of the Village shall cause to be established, at such time and in
such manner as they may deem necessary or appropriate hereunder, a "2000B General
Obligation Bonds Rebate [or Penalty, if applicable] Fund" (the "148 Compliance Fund ")
for the Bonds, and such officers shall further, not less frequently than annually, cause to
be transferred to the 148 Compliance Fund the amount determined to be the accrued
liability under the Rebate Requirement or Penalty. Said officers shall cause to be paid to
the U.S., without further order or direction from the Board, from time to time as required,
amounts sufficient to meet the Rebate Requirement or to pay the Penalty.
D. Interest earnings in the Bond Fund and the Senior Lien Principal and
Interest Account are hereby authorized to be transferred, without further order or
direction from the Board, from time to time as required, to the 148 Compliance Fund for
the purposes herein provided; and proceeds of the Bonds and other funds of the Village
are also hereby authorized to be used to meet the Rebate Requirement or to pay the
Penalty, but only if necessary after application of investment earnings as aforesaid and
only as appropriated by the Board.
SECTION 28. FURTHER TAX COVENANTS. The Village agrees to comply with all provi-
sions of the Code which, if not complied with by the Village, would cause the Bonds not to be
Tax - exempt. In furtherance of the foregoing provisions, but without limiting their generality, the
Village agrees: (a) through its officers, to make such further specific covenants, representations
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as shall be truthful, and assurances as may be necessary or advisable; (b) to comply with all
representations, covenants and assurances contained in certificates or agreements as may be
prepared by Bond Counsel; (c) to consult with Bond Counsel and to comply with such advice as
may be given; (d) to pay to the United States, if necessary, such sums of money representing
required rebates of excess arbitrage profits relating to the Bonds; (e) to file such forms,
statements and supporting documents as may be required and in a timely manner; and (f) if
deemed necessary or advisable by its officers, to employ and pay fiscal agents, financial
advisors, attorneys and other persons to assist the Village in such compliance.
SECTION 29. REGIS'TERED FORM. The Village recognizes that Section 149 of the Code
requires the Bonds to be issued and to remain in fully registered form in order to be and remain
Tax - exempt. In this connection, the Village agrees that it will not take any action to permit the
Bonds to be issued in, or converted into, bearer or coupon form.
SECTION 30. QUALIFIED TAX - EXEMPT OBLIGATIONS. The Village recognizes the
provisions of Section 265(b)(3) of the Code which provide that a "qualified tax - exempt
obligation" as therein defined may be treated by certain financial institutions as if it were
acquired on August 7, 1986, for certain purposes. The Village hereby designates each of the
Bonds as may be from time to time outstanding for purposes of Section 265(b)(3) of the Code as
a "qualified tax - exempt obligation" as provided therein.
In support of such designation, the Village certifies, represents and covenants as follows:
A. None of the Bonds is a "private activity bond" as defined in Section 141(a)
of the Code.
B. Including the Bonds, the Village (including any entities subordinate
thereto) has not and does not reasonably expect to issue in excess of $10,000,000 in
"qualified tax - exempt obligations" during calendar year 2000.
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C. Including the Bonds, not more than $10,000,000 of obligations issued by
the Village (including any entities subordinate thereto) during the calendar year 2000
have been to date or will be designated by the Village for purposes of said Section
265(b)(3).
SECTION 31. OPINION OF COUNSEL EXCEPTION. The Village reserves the right to use or
invest moneys in connection with the Bonds in any manner, or to use, treat or contract with
respect to the 2000 TIF Project, notwithstanding the covenants in Sections 25 to 30 herein,
provided it shall first have received an opinion from an attorney or a firm of attorneys of
nationally recognized standing relating to Tax - exempt bonds to the effect that use or investment
of such moneys, or use of the 2000 TIF Project, as contemplated will not result in any adverse
effect on the Tax - exempt status of interest on the Bonds.
SECTION 32. DUTIES OF BOND REGISTRAR.
(a) The Bond Registrar shall exercise its rights and powers and use the same degree of
care and skill in their exercise as a prudent person would exercise or use under the circumstances
in the conduct of such person's own affairs.
(b) The Bond Registrar need perform only those duties that are specifically set forth in
this Ordinance and no others. In the absence of bad faith on its part, the Bond Registrar may
conclusively rely, as to the truth of the statements and the correctness of the opinions expressed,
upon certificates or opinions furnished to the Bond Registrar and conforming to the requirements
of this Ordinance. However, the Bond Registrar shall examine the certificates and opinions to
determine whether they conform to the requirements of this Ordinance.
(c) The Bond Registrar may not be relieved from liability for its own gross negligent
action, its own gross negligent failure to act or its own willful misconduct, except that
(1) this paragraph does not limit the effect of paragraph (b) of this Section,
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(2) the Bond Registrar shall not be liable for any error of judgment made in
good faith by a responsible officer of the Bond Registrar, unless it is proved that the
Bond Registrar was negligent in ascertaining the pertinent facts,
(3) no provision of this Ordinance shall require the Bond Registrar to expend or
risk its own funds or otherwise incur any financial liability in the performance of any of
its duties hereunder or in the exercise of any of its rights or powers, if it shall have
reasonable grounds for believing that repayment of such funds or adequate indemnity
against such risk or liability is not reasonably assured to it.
(d) Every provision of this Ordinance that in any way relates to the Bond Registrar is
subject to all the paragraphs of this Section.
(e) The Bond Registrar may refuse to perform any duty or exercise any right or power,
or to make any payment on any Bond to any holder of such Bond, unless it receives indemnity
satisfactory to it against any loss, liability or expense.
(f) The Bond Registrar shall not be liable for interest on any cash held by it except as
the Bond Registrar may agree with the Village or as set forth herein.
(g) The Bond Registrar will cooperate with the Village and its auditors in complying
with provisions of the Act relating to reporting requirements with respect to Incremental
Property Taxes and the Special Tax Allocation Funds.
SECTION 33. THIS ORDINANCE A CONTRACT.
The provisions of this Ordinance shall constitute a contract between the Village and the
registered owners of the Bonds, and no changes, additions or alterations of any kind shall be
made hereto, except as herein provided.
SECTION 34. SUPPLEMENTAL ORDINANCES.
Supplemental ordinances may be passed as follows:
(a) Supplemental Ordinances Not Requiring Consent of Bondholders. The
Village by the Board, may from time to time and at any time, subject to the conditions
and restrictions in this Ordinance contained, pass and accept an ordinance or ordinances
supplemental hereto, which ordinance or ordinances thereafter shall form a part hereof,
for any one or more of the following purposes:
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(i) To add to the covenants and agreements of the Village in this
Ordinance contained, other covenants and agreements thereafter to be observed or
to surrender, restrict or limit any right or power herein reserved to or conferred
upon the Village;
(ii) To make such provisions for the purpose of curing any ambiguity, or
of curing, correcting or supplementing any defective provision contained in this
Ordinance, or in regard to matters or questions arising under this Ordinance, as
the Village may deem necessary or desirable and not inconsistent with this
Ordinance;
(iii) To designate one or more bond registrars or paying agents;
(iv) As to Bonds which are authorized but unissued hereunder:
(1)
to change the amount of Bonds authorized, or
(2) to change in any way the terms upon which such Bonds may be
issued or secured.
