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HomeMy WebLinkAbout2013-05-29 Agendai ! a ks) .. THE VILLAGE BOARD OF TRUSTEES OF THE VILLAGE OF MORTON GROVE WILL HOLD A SPECIAL MEETING AT 5:00 PM ON WEDNESDAY, MAY 29, 2013, AT THE RICHARD T FLICKINGER MUNICIPAL CENTER IN THE TRUSTEES' CONFERENCE ROOM 6101 CAPULINA AVENUE, MORTON GROVE, ILLINOIS I. Call to Order II. Pledge of Allegiance IIL. Ordinance 13 -04 (Introduced May 29, 2013) (First Reading) Requesting a Text Amendment to Title 12 Requiring Off - Street Parking Requirements for Shared Parking, Some Commercial Uses, Along With Parking Requirement Calculations Ordinance 13 -05 (Introduced May 29, 2013) (First Reading) Providing for the Issuance of $1,060,000 Taxable General Obligation Installment Note, Series 2013, . of the Village of Morton Grove to Pay for the Purchase of Certain Land within the Village and Certain Expenses Related Thereto and Providing for the Security For and Payment of Said Note IV Newly Elected Trustee Orientation and Training V. Adjournment Richard T. Flickinger Municipal Center 6101 Capulina Avenue • Morton Grove, Illinois 60053 -2985 Ok Tel: (847) 9654100 Fax: (847) 965 -4162 Recycled Paper Legislative Summary AMENDING THE VILLAGE OF MORTON GROVE UNIFIED DEVELOPMENT CODE SECTIONS 12 -7 TO MODIFY THE COMPUTATION OF PARKING SPACES, THE COLLECTIVE PARKING PROVISIONS, AND PARKING REQUIREMENTS FOR SELECTED COMMERCIAL USES Introduction: Synopsis: Purpose: Background: Programs, Departs or Groups Affected Fiscal Impact: Source of Funds: Workload Impact: Admin Recommend: Second Reading: Special Consider or Requirements: Submitted by: Prepared by: fi Ni v M. May 29, 2013 This ordinance will approve a text amendment to modify the computation of parking spaces, the collective parking provisions.. and parking requirements for selected commercial uses. To update off - street and loading requirements within the Village and that it is consistent with parking regulations within the surrounding areas of the Village as well as throughout the country. This change will allow for greater flexibility and creativity in the use of available land in the Village. The Unified Development Code (UDC) is a comprehensive set of regulations for the zoning of land and development of parcels within the Village. The current changes are proposed to modify the computation of parking spaces, the collective parking provisions, and parking requirements for selected commercial uses so they are consistent with other communities which surround the Village as well as other communities throughout the country. This code change will also allow for greater flexibility and creativity in the use of available land in the Village. This change came about because of recent trends in parking regulations. The Plan Commission recommends approval of these amendments. Building and Inspectional Services and Community and Economic Development Departments N/A N/A These amendments will be implemented by the Community Development Department and the Building Department in the normal course of business. Approval as presented June 10, 2013 — Municipal Code Book change Vone ✓�� Reviewed by Village Administrator Teresa Hoffman Development Director Counsel AMENDING THE VILLAGE OF MORTON GROVE UNIFIED DEVELOPMENT CODE SECTIONS 12 -7 TO MODIFY THE COMPUTATION OF PARKING SPACES, THE COLLECTIVE PARKING PROVISIONS, AND PARKING REQUIREMENTS FOR SELECTED COMMERCIAL USES WHEREAS, the Village of Morton Grove (VILLAGE), located in Cook County, Illinois, is a home rule unit of government under the provisions of Article 7 of the 1970 Constitution of the State of Illinois, can exercise any power and perform any function pertaining to its government affairs, including but not limited to the power to tax and incur debt; and WHEREAS, the Village continuously reviews and, as it deems necessary, updates existing Municipal Codes to assure they are kept current and relevant; and WHEREAS, the applicant, the Village of Morton Grove, has made a proper application to the Plan Commission in Case No. PC 13 -03 to consider and recommend the adoption of certain text amendments to the Village of Morton Grove Unified Development Code, Section 12 -7 to modify uses, the computation of parking spaces, the collective parking provisions, and parking requirements for selected commercial uses; and WHEREAS, upon public notice duly published in the Morton Grove Champion Newspaper, a newspaper of general circulation in the Village of Morton Grove, which took place on May 3, 2013, and a public hearing conducted on May 20, 2013, relative to the above referenced case at which time all concerned parties were given the opportunity to present and express their views for the consideration of the Plan Commission. As a result of said hearing, the Plan Commission made certain recommendations and conditions through a report dated January 8, 2013, a copy of which is attached hereto and made a part hereof and marked as Exhibit "A; and WHEREAS, the Corporate Authorities have concluded the computation of parking spaces, the collective parking provisions, and parking requirements for selected commercial uses is appropriate and consistent with the intent of the off - street parking and loading requirements within the Village of Morton Grove, and is consistent with parking regulations within the surrounding areas of the Village of Morton Grove and throughout the country, and will allow for greater flexibility and creativity in the use of available land within the Village; and WHEREAS, the Corporate Authorities have considered this matter at a public meeting and find the text amendment, when evaluated in the context of the whole Village, serves the public good; and WHEREAS, the Village is desirous of assuring all policies are kept current and relevant. NOW, THEREFORE BE IT ORDAINED BY THE PRESIDENT AND BOARD OF TRUSTEES OF THE VILLAGE OF MORTON GROVE, COOK COUNTY, ILLINOIS AS FOLLOWS:' SECTION 1: The Corporate Authorities do hereby incorporate the foregoing WHEREAS clauses into this Ordinance as though fully set forth therein thereby making the findings as hereinabove set forth. SECTION 2: Title 12 entitled Unified Development Code, Chapter 7, entitled Off Street Parking, paragraph 3.A. entitled Computation of Parking Spaces of the Municipal Code is hereby amended by modifying this section as follows: 12- 7 -3:A. Computation of Parking Spaces: When the calculation of the number of off street parking spaces required by this chapter results in a fractional space, [delete]: [replace with]: any fraction less than %z may be disregarded while a fraction % or greater shall be counted as 1 parking space SECTION 3: Title 12 entitled Unified Development Code, Chapter 7, entitled Off Street Parking, paragraph 3.C. entitled Collective Provisions ofParking Spaces of the Municipal Code is hereby amended by replacing paragraph 3.H. entitled Collective Parking provisions. for Shared Spaces, as follows: 12 -7 -3: H. Collective Parking Provisions for Shared Spaces: The required total number of off - street parking spaces for two (2) or more commercial, office, residential, industrial or institutional uses collectively providing parking spaces, shall meet the following requirements. I . The Village Administrator, at the recommendation of the Building Commissioner, the Village Engineer and the Community and Economic Development Director, may authorize a reduction in the total number of required parking spaces for two (2) or more uses jointly providing off - street parking when their respective hours of peak operation do not overlap. Shared parking shall be located on the same lot, abutting, or adjacent lots, lots shall not be separated by an arterial or collector street. 