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Ordinance 2003-15 ORDINANCE No 1Op3•► S AN ORDINANCE authorizing the execution and delivery of an Intergovernmental Cooperation Agreement and certain documents in connection therewith; and related matters. WHEREAS, the United City of Yorkville, Kendall County, Illinois, is a municipality duly organized and validly existing under the Constitution and the laws of the State of Illinois (the "Municipality"); and WHEREAS, pursuant to the Constitution and the laws of the State of Illinois, and particularly 65 Illinois Compiled Statutes 2002, 5/11-74.5-1 et seq., as supplemented and amended (the "Act"), the Municipality is authorized to issue its revenue bonds in order to aid in providing an adequate supply of safe, decent and sanitary residential housing for low and moderate income persons and families within the Municipality, which such persons and families can afford, which constitutes a valid public purpose for the issuance of revenue bonds by the Municipality; and WHEREAS, the Municipality, has now determined that it is necessary, desirable and in the public interest to issue revenue bonds to provide an adequate supply of safe, decent and sanitary residential housing for low and moderate income persons and families within the Municipality, which such persons and families can afford; 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 2002, 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 pursuant to the Act, one or more municipalities (whether or not any of them are home rule units) may join together or cooperate with one another in the exercise, either jointly or otherwise, of any one or more of the powers conferred by the Act or other enabling acts or powers pursuant to a written agreement, and, accordingly, it is now determined that it is necessary, desirable and in the public interest for the Municipality to enter into an Intergovernmental Cooperation Agreement (the "Cooperation Agreement") dated as of March 1, 2003, by and among the Municipality and certain other units of local government named therein (the "Units"), to provide for the joint issuance of such revenue bonds to aid in providing an adequate supply of residential housing 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 Municipality 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 The Beacon News, a newspaper of general circulation in the Municipality, 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 -2- 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 City Council of the United City of Yorkville, Kendall County, Illinois, as follows: Section 1. That it is the finding and declaration of the City Council of the Municipality that the issuance of the Bonds by the Issuers is advantageous to the Municipality, 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 the Act, Section 10 of Article VII of the 1970 Constitution of the State of Illinois and the Intergovernmental Cooperation Act; that the determination and definition of "maximum home value," "minimum home value," "persons of low and moderate income" and the other standards required by the Act are set forth in the origination and servicing agreement referred to in the Cooperation Agreement; and that,by the adoption of this authorizing ordinance, the City Council of the Municipality 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 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 Mayor of the Municipality be, and is hereby, authorized, empowered and directed to execute, and the City Clerk of the Municipality be, and is hereby, authorized, empowered and directed to attest and to affix the -3- official seal of the Municipality to, the Cooperation Agreement in the name and on behalf of the Municipality, 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 Municipality 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 Municipality 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 Municipality, and shall be available for public inspection at the principal office of the Municipality. Section 3. That the Mayor, the City Clerk and the proper officers, officials, agents and employees of the Municipality 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 and intent 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 Municipality heretofore or hereafter taken, which are in conformity with the purposes and intent 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. -4- Section 5. That the Municipality hereby allocates all unified volume cap received or to be received by the Municipality from the Office of the Governor of the State of Illinois, if any, pursuant to the request made by the Municipality on January 2, 2003, to the issuance of the Bonds; and that the Municipality, by the adoption of this authorizing ordinance, hereby represents and certifies that such volume cap has not been allocated to any other bond issue or transferred back to the Office of the Governor or otherwise. Section 6. That after the Cooperation Agreement is executed by the Municipality, this authorizing ordinance shall be and remain irrepealable until the Bonds and the interest thereon shall have been fully paid, cancelled and discharged. Section 7. 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 8. 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. -5- Presented, passed, approved and recorded by the City Council of the United City of Yorkville, Kendall County, Illinois,this '1 lth day of February, 2003. Approved: Mayor [SEAL] Attest: Cit lerk Ayes: Nays: Absent or Not Voting: -6- Council Member moved, and Council Member seconded the motion, that said ordinance as presented and read by the City Clerk be adopted. After a full discussion thereof, the Mayor directed that the roll be called for a vote upon the motion to adopt said ordinance, as read. Upon the roll being called, the following members of the City Council voted: AYE: \ '. NAY: ABSENT OR NOT VOTING: Whereupon the Mayor declared the motion carried and said ordinance adopted, and hereforth did approve and sign the same in open meeting, and did direct the City Clerk to record the same in full in the records of the City Council of the United City of Yorkville, Kendall County, Illinois. (Other Business) Upon motion duly made and seconded, the meeting was adjourned. [SEAL] City Clerk STATE OF ILLINOIS ) ) SS. COUNTY OF KENDALL ) I, the undersigned, do hereby certify that I am the duly qualified and acting City Clerk of the United City of Yorkville, Kendall County, Illinois, and as such officer I am the keeper