Any supplemental ordinance authorized by the provisions of this Section may be passed
by the Village without the consent of the registered owners of any of the Bonds at the
time outstanding.
(b) Supplemental Ordinances Requiring Consent of Bondholders. With the
consent of the registered owners of not less than 66% in aggregate principal amount of
the Bonds, respectively, at the time outstanding, the Village, by the Corporate Authorities
may pass at any time an ordinance or ordinances supplemental hereto for the purpose of
adding any provisions to or changing in any manner or eliminating any of the provisions
of this Ordinance or of any supplemental ordinance; provided that no such modification
or amendment shall extend the maturity or reduce the interest rate on or otherwise alter or
impair the obligation of the Village to pay the principal, interest or redemption premium,
if any, at the time and place and at the rate and in the currency provided therein of any
Bond without the express consent of the registered owner of such Bond or permit the
creation of a preference or priority of any Bond or Bonds over any other Bond or Bonds,
or reduce the percentage of Bonds required for the affirmative vote or written consent to
an amendment or modification, or deprive the registered owners of the Bonds,
respectively, (except as aforesaid) of the right to payment of the Bonds, respectively,
from the Pledged Moneys without the consent of the registered owners of all the Bonds
then outstanding.
It shall not be necessary for the consent of the Bondholders under this paragraph
to approve the particular form of any proposed supplemental ordinance, but it shall be
sufficient if such consent shall approve the substance thereof.
-48-
(c) Supplemental Ordinance to Modify this Ordinance. Upon the execution of
any supplemental ordinance pursuant to the provisions of this Section, this Ordinance
shall be modified and amended in accordance therewith and the respective rights, duties
and obligations under this Ordinance of the Village and all registered owners of Bonds,
respectively, outstanding thereunder shall thereafter be determined, exercised and
enforced hereunder subject in all respects to such modification and amendments, and all
the terms and conditions of any such supplemental ordinance shall be and be deemed to
be part of the terms and conditions of this Ordinance for any and all purposes.
SECTION 35. BOND REGISTRAR COVENANTS. If requested by the Bond
Registrar, the Designated Officers are authorized to execute a Bond Registrar's agreement
between the Village and the Bond Registrar with respect to the obligations and duties of the
Bond Registrar hereunder. Such duties shall include the following:
(a) to act as Bond Registrar, authenticating agent, Bond Registrar and transfer
agent as provided herein;
(b) to maintain a list of Bondholders as set forth herein and to furnish such list
to the Village upon request, but otherwise to keep such list confidential to the extent
permitted by law;
(c) to give notice, if any, of redemption of Bonds as provided herein;
(d) to cancel and /or destroy Bonds which have been paid at maturity or upon
earlier redemption or submitted for exchange or transfer;
(e) to furnish the Village at least annually a certificate with respect to Bonds
cancelled and /or destroyed; and
(f) to furnish the Village at least annually an audit confirmation of Bonds paid,
Outstanding Bonds and payments made with respect to interest on the Bonds.
The Village Clerk is hereby directed to file a certified copy of this Ordinance with the
Bond Registrar.
The Village covenants with respect to the Bond Registrar, and the Bond Registrar further
covenants and agrees as follows:
-49-
A. The Village shall at all times retain a bond registrar with respect to the
Bonds; it will maintain at the designated office(s) of such bond registrar a place or places
where Bonds may be presented for payment, registration, transfer or exchange; and it will
require that the Bond Registrar properly maintain the Bond Register and perform the
other duties and obligations imposed upon it by this Ordinance in a manner consistent
with the standards, customs and practices of the municipal securities industry.
B. The Bond Registrar shall signify its acceptance of the duties and obligations
imposed upon it by this Ordinance by executing the certificate of authentication on any
Bond, and by such execution the Bond Registrar shall be deemed to have certified to the
Village that it has all requisite power to accept and has accepted such duties and
obligations not only with respect to the Bond so authenticated but with respect to all the
Bonds. Any Bond Registrar shall be the agent of the Village and shall not be liable in
connection with the performance of its duties except for its own negligence or willful
wrongdoing. Any Bond Registrar shall, however, be responsible for any representation
in its certificate of authentication on Bonds.
C. The Village may remove the Bond Registrar at any time. In case at any time
the Bond Registrar shall resign, shall be removed, shall become incapable of acting, or
shall be adjudicated a bankrupt or insolvent, or if a receiver, liquidator, or conservator of
the Bond Registrar or of the property thereof shall be appointed, or if any public officer
shall take charge or control of the Bond Registrar or of the property or affairs thereof, the
Village covenants and agrees that it will thereupon appoint a successor Bond Registrar.
The Village shall give notice of any such appointment made by it to each registered
owner of any Bond within twenty days after such appointment in the same manner, or as
nearly the same as may be practicable, as for a redemption of Bonds. Any Bond
-50-
Registrar appointed under the provisions of this Section shall be a bank, trust company,
or national banking association maintaining its principal corporate trust office in Illinois,
and having capital and surplus and undivided profits in excess of $10,000,000.
SECTION 36. INSURANCE. The Bond Insurer has issued the Commitment, a copy of
which is attached hereto as EXHIBIT B and incorporated herein by this reference as if set out in
this Section in full. The Village hereby warrants and covenants to comply with the terms and
provisions of the Commitment.
SECTION 37. SEVERABILITY. If any section, paragraph, clause or provision of this
Ordinance shall be held invalid, the invalidity of such section, paragraph, clause or provision
shall not affect any of the other provisions of this Ordinance.
SECTION 38. REPEALER. All ordinances, resolutions or orders, or parts thereof, in
conflict with the provisions of this Ordinance are to the extent of such conflict hereby repealed.
SECTION 39. ErrECTNE DATE. This ordinance shall be effective immediately upon its
passage and approval.
PASSED this 10 day of July, 2000.
APPROVED: July 10, 2000.
AYES:
NAYS:
ABSENT:
illage President
Blatzer, Latz, Markiewicz, Rimbo, Studebaker
Benik
RECORDED in the Village Records on July 10 , 2000.
Published in pamphlet form by authority of the Board on July 10 , 2000.