2. Shared parking shall meet the following conditions: a. Computation. The number of shared spaces for two (2) or more distinguishable land uses shall be determined by the following procedure: i. Determine the minimum number of parking spaces required for each separate use as identified in 12- 7 -3.I. of this ordinance. ii. Calculate the minimum number of parking spaces needed to meet the expected parking demand for each of the uses sharing the parking spaces for each of the six (6) designated time periods in table in 12- 7- 3.H.3. by multiplying the minimum number of spaces required in 12- 7 -3.I. for each use by the percentage shown for that use for the time period in question in Table 12-7 - 3.H.3. iii. Calculate the minimum number of parking spaces needed to meet the expected total parking demand for the shared parking facilities for each of the six time periods identified in Table 12- 7- 3.H.3. by totaling the results for all of the uses for the time period in question as calculated in paragraph b. iv. Select the time period with the highest total number of parking spaces required for all of the uses sharing the parking and use that total as the shared parking requirement. b. Ocher Uses. If one (1) or all of the land uses proposing to make use of the shared parking facilities do not conform to the general land use classifications in Table 12-7 - 3.I1.3. Shared Parking Calculations, then the Building Commissioner and /or his /her designee shall determine the most closely related use listed in the table, and the appropriate shared parking requirement, if any, for such uses. 3. Process. Property owner(s) seeking approval of collective parking for shared spaces shall submit an application on a form approved by the Building Commissioner at the time of a building permit. The application shall include a list of each existing and /or proposed tenant; the type of use of each tenant as defined in 12- 17 -1.; the square footage of each tenant space; and the computation of number of required shared spaces, as described inl2- 7- 3.H.2.a. above, using the categories, percentages and timeframes listed in the table below: SHARED PARKING CALCULATIONS General Land Use Classification Weekdays Weekends 2:00 a.m. - 7:00 a.m. 7:00 a.m.— 6:00 p.m. 6:00 p.m.— 2:00 a.m. 2:00 a.m.— 7:00 a.m. 7:00 a.m.— 6:00 p.m. 6:00 p.m.- 2:00 a.m. Office 5% 100 % 5% 0% 10% 0% Retail Sales and Services 0% 90% 80% 0% 100% 60% Residential 100% 60% 100% 100% 75% 90% Restaurant (Not 24 hr) 10% 70% 100% 20% 70% 100% Restaurant (24 hr and /or (Drive - Through) 10 % 80% 80% 10% 90% 80% Entertainment /Recreation (Theater, bowling alley, similar) 0% 40 % 90% 0% 80 % 100% Hotel Guest Rooms 100% 55% 100% 100% 55% 100% Conference Rooms 0 % 100% 100% 0% 1000/(0 100% Restaurant /Lounge 40% 60 % 100% 50% 45% 100% Religious Institution 0% 25% 50% 0% 100% 50 %u Reception or Meeting Hall 0 % 70% 90% 0% 70% 100% Museum 0% 100% 80% 0% 100% 80% School, grades K -12 0% 100% 25% 0% 30% 10% Daycare 5% 100% 25 °/o 5% 20% 5% Industrial 5% 80% 5% 5% 20% 100/0 a. The number of required parking spaces shall not be Less than the largest amount required for any of the uses computed separately. b. Shopping Centers which reduce their minimum parking requirement through the Shared Parking Calculations shall be required to be under one ownership or one management company. C. If the shared parking area covered by the application for collective parking involves multiple lots and /or more than one property owner, a recorded cross access easement or covenant for the shared parking locations shall be submitted for review and approval prior to the issuance of a building permit. The covenant shall include the following: i. Such covenant shall be in effect as long as the structures and uses covered in the collective parking application continue to exist without sufficient parking elsewhere ii. The space in the parking lot shall be open for use by all users and no spaces shall be dedicated to any one particular use. iii. The owners shall notify the Village Administrator if the right to use such facilities lapses for any reason within twenty -eight (28) days of the cessation of the right to use. iv. The covenant shall be in a form acceptable to the Corporation Counsel, and shall be recorded with the Cook County Recorder of Deeds. d. Prior to any change in use for any site participating in a shared parking agreement, property owners shall be required to demonstrate the required minimum parking to meet the requirements of the Village of Morton Grove. e. In the case of collective usage involving a school, grades K -12, and a religious institution affiliated with said school, when said school and religious institution are located on the same or adjacent lots, the minimum number of parking spaces required shall be the largest number required of the numbers required for each use computed separately. SECTION 4: Title 12 entitled Unified Development Code, Chapter 7, entitled Off - Street Parking, paragraph 3.I. entitled Required Spaces by Use of the Municipal Code is hereby amended to include the following additions and modifications to selected commercial parking requirements, as follows: erciat uses new] Commercial services ;[insert new] Health /beautv services (hair st)lists, manicurists. skin care etc.) and massage therapy Lounges bars, or taverns fitness and health service [delete]: ineludin 1.0 space per [delete] 38 [replace with] 100 square feet of gross floor area LO space per 150 square feet of gross floor area SECTION 5: This Ordinance is an exercise of the home rule authority of the Village of Morton Grove and is intended to and, to the fullest extent allowed by the constitution of the State of Illinois, shall be construed as to supersede any contrary or conflicting state, county, or local rule or regulation. SECTION 6: If any section, subsection, sentence, clause, phrase or portion of this Chapter is for any reason held invalid or unconstitutional by any court of competent jurisdiction, such portion shall be deemed a separate, distinct, and independent provision and such holding shall not affect the validity of the remaining portions hereof. SECTION 7: In the event this ordinance or any part thereof is in conflict with any statute, ordinance, or resolution or part there, the amendment in this ordinance shall be controlling and shall supersede all other statutes, ordinances, or resolutions but only to the extent of such conflict. Except as to code amendments set forth above in this ordinance, all chapters and sections of the Morton Grove Village Code as amended shall remain in full force and effect. SECTION 8: In all other respects not inconsistent with this ordinance, all Village Codes are hereby reaffirmed. SECTION 9: The Corporate Authorities, in particular the Village Clerk, are hereby authorized and directed to amend all pertinent records of the Village of Morton Grove to conform with these text amendment. SECTION 10: This Ordinance shall be in full force and effect from and after its passage, approval and publication in pamphlet form according to law. PASSED this 10`x' of June 2013. Trustee Grear Trustee Kalogerakos Trustee Marcus Trustee Pietron Trustee Thill Trustee Toth APPROVED by me this 10°' of June 2013 Daniel P. DiMaria, Village President Village of Morton Grove Cook County; Illinois APPROVED and FILED in my office this I & of June 2013 Ed Ramos, Village Clerk Village of Morton Grove Cook County, Illinois o. Legislative Summary Ordinance 13 OS PROVIDING FOR THE ISSUANCE OF $1,060,000 TAXABLE GENERAL OBLIGATION INSTALLMENT NOTE, SERIES 2013, OF THE VILLAGE OF MORTON GROVE TO PAY FOR THE PURCHASE OF CERTAIN LAND WITHIN THE VILLAGE AND CERTAIN EXPENSES RELATED THERETO AND PROVIDING FOR THE SECURITY FOR AND PAYMENT OF SAID NOTE Introduced: Synopsis: Purpose: Background Programs, Departs or Groups Affected Fiscal Impact: Source of Funds: Workload Impact: Administrator Recommendations: First Reading: Special Consider or Re 10, 2013 This ordinance will authorize the Village to issue one or more series of General Obligation Bonds, Series 2013. The issuance of these bonds will allow the Village to pay for the purchase of real estate within the Village and certain expenses related thereto and providing for the security for and payment of said note. On October 8, 2012, the Village Board adopted Resolution 12 -75 authorizing a contract for the purchase of real estate commonly known as 8300 Lehigh Avenue, Morton Grove, Illinois. It is anticipated a portion of this property shall be used for a public purpose. The closing for this property is anticipated on or about May 30, 2013. The Village Administrator and Finance Director have researched the most favorable financing arrangements for this purchase and have determined the Village issue a taxable General Obligation Installment Note in the amount of $1,060,000. It is further expected these bonds will have a coupon rate (interest rate) of 2% payable over seven (7) years. Staff recommends the Corporate Authorities issue taxable bonds in the event the Board later chooses to sell, or use any portion of this property for a non-public purpose. This ordinance has been prepared by Chapman and Cutler, the Village's Special Bond Counsel and passage of this ordinance is necessary for the issuance of the bonds. Finance and Legal Departments. The Debt Service