of the records and files of the City Council of said City. I do further certify that the foregoing constitutes a full, true and complete transcript of the minutes of the legally convened meeting of said City Council of said City held on the 11th day of February, 2003, insofar as same related to the adoption of an ordinance entitled: AN ORDINANCE authorizing the execution and delivery of an Intergovernmental Cooperation Agreement and certain documents in connection therewith; and related matters. a true, correct and complete copy of which said ordinance as adopted at the same meeting appears in the foregoing transcript of the minutes of said meeting. I do hereby further certify that the deliberations of the City Council of said City on the adoption of said ordinance were taken openly; that the vote on the adoption of said ordinance was taken openly; that said meeting was called and held at a specified time and place convenient to the public; that notice of said meeting was duly given to all the news media requesting such notice; that an agenda for said meeting was posted at the location where said meeting was held and at the principal office of the City Council of said City at least forty-eight (48) hours in advance of the holding of said meeting; that said agenda contained a separate specific item concerning said ordinance; and that said meeting was called and held in strict accordance with the provisions of the Open Meetings Act of the State of Illinois, as amended, and with the provisions of the Illinois Municipal Code, as amended, and that said City Council has complied with all of the applicable provisions of said Act and said Code and its procedural rules in the adoption of said ordinance. IN WITNESS WHEREOF, I have hereunto affixed my official signature and the seal of said City, this day o , 2003. City Clerk, United City of Yorkville, Kendall County, Illinois [SEAL] MINUTES of a regular public meeting of the City Council of the United City of Yorkville, Kendall County, Illinois, held at the City Hall, located at 800 Game Farm Road, Yorkville, Illinois, at 7:00 o'clock, P.M., on the 1 Ith day of February, 2003. The Mayor called the meeting to order, and directed the City Clerk to call the roll. Upon the roll being called, the Mayor and the following members of the City Council answered present: r_ The following members of the City Council were absent: 1 � (Other Business) Dire L presented, and the City Clerk read in full, the following ordinance: 1 First Time Homebuyers 2003.doc 2102945 Tax-Exempt—Non-Home Rule MINUTES OF THE REGULAR MEETING OF THE CITY COUNCIL OF THE UNITED CITY OF YORKVILLE,KENDALL COUNTY,ILLINOIS,HELD IN THE CITY COUNCIL CHAMBERS 800 GAME FARM ROAD ON TUESDAY FEBRUARY 11 2003: Alderwoman Spears called the meeting to order at 7:00 P.M and led the Council in the Pledge of AWRO'VED BY Allegiance. C;ITy COUNCIL City Clerk Milschewski explained that due to the death in his family Mayor Prochaska was ON unable to attend the meeting and she requested a motion to appoint Alderwoman Spears as Mayor pro tem. So moved by Alderman Kot;seconded by Alderman Sticka. Motion approved by a roll call vote. Ayes-4 Nays-0 Anderson-aye,Besco-aye,Kot-aye,Sticka-aye ROLL CALL Clerk Milschewski called the roll. Ward I James Absent Sticka Present Ward 11 Burd Absent Kot Present Ward III Anderson Present Munns Absent Ward IV Besco Present Spears Present(Mayor pro tem) Also present: City Clerk Milschewski,City Treasurer Allen,City Administrator Graff,City Attorney Kramer,Police Chief Martin,Finance Director Pleckham,Director of Public Works Dhuse,and Executive Director of Parks&Recreation Brown QUORUM A quorum was established. INTRODUCTION OF GUESTS Mayor pro tem Spears welcomed guests and asked those present to enter their name on the attendance sheet provided. AMENDMENTS TO THE AGENDA City Treasurer Allen requested that the December 2002 Treasurer Report be added to the agenda. He stated that he turned in the report too late on Friday,February 7,2003 to make the agenda. Mayor pro tem Spears tabled Mayor Prochaska's report until the next City Council meeting. Alderman Sticka noted that Item#1 (Kylyn's Ridge final plat)under the Economic Development Committee report was being tabled because the engineering review had not been completed. Alderman Anderson noted that Item#1 under the Public Safety Committee report should be under the Public Works Committee report. COMMITTEE MEETING DATES Public Works Committee 6:30 P.M.,Monday,February 24,2003 City of Yorkville Conference Room 800 Game Farm Road Economic Development Committee 7:00 P.M.,Thursday,February 20,2003 City of Yorkville Conference Room 800 Game Farm Road Administration Committee 6:30 P.M.,Thursday,February 13,2003 City of Yorkville Conference Room 800 Game Farm Road Public Safety Committee 6:30 P.M.,Thursday February 27,2003 City of Yorkville Conference Room 800 Game Farm Road PRESENTATION None. The Minutes of the Regular Meeting of the City Council-February 11,2003-page 2 CITIZEN COMMENTS None. PUBLIC HEARINGS None. CONSENT AGENDA 1. Minutes for Approval a. Minutes from the City Council Meeting of January 28,2003 b. Minutes from the Committee of the Whole Meeting of October 1,2002 2. Ordinance 2003-13 Ordinance Revising Membership of Park&Recreation Board 3. Monthly Police Reports for November and December 2002 4. Ordinance 2003-14 Ordinance Amending Dog Ordinance 5. Sunflower Estates Unit 3—Bond Reduction#3 6. Yorkville Business Center Units 2&3—Bond Reduction 7. Water Reports for December 2002 A motion was made by Alderman Anderson to approve the consent agenda as presented; seconded by Alderman Sticka. Motion approved by a roll call vote. Ayes-5 Nays-0 Kot-aye,Spears-aye,Sticka-aye,Anderson-aye,Besco-aye PLANNING COMMISSION/ZONING BOARD OF APPEAL No report. BILLS FOR APPROVAL A motion was made by Alderman Anderson to approve the paying of the bills listed on the Vendor Invoice Register#235 dated February 7,2003: checks in the amount of$301,281.44 (vendor),$102,957.78(payroll period ending 1/25/03),for a total of$404,239.22:seconded by Alderman Besco. Motion approved by a roll call vote. Ayes-5 Nays-0 Besco-aye,Kot-aye,Sticka-aye,Anderson-aye,Spears-aye City Attorney Kramer noted that due to Illinois law,if one half or less of a Council is present to vote,the mayor is required to vote. REPORTS MAYOR'S REPORT No report. ATTORNEY'S REPORT No report. CITY CLERK'S REPORT No report. CITY TREASURER'S REPORT City Treasurer Allen requested a motion for the approval of the monthly Treasurer's Report