A rrEST:
illage Clerk
[SEAL]
EXHIBIT A
CONTINUING DISCLOSURE UNDERTAKING
ExHIBIT B
COMMITMENT OF BOND INSURER
JUN 1'1 'UV 1Z:Z1 IU-51b1893
FROM -KANE MCKENNA & ASSOCIATES, INC. T -775 P.12/17 F -048
MBIA
COMMITMENT TO ISSUE A
FINANCIAL GUARANTY INSURANCE POLICY
Application No.: 2000 - 003401 -01
Sale Date: June 2000 (T)
Program Type: Negotiated DP
Re: S1,200,000 (est.) Village of Lemont, Cook, DuPage and Will Counties, Illinois, General
Obligation Bonds (Alternate Revenue Source), Series 2000B
(the "Obligations ")
This commitment to issue a financial guaranty insurance policy (the "Commitment ") dated
May 31, 2000, constitutes an agreement between VILLAGE OF LEMONT, ILLINOIS (the
"Applicant ") and MBIA Insurance Corporation (the "Insurer "), a stock insurance company
incorporated under the laws of the State of New York.
Based on an approved application dated May 16, 2000, the Insurer agrees, upon satisfaction
of the conditions herein, to issue on the earlier of (i) 120 days of said approval date or (ii) on the
date of delivery of and payment for the Obligations, a financial guaranty insurance policy (the
"Policy") for the Obligations, insuring the payment of principal of and interest on the Obligations
when due. The issuance of the Policy shall be subject to the following terms and conditions:
1. Payment by the Applicant, or by the Trustee on behalf of the Applicant, on the date of
delivery of and payment for the Obligations, of a nonrefundable premium in the amount of
.225% of total debt service, premium rounded to the nearest thousand, Please Note: this is an all
or none bid with application #2000 - 003181 -01. The premium set out in this paragraph shall be
the total premium required to be paid on the Policy issued pursuant to this Commitment.
2. The Obligations shall have received the unqualified opinion of bond counsel with
respect to the tax- exempt status of interest on the Obligations.
3. There shall have been no material adverse change in the Obligations or the Resolution,
Bond Ordinance, Trust Indenture or other official document authorizing the issuance of the
Obligations or in the final official statement or other similar document, including the financial
statements included therein.
4. There shall have been no material adverse change in any information submitted to the
Insurer as a part of the application or subsequently submitted to be a part of the application to the
Insurer.
5. No event shall have occurred which would allow any underwriter or any other
purchaser of the Obligations not to be required to purchase the Obligations at closing.
6. A Statement of Insurance satisfactory to the Insurer shall be printed on the Obligations.
7. Prior to the delivery of and payment for the Obligations, none of the information or
documents submitted as a part of the application to the Insurer shall be determined to contain any
untrue or misleading statement of a material fact or fail to state a material fact required to be
stated therein or necessary in order to make the statements contained therein not misleading.
8. No material adverse change affecting any security for the Obligations shall have
occurred prior to the delivery of and payment for the Obligations.
JUl[ iL UU 1 "L:LL IU 3I0107J
PNUli -NUR ILFtNM di ROOMIAItb, IAIi. 1-( 13 11.14/1( r U40
/LABIA
9. This Commitment may be signed in counterpart by the parties hereto.
Dated this 31st day of May, 2000.
MIA Insurance Corporation
By
By:
Title_
Assis
Secretary
OF LEMONT, ILLINOIS
/
Jun IL vu IL:4G iu-31010U3 tKUM -KANt MUKtNNA ti ASSOCIAIES,INC. 1 -775 P.14/17 F -048
THE MBIA INSURANCE CORPORATION INSURANCE POLICY
The following information has been furnished by MBIA Insurance Corporation (the "Insurer) fior use in this Official Statemesttt.
Reference is made to Appendix for a specimen cite Insures policy.
The Insurer's policy =conditionally and inevacably guarantees the full and tinplate payment required to be made by or on behalf of
the Issuer to the Paying Agent or its successor of an amount equal to (i) the principal of (either at the stated rnanhnty or by an advancement
of maturity Pursuant to a mandatory sinlcing firod payer) and ingest an. the Bonds as such payments shall benzene due but shall not be
so paid (except that m the event of any accekarntice of the due date of such principal by reason of mandatary or optional redemption or
acceleration resulting from default or otherwise, other than any advancam>eat of maturity pursuant to a mandatory sinking find payment,
the payments guaranteed by the barrens policy shall be made in such amounts and at such tines as such paymeras of principal would
have been due had there not been any such acceleration); and (r) the reimbursement of any such payment which is subsequently recovered
from any owner of the Bonds pursuant to a final judgment by a court of cornpetert jurisdiction that such payment constitutes an avoidable
preference to such on within the meaning of any applicable bankruptcy law (a "Preference")
The Insurers policy does rot insure against kiss of any prepayment prenniumi which may at any time be payable with respect to any
Bond. The Ir stuer'a policy does roc, under any circumstance insure against loss relating to: (i) optima/ or mandatory •� • u ... (other
than mandatory sinking fund nedernptiais); (i) any payer to be made on an accelenned basis; (w) payme tits of the pun , . price of
Bonds upon tender by an owner thereof or (iv) any Prey relating to (i) through (iii) above. The Insurer's • 'icy also does not unsure
against nonpayment of principal of or interest on the Bonds resulting from the insolvency, negligence or any . ' , act or orriussian of the
Paying Agent or any other paying aged for the Bonds.
Upon receipt of telephonic or telegraphic notice, such notice subsequatly crnsmhed in writing by registered or certified mali, or upon
nxcipt of written notice by metered or certified marl, by the Insurer from the Paying At or any owner of a Bond the payment of an
insured amount for which is then due, that such required payment has not been made, the Insurer on the due date of such payment or within
one business day after receipt of notice of such nonpayment whichever is later. will make a deposit of fiords, in an account with State
Street Bank and Trust Company, NA, in New York, New York, or its successor, sufficient for the payment of any such insured amounts
winch are then due. Upon presenth cat and surrender of such Bonds or presentment of such other proof of ownership of the. Bends,
together with any appropriate instruments of assigrnent to evidence the assignment of the insured amounts due on the Bonds as are paid
by the Insurer, and appropriate instruments to effect the appointment of the Insurer as agent for such owners of the Bonds in any legal
prose ,g related to payment of insured amounts on the Bonds, such innstn nien s being in a fern satisfactory to State Street Bank and
Trust Company. NA, State Street Bank and Trust Company, NA shall dipayment se to such owners or the Paying Agent payment of the
insured =cures due on such Bonds, less any amount held by the Paying Agent for the payment of such in amounts and legally
available therefor.