is to be allocated 50% General Fund and 50% Enterprise Fund, to be paid over twenty years, Not applicable The Village Administrator's office, Finance Department, Corporation Counsel, along with the Village's bond consultant and bond counsel will manage and oversee this work. Approval as presented. June 10, 2013 Due to time constraints, staff is requesting the second reading be waived, egmrements. Respectfully submitted: W— 94_----• Ryan J. Horne, Village Administrator Reviewed by: Teresa Hoffman Liston, Corporation Counsel AN ORDINANCE providing for the issuance of a $1,060,000 Taxable General Obligation Installment Note, Series 2013, of the Village of Morton Grove, Cook County, Illinois, to pay for the purchase of certain land within the Village and certain expenses related thereto, and providing for the security for and payment of said note. WHEREAS, pursuant to a referendum held on the 18`x' day of March 1980, the Village of Morton Grove, Cook County, Illinois (the "Village "), is a home rule unit pursuant to Section 6 of Article VII of the 1970 Constitution of the State of Illinois, and as such is empowered to perform any function pertaining to its government and affairs, including the power to incur debt; and WHEREAS, pursuant to the provisions of said Section 6, the Village has the power to incur debt payable from any lawful source and maturing within forty (40) years from the time it is incurred without prior referendum approval; and WHEREAS, the President and Board of Trustees of the Village (the "Corporate Authorities ") have considered the needs of the Village and have determined and do hereby determine it is advisable, necessary, and in the best interests of the Village to finance the purchase of certain land within the Village (the "Project ") and certain expenses related thereto; and WHEREAS, the estimated cost to the Village of the Project and related expenses to be payable out of the original proceeds of the Note as provided in this Ordinance is the aggregate sum of not less than $1,060,000; and WHEREAS, while there are insufficient funds on hand and available to pay the costs of the Project and related expenses, and it is necessary for that purpose a sum to pay such costs be borrowed at this time; and, in evidence of such indebtedness, a taxable general obligation installment note of the Village be issued in the principal amount of $1,060,000 and that such indebtedness be incurred and the Note be issued as described and defined below: Now, THEREFORE, Be It Ordained by the President and Board of Trustees of the Village of Morton Grove, Cook County, Illinois, as follows: Section I. Definitions. Words and terms used in this Ordinance shall have the meanings given them, unless the context or use clearly indicates another or different meaning is intended. Words and terms defined in the singular may be used in the plural and vice - versa. Reference to any gender shall be deemed to include the other and also inanimate persons such as corporations, where applicable. A. The following words and terms are as defined in the preambles. Corporate Authorities Project Village B. The following words and terms are defined as set forth. "Act" means the Illinois Municipal Code, as supplemented and amended, and the home rule powers of the Village under Section 6 of Article VII of the Illinois Constitution of 1970. In the event of conflict between the provisions of said Code and home rule powers, the home rule powers shall be deemed to supersede the provisions of said code. "Code " means the Internal Revenue Code of 1986, as amended. Debt Service Fund" means the Debt Service Fund established and defined in Section 10 of this Ordinance. "Note" means the $1,060,000 Taxable General Obligation Installment Note, Series 2013, authorized to be issued by this Ordinance. -2- 'Note Register" means the books of the Village kept by the Note Registrar to evidence the registration and transfer of the Note. "Note Registrar" means the Treasurer of the Village. "Ordinance" means this Ordinance, numbered as set forth above, and passed by the Corporate Authorities on the 29th of May 2013. "Purchaser" means Fifth Third Bank, Chicago, Illinois, as the purchaser of the Note. "Treasurer" means the Treasurer of the Village. "Village Clerk" means the Village Clerk of the Village. C. Definitions also appear in the above preambles or in specific sections, as appearing below. The headings in this Ordinance are for the convenience of the reader and are not a part of this Ordinance. Section 2. Incorporation of Preambles. The Corporate Authorities hereby find all of the recitals contained in the preambles to this Ordinance are true, correct, and complete and do incorporate them into this Ordinance by this reference. Section 3, Determination To Issue the Note. It is necessary and in the best interests of the Village and for the public health, safety, welfare, and convenience to provide for the Project, to pay all related costs and expenses incidental thereto, and to borrow money and issue the Note for such purposes. It is hereby found and determined such borrowing of money is for a proper public purpose or purposes and is in the public interest, and is authorized by the Act. Section 4. Note Details. There shall be issued and sold the Note in the aggregate principal amount of $1,060,000. The Note shall be designated "Taxable General Obligation Installment Note, Series 2013 °; be dated the date of actual delivery thereof (the "Dated Date"); and shall also bear the date of authentication thereof and shall be paid and subject to the right of -3- prepayment as hereinafter described. The Note shall bear interest at the rate of 2.00% per annum and shall be paid in seven (7) annual installments for both interest and principal on May 31 of each year, commencing May 31, 2014, to and including May 31, 2020, all in accordance with and as further described in the Amortization Schedule attached to the Note, and the Village agrees to pay said sums to the Registered Owner of the Note when due. The annual payments of interest and principal on the Note prior to final maturity shall be paid by check or draft of the Note Registrar, payable upon presentation thereof in lawful money of the United States of America, to the person in whose name such Note is registered, mailed to the Registered Owner of the Note at the address as shown in the Note Register or at such other address furnished in writing by such Registered Owner not less than five (5) business days prior to each payment date or hand- delivered no later than 10:00 o'clock a.m. on the day when due. The final payment due on the Note shall be payable in lawful money of the United States of America upon presentation thereof by the Noteholder at the office of the Note Registrar. At the option of the owner of the Note, the installments of principal and interest on the Note may be transferred by electronic transfer of immediately available funds to such owner pursuant to a written agreement between the owner and the Note Registrar. The Note and the installments thereon are subject to redemption and prepayment prior to maturity, at the .option of the Village, in whole or in part, from any available funds, on any date, at the redemption price of the par amount being redeemed plus accrued interest, if any, to the date fixed for redemption. Upon any partial prepayment, the remaining principal amount of the Note then outstanding shall be reamortized over a period from the redemption date to May 31, 2020, so as to provide for a relatively level annual payment of principal and interest on May 31 of each year until final maturity on May 31, 2020, when all remaining principal and interest on the Note shall be due. Unless waived by the Note Registrar, the Village shall notify the Note -4- Registrar of the redemption and prepayment of the Note not less than forty -five (45) days prior to the date of redemption. Unless waived by the Registered Owner of the Note, official notice of any such redemption and prepayment shall be given by the Note Registrar on behalf of the Village by mailing the redemption notice by mail not less than ten (1.0) days and not more than sixty (60) days prior to the date fixed for redemption to the Registered Owner of the Note at the address shown on the Note Register or at such other address as is furnished in writing by such Registered Owner to the Note Registrar. All official notices of redemption shall include at least the information as follows: (1) the amount of the Note to be redeemed; (2) the