for December 2002 as presented. So moved by Alderman Anderson;seconded by Alderman Sticka. Motion approved by a roll call vote. Ayes-5 Nays-0 Spears-aye,Sticka-aye,Anderson-aye,Besco-aye,Kot-aye Treasurer Allen expressed his family's condolences to the Prochaska family. CITY ADMINISTATOR'S REPORT Administrator Graff reported that the Big Brothers/Big Sisters would be having their annual fund raiser-bowling event on March 4,2003 at Fox River Lanes. He stated that Mayor Prochaska has received a challenge from both Oswego and Plano.He stated that if anyone was interested in bowling as the Mayor's team members,please contact Mayor Prochaska. The times for bowling are 4:00,5:00,6:00 or 7:00 p.m.and he'd like to know what time is preferable. The Minutes of the Reeular Meeting of the City Council-February 11,2003-page 3 Mayor pro tem noted that her daughter Cherese Spears was bowling in her place and was looking for pledges. FINANCE DIRECTOR'S REPORT (Ordinance)2003-15 Single-Family Morteaee Revenue Bond Finance Director Traci Pleckham requested a motion to approve an ordinance authorizing the execution and delivery of an Intergovernmental Cooperation Agreement and certain documents in connection therewith;and related matters and to authorize the Mayor and City Clerk to execute all documents. Attorney Kramer noted that this was a follow up ordinance to the bonding for the First Time Home Buyers Program that allows all the intergovernmental agencies signing the agreement to participate in the program. So moved by Alderman Sticka;seconded by Alderman Anderson. Motion approved by a roll call vote. Ayes-5 Nays-0 Besco-aye,Kot-aye,Spears-aye,Sticka-aye,Anderson-aye DIRECTOR OF PUBLIC WORKS REPORT No report. CHIEF OF POLICE REPORT No report. EXECUTIVE DIRECTOR OF PARKS&RECREATION No report. Mayor pro tem Spears asked the status on the grant for open space that Director Brown applied for. Ms.Brown indicated that the city should hear something in about two weeks because the Governor is now reviewing grants. COMMUNITY&LIAISON REPORT No report. COMMITTEE REPORTS PUBLIC WORKS COMMITTEE REPORT Revised Engineerine Agreements with EEI For Water Improvements A motion was made by Alderman Kot to approve the revised Professional Engineering Services Agreement with Engineering Enterprises,Inc.for the Water Improvement Project,not to exceed $1,750,000.00 and to authorize the Mayor and City Clerk to execute the document;seconded by Alderman Besco. Alderman Kot commented that the City has moved from the lime softening to cation exchange to remove the radium. This change along with the south pressure zone and well#7 engineering is still saving the City approximately$235,000.00. Motion approved by a roll call vote. Ayes-5 Nays-0 Kot-aye,Spears-aye Sticka-aye,AnOrson-aye,Besco-aye Truck Order A motion was made by Alderman Kot to approve the request to order an International Single Axle Dump Truck with equipment from Prairie International not to exceed$80,000.00;seconded by Alderman Besco. Alderman Kot clarified that this truck is a state purchase and the City is trying to get a head start so that it gets its equipment in time for next winter. Motion approved by a roll call vote. Ayes-5 Nays-k Kot-aye,Spears-aye,Sticka-aye,Anderson-aye,Besco-aye The Minutes of the Regular Meeting of the City Council-February 11,2003-page 4 (Ordinance)2003-16 Vacating Utility Easement on Lot 1,Block 2 in Fox Industrial Park Unit 1 A motion was made by Alderman Kot to approve a ten foot utility easement located in Lot 1, Block 2 in Fox Industrial Park Unit 1 and the creation of a ten foot water easement,detention easement and ten foot utility easement as displayed on the plat:seconded by Alderman Sticka. Administrator Graff commented on the cross access agreement. Attorney Kramer noted that there is a cross access easement which is a totally private road affecting three separate parcels. Two parcels have closed and the owners have signed the easement and when the third closes the third owner will sign and it will be recorded. The City will have no liability to the road;it will be privately maintained. Motion approved by a roll call vote. Ayes-5 Nays-0 Kot-aye,Spears-aye, Sticka-aye,Anderson-aye,Besco-aye Hydraulic Street Sanitary Sewer Engineering Services A motion was made by Alderman Kot to approve the Professional Services Agreement with Walter E.Deuchler Associates,Inc.for design services and construction guidance of the Hydraulic Street Sanitary Sewer Interceptor Project,not to exceed$405,000.00 and to authorize the Mayor and City Clerk to execute the agreement upon receiving the funds from Wyndham Deerpoint and Wiseman Hughes as stated in their annexation agreements;seconded by Alderman Sticka. Alderman Kot noted that the funds for the services will be coming from the developers so nothing will happen until they are received. Administrator Graff noted that the developers have been notified and have indicated that the funds should be deposited in the next ten days. Motion approved by a roll call vote. Ayes-5 Nays-0 Spears-aye,Sticka-aye,Anderson-aye,Besco-aye,Kot-aye ECONOMIC DEVELOPMENT COMMITTEE REPORT PC 2002-12-Kvlyn's Ridge Final Plat A motion was made by Alderman Sticka to table PC 2002-12 Kylyn's Ridge Final Plat;seconded by Alderman Besco. Motion approved by a viva voce vote. Facade Program Disbursement Renuests A motion was made by Alderman Sticka to approve the Facade Program Disbursements in the amount of$8,056.20 and$1,850.00 as recommended by the Facade Committee;seconded by Alderman Besco. Motion approved by a roll call vote. Ayes-5 Nays-0 Sticka-aye,Anderson-aye,Besco-aye,Kot-aye, Spears-aye PUBLIC SAFETY COMMITTEE REPORT Alderman Anderson noted that this item came out of the Public Works Committee and he had noted earlier that it should be moved to the Public Works Committee Report. Alderman Kot stated that he asked about this item before the meeting and because the Human Resource Committee(HRC)comes out of the Public Safety Committee,it was placed under that report. Alderman Anderson noted that this item has never been discussed by the Public Safety Committee. Administrator Graff commented that the HRC liaison was the Public Safety Committee. Alderman Anderson stated he would make the motion. Human Resource Committee Historical Street Name List A motion was made by Alderman Anderson to approve the Historical Street Name List as recommended by the Human Resource Commission;seconded by Alderman Besco. Alderman Kot noted that this item had been discussed at length at the Committee