. The Insurer is the principal operating subsidiary of MBIA Inc., a New York Stock Exchange listed company (tire "Co many'). The
Company is not obligated to pay the debts of or claims against the Insurer. The Insurer is domiciled in the State of New York and licensed
to do business in and subject to regulation under the laws dell 50 stag, the District of Cohanbia, die Commonwealth of Puerto Rico, the
Commonwealth of the Northern Mariana Jslands, the Virgin Islands of the United Sues and the T . ritnry of Guam. The Insurer has two
European branches, one in the Republic of Prance and the other in the Kingdom of Spain. New York has laws prescribing minimum
capital requirements, limiting classes and came ntrations of investments and requiring approval of policy rates and forms. State laws
also regulate the amount of both the aggregate and individual risks that may be ' the payment of dividends by the Insurer, changes in
control and transactions atoning affiliates. Addition ally, the Insurer is required to maintain contingency reserves on its liabilities in certain
amounts and for certain periods of time_
As of December 31, 1999, the Insurer had admitted assets of S7.0 billion (audited). total liabilities of $4.6 billion (audited), and total
capital and surplus of $2.4 billion (audited) determined in accordance with statutory accounting practices prescribed or permitted by
insurance total capital and surplus of $2.4 billion � determined in $7.1 ince (�nrta, total tinting of tics
billion (unaudited) statutory accounting practices
prescribed or pemtitted by insuua nce regulatory authorities.
Furthermore, copies of the Insurer's year-end freaneiel statements prepared in accordance with statutory accounting practices are
available without charge from the Insurer. A copy of the Annual Report on Form 10-K of the Company is available from the Insurer or
the Securities Th
es and Exchange C ission. e address of the Insurer is 113 King Street, ciik, New York 10504. The telephone
number of the insurer is (914) 2134545.
Moociy's Investors Service, Inc. rates the financial strength of the 1nstuer "Aaa".
Standard & Pions Ratings Services Group, a division of The McGraw -Hill Companies, Inc., rates the financial strength of the Insurer
Fitddu IBCA, Inc. rates the financial strength of the Insurer "AAA".
Each rating of the Insurer should be evaluated independently. The ratings redact the respective rating agency's cunert assessment of
the creditworthiness cite Insurer and its ability to pay claims on its policies of insurance. Any further explanation as to the significance of
the above ratings may be obtained Orly from the applicable rating agency.
The above ratings are not reconmetdatiaos to buy, sell or hold the Bonds, and such ratings may be subject to revision or withdrawal at
any time by the rating agencies. Any downward revision or withdrawal of any of the above ratings may have an adverse effect on the
market price of the Bonds. The Insurer does not guaranty the market price of the Bonds nor does it guaranty that the ratings an the Bonds
will not be revised or withdrawn.
STD
Trustee Markiewicz moved and Trustee Rimbo seconded the motion
that said ordinance as presented be adopted.
The Village President then gave a public recital of the nature and purpose of the
ordinance, which included a reading of the title of the ordinance and statements (1) that the
ordinance provided for the issuance of general obligation alternate bonds for the purpose of
providing funds for the costs of the 2000 TIF Project of the Village in and for the Downtown
Redevelopment Project Area, (2) that the bonds are issuable pursuant to authority of the Illinois
Municipal Code, the Local Government Debt Reform Act and certain previous proceedings of
the President and Board of Trustees, (3) that the ordinance provides for the bonds to be paid by a
portion of the tax increment revenues derived from said redevelopment project area, but there is
also a back -up levy of taxes to pay the bonds, and (4) that the ordinance provides many details
for the bonds, including tax- exempt status covenants, provision for terms and form of the bonds,
and appropriations.
Thereupon the Village President directed that the roll be called for a vote upon the
motion to adopt such ordinance.
Upon the roll being called, the following Trustees voted:
AYE: Blatzer, Latz, Markiewicz, Rimbo, Studebaker
NAY:
ABSENT:
Whereupon the Village President declared the motion carried and the ordinance adopted,
and did direct the Village Clerk to record the same in full in the records of the Board, which was
thereupon done.
Other business not pertinent to the adoption of said ordinance was duly transacted at said
meeting.
Upon motion duly made and seconded, the meeting was adjourned.
Village Clerk
STATE OF ILLINOIS
) SS
COUNTY OF COOK
CERTIFICATION OF ORDINANCE AND MINUTES
I, the undersigned, do hereby certify that I am the duly qualified and acting Village Clerk
of the Village of Lemont, Cook, DuPage and Will Counties, Illinois (the "Village"), and as such
officer I am the keeper of the books, records, files, and journal of proceedings of the Village and
of the President and Board of Trustees (the "Board") thereof.
I do further certify that the foregoing constitutes a full, true and complete transcript of the
minutes of the legally convened meeting of the Board held on the 0. day of July, 2000, insofar
as same relates to the adoption of an ordinance numbered 0 - 3 0D and entitled:
AN ORDINANCE authorizing and providing for the issuance of
$1,200,000 General Obligation Bonds (Alternate Revenue Source),
Series 2000B, of the Village of Lemont, Cook, DuPage and Will
Counties, Illinois, for the purpose of defraying the cost of certain
redevelopment project costs, prescribing all the details of said
bonds and providing for the imposition of taxes to pay the same,
and for the collection, segregation and distribution of certain tax
increment revenues of said Village.
a true, correct and complete copy of which said ordinance as adopted at said meeting appears in
the foregoing transcript of the minutes of said meeting.
I do further certify that the deliberations of the Board on the adoption of said ordinance
were taken openly; that the vote on the adoption of said ordinance was taken openly; that said
meeting was held at a specified time and place convenient to the public; that notice of said
meeting was duly given to all of the news media requesting such notice of said meeting was duly
given to all of the news media requesting such notice; that notice of the meeting was posted at
the location where said meeting was held and at the principal office of the Board at least 48
hours in advance of holding said meeting; that said meeting was called and held in strict
accordance with the provisions of the Illinois Municipal Code and the Open Meetings Act of the
State of Illinois, as amended; and that the Board has complied with all of the applicable
provisions of said laws and its own procedural rules in the adoption of said ordinance.
IN WITNESS WHEREOF I have hereunto affixed my official signature and the seal of the
Village, this 10 day of July, 2000.
[SEAL]
illage Clerk
STATE OF ILLINOIS
) SS
COUNTY OF COOK
CERTIFICATE OF PUBLICATION IN PAMPHLET FORM
I, the undersigned, do hereby certify that I am the duly qualified and acting Village Clerk
of the Village of Lemont, Cook, DuPage and Will Counties, Illinois (the "Village"), and as such
official I am the keeper of the official journal of proceedings, books, records, minutes, and files
of the Village and of the President and Board of Trustees (the "Board") thereof.