redemption date; (3) the redemption price; (4) a statement that on the redemption date the redemption price will become due and payable upon the Note or portion thereof so called for redemption and that interest thereon shall cease to accrue on the Note or such portion thereof from and after said date; and (5) the place where such Note is to be surrendered for payment of the redemption price, which place of payment shall be the principal office of the Note Registrar. Prior to any redemption date, the Village shall deposit with the Note Registrar an amount of money sufficient to pay the redemption price. Notice of redemption having been given as aforesaid, the Note or portion thereof 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) the Note or portion thereof shall cease to bear interest. Upon surrender of the Note for redemption and prepayment in accordance -5- with said notice, the Note or relevant portion shall be paid by the Note Registrar at the redemption price. For a partial redemption of a Note, a new Note in the amount of unpaid principal shall be executed and delivered to the holder of the Note, and a new Amortization Schedule prepared and appended to such Note. Section S. Execution; Authentication. The Note shall be executed on behalf of the Village by the President of the Village and attested to by the Village Clerk, and shall have impressed or imprinted thereon the corporate seal or facsimile thereof of the Village. The Note shall have thereon a certificate of authentication, substantially in the form hereinafter set forth, duly executed by the Note Registrar as authenticating agent of the Village and showing the date of authentication. The Note shall not 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 Note Registrar by manual signature, and such certificate of authentication upon the Note shall be conclusive evidence that the Note has been authenticated and delivered under this Ordinance. Section 6 Registration of the Note; Person Treated as Owner. The Village shall cause a book (the "Note Register") for the registration and for the transfer of the Note as provided in this Ordinance to be kept at the designated office of the Note Registrar, which shall be the registrar of the Village for the Note. The Note may be transferred, but only in the manner, subject to the Iimitations, and upon payment of the charges as set forth in this Ordinance. Upon surrender for transfer of the Note at the designated office of the Note Registrar, duly endorsed by or accompanied by a written instrument or instruments of transfer in form satisfactory to the Note Registrar and duly executed by the Registered Owner or an attorney for such owner duly authorized in writing, the Village shall execute and the Note Registrar shall authenticate, date, and deliver in the name of the transferee, a new fully registered Note of like tenor. The -6- execution by the Village of any fully registered Note shall constitute full and due authorization of such Note, and the Note Registrar shall thereby be authorized to authenticate, date, and deliver such Note. The person in whose name the Note 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 the Note shall be made only to or upon the order of the Registered Owner thereof or his or her legal representative. All such payments shall be valid and effectual to satisfy and discharge the liability upon the Note to the extent of the sum or sums so paid. No service charge shall be made to any Registered Owner of the Note for any transfer of the Note, but the Village or the Note Registrar may require payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in connection with any such transfer. forth. Section 7. Form of Note. The Note shall be in substantially the form hereinafter set -7- REGISTERED REGISTERED No. 1 $1,060,000 UNITED STATES OF AMERICA STATE OF ILLINOIS THE COUNTY OF COOK VILLAGE OF MORTON GROVE TAXABLE GENERAL OBLIGATION INSTALLMENT NOTE, SERIES 2013 Interest Maturity Dated Rate: 2.00% Date: May 31, 2020 Date: May 31, 2013 Registered. Owner: FIFTH THIRD BANK Principal Amount: ONE MILLION SIXTY THOUSAND DOLLARS KNOW ALL PERSONS BY THESE PRESENTS the Village of Morton Grove, Cook County, Illinois, a home rule unit, municipality 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, the Principal Amount identified above, and to pay interest on such Principal Amount from the Dated Date at the Interest Rate per annum identified above, until said Principal Amount is paid or duly provided for. This Note shall be paid in seven (7) annual installments for both interest and principal on May 31 of each year, commencing May 31, 2014, to and including May 31, 2020, all in accordance with and as further described in the Amortization Schedule attached to this Note, and the Village agrees to pay said sums to the Registered Owner of this Note. The Treasurer of the Village shall act as paying agent and registrar (the "Note Registrar "). The annual payments of interest and principal on this Note prior to final maturity shall be paid by check or draft of the Note Registrar, payable upon presentation thereof in lawful money of the United States of America, to the person in whose name this Note is registered, mailed to the Registered Owner of this Note at the address as shown in the Note Register or at such other address furnished in writing by such Registered Owner not less than five (5) business days prior to each payment date or hand- delivered not later than 10:00 o'clock a.m. on the day when due. The final payment due on this Note shall be payable in lawful money of the United -8- States of America upon presentation thereof by the Noteholder at the office of the Note Registrar. At the option of the Registered Owner of this Note, the installments of principal of and interest on this Note may be transferred by electronic transfer of immediately available funds to such owner pursuant to a written agreement between such Registered Owner and the Note Registrar. This Note has been issued for the purpose of paying the costs of the Project as defined in the Ordinance, and of paying expenses incidental thereto, all as described and defined in the ordinance authorizing this Note (the "Ordinance "), pursuant to and in all respects in compliance with the applicable provisions of the Illinois Municipal Code, as supplemented and amended, and the home rule powers of the Village under Section 6 of Article VII of the Illinois Constitution of 1970, and with the Ordinance, which Ordinance has been duly adopted by the President and Board of Trustees of the Village on the 29" day of May 2013, and approved by the President of the Village. This Note is subject to provisions relating to registration, prepayment and transfer; and such other terms and provisions relating to security and payment as are set forth in the Ordinance, to which reference is hereby expressly made, and to all the terms of which the Registered Owner hereof is hereby notified and shall be subject. The Village and the Note 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 Note Registrar shall be affected by any notice to the contrary. It is hereby certified and recited all conditions, acts, and things required by the Constitution and Laws of the State of Illinois to exist or to be done precedent to and in the issuance of this Note, have existed and have been properly done, happened, and been performed in regular and due form and time as required by law; that the indebtedness of the Village, -9- represented by this Note, and including all other indebtedness of the Village, howsoever evidenced or incurred, does not exceed any constitutional or statutory or other lawful limitation; and that provision has been made for the security and payment for this Note. This Note shall not be valid or become obligatory for any purpose until the certificate of authentication hereon shall have been signed by the Note Registrar. INTEREST ON THIS NOTE IS NOT EXCLUDABLE FROM GROSS INCOME FOR FEDERAL INCOME TAX PURPOSES. THE REGISTERED OWNER OF THIS NOTE SHOULD CONSULT FrS TAX ADVISOR WITH RESPECT TO THE INCLUSION OF INTEREST ON THIS NOTE IN GROSS INCOME FOR FEDERAL INCOME TAX PURPOSES. -10- IN WITNESS WHEREOF the Village of Morton Grove, Cook County, Illinois, by its President and Board of Trustees, has caused this Note to be executed by its President and attested by 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. ATTEST: Village Clerk, Village of Morton Grove, Cook County, Illinois [SEAL] Date of Authentication: 2013 CERTIFICATE OF AUTHENTICATION This Note is described in the within - mentioned Ordinance and is the Taxable General Obligation Installment Note, Series 2013, of the Village of Morton Grove, Cook County, Illinois. Treasurer, Village of Morton Grove, Cook County, Illinois, as Note Registrar -11- President, Village of Morton Grove, Cook County, Illinois Note Registrar and Paying Agent: Treasurer, Village of Morton Grove, Cook County, Illinois Ass{GNMENT FOR VALUE RECEIVED, the undersigned sells, assigns and transfers unto (Name and Address of Assignee) the within Note and does hereby irrevocably constitute and appoint as attorney to transfer the said Note 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 Note in every particular, without alteration or enlargement or any change whatever. -12- AMORTIZATION SCHEDULE [late Principal Coupon interest Total P & ,t Bond Balance 05 3 D2013 1.060,000.00 05C31i2014 142 m , 583 00 Q0 � 21-20000 ` 163,783-00 917 417-00 05f31r2015 145,434-00 200% -_ :. .r 19-34934 163J92-34 771 483.00 05!311016 G1 148 00 X43 00% 15-439-66 ` 163.79166 66' 623 640.00 _�._ 05x31!'017 151,310 00' 2-00% 12,472-8D 1637792,90 472330,00 05131)02018 154 33600 2-0M 9.446.60 163 782 60 317,994 ,DD 0513112'019 1577423-00 ti 00% .. 