of the Whole meeting. He stated that everyone on the list deserved to be on it and he felt that it was another issue if the Council thought for future purposes that individuals holding public office should or should not be considered for the list. He stated that the HRC developed the list at the Council's direction and the criteria could be modified at a later date The Minutes of the Regular Meeting of the City Council-February 11,2003-page 5 Alderman Sticka commented that he brought up the discussion on the criteria and agreed with Alderman Kot that the criteria should be reviewed. Alderman Anderson also agreed with this. Mayor pro tern Spears noted that the HRC discussed this extensively and they felt that Representative Cross and Speaker of the House Hastert were nominated for something other than the office they hold. She stated that she will bring the Council's suggestions for further discussion back to the HRC. Motion approved by a roll call vote. Ayes-5 Nays-0 Anderson-aye,Besco-aye,Kot-aye,Spears-aye,Sticka-aye ADMINISTRATION COMMITTEE REPORT No report. ADDITIONAL BUSINESS Hold Harmless Agreement Attorney Kramer stated that the City of Plano has asked to test well 45 and there needs to be a Hold Harmless Agreement granting them permission to enter unto the property and conduct the tests. Plano agrees to and indemnifies Yorkville against any damages caused by their activities. He requested a motion to authorize the Mayor and City Clerk to accept the Hold Harmless Agreement. So moved by Alderman Anderson;seconded by Alderman Besco. Motion approved by a viva voce vote. Neighborhood Watch Alderman Sticka commented that he was glad to see the Police Department distributed newsletters to the Neighborhood Watch people. He suggested that the next newsletter contain information on the new Dog Ordinance. Chief Martin stated that he will include this information. Application for Board Positions Mayor pro tern Spears noted that there is a new applications for individuals who wish to volunteer for various Board or Committee positions. She stated that the Kendall County Record would be printing the form this week and she thanked them for doing this. Dam Advisory Committee City Treasurer Allen commented that there was a Dam Advisory Committee meeting and he wanted to share an interesting item with the Council. He stated that it sounds like the Illinois Department of Natural Resources would be returning to look for conditional guidance from the Council. ADJOURNMENT Mayor pro tern Spears entertained a motion to adjourn. So moved by Alderman Anderson; seconded by Alderman Sticka. Motion approved by a viva voce vote. Meeting adjourned at 7:25 P.M. Minutes submitted by: Jacquelyn Milschewski,City Clerk City of Yorkville,Illinois a INTERGOVERNMENTAL COOPERATION AGREEMENT By and Among CITY OF AURORA,KANE,DUPAGE,WILL AND KENDALL COUNTIES,ILLINOIS, VILLAGE OF BARTONVILLE,PEORIA COUNTY,LLINOIS, CITY OF BELLEVILLE,ST.CLAIR COUNTY,LLINOIS, VILLAGE OF BELLWOOD,COOK COUNTY,ILLINOIS, CITY OFBELVIDERE,BOONE COUNTY,LLINOIS, VILLAGE OF BRIDGEVIEW,COOK COUNTY,ILLINOIS, CITY OF CHAMPAIGN,CHAMPAIGN COUNTY,ILLINOIS, CITY OF CHARLESTON,COLES COUNTY,ILLINOIS, TOWN OF CICERO,COOK COUNTY,ILLINOIS, CITY OF COLLINSVILLE,MADISON AND ST.CLAIR COUNTIES ILLINOIS, CITY OF CREST HILL,WILL COUNTY,ILLINOIS, VILLAGE OF CREVE COEUR,TAZEWELL COUNTY,ILLINOIS, CITY OF DANVILLE,VERMILION COUNTY,ILLINOIS, CITY OF DECATUR,MACON COUNTY,ILLINOIS, CITY OF DEKALB,DEKALB COUNTY,ILLINOIS, VILLAGE OF DOLTON,COOK COUNTY,ILLINOIS, CITY OF EAST MOLINE,ROCK ISLAND COUNTY,ILLINOIS, CITY OF EAST PEORIA,TAZEWELL COUNTY,ILLINOIS, CITY OF EDWARDSVILLE,MADISON COUNTY,ILLINOIS, CITY OF ELGIN,COOK AND KANE COUNTIES,ILLINOIS, CITY OF FREEPORT,5 MPHENSON COUNTY,ILLINOIS, VILLAGE OF GODFREY,MADISON COUNTY,ILLINOIS, CITY OF HARVEY,COOK COUNTY,ILLINOIS, CITY OF JOLIET,WILL AND KENDALL COUNTIES,ILLINOIS, VILLAGE OF JUSTICE,COOK COUNTY,ILLINOIS, CITY OF LASALLE,LASALLE COUNTY,ILLINOIS, CITY OF LOCKPORT,WILL COUNTY,ILLINOIS, CITY OF LOVES PARK,WINNEBAGO COUNTY,ILLINOIS, VILLAGE OF MACHESNEY PARK,WINNEBAGO COUNTY,ILLINOIS, CITY OF MARQUETTE HEIGHTS,TAZEWELL COUNTY,ILLINOIS, CITY OF MATTOON,COLES COUNTY,ILLINOIS, CTTY OF MENDOTA,LASALLE COUNTY,ILLINOIS, VILLAGE OF MINOOKA,GRUNDY,KENDALL AND WILL COUNTIES,ILLINOIS, VILLAGE OF MONTGOMERY,KANE AND KENDALL COUNTIES,ILLINOIS, CITY OF NAPERVILLE,DUPAGE AND WILL COUNTIES,ILLINOIS, VILLAGE OF NORTH PEKIN,TAZEWELL COUNTY,ILLINOIS, VILLAGE OF OAK PARK,COOK COUNTY,ILLINOIS, VILLAGE OF PARK FOREST,COOK AND WILL COUNTIES,ILLINOIS, CITY OF PEKIN,TAZEWELL AND PEORIA COUNTIES,ILLINOIS, CITY OF PEORIA,PEORIA COUNTY,LLINOIS, VILLAGE OF PEORIA HEIGHTS,PEORIA COUNTY,ILLINOIS, CITY OF PERU,LASALLE COUNTY,ILLINOIS, CITY OF PRINCETON,BUREAU COUNTY,ILLINOIS, VILLAGE OF RANTOUL,CHAMPAIGN COUNTY,ILLINOIS, VILLAGE OF ROBBINS,COOK COUNTY,ILLINOIS, CITY OF ROCHELLE,OGLE COUNTY,ILLINOIS, CITY OF ROCKFORD,WINNEBAGO COUNTY,ILLINOIS, VILLAGE OF ROCKTON,WINNEBAGO COUNTY,ILLINOIS, VILLAGE OF ROMEOVILLE,WELL COUNTY,ILLINOIS, VILLAGE OF SCHAUMBURG,COOK AND DUPAGE COUNTIES,ILLINOIS, VILLAGE OF SHOREWOOD,WILL COUNTY,ILLINOIS, CITY OF SOUTH BELOIT,WINNEBAGO COUNTY,ILLINOIS, CITY OF SPRINGFIELD,SANGAMON COUNTY,ILLINOIS, CITY OF URBANA,CHAMPAIGN COUNTY,ILLINOIS, CITY OF WASHINGTON,TAZEWELL COUNTY,ILLINOIS, CITY OF WOOD RIVER,MADISON COUNTY,ILLINOIS, UNTIED CITY OF YORKVILLE,KENDALL COUNTY,ILLINOIS, THE COUNTY OF CHAMPAIGN,ILLINOIS, THE COUNTY OF COLES,ILLINOIS, THE COUNTY OF COOK,ILLINOIS, THE COUNTY OF DEKALB,ILLINOIS, THE COUNTY OF DUPAGE,ILLINOIS, THE COUNTY OF KANKAKEE,ILLINOIS, THE COUNTY OF LAKE,ILLINOIS, THE COUNTY OF MACON,ILLINOIS, THE COUNTY OF MADISON,ILLINOIS, THE COUNTY OF MCLEAN,ILLINOIS, THE COUNTY OF PEORIA,ILLINOIS, THE COUNTY OF ROCK ISLAND,ILLINOIS, THE COUNTY OF ST.CLAIR,ILLINOIS, THE COUNTY OF TAZEWELL,ILLINOIS AND THE COUNTY OF WINNEBAGO,ILLINOIS Dated as of March 1,2003 1451929.01.05 2102945•CU•1/20/03 INTERGOVERNMENTAL COOPERATION AGREEMENT THIS INTERGOVERNMENTAL COOPERATION AGREEMENT (the "Cooperation Agreement") dated as of March 1, 2003, by and among the CITY OF AURORA, KANE, DUPAGE, WILL AND KENDALL COUNTIES, ILLINOIS, a municipality and a home rule unit of government duly organized and validly existing under the Constitution and the laws of the State of Illinois ("Aurora"), the VILLAGE OF BARTONVILLE, PEORIA COUNTY, ILLINOIS, a municipality duly organized and validly existing under the Constitution and the laws of the State of Illinois ("Bartonville"), the CITY OF BELLEVILLE, ST. CLAIR