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O-596-88 09/12/88C E R T I F I C A T I O N I, CHARLENE M. SMOLLEN, certify that I am the duly elected and acting municipal clerk of the VILLAGE OF LEMONT, Cook County, Illinois. I further certify that on the /„Z day of 19, the corporate Authorities of such municipality passed and approved Ordinance No. 6- g Csa , entitled: Authorizing Supplemental Agreement with Central Dispatch. which provided by its terms that it should. be published in pamphlet form. THE pamphlet form of Ordinance No. ?Zj , including the Ordinance an a cover sheet thereof was prepared, and ,.a copy of such Ordinance was posted in the municipal building, commencing on the day of 4 4 = � ; , 19V, and continuing for at least 10 days thereafter. Copies of such Ordinance were also available for public inspection upon request, in the office of the municipal clerk. DATED at Lemont, Illinois, this /a day —Municipal Cler • • 5c?6 ORDINANCE AUTHORIZING SUPPLEMENTAL AGREEMENT WITH CENTRAL DISPATCH WHEREAS, the Village of Lemont, Cook County, Illinois, and Southwest Central Dispatch have entered into an Intergovernmental Agreement as authorized by Ordinance No. 579, dated April 11, 1988; and WHEREAS, the Intergovernmental Agreement provides that the Village of Lemont shall be required to pay the cost of any new capital and development costs occasioned by the entry as a new member; and WHEREAS, in lieu of a cash payment to Southwest Central Dispatch, the Village of Lemont and Southwest Central Dispatch, mutually agree, that the Village of Lemont will enter into a Municipal Lease and Option Agreement with Security Pacific National Bank of Colorado, to purchase certain equipment and pay the cost, pursuant to a Supplemental Agreement. NOW, THEREFORE, BE IT ORDAINED, by the President and Board of Trustees, that the President and Clerk are hereby authorized and directed, to execute the attached Supplemental Agreement between Southwest Central Dispatch and the Village of Lemont. PASSED AND APPROVED BY THE PRESIDENT AND BOARD OF TRUSTEES OF THE VILLAGE OF LEMONT, COUNTY OF COOK, ILLINOIS, on this l L day ofr� , 1988. • 1 AYES 5- NAYS ABSENT CHARLENE M. SMOLLEN, VILLAGE CLERK Approved by me this 4, day of , 1988. ,1 TLST CHARLENE M. SM VILLAGE CLERK R. NELSON, I LAGE PRESIDENT . . RFN:45 (9/8/88) SUPPLEMENTAL AGREEMENT THIS AGREEMENT made this day of September, 1988, by and between the Village of LEMONT, an Illinois municipal corporation (hereinafter referred to as "LEMONT ") and Southwest Central Dispatch, an intergovernmental association (hereinafter referred to as "SWCD "); WHEREAS, LEMONT seeks to become a member of SWCD; and WHEREAS, LEMONT has, in accordance with the By -Laws of SWCD for admittance of new members, executed the Joint Public Safety Agreement creating and establishing SWCD and has delivered to SWCD: (1) a duly certified ordinance in proper form authorizing and directing LEMONT'S execution of the Joint Public Safety Agreement, and LEMONT'S agreement to be bound by the By -Laws of SWCD as amended from time to time, and (2) Lemont's written acceptance of its allocable portion of all existing and future debts and liabilities of SWCD, and WHEREAS, LEMONT acknowledges that Article VIII, Section D.1. and D.2. of SWCD's By -Laws require that any new capital or development costs occasioned by the entry of a new member into SWCD's system shall be wholly paid by said new member, and that LEMONT'S entry in SWCD'S system has and will occasion new capital and development costs; and WHEREAS, in lieu of a cash payment to pay for the new capital and development costs occasioned by LEMONT'S entry into SWCD'S system, LEMONT has agreed to enter into a Municipal Lease and Option Agreement with Security Pacific National Bank • • (hereinafter referred as the "Lease /Purchase Agreement "), attached hereto as Exhibit A, for the lease and purchase of certain equipment as described in Exhibit D of the Lease /Purchase Agreement (hereinafter referred to as the "EQUIPMENT ") and to pay for the cost of the installation of the EQUIPMENT, all of which LEMONT has agreed to do to satisfy Lemont's obligation to pay for the new capital and development costs occasioned by LEMONT'S entry as a member into SWCD; and WHEREAS, SWCD has agreed to pay the insurance premiums due for a policy of insurance covering a portion of the EQUIPMENT, said policy to be obtained by SWCD; and LEMONT has agreed to pay the insurance premiums due for a policy of inurance covering the remainder of the EQUIPMENT, said policy to be obtained by LEMONT; WHEREAS, LEMONT has delivered to SWCD a certified ordinance in proper form authorizing LEMONT to enter into this Supplemental Agreement and directing LEMONT'S execution of this Supplemental Agreement; NOW, THEREFORE, for and in consideration of LEMONT'S and SWCD's mutual promises set out herein, and other valuable consideration, hereby acknowledged as received and the parties stipulating to the sufficiency of the consideration herein described, it is hereby agreed and covenanted between LEMONT and SWCD: 1. LEMONT will satisfy all conditions precedent and everything necessary to enter into the Lease /Purchase Agreement and take possession of the EQUIPMENT. 