R-37 - 01/26/1965 - BOND - ResolutionsBaQ t)
Su N BEAM
t2E SEA Rc8
Oak Brook, Illinois
February 10 , 1968
The President and Board of Trustees of the Village of
Oak Brook, Du Page County, Illinois, met in regular session
at the regular meeting place of the Board of Trustees in
Village Ha11, 1200 Oak Brook Rd in the Village of Oak Brook at
eight o'clock P.M. on the 26th day of January ,
1964, with all members of the Board of Trustees present, to wit:
T. A. llohlman , President
Robert Q. Havey Trustee
Fred Hayes Trustee
Edward K. OtBrien Trustee
H. O. Oman, Jr. Trustee
Ill: R. Roseman Trustee
Trustee
Absent: peter H. Dahmlow
There were also present Lorraine E. Fricek Village
Clerk and Richard L. Calkins Village Attorney.
After the minutes of the preceding meeting had been read
and approved, the following resolution being Resolution No. 8,.37
was introduced in written form by Trustee
and after due discussion, pursuant to motion madejby Trustee
Edward K. OtBrien and seconded by Trustee Fred Hayes
was adopted by the following vote, President
T. A, Hohl.man requesting that the Ayes and Nays be
recorded:
I
R--31
Aye: Robert W. Havey
Fsed Mayas
Edward K. O93rien
M. O. oweno Jr.
G. R. Roseman,
2. A. Mohlman
Present but not voting:
Nay: prone
The resolution was thereupon signed by the President,
attested by the-Village Clerk, declared to be effective and is as
follows:
RESOLUTION NU. .:8i.31
w *f tr•x er*
WHEREAS, it is the determination of the President and
Hoard of Trustees of the Village of Oak Brook, Illinois (hereinafter
called the "Village ") that the location of industry in or near the
Village will bring itmnediate and long range advantages to the people
of the Village of Oak Brook, Illinois; and
WHEREAS, an experienced owner and operator of commercial
and industrial electrical appliances and equipment manufacturing
plants is desirous of operating a research facility in or near the
Village of Oak Brook, Illinois, which research facility will employ
approximately 300 persons; and
WHEREAS, some interested citizens of the Village of Oak
Brook, Illinois, propose to organize a non - profit corporation, which
it 1s anticipated will be known as The Industrial Development Corpo-
ration in the Village of Oak Brook, Illinois (the "Corporation "),
for the purpose of acquiring certain lands with a partially or sub-
stantially completed research facility located thereon and completing
the construction of said research facility together with necessary
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appurtenances (hereinafter called the "Industrial Facility ");
and
WHEREAS, there has been presented to the President and
Board of Trustees a copy of the first mortgage bond (hereinafter
called the "Bond "), which such dorporation, when created, proposes
to issue in order to finance the acquisition and construction of such
Industrial Facility, which form is attached hereto as Exhibit A, and the
President and Board of Trusteea� has reviewed such form and find
nothing therein objectionable to the Village;
NOW; THEREFORE; Be It Resolved by the President and Board
of Trustees of the Village of Oak Brook, Illinois, that the formation
of the Non - profit Corporation contemplated as above set forth is
hereby found to be beneficial to said Village for the reasons above
set forth and that the aforesaid form of Bond proposed to be issued
by said Corporation containsnothing objectionable to said Village.
Adopted and approved this 26th day of Jamsary 1$63.
eside
Attest:
(other business not pertinent to the above appears
In the minutes of the meeting.)
Pursuant to motion duly made and carried the meeting of
the President and Board of Trustees was adjourned.
Attest:
��i�aee,use -/
Tillage Olerx
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President
0
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EXHIBIT A TO RESOLUTION
(For( of Series A Bond)
THE INDUSTRIAL DEVELOPMENT CORPORATION IN THE
VILLAGE OF OAK BROOK, ILLINOIS
FIRST MORTGAGE BOBS, SERIES A (SWABEAM CORPORATION)
No.
, . .