I do further certify that on the 10tk1ay of July, 2000, there was published in pamphlet
form, by authority of the Board, a true, correct and complete copy of Ordinance Number 0 -39 -00
of the Village entitled:
AN ORDINANCE authorizing and providing for the issuance of
$1,200,000 General Obligation Bonds (Alternate Revenue Source),
Series 2000B, of the Village of Lemont, Cook, DuPage and Will
Counties, Illinois, for the purpose of defraying the cost of certain
redevelopment project costs, prescribing all the details of said
bonds and providing for the imposition of taxes to pay the same,
and for the collection, segregation and distribution of certain tax
increment revenues of said Village.
and that said ordinance as so published was on said date readily available for public inspection
and distribution, in sufficient number to meet the needs of the general public, at my office as
Village Clerk in Lemont, Illinois.
IN WITNESS WHEREOF I have affixed hereto my official signature and the seal of the
Village this 10thday of July, 2000.
[SEAL]
illage Clerk
STATE OF ILLINOIS
) SS
COUNTY OF COOK
FILING CERTIFICATE
I, the undersigned, do hereby certify that I am the duly qualified and acting County Clerk
of The County of Cook, Illinois (the "County"), and as such officer I do hereby certify that on
the day of July, 2000. there was filed in my office a duly certified copy of an ordinance
entitled:
AN ORDINANCE authorizing and providing for the issuance of
$1,200,000 General Obligation Bonds (Alternate Revenue Source),
Series 2000B, of the Village of Lemont, Cook, DuPage and Will
Counties, Illinois, for the purpose of defraying the cost of certain
redevelopment project costs, prescribing all the details of said
bonds and providing for the imposition of taxes to pay the same,
and for the collection, segregation and distribution of certain tax
increment revenues of said Village.
passed by the President and Board of Trustees of the Village of Lemont, Cook, DuPage and Will
Counties, Illinois, on the 10th day of July, 2000, and approved by the President of said Village;
and that the same has been deposited in the official files and records of my office.
IN WITNESS WHEREOF I have hereunto affixed my official signature and the seal of the
County this day of July, 2000.
County Clerk of The County of Cook,
Illinois
[SEAL]
STATE OF ILLINOIS
) SS
COUNTY OF DUPAGE
FILING CERTIFICATE
I, the undersigned, do hereby certify that I am the duly qualified and acting County Clerk
of The County of DuPage, Illinois (the "County"), and as such officer I do hereby certify that on
the day of July, 2000, there was filed in my office a duly certified copy of an ordinance
entitled:
AN ORDINANCE authorizing and providing for the issuance of
$1,200,000 General Obligation Bonds (Alternate Revenue Source),
Series 2000B, of the Village of Lemont, Cook, DuPage and Will
Counties, Illinois, for the purpose of defraying the cost of certain
redevelopment project costs, prescribing all the details of said
bonds and providing for the imposition of taxes to pay the same,
and for the collection, segregation and distribution of certain tax
increment revenues of said Village.
passed by the President and Board of Trustees of the Village of Lemont, Cook, DuPage and Will
Counties, Illinois, on the 10th day of July, 2000, and approved by the President of said Village;
and that the same has been deposited in the official files and records of my office.
IN WITNESS WHEREOF I have hereunto affixed my official signature and the seal of the
County this day of July, 2000.
County Clerk of The County of
DuPage, Illinois
[SEAL]
STATE OF ILLINOIS
COUNTY OF WILL
) SS
FILING CERTIFICATE
I, the undersigned, do hereby certify that I am the duly qualified and acting County Clerk
of The County of Will, Illinois (the "County"), and as such officer I do hereby certify that on the
day of July, 2000, there was filed in my office a duly certified copy of an ordinance
entitled:
AN ORDINANCE authorizing and providing for the issuance of
$1,200,000 General Obligation Bonds (Alternate Revenue Source),
Series 2000B, of the Village of Lemont, Cook, DuPage and Will
Counties, Illinois, for the purpose of defraying the cost of certain
redevelopment project costs, prescribing all the details of said
bonds and providing for the imposition of taxes to pay the same,
and for the collection, segregation and distribution of certain tax
increment revenues of said Village.
passed by the President and Board of Trustees of the Village of Lemont, Cook, DuPage and Will
Counties, Illinois, on the 10th day of July, 2000, and approved by the President of said Village;
and that the same has been deposited in the official files and records of my office.
IN WITNESS WHEREOF I have hereunto affixed my official signature and the seal of the
County this day of July, 2000.
County Clerk of The County of Will,
Illinois
[SEAL]
2070902
AIQIA
REVISED AS OF JULY 12, 2000
COMMITMENT TO ISSUE A
FINANCIAL GUARANTY INSURANCE POLICY
Application No.: 2000 - 003401 -01
Sale Date: July 10, 2000
Program Type: Negotiated DP
Re: $1,200,000 Village of Lemont, Cook, DuPage and Will Counties, Illinois, General
Obligation Bonds (Alternate Revenue Source), Series 2000B
(the "Obligations ")
This commitment to issue a financial guaranty insurance policy (the "Commitment ") dated
July 12, 2000, constitutes an agreement between VILLAGE OF LEMONT, ILLINOIS (the
"Applicant ") and MBIA Insurance Corporation (the "Insurer "), a stock insurance company
incorporated under the laws of the State of New York.
Based on an approved application dated May 16, 2000, the Insurer agrees, upon satisfaction
of the conditions herein, to issue on the earlier of (i) 120 days of said approval date or (ii) on the
date of delivery of and payment for the Obligations, a financial guaranty insurance policy (the
"Policy ") for the Obligations, insuring the payment of principal of and interest on the Obligations
when due. The issuance of the Policy shall be subject to the following terms and conditions:
1. Payment by the Applicant, or by the Trustee on behalf of the Applicant, on the date of
delivery of and payment for the Obligations, of a nonrefundable premium in the amount of
$4,000 [.225% (premium rate) of $1,866,795.83 (total debt service), premium rounded to the
nearest thousand]. The premium set out in this paragraph shall be the total premium required to
be paid on the Policy issued pursuant to this Commitment.
2. The Obligations shall have received the unqualified opinion of bond counsel with
respect to the tax - exempt status of interest on the Obligations.
3. There shall have been no material adverse change in the Obligations or the Resolution,
Bond Ordinance, Trust Indenture or other official document authorizing the issuance of the
Obligations or in the final official statement or other similar document, including the financial
statements included therein.
4. There shall have been no material adverse change in any information submitted to the
Insurer as a part of the application or subsequently submitted to be a part of the application to the
Insurer.
5. No event shall have occurred which would allow any underwriter or any other
purchaser of the Obligations not to be required to purchase the Obligations at closing.
6. A Statement of Insurance satisfactory to the Insurer shall be printed on the Obligations.
7. Prior to the delivery of and payment for the Obligations, none of the information or
documents submitted as a part of the application to the Insurer shall be determined to contain any
untrue or misleading statement of a material fact or fail to state a material fact required to be
stated therein or necessary in order to make the statements contained therein not misleading.
8. No material adverse change affecting any security for the Obligations shall have
occurred prior to the delivery of and payment for the Obligations.
