March 6, 2003 Ordinances

03-O-12

ORDINANCE

Sponsored by

THE HONORABLE JOHN H. STROGER, JR.

PRESIDENT OF THE COOK COUNTY BOARD OF COMMISSIONERS

Co-Sponsored by

THE HONORABLE JERRY BUTLER, FORREST CLAYPOOL, EARLEAN COLLINS,

JOHN P. DALEY, ELIZABETH ANN DOODY GORMAN, GREGG GOSLIN,

CARL R. HANSEN, ROBERTO MALDONADO, JOSEPH MARIO MORENO,

JOAN PATRICIA MURPHY, ANTHONY J. PERAICA, MIKE QUIGLEY,

PETER N. SILVESTRI, DEBORAH SIMS, BOBBIE L. STEELE

AND LARRY SUFFREDIN, COUNTY COMMISSIONERS

AN ORDINANCE authorizing the execution and delivery of an Intergovernmental Cooperation Agreement and certain documents in connection therewith; and related matters.

Whereas, pursuant to Section 6(a) of Article VII of the 1970 Constitution of the State of Illinois, The County of Cook, Illinois, is a political subdivision and a home rule unit of government duly organized and validly existing under the Constitution and the laws of the State of Illinois (the “County”); and

Whereas, pursuant to Section 10 of Article VII of the 1970 Constitution of the State of Illinois and the Intergovernmental Cooperation Act (5 Illinois Compiled Statutes 2000, 220/1 et seq., as supplemented and amended), public agencies may exercise and enjoy with any other public agency in the State of Illinois any power, privilege or authority which may be exercised by such public agency individually, and, accordingly, it is now determined that it is necessary, desirable and in the public interest for the County to enter into an Intergovernmental Cooperation Agreement (the “Cooperation Agreement”) dated as of March 1, 2003, by and among the County and certain other units of local government named therein (the “Units”), to aid in providing an adequate supply of safe, decent and sanitary residential housing for low and moderate income persons and families in such Units (the “Program”); and

Whereas, to provide for the Program, the City of Aurora, Kane, DuPage, Will and Kendall Counties, Illinois, and the City of Springfield, Sangamon County, Illinois, jointly (the “Issuers”), propose to issue, sell and deliver their Collateralized Single Family Mortgage Revenue Bonds, Series 2003 in an aggregate principal amount not to exceed $300,000,000 (the “Bonds”) in one or more series to obtain funds to finance the acquisition of mortgage-backed securities (the “GNMA Securities”) of the Government National Mortgage Association (“GNMA”), evidencing a guarantee by GNMA of timely payment, the acquisition of mortgage-backed securities (the “FNMA Securities”) of the Federal National Mortgage Association (“FNMA”), evidencing a guarantee by FNMA of timely payment, and the acquisition of mortgage-backed securities (the “FHLMC Securities”) of the Federal Home Loan Mortgage Corporation (“FHLMC”), evidencing a guarantee by FHLMC of timely payment, of monthly principal of and interest on certain qualified mortgage loans under the Program (the “Mortgage Loans”), on behalf of the County and the other Units all under and in accordance with the Constitution and the laws of the State of Illinois; and

Whereas, a notice of combined public hearing with respect to the plan of finance of the costs of the Program through the issuance of the Bonds has been published in The Chicago Tribune, a newspaper of general circulation in the County, pursuant to Section 147(f) of the Internal Revenue Code of 1986, as amended (the “Code”), on January 22, 2003, and appropriately designated hearing officers of the City of Aurora, Kane, DuPage, Will and Kendall Counties, Illinois, the City of Champaign, Champaign County, Illinois, the City of East Moline, Rock Island County, Illinois, and The County of St. Clair, Illinois, have conducted said combined public hearing on February 7, 2003; and

Whereas, a form of the Cooperation Agreement has been presented to and is before this meeting.