COUNTY, ILLINOIS, a municipality and a home rule unit of government duly organized and validly existing under the Constitution and the laws of the State of Illinois ( "Belleville"), the VILLAGE OF BELLWOOD, COOK COUNTY, ILLINOIS, a municipality duly organized and validly existing under the Constitution and the laws of the State of Illinois ("Bellwood"), the CITY OFBELVIDERE, BOONE COUNTY, ILLINOIS, a municipality duly organized and validly existing under the Constitution and the laws of the State of Illinois ("Belvidere"), the VILLAGE OF BRIDGEVIEW, COOK COUNTY, ILLINOIS, a municipality duly organized and validly existing under the Constitution and the laws of the State of Illinois ("Bridgeview"), the CITY OF CHAMPAIGN, CHAMPAIGN COUNTY, ILLINOIS, a municipality and a home rule unit of government duly organized and validly existing under the Constitution and the laws of the State of Illinois ("Champaign"), the CITY OF CHARLESTON, COLES COUNTY, ILLINOIS, a municipality duly organized and validly existing under the Constitution and the laws of the State of Illinois ("Charleston"), the TOWN OF CICERO, COOK COUNTY, ILLINOIS, a municipality duly organized and validly existing under the Constitution and the laws of the State of Illinois ("Cicero"), the CITY OF COLLINSVILLE, MADISON AND ST. CLAIR COUNTIES, ILLINOIS, a municipality duly organized and validly existing under the Constitution and the laws of the State of Illinois ("Collinsville"), the CITY OF CREST HILL, WILL COUNTY, ILLINOIS,' a municipality duly organized and validly existing under the Constitution and the laws of the State of Illinois ("Crest Hill"), the VILLAGE OF CREVE COEUR, TAZEWELL COUNTY, ILLINOIS, a municipality duly organized and validly existing under the Constitution and the laws of the State of Illinois ("Creve Coeur"), the CITY OF DANVILLE, VERMILION COUNTY, ILLINOIS, a municipality and a home rule unit of government duly organized and validly existing under the Constitution and the laws of the State Illinois ("Danville"), the CITY OF DECATUR, MACON COUNTY, ILLINOIS, a municipality and a home rule unit of government duly organized and validly existing under the Constitution and the laws of the State of Illinois ("Decatur"), the CITY OF DEKALB, DEKALB COUNTY, ILLINOIS, a municipality and a home rule unit of government duly organized and validly existing under the Constitution and the laws of the State of Illinois ("DeKalb"),the VILLAGE OF DOLTON, COOK COUNTY, ILLINOIS, a municipality and a home rule unit of government duly authorized and validly existing under the Constitution and the laws of the State of Illinois ("Dolton"), the CITY OF EASTMOLINE, ROCK ISLAND COUNTY, ILLINOIS, a municipality duly organized and validly existing under the Constitution and the laws of the State of Illinois ("East Moline"), the CITY OF EAST PEORIA, TAZEWELL COUNTY, ILLINOIS, a municipality duly organized and validly existing under the Constitution and the laws of the State of Illinois ("East Peoria"), the CITY OF EDWARDSVILLE, MADISON COUNTY, ILLINOIS, a municipality duly organized and validly existing under the Constitution and the laws of the State of Illinois ("Edwardsville"), the CITY OF ELGIN, COOK AND KANE COUNTIES, ILLINOIS, a municipality and a home rule unit of government duly organized and validly existing under the Constitution and the laws of the State of Illinois ("Elgin"), the CITY OF FREEPORT, STEPHENSON COUNTY, ILLINOIS, a municipality and a home rule unit of government duly organized and validly existing under the Constitution and the laws of the State of Illinois ("Freeport"), the VILLAGE OF GODFREY, MADISON COUNTY, ILLINOIS, a municipality duly organized and validly existing under the Constitution and the laws of the State of Illinois ("Godfrey"), the CITY OF HARVEY, COOK COUNTY, ILLINOIS, a municipality and a home rule unit of government duly organized and validly existing under the Constitution and the laws of the State of Illinois ("Harvey"),the CITY OF JOLIET, WILL AND KENDALL COUNTIES, ILLINOIS, a municipality and a home rule unit of government duly organized and validly existing under the Constitution and the laws of the State of Illinois ("Joliet"), the VILLAGE OF JUSTICE, COOK COUNTY, ILLINOIS, a municipality duly organized and validly existing under the Constitution and the laws of the State of Illinois ("Justice"), the CITY OF LASALLE, LASALLE COUNTY, ILLINOIS , a municipality duly organized and validly existing under the Constitution and the laws of the State of Illinois ("LaSalle"), the CITY OF LOCKPORT, WILL COUNTY, ILLINOIS, a municipality duly organized and validly existing under the Constitution and the laws of the State of Illinois ("Lockport"), the CITY OF LOVES PARK, WINNEBAGO COUNTY, ILLINOIS, a municipality duly organized and validly existing under the Constitution and the laws of the State of Illinois ("Loves Park"), the VILLAGE OF MACHESNEY PARK, WINNEBAGO COUNTY, ILLINOIS, a municipality duly organized and validly existing under the Constitution and the laws of the State of Illinois ("Machesney Park"), the CITY OF MARQUETTE HEIGHTS, TAZEWELL COUNTY, ILLINOIS, a municipality duly organized and validly existing under the Constitution and the laws of the State of Illinois ("Marquette Heights"), the CITY OF MATTOON, COLES COUNTY, ILLINOIS, a municipality duly organized and validly existing under the Constitution and the laws of the State of Illinois ("Mattoon"), the CITY OF MENDOTA, LASALLE COUNTY, ILLINOIS, a municipality duly organized and validly existing under the Constitution and laws of the State of Illinois ("Mendota"), the VILLAGE OF MINOOKA, GRUNDY, KENDALL AND WILL COUNTIES, ILLINOIS, a municipality duly organized and validly existing under the Constitution and the laws of the State of Illinois ("Minooka"), the VILLAGE OF MONTGOMERY, KANE AND KENDALL COUNTIES, ILLINOIS, a municipality duly organized and validly existing under the Constitution and the laws of the State of Illinois ("Montgomery"), the CITY OF NAPERVILLE, DUPAGE AND WILL COUNTIES, ILLINOIS, a municipality and a home rule unit of government duly organized and validly existing under the Constitution and the laws of the State of Illinois ("Naperville"), the VILLAGE OF NORTH PEKIN, TAZEWELL COUNTY, ILLINOIS, a municipality duly organized and validly existing under the Constitution and the laws of the State of Illinois ("North Pekin"), the .VILLAGE OF OAK PARK, COOK COUNTY, ILLINOIS, a municipality and a home rule unit of government duly organized and validly existing under the Constitution and the