9. This Commitment may be signed in counterpart by the parties hereto.
Dated this 12th day of July, 2000.
MBIA Insurance Corporation
By �� �►_ \%1 i�
Assis
E OF LEMONT, ILLINOIS
By:
Title: Richard A. Rwasneski
Village President
THE MBIA INSURANCE CORPORATION INSURANCE POLICY
The following information has been furnished by MBIA Insurance Corporation (the "Insurer") for use in this Official Std
Reference is made to Appendix for a specimen of the Insurer's policy.
The Insurer's policy unconditionally and irrevocably guarantees the full and complete payment required to be made by or an behalf of
the Issuer to the Paying Agent its successor of an amount equal to (i) the principal of (either at the stated maturity or by an adtiancr meat
of maturity pursuant to a mandatory sinking fiord payment) and interest on, the Bends as such payments cha1l become due but shall not be
so paid (except that in the event of any acceieraden of the due date of such principal by rascn of mandatory or optional rederrinnen cr
acceleranen resulting from default or otherwise, other than anv advancement of maturity pursuant to a mandatory sinking tired p2yrrlent,
the payments guaranteed by he Insurers policy shall be trine n such anoints and az such ernes as such payments of prurpal :�culd
have been due had there not been any such acceleraden ): and (ii) the reimbursement of any. such payment which is subsequently eccver
from any owner or he Bends pur cant to a :Ira' 1:dgment by a court of ceuu.;etC:a jurist:liC1en that such payment ccnstihites aII avoidable
pref: re:.ce to such owner within the meaning of any applicable bankruptcy law in 'Tic: ,Circe. ).
The Insurers policy dces net insure against loss of any prepayment prmni.nn which may at any time be payable with r ect to any
Bond Tne Insurers policy does not, under any cirnarnstance, insure against loss relating A (i) optional or mandator/ redaragnens (other
than mandatory sinking fund red ticns); (ii) any payments to be made on an accelerated basis; (iii) payments of the purchase price of
Bends upon tender by an owner thereof; or (iv) any Preference relating to (i) through (iii) above. The Insurers policy also dces not insure
a�i i t ncnnavment of principal of or interest on the Bonds resulting from the insotveency, negligence or any other act or ernissicn of the
Paying Agent or any ether paying agent for he Bands.
Upon receipt of telephonic or telegraphic notice, such notice subsequently ccrntried h wia . by- registered or certified mail, or utcn
receipt of written notice by registered or cersued snail, by the Insurer from the Paying Agent or any owner of a Bond the payment of an
cured amount for which is then due, that such required payment has not been made, the Insurer on the due daze of such payment or within
one business day after receipt of notice of such nenpaymext, whichever is later, will make a deposit of finds, in an account with State
Sweet Bank and Trust Company, N X., in New York New York, or its successor, sufficient for the payment of any such insured ameunz
which are then due. Upon presentment and surrender of such Bonds or presernment of such other proof of ownership of the Bonds,
together with any appropriate instruments of assignment to evidence the assignment of the insured amcr-nrs due on the Bends as are paid
by the Insurer, and appropriate inscr rrents o eect the appointment of the Insurer as aunt for such owners of the Bonds in anv le i
proceeding related to payment of insured amounts on the Bonds, such instruments being in a form satisfactory to State Street Bank and
Trust Company, N.A., State Street Bank and Trust Company, NA shall disburse to such owners or the Paying Agent payment of the
insured amounts due on such Bends, less any amount held by the Paying Ag= for the payment of such insured amounts and legally
available therefor.
The Insurer is the principal operarin.g subsidiary of MBIA Inc., a New York Steck Exchange listed comaany (the "Company'). Tne
Company is nct obligated to pay he debts of or claims against the Insurer. The insurers domiciled in the Sire of New York and licensed
to do business in and subject to regulation under the laws of all 50 states, the District of Columbia, the Commonwealth of Puerto Rico. the
Commonwealth of the Northern Mariana. Islands, the V ire Islands of the United Stares and the Territory of Guam. The Insurer has two
European branches, one in the Republic of France and the other in the Kingdom of Spain. New York has laws prescribing minimum
capital requirements, limiting classes and cone a: ations of invesnnents and requiring the approval of peiicv rates and forms. Sate laws
also regulate the amount of both the a_ste and individual risks that may be insured, the payment of di Jidends by the Insurer, changes in
control and aansa.ctions among affiliates. Additionally, the Insurer is required to maintain contingency reserves on its liabilities in cerrnin
amounts and for certain periods of time.
As of December 31, 1999, the Insurer hail admitted assess of 37.0 billion (audited). total Liabilities of 34.6 billion (audited), and feral
drat and surplus of 32.4 billion (audited) determined in accordance with sranrrory accounting practices prescribed or permitted by
insurance regulatory authorities. As of March 31, 2000, the Insurer had admitted assets of 37.1 billion (mat edited), total liabilities of 34.7
billion (unaudited), and total capital and surplus of 32.4 billion (imandited) determined in accordance with statutory accomnno practices
prescribed or permitted by insurance regulatory authorities.
Furthermore, copies of the Insurers year -end financial statements prepared in accordance with statutory accounting practices are
available without charge from the Insurer. A copy of the Annual Report on Form 10 -K of the Company is available from the Insurer or
the Securities and Exchange Cuunnission_ The address of the Insurer is 113 King Street, Armonk, New York 10504. The telephone
number of the Insurer is (914) 2734545. -
Mocdy's Investors Service, Inc. races the uncial strength ofthe Insurer "Aaa ".
Standard & Poors Ratings Services Grout, a division of The McGraw -Dill Companies, Inc , razes the financial strength of the Insurer
AAA ".
Fitch IBCA, Inc. rates the financial atl ugh ofthe Insurer "AAA ".
Each rating of the Insurer should be evaluated independent/. The ratings reflect the respective rating agency's current assessment of
the creditworthiness ofthe Insurer and its ability to pay claims on its policies of insurance. any further xcplanation as to the significance of
the above ratings may be obtained only from the applicable rating agency.
The above ratings are net reconmirnendaticns to buy, sell or hold the Bends, and such ratings may be subject to revision or withdrawal at
any rime by the rating agencies. Any downward revision or withdrawal of any of the above ratings may have an adverse --i-Tect an the
market price of the Bonds. The Insurer does net guaranty the market price of the Bonds nor dces it guaranty that the ratings an the Bonds
will not be revised or withdrawn.