Now, Therefore, BE IT ORDAINED by the County Board of The County of Cook, Illinois, as follows:

Section 1. That it is the finding and declaration of the County Board of the County that the issuance of the Bonds by the Issuers is advantageous to the County, as set forth in the preamble to this authorizing ordinance, and therefore serves a valid public purpose; that this authorizing ordinance is adopted pursuant to the Constitution and the laws of the State of Illinois, and more particularly Section 6(a) of Article VII of the 1970 Constitution of the State of Illinois, Section 10 of Article VII of the 1970 Constitution of the State of Illinois and the Intergovernmental Cooperation Act; and that, by the adoption of this authorizing ordinance, the County Board of the County hereby approves the issuance of the Bonds for the purposes as provided in the preamble hereto, the text hereof and the notice of public hearing referred to in the preamble hereto, which notice is hereby incorporated herein by reference, and the conduct of the combined public hearing referred to in the preamble hereto, which public approval shall satisfy the provisions of Section 147(f) of the Code.

Section 2. That the form, terms and provisions of the proposed Cooperation Agreement be, and they are hereby, in all respects approved; that the President of the County Board of the County be, and is hereby, authorized, empowered and directed to execute, and the County Clerk of the County be, and is hereby, authorized, empowered and directed to attest and to affix the official seal of the County to, the Cooperation Agreement in the name and on behalf of the County, and thereupon to cause the Cooperation Agreement to be delivered to the other Units; that the Cooperation Agreement is to be in substantially the form presented to and before this meeting and hereby approved or with such changes therein as shall be approved by the officer of the County executing the Cooperation Agreement, his or her execution thereof to constitute conclusive evidence of his or her approval of any and all changes or revisions therein from the form of Cooperation Agreement before this meeting; that from and after the execution and delivery of the Cooperation Agreement, the officers, officials, agents and employees of the County 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 provisions of the Cooperation Agreement as executed; and that the Cooperation Agreement shall constitute and is hereby made a part of this authorizing ordinance, and a copy of the Cooperation Agreement shall be placed in the official records of the County, and shall be available for public inspection at the principal office of the County.

Section 3. That the President of the County Board, the County Clerk and the proper officers, officials, agents and employees of the County are hereby authorized, empowered and directed to do all such acts and things and to execute all such documents and certificates as may be necessary to carry out and comply with the provisions of the Cooperation Agreement and to further the purposes of this authorizing ordinance, including the preamble to this authorizing ordinance.

Section 4. That all acts of the officers, officials, agents and employees of the County heretofore or hereafter taken, which are in conformity with the purposes of this authorizing ordinance and in furtherance of the issuance and sale of the Bonds, be, and the same hereby are, in all respects, ratified, confirmed and approved, including without limitation the publication of the notice of public hearing.

Section 5. That the County hereby ratifies and confirms the transfer of its 2002 unified volume cap in the amount of $4,000,000 to the City of Aurora, Kane, DuPage, Will and Kendall Counties, Illinois, to be carried forward for the issuance of the Bonds that such amount represents the minimum amount of mortgage loans to be made to low and moderate income applicants within the County; and that the County, by adoption of this authorizing ordinance, hereby represents and certifies that such volume cap has not been allocated to any other bond issue or transferred to any other party.

Section 6. That the provisions of this authorizing ordinance are hereby declared to be separable, and if any section, phrase or provision of this authorizing ordinance shall for any reason be declared to be invalid, such declaration shall not affect the validity of the remainder of the sections, phrases and provisions of this authorizing ordinance.

Section 7. That all ordinances, resolutions and orders, or parts thereof, in conflict with the provisions of this authorizing ordinance are, to the extent of such conflict, hereby superseded; and that this authorizing ordinance shall be in full force and effect upon its adoption and approval as provided by law.

Approved and adopted this 6th day of March 2003.

__________________

03-O-13

ORDINANCE

Sponsored by

THE HONORABLE JOHN H. STROGER, JR.

PRESIDENT OF THE COOK COUNTY BOARD OF COMMISSIONERS

Co-Sponsored by

THE HONORABLE PETER N. SILVESTRI AND LARRY SUFFREDIN

COUNTY COMMISSIONERS

WHEREAS, by virtue of Section 6(a) of Article VII of the 1970 Constitution of the State of Illinois, The County of Cook, Illinois (the “County”) is a home rule unit of local government and as such may exercise any power and perform any function pertaining to its government and affairs; and