6359.89 163792-99 160571.00 05,3112020 160,571-W 2 -00% 3,211.42 163,782 42 ~ Total 51,060.00tR.40' $86,478 „70, 51,1.46,478.70 [END OF FORM OF NOTE] -13- Section 8. Security; Payment. The obligation to make the payments due under the Note shall be a lawful direct general obligation of the Village payable from the general funds of the Village and such other sources of payment as are otherwise lawfully available. THE VILLAGE DOES NOT INTEND TO IMPOSE THE LEVY OF A SEPARATE TAX IN ADDITION TO OTHER TAXES OF THE VILLAGE OR THE LEVY OF A SPECIAL TAX UNLIMITED AS TO RATE OR AMOUNT TO PAY ANY OF THE AMOUNTS DUE ON THE NOTE, Section 9. Sale of the Note. The Note hereby authorized shall be sold and executed as in this Ordinance provided as soon after passage hereof as may be, and thereupon be deposited with the Treasurer or Finance Director of the Village, and be by said official delivered to the Purchaser, upon payment of the purchase price agreed upon, the same being not less than par. The offer for the sale of the Note to the Purchaser is hereby ratified, approved and confirmed (the "Purchase Contract ', ), it being hereby found and determined the Note has been sold at such price and bears interest at such rate that neither the true interest cost (yield) nor the net interest rate received upon such sale exceed the maximum rate otherwise authorized by Illinois law and that the Purchase Contract is in the best interests of the Village and no person holding any office of the Village, either by election or appointment, is in any manner financially interested directly in his or her own name or indirectly in the name of any other person, association, trust or corporation, in the Purchase Contract. Section 10. Creation of Funds and Appropriations. Funds are established and Note proceeds and other funds of the Village are hereby appropriated as follows: A. Any amounts designated from time -to -time to pay the Note are hereby ordered to be deposited into the "Taxable General Obligation Installment Note, Series 2013, Debt Service Fund" (the "Debt Service Fund "), hereby created, which shall be the fund for the payment of principal of and interest on the Note. -14- B. The principal proceeds of the Note shall be deposited into the "Taxable General Obligation Installment Note, Series 2013, Project Fund" (the "Project Fund "), hereby created. Moneys in such 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. C. Funds on deposit in the Note Fund or Project Fund may be invested at the direction of the Treasurer in any lawful manner. .Section 11. Tax Matters. The Village hereby covenants that it will not take any action, omit to take any action or permit the taking or omission of any action within its control if taking, permitting or omitting to take such action would cause the interest on the Note not to be excluded from the gross income of the owners thereof for federal income tax purposes. Section 12. Pertaining to the Note Registrar. If requested by the Note Registrar, either the President or Treasurer is authorized to execute the Note Registrar's standard form of agreement with respect to the obligations and duties of such parties hereunder. Subject to modification by the express terms of any such agreement, the Note Registrar agrees as follows: A. to act as registrar, authenticating agent, paying agent, and transfer agent as provided herein; B. to maintain a list of the Note owners as set forth herein and to furnish such list to the Village upon request, but otherwise to keep such list confidential to the fullest extent permitted by law; C. to cancel and /or destroy any Note which has been prepaid, paid at maturity or submitted for transfer; and D. to furnish the Village at least annually an audit confirmation of amounts paid, amounts outstanding, and payments made with respect to the Note. The Village Clerk is hereby directed to file a copy of this Ordinance with the Note Registrar. -15- Section 13. Events ofDgtoult and Remedy. Anyone of the following shall constitute an Event of Default under this Ordinance: (a) payment of any annual installment of interest and principal on the Note shall not be made when the same shall become due and payable, or (b) default in the due and punctual performance of any other of the covenants contained in this Ordinance and such default shall continue for thirty (30) days after receipt by the Village of a written notice from the Registered Owner of the Note specifying such default and requiring the same to be remedied; provided, however, if prior to the expiration of such thirty (30) day period the Village institutes action reasonably designed to cure such default, no Event of Default shall be deemed to have occurred upon the expiration of such thirty (30) day period for so long as the Village pursues such curative action with reasonable diligence and provided such curative action can be completed within a reasonable time. Upon any Event of Default, the Registered Owner of the Note may pursue whatever remedies may be available to it under the laws of the State of Illinois. Section 14. Reporting Requirements. The Village shall deliver the following information to the Purchaser on an annual basis during the term of the Note: (a) the audited consolidated financial statements of the Village (audited by an accounting firm deemed acceptable by the Purchaser), within one hundred eight -five (185) days after the last day of the Village's fiscal year; (b) the annual budgets of the Village, within ninety (90) days after the last day of the Village's fiscal year; and (c) any additional documentation reasonably requested by the Purchaser. 16- Section 15. Superseder and Effective Date. All ordinances, resolutions, and orders, or parts thereof, in conflict herewith, are to the extent of such conflict hereby superseded; and this Ordinance shall be in full force and effect immediately upon its passage and approval. PASSED THIS 29"' day of May 2013. Trustee Grear Trustee Kalogerakos Trustee Marcus Trustee Pietron Trustee Thill Trustee Toth APPROVED by me this 29 °i day of May 2013. APPROVED and FILED in my office this 29'h day of May 2013. Ed Ramos, Village Clerk Village of Morton Grove Cook County, Illinois Daniel P. DiMaria, Village President Village of Morton Grove Cook County, Illinois -17- EXTRACT OF MINUTES of the regular public meeting of the President and Board of Trustees of the Village of Morton Grove, Cook County, Illinois, held at the Village Hall, 6101 Capulina Avenue, Morton Grove, Illinois, in said Village, at 7:00 o'clock P.M., on the 29th of May 2013. The meeting was called to order by the President, and upon the roll being called, Daniel P. DiMaria, the President, and the following Trustees were physically present at said location: Bill Grear, Tony Kalogerakos, Sheldon Marcus, John Pietron, John Thill, and Maria Toth. The following Trustees were allowed by a majority of the President and the Board of Trustees in accordance with and to the extent allowed by rules adopted by the President and Board of Trustees to attend the meeting by video or audio conference: None No Trustee was not permitted to attend the meeting by video or audio conference. The following Trustees were absent and did not participate in the meeting in any manner or to any extent whatsoever: None The President and Board of