STD
ME NA
FINANCIAL GUARANTY LNSURANCE POLICY
NIBLA Insurance Corporation
Armonk, New York 10504
Policy No. [NLT BERT
N BIA Insurance Corporation (the " Insurer"), in consideration of the payment of the premium and subject to the _erns of this policy. hem
unconditionally and irrevocably guarantees to any owner, as hereinafter definect of the following descriced obligations, the full and complete payment
required to be made by or on behalf of the issuer to (PAYLNG AGENT,TRU STE j or its successor the 'Paying Agent') of an amount equal to () the
principal of (either at the stated maturity or by any advancement of maturity pms cant to a mandatory sinking fund payment) and interest on the
Obligations (as that term is defined below) as such payments shall become due but ,hall not be so paid (except that in the rent of any acceleration of
the due date of such principal by reason of mandatory or optional redemption or aco2letarion resuuiting from default or otherwise, other than any
advancement of maturity pursuant to a mandatory sinking fund payment the payments guaranteed her-Jay shall be made in such amounts and at such
times as such payments of principal would have been due had there not been any such acceleration); and (ii) the reimbursement of any such payment
which is subsequently recovered from any owner pursuant to a final judgnent by a court of competent jurisdiction rhnr such payment constitutes an
avoidable preference to such owner within the meaning of any applicable bankruptcy law. The amounts refeerred to in clauses (1) and (ii) of the
pre=iing sentence shall be referred to herein cdllectively as the ''Insured Amounts," "Obligations" ;hall mean:
[PAR]
[LEGAL NAME OF ISSUE]
(upon receipt of telephonic or telegraphic notice, such notice subsequently confirmed in writing by registered or certified mail or upon receipt of
written notice by registered or certified mail. by the Insurer from the Paying Agent or any owner of an Oblignrion the payment of an Insured Amount
for which is then due, that such required payment has not been made, the Insurer on the due date of such payment or within one business day after
receipt of notice of such nonpayment whichever is later. will make a deposit of funds. in an account with State Street Bank and Trust Company. N.A..
in New York. New Yorks. or its successor. sufficient for the payment of any such Insured Amounts which are then due. Upon presentment and
surrender of such Obligations or presentment of such other proof of ownership of the Obligations, together with any appropriate instruments of
assignment to evidence the assignment of the Insured Amounts due on the Obligations as are paid by the Insurer, and appropriate instruments to effect
the appointment of the Insurer as agent for such owners of the Obligations in any legal proceeding related to payment of Insured Amounts on the
Obligations, such instruments being in a form satisfactory to State Street Bank and Trust Company, N.A.. Stare Street Bank and Trust Company, N.A.
shall disburse to such owners, or the Paying Agent payment of the Insured Amounts due on such Obligations. less any amount held by the Paying
Agent for the payment of such Insured Amounts and legally available therefor. This policy does not insure against loss of any prepayment premium
which may at any time be payable with respect to any Obligation.
As used herein. the term "owner" shall mean the registered owner of any. Obiigition as indicated in the books maintained by the Paying Agent. the
Issuer, or any designee of the Issuer for such purpose. The term owner shall not include the Issuer or any party whose agreement with the Issuer
constitutes the underlying security for the Obligations.
Any service of process on the Insurer may be made to the Insurer at its offices located at 113 King Street Armonk New York 10504 and such service
of process shall be valid and binding.
This policy is non-cancellable for any reason. The premium on this policy is not refundable for any reason including the payment prior to =nutty of
the Obligations.
Li WITNESS VvIDEPEOF, the Insurer has caused this policy to be executed in thcsimile on its behalf by its duly authorized officers, this [D a tii day
of [MONTH_ YEAR].
Attest:
STD-R-5
4/95
MBIA Insurance Corporation
President
Assistant
STATEMENT OF INSURANCE
TIBIA Insurance Corporation (the "Insurer ") has issued a policy containing the following provisions,
such policy being on file at 1 ' N�ti
STATE'.
•
•; • 4
11 1
The Insurer, in consideration of the payment of the premium and subject to the terms of this policy,
hereby unconditionally and irrevocably guarantees to any owner, as hereinafter defined, of the following
described obligations. the full and complete payment required to be made by or on behalf of the Issuer to
(INSERT NAME OF TRUSTEE OR PAYING AGENT1 or its successor (the "Paying Agent ") of an amount
equal to (i) the principal of (either at the stated maturity or by any advancement of maturity pursuant to a
mandatory sinking fund payment) and interest on, the Obligations (as that term is deemed below) as such
payments shall become due but shall not be so paid (except that in the event of any acceleration of the due date
of such principal by reason of mandatory or optional redemption or acceleration resulting from default or
otherwise, other than any advancement of maturity pursuant to a mandatory sinking fund payment, the payments
guaranteed hereby shall be made in such amounts and at such times as such payments of principal would have
been due had there not been any such acceleration); and (ii) the reimbursement of any such payment which is
subsequently recovered from any owner pursuant to a final judgment by a court of competent jurisdiction that
such payment constitutes an avoidable preference to such owner within the meaning of any applicable
banlc-uptcy law. The amounts referred to in clauses (i) and (ii) of the preceding sentence shall be referred to
herein collectively as the "Insured Amounts." "Obligations" shall mean: [INSERT LEGAL TITLE OF BONDS.
CENTERED AS FOLLOWS:]
IS PAR AMOUNT'
TISSUER1
[DESCRIPTION OF BONDS'
Upon receipt of telephonic or telegraphic notice, such notice subsequently confirmed in writing by
registered or certified mail, or upon receipt of written notice by registered or certified mail, by the Insurer from
the Paying Agent or any owner of an Obligation the payment of an Insured Amount for which is then due, that .
such required payment has not been made, the Insurer on the due date of such payment or within one business
day after receipt of notice of such nonpayment, whichever is later, will make a deposit of funds, in an account
with State Street Bank and Trust Company, N.A., in New York, New York, or its successor, sufficient for the
payment of any such Insured Amounts which are then due. Upon presentment and surrender of such
Obligations or presentment of such other proof of ownership of the Obligations, together with any appropriate
instruments of assignment to evidence the assignment of the Insured Amounts due on the Obligations as are paid
by the Insurer, and appropriate instruments to effect the appointment of the Insurer as agent for such owners of
the Obligations in any legal proceeding related to payment of Insured Amounts on the Obligations, such
instruments being in a form satisfactory to State Street Bank and Trust Company, N.A., State Street Bank and
Trust Company, N. A. shall disburse to such owners or the Paying Agent payment of the Insured Amounts due
on such Obligations, less any amount held by the Paying Agent for the payment of such Insured Amounts and
legally available therefor. This policy does not insure against loss of any prepayment premium which may at
any time be payable with respect to any Obligation.
As used herein, the term "owner" shall mean the registered owner of any Obligation as indicated in
the books maintained by the Paying Agent, the Issuer, or any designee of the Issuer for such purpose. The term
owner shall not include the Issuer or any party whose agreement with the Issuer constitutes the underlying
security for the Obligations.
Any service of process or. -the Insurer may be made to the Insurer at its offices located at 113 King
Street, Armonk, New York 10504 and such service of process shall be valid and binding.