2. LEMONT, upon taking possession of the EQUIPMENT described in Exhibit D of the Lease /Purchase Agreement, shall -2- cause and pay for the cost of said EQUIPMENT to be installed in good repair, working order and condition. 3. Upon the installation of the EQUIPMENT as aforesaid, LEMONT shall at all times pay the rental payments due under the Lease /Purchase Agreement, and perform all other obligations set out in the Lease /Purchase Agreement so as to not be in default under the Lease /Purchase Agreement at any time during the effective dates of the Lease /Purchase Agreement. 4. LEMONT acknowledges that pursuant to the Lease /Purchase Agreement, title of the EQUIPMENT shall vest in Lessee during the term of the Lease /Purchase Agreement subject to the rights of the Lessor under the Lease /Purchase Agreement. LEMONT agrees that upon the expiration of the Lease term of the Lease /Purchase Agreement, LEMONT shall request Lessor's security interest in the EQUIPMENT to terminate and to terminate the Lease /Purchase Agreement, and will pay all monies due and do everything necessary to accomplish said terminations, and immediately thereafter LEMONT agrees to donate and transfer to SWCD title to all the EQUIPMENT as well as all warranties on said EQUIPMENT then in effect. 5. In the event LEMONT defaults under the terms of the Lease /Purchase Agreement, and /or terminates the lease prior to the expiration of the lease term in accordance with the terms of the Lease /Purchase Agreement, and /or fails or refuses to cause the Lessor's security interest in the EQUIPMENT to terminate, and /or fails or refuses to terminate the Lease /Purchase Agreement at the expiration of the lease term and /or fails or refuses to donate or transfer to SWCD title to all the EQUIPMENT as set out -3- • • in Paragraph 4 above, and /or fails or refuses to purchase and install the EQUIPMENT, then, at SWCD'S sole discretion, upon 30 days written notice to LEMONT, SWCD may expel LEMONT from SWCD on a date certain to be dertermined solely by SWCD, and such expulsion shall have the same force and effect as though LEMONT withdrew from SWCD as defined in Article XI of SWCD's By -Laws. 6. Upon LEMONT'S expulsion from SWCD in accordance with Paragraph 5 above, SWCD shall not be under any obligation whatsoever to provide services of any kind to LEMONT, and LEMONT shall be obligated and responsible to pay for each and every cost and fro rata share as though LEMONT withdrew from SWCD as set out in Article XI, and any other relevant provision of SWCD's By -Laws, as amended. 7. SWCD agrees to obtain an insurance policy covering the following Equipment: All Fixed Equipment related to the Mobile Data Terminal System including: 1 Kustom Multiport ED -20 1 Kustom Intellikoder 1 Motorola 800 Mhz Conventional Repeater 1 Base Station Antenna and Antenna System 1 Microwave Equipment 1 Microwave Antenna System 1 PL Spectra -Tak Receivers 1 Voice Antenna System and timely pay the premiums due under such policy. LEMONT agrees to obtain a policy of insurance acceptable to SWCD covering the below listed equipment: 10 Kustom DXT's Mobile Date Terminals 10 Motorola Data Radios 1 IBM XT Computer w /Color Monitor & SDLC Card 1 Citizen MPS40 Printer 1 IBM 3834 4800 bps Modem and timely pay the premiums due under such policy. -4- • • 8. LEMONT, for itself, its successors and assigns, hereby agrees to indemnify (said indemnification to include litigation costs and expenses including reasonable attorney and appellate attorney fees), defend and hold harmless SWCD, its successors and assigns, directors, officers, the executive committee, members of the executive committee, agents and employees, from any and all claims of any person, corporation, association, partnership, or other entity relating to the Lease /Purchase Agreement referred to above in this Supplemental Agreement. Any claims shall include, but not be limited to, any all and all manners of action, causes of action, choses in action, losses, damage, taxes, penalties, disbursements, liens, demands, costs, expenses, sums of money, debts, accounts, losses of any kind, reckonings, bonds, bills, controversies, premises, variances, suits, judgments and executions whatsoever, in law or in equity, or any other costs whatsoever arising out of or any way relating to the Lease/ Purchase Agreement. 9. This Supplemental Agreement shall be interpreted and enforced in accordance with the laws of the State of Illinois. SOUTHWEST CENTRAL DISPATCH BY: ITS: Title VILLAG i.F MONT BY: IT / I /Title -5-