laws of the State of Illinois ("Oak Park"), the VILLAGE OF PARK FOREST, COOK AND WILL COUNTIES, ILLINOIS, a municipality and a home rule unit of government duly organized and validly existing under the Constitution and the laws of the State of Illinois ("Park Forest"), the CITY OF PEKIN, TAZEWELL AND PEORIA COUNTIES, ILLINOIS, a municipality and a home rule unit of government duly organized and validly existing under the Constitution and the laws of the State of Illinois ("Pekin"), the CITY OF PEORIA, PEORIA COUNTY, ILLINOIS, a municipality and a home rule unit of government duly organized and validly existing under the Constitution and the laws of the State of Illinois ("Peoria"), the VILLAGE OF PEORIA HEIGHTS, PEORIA COUNTY, ILLINOIS, a municipality and a home rule unit of government duly organized and validly existing under the Constitution and the laws of the State of Illinois ("Peoria Heights"), the CITY OF PERU, LASALLE COUNTY, ILLINOIS, a municipality and a home rule unit -2- of government duly organized and validly existing under the Constitution and the laws of the State of Illinois ("Peru"), the CITY OF PRINCETON, BUREAU COUNTY, ILLINOIS, a municipality duly organized and validly existing under the Constitution and the laws of the State of Illinois ("Princeton"), the VILLAGE OF RANTOUL, CHAMPAIGN COUNTY, ILLINOIS, a municipality duly organized and validly existing under the Constitution and the laws of the State of Illinois ("Rantoul"), the VILLAGE OF ROBBINS, COOK COUNTY, ILLINOIS, a municipality and a home rule unit of government duly organized and validly existing under the Constitution and the laws of the State of Illinois ("Robbins"), the CITY OF ROCHELLE, OGLE COUNTY, ILLINOIS, a municipality duly organized and validly existing under the Constitution and the laws of the State of Illinois ("Rochelle"), the CITY OF ROCKFORD, WINNEBAGO COUNTY, ILLINOIS, a municipality duly organized and validly existing under the Constitution and the laws of the State of Illinois ("Rockford"), the VILLAGE OF ROCKTON, WINNEBAGO .COUNTY, ILLINOIS, a municipality duly organized and validly existing under the Constitution and the laws of the State of Illinois ("Rockton"), the VILLAGE OF ROMEOVILLE, WILL COUNTY, ILLINOIS, a municipality duly organized and validly existing under the Constitution and the laws of the State of Illinois ("Romeoville"), the VILLAGE OF SCHAUMBURG, COOK AND DUPAGE COUNTIES, ILLINOIS, a municipality and a home rule unit of government duly organized and validly existing under the Constitution and the laws of the State of Illinois ("Schaumburg"),the VILLAGE OF SHOREWOOD, WILL COUNTY, ILLINOIS, a municipality duly organized and validly existing under the Constitution and the laws of the State of Illinois ("Shorewood"), the CITY OF SOUTH BELOIT, WINNEBAGO COUNTY, ILLINOIS, a municipality duly organized and validly existing under the Constitution and the laws of the State of Illinois ("South Beloit"), the CITY OF SPRINGFIELD, SANGAMON COUNTY, ILLINOIS, a municipality and a home rule unit of government duly organized and validly existing under the Constitution and the laws of the State of Illinois ("Springfield"), the CITY OF URBANA, CHAMPAIGN COUNTY, ILLINOIS, a municipality and a home rule unit of government duly organized and validly existing under the Constitution and the laws of the State of Illinois ("Urbana"), the CITY OF WASHINGTON, TAZEWELL COUNTY, ILLINOIS, a municipality and a home rule unit of government duly organized and validly existing under the Constitution and the laws of the State of Illinois ("Washington"), the CITY OF WOOD RIVER, MADISON COUNTY, ILLINOIS, a municipality duly organized and validly existing under the Constitution and the laws of the State of Illinois ("Wood River"), and the UNITED CITY OF YORKVILLE, KENDALL COUNTY, ILLINOIS, a municipality duly organized and validly existing under the Constitution and the laws of the State of Illinois ("Yorkville"), THE COUNTY OF COLES, ILLINOIS, a political subdivision duly organized and validly existing under the Constitution and the laws of the State of Illinois ("Coles .County"), THE COUNTY OF COOK, ILLINOIS, a political subdivision duly organized and validly existing under the Constitution and the laws of the State of Illinois ("Cook County"), THE COUNTY OF DEKALB, ILLINOIS, a political subdivision duly organized and validly existing under the Constitution and the laws of the State of Illinois ("DeKalb County"), THE COUNTY OF DUPAGE, ILLINOIS, a political subdivision duly organized and validly existing under the Constitution and the laws of the State of Illinois ("DuPage County"), THE COUNTY OF KANKAKEE, ILLINOIS, a political subdivision duly organized and validly existing under the Constitution and the laws of the State of Illinois ("Kankakee County"), THE COUNTY OF LAKE, ILLINOIS, a political subdivision duly organized and validly existing under the Constitution and the laws of the State of Illinois ("Lake County"), THE COUNTY OF MACON, ILLINOIS, a political subdivision duly organized and validly existing under the Constitution and the laws of the State of Illinois ("Macon County"), THE COUNTY OF -3- MADISON, ILLINOIS, a political subdivision duly organized and validly existing under the Constitution and the laws of the State of Illinois ("Madison County"), THE COUNTY OF MCLEAN, ILLINOIS, a political subdivision duly organized and validly existing under the Constitution and the laws of the State of Illinois ("McLean County"),THE COUNTY OF PEORIA, ILLINOIS, a political subdivision duly organized and validly existing under the Constitution and the laws of the State of Illinois ("Peoria County"), THE COUNTY OF ROCK ISLAND, ILLINOIS, a political subdivision duly organized and validly existing under the Constitution and the laws of the State of Illinois ("Rock Island County"), THE COUNTY OF ST CLAIR, ILLINOIS, a political subdivision duly organized and validly existing under the Constitution and the laws of the State of Illinois ("St. Clair County"), THE COUNTY OF TAZEWELL, ILLINOIS, a political subdivision duly organized and validly existing under the Constitution and the laws of the State of Illinois ("Tazewell County"), and THE COUNTY OF WINNEBAGO, ILLINOIS, a political subdivision duly organized and validly existing under the Constitution and the laws of the State of Illinois ("Winnebago County"); WITNESSETH : WHEREAS, Section 10 of Article VII of the Constitution of the State of Illinois authorizes units of local government and school districts to contract or otherwise