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R-601 - 10/26/1993 - WATER - Resolutions • �© A Gr-C.MAR79II CW$TMR CO**W, WAiWER OW C6XTA9 J Pft*4s�*S RESOLUTION 93-DWC-R-601 A RESOLUTION APPROVING A WAIVER OF CERTAIN VROVISIOWS OF THE CHARTER CUSTOMER CONTRACT WITH THE DUPAGE WATER COMMISSION WHEREAS, the DuPage Water Commission (the "Commission") and the Village of Oak Brook (the "Customer") entered into that certain Water Purchase and Sale Contract dated as of June 11, 1986 ("Charter Customer Contract"); and WHEREAS, the Charter Customer Contract provides that the Commission may not contract to supply Lake Michigan water on a long-term basis to any customer other than a Lake Michigan water supplier or a Charter Customer, as defined in the Charter Customer Contract, except pursuant to a Subsequent Contract, as defined in the Charter Customer Contract; and WABREAS, pursuant to the Charter Customer Contract, no Subsequent Contract may provide rates, charges or terms lower or more favorable to the Subsequent Customer, as defined in the Vharter Customer Contract, than those provided in the Charter Customer Contract for Charter Customers; and WHEREAS, Subsequent Contracts with any of the units of local government who were eligible to become Charter Customers of the Commission, as set forth in Section 24 of the Charter customer Contract, but which did not do so are subject to the additional requirements set forth in Subsection 12(c) of the Charter Customer Contract, including the assessment of an equitable and lawful differential rate, to be determined by the Commission based upon the factors and the procedures set forth in Subsection 12(c) of the Charter Customer Contract; and WHEREviS, the Commission developed a pricing methodology for Subsequent Contracts that is based upon the factors set forth in, and meets the requirements of, said Subsection 12(c) without the need for engaging the services of an independent consulting engineer, an independent financial consultant and a competent attorney pursuant to the procedures set forth in Subsection 12(c) of the Charter Customer Contract; and WHEREAS, the Commission has requested that all Charter Customers waive the procedures set forth in Subsection 12(c) for determining the equitable and lawful differential rate to be charged to those Subsequent Customers who were eligible to join the Commission as Charter Customers but which did not do so; NOW, THEREFORE, BE IT RESOLVED BY THE PRESIDENT AND BOARD OF TRUSTEES OF THE VILLAGE OF OAR BROOK, DU PAGE AND COOK COUNTIES, ILLINOIS as follows: Section 1s Recitals. The foregoing recitals are hereby incorporated herein as if fully set forth. Section 2s AMroval of Waiver. The requirements for, and the f. i Resolution 93-DWC-4601 Approving a Waiver of Certain Provisions of the Charter Customer Contract with the DuPage Water Commission Page 2 procedures for the selection of, an independent consulting engineer, an independent financial consultant, and a competent attorney to make recommendations with respect to the equitable and lawful differential rote to be charged and the allocation of the benefit thereof, as set forth in Subsection 12(c) of the Charter Customer Contract, shall be and they hereby are waived, on behalf of the Village of Oak Brook; provided, however, that the waiver herein provided shall be of no force or effect unless and until (i) all of the other Charter Customers of the Commission shall have similarly agreed to the waiver, in form substantially the same as this Resolution, and (ii) Chapman and Cutler shall have rendered its approving opinion that the waiver provided in-this Section Two does not affect the rights and interests of the holders of tha Commission's Revenue Bonds nor violates the Commission's Bond Resolutions or Ordinance. Section_ 3: Withdrawal of Waiver. The waiver provided in Section Two of this Resolution may be withdrawn at any time, provided that a request in writing for the withdrawal of such waiver is filed with the Commission. Any such request for withdrawal shall be effective only for those units of local government who were eligible to become Charter Customers of the Commission but which did not do so and which have not, as of the date of receipt of the request for withdrawal, executed a Subsequent Contract with the Commission. Unless withdrawn in the manner herein specified, the waiver provided in Section Two of this Resolution shall remain in full force and effect. Section 4. Charter Customer Contract in Full Force and Effect. Except as herein waived, all of the terms, provisions and conditions of the Charter Customer Contract shall remain in full force and effect. Section S. Effective Date. This Resolution shall be in full force and effect from and after its passage and approval as provided by law; provided, however, that this Resolution shall be of no force or effect unless and until the conditions precedent set forth in Section Two above shall have been satisfied. PASSED AND APPROVED this 26th day of October, 1993, by the President and Board of Trustees of the Village of Oak Brook, DuPage and Cook Counties, Illinois, according to a roll call vote as follows: Ayes: Trustees Bartecki, Mclnernev Pavovich, Shumate and Skinner Nays: Nnnp Absent: Trustee Kenny Abstain: None l 'I 0 0 l Resolution 93-DWC-8-601 Approving a Waiver of Certain Provisions of the Charter Customer Contract with the DuPage Water Commission Page 3 V llage President? ii �i ATT83T: Village Clerk r - ..Jl Y