$5,000
THE INDUSTRIAL DEVELOPMENT CORPORATION IN THE VILLAGE OF
OAK BROOK, ILLINOIS, a non - profit corporation organised and existing
under and by virtue of the laws of the State of Illinois (hereinafter
called the 'Company "), for value received, hereby promises to pay to
the bearer or, if this Bond be registered as to principal, to the
registered owner hereof, on the let day of 19__, the
principal sum of
FIVE THOUSAND DOLLARS ($5,000)
in such coin or currency of the United States of America as at the
time of payment shall be legal tender for public and private debts
and to pay interest thereon in like coin or currency frm t date
hereof at the rate of per cent )
per annum payable semi -annua y on e da--ya-5–F January y
of each year until payment of such principal sure, or if this Bond
shall be duly called for redemption, until the redemption date. Both
principal of and interest on this Bond are payable at the office of
(hereinafter called the "Trustee ")
of
This Bond is one of a duly authorised issue of Bonds of the
Company known as its "The Industrial Development Corporation in the
Village of Oak Brook, Illinois First Mortgage Bonds, Series A (Sunbeam
Corporation)" (herein called the "Bonds ") in an aggregate principal
amount of Three Million Seven Hundred Fifty Thousand Dollars
($3,750,000). All of said Bonds are issued under and equally and
ratably secured both as to principal and interest by an Indenture
(hereinafter called the "Indenture ") dated as of January 1, 1965,
executed by the Company and
as Trustee (herein referred to as the s ee , to which en ure
and all indentures supplemental thereto reference is hereby made for
a description of the trust estate, the nature and extent of the
security, and a statement of the terms and conditions upon which said
Bonds are issued and secured, the rights of the holders thereof, and
the indebtedness which is equally secured. As provided in said
Indenture. Bonds of other series ranking equally with Series A Bonds
may be•#esued and such Bonds may vary in such manner as is provided
and permitted in the Indenture.
The Company is the owner of certain real property on which
Is being constructed a research facility, which real property and
partially-constructed research facility is located in the Village of
Oak Brook, Illinois and as of the date of the issuance of the Bonds
eras leased'to Sunbeam Corporation. The rental to be paid by Sunbeam
Corporation for the lease of the research facility has been assigned
to the Trustee as further security for the Bonds and such rental is
sufficient to pay the principal and interest on the Bonds as the same
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become due and payable. The real property and research facility
located thereon have been subjected to the lien of the Indenture,
subject, however, to the rights of Sunbeam Corporation under its lease.
As provided in, and to the extent permitted by, the Inden-
ture or any indenture supplemental thereto, the rights and obligations
of the Company and of the holders of the Bonds and coupons may be
modified by the Company by an affirmative vote of the holders of
66 -2/3¢ in principal amount of the Bonds entitled to vote then out-
standing, at a meeting of Bondholders called and held as provided in
the Indenture or with the written consent without a meeting of the
holders of 66 -2/3% in principal amount of the Bonds then outstanding;
provided, however, that no such modification shall effect the reduc-
tion of, or the extension of the stated time of payment of, the prin-
cipal hereof or of the interest hereon or of any premium payable on
the redemption hereof or permit the creation of any lien on the trust
estate prior to or or. a parity with the lien of said Indenture or de-
prive the holder hereof of the lien created by said Indenture on said
properties.
Bonds may be redeemed at the option of the Company or as
otherwise provided in the Indenture, in each case as a whole or in
part in inverse order of their maturities on and on
any interest payment date thereafter at the face amount of the bonds
so to be redeemed accrued interest thereon to the date of redemption
and a premium of i for each Bond so redeemed less $
for each full twelve months period elapsed from the let day of
in to the date of redemption but in no event at less than par
plus accrued interest to the date of redemption.
Bonds are also redeemable at any time under certain circum-
stances as provided for in the Indenture at the face amount of the
Bondsso to be redeemed, accrued interest thereon to the date of re-
demption and without premium.