Trustees then considered an ordinance providing for the issuance of a $1,060,000 Taxable General Obligation Installment Note, Series 2013, of the Village to pay for the purchase of certain land within the Village and certain expenses related thereto, and providing for the security for and payment of said note. Thereupon, Trustee presented, the explained, and there was incorporated into the record in full the following ordinance, which was laid before each member of the President and Board of Trustees in words and figures as follows: 338904a,01 04338RD Q9 QZdoc 2208171/,8U54J13 __ _ __ ,. Trustee moved and Trustee seconded the motion to waive the second reading of said ordinance as presented and read by title by the Village Clerk. After a full and complete discussion thereof, the President directed the roll be called for a vote upon the motion to waive the second reading of the ordinance. Upon the roll being called, the following Trustees voted AYE: NAY: ABSENT: Whereupon the President declared the motion carried and the requirement for a second reading of the ordinance waived. Trustee moved and Trustee _ seconded the motion that said ordinance as presented and read by title by the Village Clerk be adopted. After a full and complete discussion thereof, including a public recital of the nature of the matter being considered and such other information as would inform the public of the business being conducted, the President directed that the roll be called for a vote upon the motion to adopt the ordinance. Upon the roll being called, the following Trustees voted AYE: NAY: ABSENT: Whereupon the President declared the motion carried and the ordinance adopted, and henceforth did approve and sign the same in open meeting and did direct the Village Clerk to record the same in full in the records of the President and Board of Trustees of the Village. 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 -2- STATE OF ILLINOIS ) ) SS COUNTY OF COOK ) CERTIFICATION OF MINUTES AND ORDINANCE I, the undersigned, do hereby certify I am the duly qualified and acting Village Clerk of the Village of Morton Grove, Cook County, 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 "Corporate Authorities") thereof. I do further certify the foregoing is a full, true and complete transcript of that portion of the minutes of the meeting of the Corporate Authorities held on the 29th day of May 2013, insofar as the same relates to the adoption of an ordinance entitled: AN ORDINANCE providing for the issuance of a $1,060,000 Taxable General Obligation Installment Note, Series 2013, of the Village of Morton Grove, Cook County, Illinois, to pay for the purchase of certain land within the Village and certain expenses related thereto, and providing for the security for and payment of said note. 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 the deliberations of the Corporate Authorities on the adoption of said ordinance were taken openly; the vote on the adoption of said ordinance was taken openly; said meeting was held at a specified time and place convenient to the public; notice of said meeting was duly given to all newspapers, radio or television stations and other news media requesting such notice; an agenda for said meeting was posted at the location where said meeting was held and at the principal office of the Corporate Authorities on a day other than a Saturday, Sunday or holiday on which governmental entities in the State of Illinois are closed and at least seventy -two (72) hours in advance of the holding of said meeting, that at least one copy of said agenda was continuously available for public review during the entire seventy -two (72) hour period preceding said meeting, that said agenda contained a separate specific item concerning the proposed adoption of said ordinance, a true, correct and complete copy of said agenda as so posted being attached to this Certificate as Exhibit A, said meeting was called and held in strict compliance with the provisions of the Open Meetings Act of the State of Illinois, as amended, and the Illinois Municipal Code, as amended, except as said Act and said Code may be validly superseded by the home rule powers of the Village, and the Corporate Authorities have complied with all of the provisions of said Act and said Code and with all of the procedural rules of the Corporate Authorities in the adoption of said ordinance. IN WITNESS WHEREOF I hereunto affix my official signature and the seal of the Village this 29th day of May 2013. [SEAL] [Village Clerk to Attach Agenda] -2- Village Clerk Chapman and Cutler LLP Attorneys at Law - Focused on Finance' May 15, 2013 Mr. Ryan Horne Village Administrator Village of Morton Grove 6101 Capulina Avenue Morton Grove, Illinois 60053 Lynda K. Given 111 West Monroe Street Partner Chicago, IL 606034080 T 312.845.3814 F 312.516.1814 given @chapman.com Re: Village of Morton Grove, Cook County, Illinois (the "Village") $1,060,000 Taxable General Obligation Installment Note, Series 2013 Dear Ryan: We are pleased to provide an engagement letter for our services as bond counsel for the note in reference (the "Note "). For convenience and clarity, we may refer to the Village in its corporate capacity and to you, the Village officers (including the governing body of the Village) and employees and general and special counsel to the Village, collectively as `you" (or the Possessive "your "). You have advised us that the purpose of the issuance of the Note, briefly stated, is to finance the purchase of certain land within the Village. You are retaining us for the limited purpose of rendering our customary approving legal opinion as described in detail below. A. DESCRIPTION OF SERVICES As Bond Counsel, we will work with you and the following persons and firms: the underwriters or other note purchasers who purchase the Note from the Village (all of whom are referred to as the "Note Purchasers "), counsel for the Note Purchasers, financial advisors, trustee, paying agent and note registrar and their designated counsel (you and all of the foregoing persons or firms, collectively, the "Participants "). We intend to undertake each of the following as necessary: 1. Review relevant Illinois law, including pending legislation and other recent developments, relating to the legal status and powers of the Village or otherwise relating to the issuance of the Note. 2. Obtain information about the Note transaction and the nature and use of the facilities or purposes to be financed (the "Project "). 3391345.01,06,aac Chicago New York Salt Lake City San Francisco Washington, DC 2208171 Chapman and Cutler LLP Mr. Ryan Horne May 15, 2013 Page 2 3. Review the proposed timetable and consult with the Participants as to the issuance of the Note in accordance with the timetable. 4. Prepare or review major Note documents, review the note purchase agreement, if applicable, and, at your request, draft descriptions of the documents which we have drafted. We understand that the Note will be taken up by the Note Purchasers in a private placement and that the Note Purchasers will provide a letter to the effect that they have had sufficient access to financial and other information from the Village to enable them to reach an informed investment decision, that they are experienced investors in obligations of the kind as are the Note and that they have no present intent to distribute or resell the Note. We would expect to participate in the preparation or review of the exact contents of such letter. As Bond Counsel, we assist you in reviewing only those portions of the official statement or any other disclosure document to be disseminated in connection with the sale of the Note involving the description of the Note, the security for the Note (excluding forecasts, projections, estimates or any other financial or economic information in connection therewith) and the description of the federal tax treatment of interest on the Note. 5. Prepare or review all pertinent proceedings to be considered by the governing body of the Village; confirm that the necessary quorum, meeting and notice requirements are contained in the proceedings and draft pertinent excerpts of minutes of the meetings relating to the financing. 6. Attend or host such drafting sessions and other conferences as may be necessary, including a preclosing,if needed, and closing; and prepare and coordinate the distribution and execution of closing documents and certificates, opinions and document transcripts. 