associate among themselves in any manner not prohibited by law or by ordinance, and to use their credit, revenues and other reserves to pay cash and to service debt related to intergovernmental activities; and WHEREAS, the Intergovernmental Cooperation Act (S Illinois Compiled Statutes 2000, 220/1 et seq., as supplemented and amended), authorizes public agencies to exercise any power or powers, privileges or authority which may be exercised by any such public agency individually to be exercised and enjoyed jointly with any other public agency in the State of Illinois; and WHEREAS, Aurora, Bartonville, Belleville, Bellwood, Belvidere, Bridgeview, Champaign, Charleston, Cicero, Collinsville, Crest Hill, Creve Coeur, Danville, Decatur, DeKalb, Dolton, East Moline, East Peoria, Edwardsville, Elgin, Freeport, Godfrey, Harvey, Joliet, Justice, LaSalle, Lockport, Loves Park, Machesney Park, Marquette Heights, Mattoon, Mendota, Minooka, Montgomery, Naperville, North Pekin, Oak Park, Park Forest, Pekin, Peoria, Peoria Heights, Pena, Princeton, Rantoul, Robbins, Rochelle, Rockford, Rockton, Romeoville, Schaumburg, Shorewood, South Beloit, Springfield, Urbana, Washington, Wood River, United City of Yorkville, Coles County, Cook County, DeKalb County, DuPage County, Kankakee County, Lake County, Macon County, Madison County, McLean County, Peoria County, Rock Island County, St. Clair County, Tazewell County, and Winnebago County (collectively, the "Units") are each a unit of local government and a public agency of the State of Illinois; and WHEREAS, pursuant to the Constitution and the laws of the State of Illinois, and particularly Section 6(a) of Article VII of the 1970 Constitution of the State of Illinois, in the case of the Units which are home rule units of government, 65 Illinois Compiled Statutes 2000, 5/11-74.5-1 et seq., as supplemented and amended, in the case of the Units which are municipalities, but are not home rule units of government, and 50 Illinois Compiled Statutes 2000, 456/1 et seq., as supplemented and amended, in the case of Units which are counties, each -4- Unit has the power to issue its revenue bonds for public purposes, including the financing and purchase of mortgage loans to finance single family residences for low and moderate income persons within its corporate boundaries, and to pledge to the payment of the principal of, premium, if any, and interest on such revenue bonds the payments made with respect to the mortgage loans purchased with and financed by the proceeds of such revenue bonds; and WHEREAS, the Units have determined that it is necessary and desirable to have Aurora and/or Springfield (the "Issuers") issue such revenue bonds on behalf of all of the Units for the purpose of financing and purchasing mortgage loans to finance single family residences for low and moderate income persons within the corporate boundaries of the Units (the "Program"); and WHEREAS, to provide for the Program, the Issuers propose to issue, sell and deliver their Collateralized Single Family Mortgage Revenue Bonds in one or more series in an aggregate principal amount not to exceed $300,000,000 (the "Bonds") on behalf of all of the Units 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 of, mortgage-backed securities (the "Fannie Mae Securities") of Fannie Mae, evidencing a guaranty by Fannie Mae of timely payment of, and mortgage-backed securities (the "FHLMC Securities") of the Federal Home Loan Mortgage Corporation ("FHLMC"), evidencing a guaranty by FHLMC of timely payment of, monthly principal of and interest on certain qualified mortgage loans under the Program (the "Mortgage Loans"), all under and in accordance with the Constitution and laws of the State of Illinois; and WHEREAS, 30 Illinois Compiled Statutes 2000, 345/6 et seq., as supplemented and amended, permits the corporate authorities of any home rule unit of government to reallocate its private activity bond allocation to another home rile unit, and to allocate volume cap which has been allocated to it toward the issuance of the Bonds, subject to certain restrictions, guidelines and procedures, which guidelines and procedures also permit units of government (including without limitation non-home rule units of government) to allocate volume cap which has been allocated to it toward the issuance of the Bonds and to pool allocations of volume cap received from the Office of Governor of the State of Illinois; NOW, THEREFORE, in consideration of the above premises and of the mutual covenants hereinafter contained and for other good and valuable consideration, the receipt of which is hereby acknowledged, the Units hereby agree, as follows: Section 1. Bonds/Approval. The Issuers (or either of them) hereby agree to issue the Bonds in one or more series on behalf of all of the Units, as provided in the trust indenture or indentures pursuant to which the Bonds will be issued, for the purpose of purchasing GNMA Securities, Fannie Mae Securities and FHLMC Securities to finance mortgage loans for single family residences for low and moderate income persons within the corporate boundaries of each Unit, to pay interest on the Bonds and to pay the costs of issuance of the Bonds. The Bonds shall be issued in such aggregate principal amounts, shall be issued in such series and classes, shall have such stated maturity or maturities, shall bear interest at such rate or rates, payable on such date or dates, shall be subject to redemption prior to maturity, shall be payable at such date or dates and at such place or places, and shall have such other terms, all as shall be agreed upon by -5- the Issuers and approved by ordinances of the respective governing bodies of each Issuer (or either of them). The proceeds of the Bonds shall be applied to such public purposes and to the payment of the costs of issuance as shall be approved by ordinances of the respective governing bodies of each Issuer (or any of them). Each Unit hereby ratifies the conduct of the combined public hearings held in connection with the issuance of the Bonds, and hereby approves the issuance of the Bonds as described in the notice of public hearing published in connection with the issuance of the Bonds (which is hereby incorporated by reference). Section 2. Transfer and Allocation of Unified Volume Cap. Certain Units which are home rule units of government, other than the Issuers, hereby transfer to the Issuers and/or allocate unified volume cap that they have reserved to issue private activity bonds, as set forth in Exhibit A