This policy is non - cancellable for any reason. The premium on this policy is not refundable for any
reason including the payment prior to maturity of the Obligations.
MBI_ . Insurance Corporation
STD -R -1
PAYMENTS UNDER THE POLICY
A. In the event that on the second Business Day, and again on the Business Day, prior to the payment date on the Obligations, the Paying
Agent has not received sufficient moneys to pay all principal of and interest on the Obligations due on the second following or following, as the case
may be, Business Day, the Paying Agent shall immediately notify the Insurer or its designee on the same Business Day by telephone or telegraph
confirmed in writing by registered or certified mail, of the amount of the deficiency.
B. If the deficiency is made up in whole or in part prior to or on the payment date. the Paying Agent shall so notify the Insurer or its desimet
C. In addition, if the Paying Agent has notice that art Bondholder has been required to disgorge payments of principal or interest on the
Obligation to a trustee in Bankruptcy or creditors or others pursuant to a final jut?°ment by a court of competent jurisdiction that such payment
constitutes an avoidable preference to such Bondholder within the meaning of any applicable bankruptcy laws, then the Paring Agent shall noting the
Insurer or its designee of such tact by telephone or telegraphic notice, confirmed in writing by registered or certified mail.
D. The Paving Agent is hereby irrevocably designated appointed directed and authorized to act as attorney -in -tact for Holders of the
Obligations as follows:
1. If and to the extent there is a deficiency in amounts required to pay interest on the Obligations. the Paying Agent shall (a) execute
and deliver to State Street Bank and Trust Company. NA_ or its successors under the Policy (the "Insurance Paying Agent"), in form
satisfactory to the Insurance Paying Agent, an instrument appointing the Insurer as agent for such Holders in any legal proceeding related to
the payment of such interest and an assignment to the List= of the claims for interest to which such deficiency relates and which are paid
by the Insurer, (b) give as designer of the respective Holders (and not as Paying Agent) in accordance with the tenor of the Policy
payment from the Insurance Paying Agent with respect to the claims for interest so assigned, and (c) disburse the same to such respective
Holders: and
2. If and to the extent of a deficiency in amounts required to pay principal of the Obligations. the Paying Agent shall (a) execute and
deliver to the Insurance Paying Agent in form satisfactory to the Insurance Paying Agent an instrument appointing the Insurer as agent for
such Holder in any legal proceeding relating to the payment of such principal and an assignment to the Insurer of any of the Obligation
surrendered to the Insurance Paying agent of so moll h of the principal amount thereof as has net previously been paid or for which moneys
are not held by the Paying Agent and available for such payment (butt such assignment shall be delivered only if payment from the Insurance
Paying Agent is received), (b) receive as designee of the respective Holders (and not as Paying Agent) in accordance with the tenor of the
Policy payment therefor from the Insurance Paying Agent and (c) disburse the same to such Holders.
E. Payments with respect to claims for interest on and principal of Obligations disbursed by the Paying Agent from proceeds of the Policy
shall not be considered to discharge the obligation of the Issuer with respect to such Obligations, and the Insurer shall become the owner of such
unpaid Obligation and claims for the interest in accordance with the tenor of the assignment made to it under the provisions of this subsection or
otherwise.
F. Irrespective of whether any such assignment is executed and delivered. the Issuer and the Paying Agent hereby agree for the benefit of the
Insurer that
1. They recognize that to the extent the Insurer makes payments. directly,- or indirectly (as by paying through the Paving Agent). on
account of principal of or interest on the Obligations, the Insurer will be subrogated to the rights of such Holders to receive the amount of
such principal and interest from the Issuer, with interest thereon as provided and solely from the source stated in this Indenture and the
Obligations; and
2. They will accordingly pay to the Insurer the amount of such principal and interest (including principal and interest recovered under
subparagraph (ii) of the first paragraph of the Policy, which principal and interest shall be deemed past due and not to have been paid), with
interest thereon as provided in this Indenture and the Obligation, but only from the sources and in the manner provided heroin for the
payment of principal of and interest on the Obligations to Holders, and will otherwise treat the Insurer as the owner of such rights to the
amount of such principal and interest.
G. In connection with the issuance of additional Obligations, the Issuer shall deliver to the Insurer a copy of the disclosure document, if any,
circulated with respect to such additional Obligations.
H. Copies of any amendments made to the documents executed in connection with the issuance of the Obligations which are consented to by
the Insurer shall be sent to Standard & Poor's Corporation.
L The Insurer shall receive notice of the resignation or removal of the Paying Agent and the appointment of a successor thereto.
J. The Insurer shall receive copies of all notices required to be delivered to Bondholders and on an annual basis, copies of the Issuers audited
financial statements and Annual Budget
Notices: Anv notice that is required to be given to a holder of the Obligation or to the Paying Agent pursuant to the Indermre shall also be
provided to the Insurer. All notices required to be given to the Insurer under the Indenture shall be in writing and shall be sent by registered or
certified mail addressed to MBIA Insurance Corporation, 113 King Street Armonk New York 10504 Attention_ Surveillance.
Municipal Bond
Investors AssUrdnCe
Corporation
Logo
Reproduction
Sheet
Logo lengths
are indicated
in inches
11/1113111 MBIA
M[31/a
ifr113111 . M[31/a
3"
M[31/ -1 MBIA MDI/ -1 AIBIA =.
MDIA AIBIA AIBIA M[31A , „2
AIBIA AIBIA MBIA MDI/a . ,,,
1101131q AIBIA AIBIA MBIA 1
AIBIA MBIA /MIA MBIA 3i4
EXTRACT OF MINUTES of a regular public meeting of the President
and Board of Trustees of the Village of Lemont, Cook, DuPage
and Will Counties, Illinois, held at the Lemont Village Hall,
Lemont, Illinois, at 7 :30 p.m., on thel0th day of July, 2000.
The President called the meeting to order and directed the Village Clerk of the Village to
call the roll.
Upon roll call, the following answered present:
President, and Trustees Blatzer, Latz, Markiewicz, Rimbo, Studebaker
The following Trustees were absent: Benik
The President announced that the President and Board of Trustees would next consider the
adoption of an ordinance entitled:
AN ORDINANCE authorizing and providing for the issuance of
$1,200,000 General Obligation Bonds (Alternate Revenue Source),
Series 2000B, of the Village of Lemont, Cook, DuPage and Will
Counties, Illinois, for the purpose of defraying the cost of certain
redevelopment project costs, prescribing all the details of said
bonds and providing for the imposition of taxes to pay the same,
and for the collection, segregation and distribution of certain tax
increment revenues of said Village.
(the "Bond Ordinance"). Thereupon, Markiewicz
presented and the Village Attorney
explained the Bond Ordinance, which was before the President and Board of Trustees in words
and figures as follows:
1076937.01.04
2070902Lemont2000BTI FAItPMC