7. Render our legal opinion regarding the validity of the Note, the source of payment for the Note and the federal income tax treatment of interest on the Note, which opinion (the "Opinion") will be delivered in written form on the date the Note is exchanged for its purchase price (the "Closing "). The Opinion will be based on facts and law existing as of its date. Please see the discussion below at Part D. Please note that our opinion represents our legal judgment based upon our review of the law and the facts so supplied to us that we deem relevant and is not a guarantee of a result. B. LIMITATIONS; SERVICES WE DO NOT PROVIDE Our duties as Bond Counsel are limited as stated above. Consequently, unless otherwise agreed pursuant to a separate engagement letter, our duties do not include: 1. Giving any advice, opinion or representation as to the financial feasibility or the fiscal prudence of issuing the Note, advice estimating or comparing the relative cost to maturity of the Note depending on various interest rate assumptions, or advice recommending a particular Chapman and Cutler LLP Mr. Ryan Horne May 15, 2013 Page 3 structure as being financially advantageous under prevailing market conditions, or financial advice as to any other aspect of the Note transaction, including, without limitation, the undertaking of the Project, the investment of Note proceeds, the making of any investigation of or the expression of any view as to the creditworthiness of the Village, of the Project or of the Note or the form, content, adequacy or correctness of the financial statements of the Village. We will not offer you financial advice in any capacity beyond that constituting services of a traditionally legal nature. 2. Except as described in Paragraph (A)(4) above, assisting in the preparation or review of an official statement or any other disclosure document with respect to the Note (which may be referred to as the "Official Statement ") or performing an independent investigation to determine the accuracy, completeness or sufficiency of the Official Statement or rendering any advice, view or comfort that the Official Statement does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements contained therein, in light of the circumstances under which they were made, not misleading. Please see our comments below at Paragraphs (D)(5) and (D)(6). 3. Independently establishing the veracity of certifications and representations of you or the other Participants. For example, we will not review the data available on the Electronic Municipal Market Access system website created by the Municipal Securities Rulemaking Board (and commonly known as "EMMA ") to verify the information relating to the Note to be provided by the Note Purchasers, and we will not undertake a review of your website to establish that information contained corresponds to that which you provide independently in your certificates or other transaction documents. 4. Supervising any state, county or local filing of any proceedings held by the governing body of the Village incidental to the Note. 5. Preparing any of the following — blue sky or investment surveys with respect to the Note, state legislative amendments or pursuing test cases or other litigation. 6. Opining on securities laws compliance or as to the continuing disclosure undertaking pertaining to the Note; and, after the execution and delivery of the Note, providing advice as to any Securities and Exchange Commission investigations or concerning any actions necessary to assure compliance with any continuing disclosure undertaking. 7. Any other matter not specifically set forth above in Part A. C. ATTORNEY - CLIENT RELATIONSHIP; REPRESENTATION OF OTHERS Upon execution of this engagement letter, the Village will be our client, and an attomey - client relationship will exist between us. However, our services as Bond Counsel are Chapman and Cutler LLP Mr. Ryan Horne May 15, 2013 Page 4 limited as set forth in this engagement letter, and your execution of this engagement letter will constitute an acknowledgment of those Iimitations, This engagement letter will also serve to give you express written notice that from time to time we represent in a variety of capacities and consult with most underwriters, investment bankers, credit enhancers such as bond insurers or issuers of letters of credit, ratings agencies, investment providers, brokers of financial products, financial advisors, banks and other financial institutions and other persons who participate in the public finance market on a wide ranee of issues. We may represent the Note Purchasers in other matters not related to the Note transaction. Prior to execution of this engagement letter we may have consulted with one or more of such firms regarding the Note including, specifically, the Note Purchasers. We are advising you, and you understand that the Village consents to our representation of it in this matter, notwithstanding such consultations, and even though parties whose interests are or may be adverse to the Village in this transaction are clients in other unrelated matters. Your acceptance of our services constitutes consent to these other engagements. Neither our representation of the Village nor such additional relationships or prior consultations will affect, however, our responsibility to render an objective Opinion. Your consent does not extend to any conflict that is not subject to waiver under applicable Rules of Professional Conduct, or to any matter that involves the assertion of a claim against the Village or the defense of a claim asserted by the Village. In addition, we agree that we will not use any confidential non - public information received from you in connection with this engagement to your material disadvantage in any matter in which we would be adverse to you. Further, this engagement letter will also serve to give you express notice that we represent many other municipalities, school districts, park districts, counties, townships, special districts and units of local government both within and outside of the State of Illinois and also the State itself and various of its agencies and authorities (collectively, the "governmental units "). Most but not all of these representations involve bond or other borrowing transactions. We have assumed that there are no controversies pending to which the Village is a party and is taking any position which is adverse to any other governmental unit, and you agree to advise us promptly if this assumption is incorrect. In such event, we will advise you if the other governmental unit is our client and, if so, determine what actions are appropriate. Such actions could include seeking waivers from both the Village and such other governmental unit or withdrawal from representation. We anticipate that the Village will have its general or special counsel available as needed to provide advocacy in the Note transaction and has had the opportunity to consult with such counsel concerning the conflict consents and other provisions of this letter; and that other Participants will retain such counsel as they deem necessary and appropriate to represent their interests. Chapman and Cutler LLP Mr. Ryan Horne May 1.5, 2013 Page 5 D. OTHER TERMS OF THE ENGAGEMENT; CERTAIN OF YOUR UNDERTAKINGS Please note our understanding with respect to this engagement and your role in connection with the issuance of the Note. I. In rendering the Opinion and in performing any other services hereunder, we will rely upon the certified proceedings and other certifications you and other persons furnish us. Other than as we may determine as appropriate to rendering the Opinion, we are not engaged and will not provide services intended to verify the truth or accuracy of these proceedings or certifications. We do not ordinarily attend meetings of the governing body of the Village at which proceedings related to the Note are discussed or passed unless special circumstances require our attendance. 