WHEREAS, by this Ordinance, the Board of Commissioners of the County (the “County Board”) has determined that it is necessary and in the best interests of the County to provide financing to Morton Grove Senior Housing, L.P. (the “Borrower”), an Illinois limited partnership, the general partner of which (the “General Partner”) is Morton Grove Development Corp., to pay a portion of the costs of acquiring, rehabilitating and equipping the Morton Grove Senior Apartments (the “Development”), a multi-family housing development consisting of 56 units located at 9016 Waukegan Road, Morton Grove, Illinois, by issuing a series of tax-exempt revenue bonds and using the proceeds of the sale thereof to purchase fully modified mortgage-backed securities which are guaranteed as to timely payment by the Government National Mortgage Association (“GNMA”), the payment of principal of and interest on which corresponds to payments on a mortgage loan to be made from the County to the Borrower which mortgage loan is insured by the Federal Housing Administration (“FHA”); and

WHEREAS, by this Ordinance, the County Board has determined that it is necessary and in the best interests of the County to borrow money for the purposes set forth above and in evidence of its limited, special obligation to repay that borrowing, to issue its Multi-Family Housing Revenue Bonds (Morton Grove Senior Apartments), Series 2003 (FHA Insured/GNMA) (the “Bonds”), as provided in this Ordinance; and

WHEREAS, in connection with the issuance of the Bonds, the County Board has determined by this Ordinance that it is necessary and in the best interests of the County to enter into (i) a Trust Indenture (the “Indenture”) between the County and a trustee (the “Trustee”) to be selected by the Chief Financial Officer (as defined below) providing for the security for and terms and conditions of the Bonds to be issued, (ii) a Financing Agreement (the “Financing Agreement”) among the County, the Borrower and the Trustee providing for the use of the proceeds of the Bonds to purchase fully modified mortgage backed securities guaranteed by GNMA from Project Funding Corporation, or another entity acceptable to the County and the Borrower (the “GNMA Issuer”), and the corresponding making of a mortgage loan by the GNMA Issuer to the Borrower backing those securities and insured by FHA, all for the purposes described above, (iii) a Bond Purchase Agreement (the “Purchase Agreement”) among the County, the Borrower and the Underwriters (as defined below), providing for the sale of the Bonds and the preparation and circulation of a preliminary official statement for the Bonds (the “Preliminary Official Statement”) and an official statement for the Bonds (the “Official Statement”), (iv) an Arbitrage Compliance Agreement (the “Arbitrage Agreement”) among the County, the Trustee and the Borrower, and (v) a Regulatory Agreement among the County, the Borrower and the Trustee (the “Regulatory Agreement”); and

WHEREAS, it is anticipated that the Borrower will receive certain Section 8 rental subsidy program assistance in connection with the Development through the United States Department of Housing and Urban Development (“HUD”); and

WHEREAS, the Illinois Housing Development Authority (the “Authority”) has ceded to the County for allocation to the Bonds an amount of the Authority’s 2003 volume cap allocation under Section 146 of the Code (as defined below) equal to $1,000,000 (the “IHDA Volume Cap”).

NOW, THEREFORE, BE IT ORDAINED BY THE BOARD OF COMMISSIONERS OF THE COUNTY OF COOK, ILLINOIS, AS FOLLOWS:

Section 1. Incorporation of Recitals. The recitals contained in the preambles to this Ordinance are hereby incorporated into this Ordinance by this reference. All capitalized terms used in this Ordinance, unless otherwise defined herein, shall have the meanings ascribed thereto in the Indenture.

Section 2. Findings and Determinations. The County Board hereby finds and determines that the delegations of authority that are contained in this Ordinance, including the authority to make the specific determinations described in this Ordinance, are necessary and desirable because the County Board cannot itself as advantageously, expeditiously or conveniently exercise such authority and make such specific determinations. Thus, authority is granted to the President of the County Board (the “President”) or the Chief Financial Officer to determine to sell the Bonds and on such terms as and to the extent such officers determine that such sale or sales is desirable and in the best financial interest of the County. As used in this Ordinance, the term “Chief Financial Officer” means the Chief Financial Officer of the County appointed by the President of the County Board or, if there is no such officer then such person as shall be designated by the President.

Section 3. Authorization of Bonds. The issuance of the Bonds in an aggregate principal amount of not to exceed Five Million Dollars ($5,000,000) is hereby authorized. The aggregate principal amount of the Bonds to be issued shall be as set forth in the related notification of sale referred to below.