attached to and made a part of this Cooperation Agreement. Certain Units which are not home rule units of government have received allocation of unified volume cap from the State of Illinois as set forth in Exhibit A attached to and made a part of this Cooperation Agreement. The Units, including without limitation the Issuers, hereby allocate the unified volume cap referred to in this Section to the issuance of the Bonds. Each Unit that has received or hereafter receives an allocation of unified volume cap from the State of Illinois for the Program, after January 1, 2003, for calendar year 2003, as set forth in Exhibit A attached hereto and made a part hereof, which Exhibit may be supplemented from time to time by exclusive action of either Issuer in the event that volume cap is received by a Unit for the Program after the date hereof, hereby allocates such volume cap to the issuance of the Bonds. Section 3. Allocation of Program Allocation. The origination and servicing agreement or agreements and the trust indenture or indentures relating to the issuance of the Bonds shall provide, that from the date of issuance of the Bonds through a date 120 days after the date of issuance of such Bonds (the "Reservation Period"), the proceeds of the Bonds shall be made available to each Unit which is not a home rule unit of government in the amounts set forth in Exhibit A attached hereto and made a part hereof, as such Exhibit A may be supplemented from time to time (the "Program Allocation"), subject to the requirements of Section 143 of the Code. There shall be no Reservation Period for Units which are home rule units of government; provided, that if a Unit which is a home rule unit of government receives an allocation of volume cap from the Governor of the State of Illinois, the proceeds of the Bonds shall be made available only to such Unit in the amount of such allocation for the Reservation Period. The Program Allocation allocated to a Unit may not be reallocated during the Reservation Period; provided, that, after the Reservation Period, the program administrator with respect to the Bonds may reallocate the Program Allocation in the manner set forth in the origination and servicing agreement or agreements or the trust indenture or indentures relating to the Bonds. Section 4. Pledge of Collateral. The Issuers hereby agree to assign and pledge to the trustee with respect to the Bonds all of the GNMA Securities, the Fannie Mae Securities and the FHLMC Securities purchased with the proceeds of the Bonds. The Issuers hereby further agree to assign and pledge to such trustee all other such documents, instruments, securities and moneys as shall be approved by ordinances of the respective governing bodies of the Issuers. Section 5. Documents and Instruments. The Issuers hereby agree to enter into all such documents and instruments as shall be necessary or appropriate in connection with the issuance -6- of the Bonds, including without limitation origination and servicing agreements, trust indentures, bond purchase contracts or agreements, official statements, continuing disclosure undertakings and closing certificates. The Issuers hereby further agree to enter into all such other documents and instruments as shall be necessary or appropriate in connection with the issuance of the Bonds, including without limitation closing certificates. Section 6. Absolute and Irrevocable Conditions; Amendment. All terms and conditions contained herein are intended to be absolute and irrevocable conditions hereof and are agreed to by the Units. Except as otherwise provided herein, this Cooperation Agreement may not be effectively amended, changed, modified, altered or terminated without the written consent of all of the Units, authorized by ordinances adopted by their respective governing bodies, certified copies of which shall be filed with the other Municipalities. Section 7. Units' Obligations Unconditional. The Units shall have no right to terminate, cancel or rescind this Cooperation Agreement, it being the intent hereof that the Units shall be absolutely and unconditionally obligated to perform all covenants contained in this Cooperation Agreement. Section 8. Notices. All notices, certificates or other communications hereunder shall be sufficiently given and shall be deemed given when delivered or mailed by registered or certified mail, postage prepaid, addressed to the appropriate address set forth in Exhibit B attached to and made a part of this Cooperation Agreement. A duplicate copy of each notice, certificate or other communication given hereunder to any Unit shall also be given to the others. Any Unit, by notice given hereunder, may designate a different or further address to which subsequent notices, certificates or other communications will be sent. Section 9. Binding Effect. This Cooperation Agreement shall inure to the benefit of and shall be binding upon the Units and their respective successors and assigns. Section 10. Severability. In the event any provision of this Cooperation Agreement shall be held invalid or unenforceable by a court of competent jurisdiction, such holding shall not invalidate or render unenforceable any other provision of this Cooperation Agreement. Section 11. Further Assurances and Corrective Instruments. The Units agree that they will, from time to time, execute, acknowledge and deliver, or cause to be executed, acknowledged and delivered, such supplements hereto and such further instruments as may reasonably be required for carrying out the expressed intention of this Cooperation Agreement. Section 12. Execution in Counterparts. This Cooperation Agreement may be executed simultaneously in any number of counterparts, each of which counterparts shall be original and all of which counterparts shall constitute but one and the same instrument. Section 13. Applicable Law. This Cooperation Agreement shall be governed by and construed in accordance with the laws of the State of Illinois. -7- Section 14. Effective Date. This Cooperation Agreement shall be in full force and effect on March 1, 2003, or on the date when it is executed by all Units, whichever is later. Time is of the essence. Section 15. Filing of Authorizing Ordinances. Each Unit shall file with the other Units a certified copy of the ordinance adopted by the governing body of such Unit, authorizing the execution of this Cooperation Agreement within thirty (30) days of the adoption of such ordinance. -8- UNITED CITY OF YORKVILLE, KENDALL COUNTY, ILLINOIS Mayor (SEAL) ATTEST: ity Cle