2. The factual representations contained in those documents which are prepared by us, and the factual representations which may also be contained in any other documents that are furnished to us by you are essential for and provide the basis for our conclusions that there is compliance with State law requirements for the issue and sale of valid obligations. Accordingly, it is important for you to read and understand the documents we provide to you because you will be confirming the truth, accuracy and completeness of matters contained in those documents at the issuance of the Note. 3. If the documents contain incorrect or incomplete factual statements, you must call those to our attention. We are always happy to discuss the content or meaning of the transaction documents with you. Any untruth, inaccuracy or incompleteness may have adverse consequences affecting the adequacy of disclosures made in the Official Statement under the State and Federal securities laws, with resulting potential liability for you. During the course of this engagement, we will further assume and rely on you to provide us with complete and timely information on all developments pertaining to any aspect of the Note and its security. We understand that you will cooperate with us in this regard. 4. You should carefully review all of the representations you are making in the transaction documents. We are available and encourage you to consult with us for explanations as to what is intended in these documents. To the extent that the facts and representations stated in the documents we provide to you appear reasonable to us, and are not corrected by you, we are then relying upon your signed certifications for their truth, accuracy and completeness. 5. Issuing the Note as a "security" under State and Federal securities laws is a serious undertaking. As the issuer of the Note, the Village is obligated under the State and Federal securities laws to disclose all material facts. The Village's lawyers, financial advisers and bankers can assist the Village in fulfilling these duties, but the Village in its corporate capacity, including your knowledge, has the collective knowledge of the facts pertinent to the transaction and the ultimate responsibility for the presentation and disclosure of the relevant information. Chapman and Cutler LLP Mr. Ryan Horne May 15, 2013 Page 6 The documents we prepare are designed so that the Note will comply with the applicable rules, but this means you must fully understand the documents. Accordingly, we want you to ask questions about anything in the documents that is unclear. 6. As noted, the members of the governing body of the Village also have duties under the State and Federal securities laws with respect to these matters and should be knowledgeable as to the underlying factual basis for the note issue size, use of proceeds and related matters. 7. We are also concerned about the adoption by the Village of the gift ban provisions of the State Officials and Employees Ethics Act, any special ethics or gift ban ordinance, resolution, bylaw or code provision, any lobbyist registration ordinance, resolution, bylaw or code provision or any special provision of law or ordinance, resolution, bylaw or code provision relating to disqualification of counsel for any reason. We are aware of the provisions of the State Officials and Employees Ethics Act and will assume that you are aware of these provisions as well and that the Village has adopted proceedings that are only as restrictive as such Act. However, if the Village has stricter provisions than appear in such Act or has adopted such other special ethics or lobbyist provisions, we assume and are relying upon you to advise us of same. E. FEES As is customary, we will bill our fees as Bond Counsel on a transactional basis instead of hourly. Factors which affect our billing include: (a) the amount of the Note; (b) an estimate of the time necessary to do the work; (c) the complexity of the issue (number of parties, timetable, type of financing, legal issues and so forth); (d) recognition of the partially contingent nature of our fee, since it is customary that in the case no financing is ever completed, we render a greatly reduced statement of charges; and (e) a recognition that we carry the time for services rendered on our books until a financing is completed, rather than billing monthly or quarterly. The continuation of this agreement is dependent upon our fee as Bond Counsel being mutually agreeable to you and to us. Based upon our current understanding of the terms, structure, size and schedule of the proposed financing, the duties we will undertake pursuant to this engagement letter, the time we estimate will be necessary to effectuate the transaction and the responsibilities we will assume, we expect that our fee will be $6,000, including all disbursements and non -fee charges. If at any time, we believe that circumstances require an adjustment of our original fee estimate, we will consult with you and prepare an amendment to this engagement letter. Our statement of charges is customarily rendered and paid at Closing, or in some instances upon or shortly after delivery of the note transcripts; we generally do not submit any statement for fees prior to the Closing, except in instances where there is a substantial delay from the expected timetable. In such instances, we reserve the right to present an interim statement of Chapman and Cutler LLP Mr. Ryan Horne May 15, 2013 Page 7 charges. If, for any reason, the Note is not issued or is issued without the rendition of our Opinion as bond counsel, or our services are otherwise terminated, we expect to negotiate with you a mutually agreeable compensation. The undersigned will be the attorney primarily responsible for the firm's services on this Note issue, with assistance as needed from other members of our bond and securities departments. F. END OF ENGAGEMENT AND POST - ENGAGEMENT; RECORDS Our representation of the Village and the attorney - client relationship created by this engagement letter will be concluded upon the issuance of the Note. Nevertheless, subsequent to the Closing, we will prepare and provide the Participants a transcript in a CD -ROM format pertaining to the Note. Please note that you are engaging us as special counsel to provide legal services in connection with a specific matter. After the engagement, changes may occur in the applicable laws or regulations, or interpretations of those laws or regulations by the courts or governmental agencies, that could have an impact on your future rights and Iiabilities. Unless you engage us specifically to provide additional services or advice on issues arising from this matter, we have no continuing obligation to advise you with respect to future legal developments. This will be true even though as a matter of courtesy we may from time to time provide you with information or newsletters about current developments that we think may be of interest to you. While we would be pleased to represent you in the future pursuant to a new engagement agreement, courtesy communications about developments in the law and other matters of mutual interest are not indications that we have considered the individual circumstances that may affect your rights or have undertaken to represent you or provide legal services. At your request, to be made at or prior to Closing, any other papers and property provided by the Village will be promptly returned to you upon receipt of payment for our outstanding fees and client disbursements. All other materials shall thereupon constitute our own files and property, and these materials, including lawyer work product pertaining to the transaction, will be retained or discarded by us at our sole discretion. You also agree with respect to any documents or information relating to our representation of you in any matter which have been lawfully disclosed to the public in any manner, such as by posting on EMMA, your website, newspaper publications, filings with a County Clerk or Recorder or with the Secretary of State, or otherwise, that we are permitted to make such documents or information available to other persons in our reasonable discretion. Such documents might include (without limitation) legal opinions, official statements, resolutions, or like documents as assembled and made public in a governmental securities offering. Chapman and Cutler LLP Mr. Ryan Horne May 15, 2013 Page 8 G. YOUR SIGNATURE REQUIRED If the foregoing terms are acceptable to you, please so indicate by returning the enclosed copy of this engagement letter dated and signed by an authorized officer, retaining the original for your files. We will provide copies of this letter to certain of the Participants to provide them with an understanding of our role. We look forward to working with you. Very truly yours, CHA PMAN AND CUTLER LLP By i Accepted and Approved: Lynda K. Given VILLAGE OF MORTON GROVE, COOK COUNTY, ILLINOIS 8y: Title: Village Administrator Date: May_, 2013 LKG /SL: jmt Enclosure cc: Teresa Hoffman Liston, Esq. Ms. Wendy Flaherty Ms. Allison Wolfe