The Bonds shall contain a provision that they are issued under authority of this Ordinance. The Bonds shall not mature later than December 1, 2044. The Bonds shall bear interest at a rate not to exceed ten percent (10%), payable on the interest payment date(s) as set forth in the Indenture and in the related notification of sale. The Bonds shall be dated, shall be subject to redemption prior to maturity, shall be payable in such places and in such manner and shall have such other details and provisions as prescribed by the Indenture, the form of the Bonds therein and the related notification of sale.

The provisions for execution, signatures, authentication, payment and prepayment, with respect to the Bonds shall be as set forth in the Indenture and the form of the Bonds therein.

Each of the President and the Chief Financial Officer is hereby authorized to execute and deliver the Indenture on behalf of the County, such Indenture to be in substantially the form submitted herewith as Exhibit A and made a part hereof and hereby approved with such changes therein as shall be approved by the President or the Chief Financial Officer executing the same.

Each of the President and the Chief Financial Officer is hereby authorized to act as an authorized officer (each an “Authorized Officer”) of the County for the purposes provided in the Indenture.

Each of the President and the Chief Financial Officer is hereby authorized to execute and deliver the Financing Agreement on behalf of the County, such Financing Agreement to be in substantially the form submitted herewith as Exhibit B and made a part hereof and hereby approved with such changes therein as shall be approved by the President or the Chief Financial Officer executing the same.

Each of the President and the Chief Financial Officer is hereby authorized to execute and deliver the Regulatory Agreement on behalf of the County, such Regulatory Agreement to be in substantially the form submitted herewith as Exhibit C and made a part hereof and hereby approved with such changes therein as shall be approved by the President or the Chief Financial Officer executing the same.

Each of the President and the Chief Financial Officer is each hereby authorized to execute and deliver an Arbitrage Agreement on behalf of the County, in substantially the form of tax agreements used in previous issuances of tax-exempt bonds pursuant to programs similar to the Bonds, with appropriate revisions to reflect the terms and provisions of the Bonds and the applicable provisions of the Internal Revenue Code of 1986, as amended, and the regulations promulgated thereunder (the “Code”), and with such other revisions in text as the President or the Chief Financial Officer executing the same shall determine are necessary or desirable in connection with the exclusion from gross income for federal income tax purposes of interest on the Bonds. The execution of the Arbitrage Agreement by the President or the Chief Financial Officer shall be deemed conclusive evidence of the approval of the County Board to the terms provided in the Arbitrage Agreement.

Section 4. Security for the Bonds. The Bonds shall be limited obligations of the County, payable solely from all right, title and interest of the County in the GNMA mortgage backed securities purchased pursuant to the Financing Agreement, all right, title and interest of the County (other than certain reserved rights of the County as described in the Indenture) in the Financing Agreement, the proceeds of the Bonds and income from the temporary investment thereof, as provided in the Indenture. In order to secure the payment of the principal of, premium, if any, and interest on the Bonds, such rights, proceeds and investment income are hereby pledged to the extent and for the purposes as provided in the Indenture and are hereby appropriated for the purposes set forth in the Indenture. Nothing contained in this Ordinance shall limit or restrict the subordination of the pledge of such rights, proceeds and investment income as set forth in the Indenture to the payment of any other obligations of the County enjoying a lien or claim on such rights, proceeds and investment income as of the date of issuance of the Bonds, all as shall be determined by the Chief Financial Officer at the time of the sale of the Bonds. The Indenture shall set forth such covenants with respect to the application of such rights, proceeds and investment income as shall be deemed necessary by the Chief Financial Officer in connection with the sale of the Bonds.

Section 5. Sale and Delivery of Bonds. The Bonds shall be sold and delivered to, or upon the direction of, one or more underwriters (the “Underwriters”) to be selected by the Chief Financial Officer, subject to the terms and conditions of the Purchase Agreement. The Chief Financial Officer is authorized to execute and deliver the Purchase Agreement on behalf of the County such Purchase Agreement to be in substantially the form submitted herewith as Exhibit D and made a part hereof and hereby approved with such changes therein as shall be approved by the Chief Financial Officer. The distribution of the Preliminary Official Statement and the Official Statement to prospective purchasers of the Bonds and the use thereof by the Underwriters in connection with the offering and sale of the Bonds are hereby authorized, provided that the County shall not be responsible for the content of the Preliminary Official Statement or the Official Statement except as specifically provided in the Purchase Agreement executed by the Chief Financial Officer. The compensation paid to the Underwriters in connection with the sale of the Bonds shall not exceed three percent (3%) of their aggregate principal amount. In connection with the offer and delivery of the Bonds, the Chief Financial Officer, and such other officers of the County as may be necessary, are authorized to execute and deliver such instruments and documents as may be necessary to implement the transaction and to effect the issuance and delivery of the Bonds. Any limitation on the amount of Bonds issued pursuant to this Ordinance as set forth herein shall be exclusive of any original issue discount or premium.