As provided in the Indenture notice of redemption (unless
waived) shall be given by publication at least once in a newspaper
or journal of general circulation, printed in the English language
and customarily published no less frequently than daily in the City
of Chicago Illinois (such publication to be not lose than 30 nor
more than 60 days before the redemption date). If any bond called
for redemption is registered as to principal, notice of redemption
thereof shall also be mailed not less than 30 nor more than 60 days
before the redemption date, to the registered owner of such bond but
neither failure to mail such notice mr any defect in the notice so
mailed shall affect the sufficiency of the proceedings for redemption.
This Bond may be registered as to principal only on books
of the Company kept by , as Trustee
under the Indenture, upon presentatiun hereof to sa ustee, such
registration to be made on such books and endorsed thereon by said
Trustee, and after such registration no transfer hereof shall be
valid unless made on said books of registration at the request of
the registered owner or his duly authorized attorney and similarly
noted hereon. This Bond may be discharged from registration by like
tranrfar to bearer and thereby transferability by delivery shall be
restored, but this Bond shall again be subject to successive regis-
trations and transfers as before. The principal of this Bond, if
registered, unless registered to bearer, shall be payable only to or
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upon the order of the registered owner or his legal representative.
Notwithstanding the registration of this Bond, the coupons shall
remain payable to bearer and shall continue to be transferable by
delivery. The Bonds are issuable in the denomination of $5,000.
Subject to the provisions for registration included here -
1L: and contained in the Indenture, this Bond and the coupons appur-
tenant hereto shall be negotiable and pass by delivery.
No recourse shall be had for the principal of, or the inter-
est on this Bond, or of any claim based thereon or in respect thereof
or of said Indenture, against any incorporators, officers or directors
as such, past, present or future of the Company, all such liability
being by the acceptance hereof expressly waived and released and being
likewise waived and released by the terms of said Indenture, all as
more fully provided therein.
This Bond shall not be entitled to any benefit under the
Indenture or become valid or obligatory for any purpose until it shall
have been authenticated by the certificate of
as Trustee, endorsed hereon.
IN WITNESS WHEREOF, The Industrial Development Corporation
in the Village of Oak Brook, Illinois has caused this Bond to be duly
executed by its President or Vice President and attested by its
Secretary or Assistant Secretary under its corporate seal or a fac-
simile thereof, and has caused coupons for interest bearing the fac-
simile signature of its Treasurer to be attached hereto as of the
lot day of January, 1965.
ATTEST:
Secretary
(SEAL)
THE INDUSTRIAL DEVELOPMENT CORPORATION
IN THE VILLAGE OF OAK BROOK, ILLINOIS
BY
es en
(Form of Interest Coupon)
On , 19 , THE INDUSTRIAL DEVELOPMENT
CORPORATION IN THE VILLAGE OF OAK BROOK, ILLINOIS; an Illinois non-
profit corporation, will pay to bearer, unless the Bond mentioned
below shall previously have been called for redemption as provided
in the Indenture referred to in said Bond and provision for payment
thereof shall have been duly made, at
_ upon he presentation
an�surreender ereo , e summa
($ ) in any coin or currency or e United states o
Amer ca which at the time of payment is legal tendertbr the payment
of public and private debts, for the semi- annual interest then due
upon its The Industrial Development Corporation in the Village of
Oak Brook, Illinois First Mortgage Bonds, Series A (Sunbeam Corpora-
tion) dated as of the let day of January, 1965s No.
reasurer
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and
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WHEREAS, the Bonds of other series, and coupons to be
attached thereto are to be in substantially the form of the Bonds of
Series A and coupons appertaining thereto, which are hereinbefore
set forth but with such appropriate omissions, insertions, and varia-
tions as are in this Indenture or any indenture supplemental thereto
provided or permitted; and
WHEREAS, the certificates to be printed on all Bonds are to
be substantially in the following form:
(Form of Certificate of Registration)
(Notes There must be no writing in the space below except
by the Trustee.)
Date of Name of Address of Signature
s
(Form of Certificate of Authentication)
This Bond is one of an.issue described in the Indenture
within mentioned.
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as,Trustes
By
Authorized Offcer
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