Section 6. Bond Order. Subsequent to the sale of the Bonds the Chief Financial Officer shall file in the Office of the County Clerk a bond order for the Bonds directed to the County Board setting forth (i) the aggregate original principal amount of, maturity schedule and redemption provisions for the Bonds sold, (ii) the identity of the Trustee, (iii) the identity of the GNMA Issuer, (iv) the interest rates on the Bonds, (v) the identity of the Underwriters and (vi) the compensation paid to the Underwriters in connection with such sale. There shall be attached to such notification the final form of the Indenture.

Section 7. Use of Proceeds. The proceeds from the sale of the Bonds shall be deposited as provided in the Indenture and used for the purposes set forth in the second paragraph of the recitals of this Ordinance.

Section 8. Declaration of Official Intent. A portion of the cost of the acquisition, rehabilitation and equipping of the Development which the County intends to finance with the proceeds of the Bonds may have been paid from available monies of the Borrower prior to the date of this Ordinance. It is the intention of the County to utilize a portion of the proceeds of the Bonds to reimburse such expenditures (if any) which have been or will be made for those costs, to the extent allowed by the Code. It is necessary and in the best interests of the County to declare its official intent under Section 1.150-2 of the Treasury Regulations promulgated under the Code so to utilize those Bond proceeds.

Section 9. Additional Authorization. The President, the Chief Financial Officer, and any other officer of the County designated by the President or Chief Financial Officer are each hereby authorized to execute and deliver such other documents and agreements and perform such other acts as may be necessary or desirable in connection with the Bonds, including, but not limited to, the exercise following the delivery date of the Bonds of any power or authority delegated to such official under this Ordinance with respect to the Bonds upon original issuance, but subject to any limitations on or restrictions of such power or authority as herein set forth.

Section 10. Volume Cap. The County Board allocates to the Bonds an amount of the County’s 2002 volume cap allocation under Section 146 of the Code equal to $4,000,000. The County filed with the Internal Revenue Service a carry forward election with respect to such volume cap allocation prior to February 15, 2003.

Section 11. Severability. If any provision of this Ordinance shall be held to be invalid or unenforceable for any reason, the invalidity or unenforceability of such provision shall not affect any of the remaining provisions of this Ordinance.

Section 12. Administrative Fees. The County is hereby authorized to charge an administrative fee or fees in connection with the issuance of the Bonds, which shall be collected under such terms and conditions as determined by the Chief Financial Officer and which shall be in an amount as determined by the Chief Financial Officer but not to exceed the maximum amount permitted under the Section 148 of the Code to avoid characterization of the Bonds as “arbitrage bonds” as defined in such Section 148. Such administrative fee or fees shall be used by the County for administrative expenses and other housing activities.

Section 13. Complete Authority; Inconsistent Provisions. This Ordinance shall constitute complete authority for the issuance of the Bonds. All ordinances, resolutions, motions or orders in conflict with this Ordinance are hereby repealed to the extent of such conflict.

Section 14. No Impairment. No provision of the Code or violation of any provision of the Municipal Code shall be deemed to impair the validity of this Ordinance or the instruments authorized by this Ordinance or to impair the rights of the owners of the Bonds to receive payment of the principal of, premium, if any, or interest on the Bonds or to impair the security for the Bonds; provided further, however, that the foregoing shall not be deemed to affect the availability of any other remedy or penalty for any violation of any provision under the Municipal Code.

Section 15. Filing with County Clerk. A copy of this Ordinance shall be filed in the Office of the County Clerk and shall be made available for public inspection in the manner required by law.

Section 16. Effective Date. This ordinance shall be in full force and effect immediately upon its passage and approval.

Approved and adopted this 6th day of March 2003.