Board of Trustees Meeting Samuel E. Dean Board Room Butler Government Center 1200 Oak Brook Road Oak Brook, Illinois 630-368-5000

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BOARD OF TRUSTEES MEETING SAMUEL E. DEAN BOARD ROOM BUTLER GOVERNMENT CENTER 1200 OAK BROOK ROAD OAK BROOK, ILLINOIS 630-368-5000

REGULAR MEETING TUESDAY, JANUARY 26, 2016 7:00 P.M.

1. CALL TO ORDER

A. Fire Department Honor Guard Presents Colors

2. SWEARING IN OF FIREFIGHTER/PARAMEDIC

3. ROLL CALL

4. PRESIDENT’S OPENING COMMENTS

5. RESIDENT/VISITOR COMMENT

6. APPROVAL OF MINUTES

A. Regular Executive Meeting Minutes of December 8, 2015

B. Regular Board of Trustees Meeting of January 12, 2016

C. Special Board of Trustees Meeting of January 14, 2016

7. CONSENT AGENDA:

All items on the Consent Agenda are considered to be routine in nature and will be enacted in one motion. There will be no separate discussion of these items unless a Board member so requests, in which event, the item will be removed from the Consent Agenda and considered as the first item after approval of the Consent Agenda.

A. Accounts Payable for Period Ending January 21, 2016 - $2,444,801.00 Manzo/ Yusuf

Significant Items included in Above: 1) Holland & Knight LLP – Legal Services – December, 2015 - $4,380.54 (FY15 – YTD - $151,110.50) 2) Seyfarth, Shaw, LLP – Legal Services – December, 2015 - $326.25 (FY15– YTD - $24,316.70)

BOT AGENDA Page 1 3) Ancel, Glink, Diamond, Bush, DiCianni & Krafthefer, P.C., - Legal Services – December, 2015 - $1,376.19 (FY15 – YTD - $64,917.26) 4) Rathje Woodward, LLC - Legal Services – November, 2015 - $3,333.33 5) Rathje Woodward, LLC - Legal Services –December, 2015 - $3,333.33(FY15 – YTD - $39,999.96) TOTAL LEGAL BILLS PAID FOR 2015 - YTD - $284,857.92 6) DuPage Convention & Visitors Bureau –2015 4th Quarter Hotel/Motel Tax Receipt - $26,497.17 7) DuPage Water Commission – December 2015 - $384,629.25 8) Central Blacktop Company – 2015 Street Improvement Project – Payout #7 - $352,829.69 9) Treasurer, State of Illinois 35th Street/St. Pascal Drive MFT Project - Payout #1 - $267,079.99 10) Treasurer, State of Illinois 35th Street/St. Pascal Drive MFT Project - Payout #2 - $135,408.86 11) Mary Riordan – TIF Note Interest & TIF Principal - $39,020.00 12) 1311, LLC – TIF Note Interest & TIF Principal - $39,015.00 13) St. Paul Fire – TIF Note Interest & TIF Principal - $97,545.00 14) IRMA – 2016 Annual Contributions - $469,163.00

B. Approval of Payroll for Pay Period Ending January 16, 2016 - $718,324.24 Manzo/ Yusuf

C. Community Development Referrals

1) Clearwater – 2100 and 2122 York Road – Text Amendment Moy/ Tiesenga

2) Clearwater Resubdivision – 2100 and 2122 York Road – Final Plat Tiesenga/ Manzo

D. Ordinances & Resolutions

1) ORDINANCE 2016-BU-AMEND-S-1448, An Ordinance Authorizing an Amendment to the Manzo/ 2016 Budget (Architectural Design of the Police Department Renovation) Yusuf

2) ORDINANCE 2016-PP-S-1451, An Ordinance Authorizing the Sale through Electronic Auction or Broker, Donation or Disposal of Certain Items of Personal Property Owned By the Village of Oak Brook Lalmalani

3) ORDINANCE 2016-ZO-PUD-EX-S-1449, An Ordinance Approving a Planned Development Baar/ (Rush Oak Brook Orthopaedic Center – 2011 York Road) Moy

4) ORDINANCE 2016-ZO-PUD-EX-S-1450, An Ordinance Approving a Planned Development – Baar/ (Hyatt House Hotel and Restaurant –210 22nd Street) Moy

E. Issuance of Scavenger/Solid Waste Hauler License (Independent Recycling Services) Lalmalani

F. Monthly Financial Reports – December 31, 2015 Manzo/ Yusuf

8. ITEMS REMOVED FROM CONSENT AGENDA

BOT AGENDA Page 2 9. ACTIVE BUSINESS

A. Ordinances & Resolutions

1) RESOLUTION 2016-NIG-AG-R-1531, An Ordinance Authorizing and Granting a Franchise to Northern Illinois Gas Company (d/b/a Nicor Gas Company) Its Successors and Assigns, to Construct, Operate and Maintain a Natural Gas Distributing System in and Through the Village Of Oak Brook, Illinois Tiesenga

2) RESOLUTION 2016-WA-FCWRD-IGA-R-1527, A Resolution Approving and Authorizing an Amendment to the Intergovernmental Agreement By and Between the Village and Flagg Creek Water Reclamation District for the Shut Off of Water Service Tiesenga

3) ORDINANCE 2016 -SC-EX-G-1071, An Ordinance Amending Title 12, Entitled, Adler/ “Recreational Facilities” of the Village Code of the Village of Oak Brook, Illinois Baar

4) RESOLUTION 2016-IS-BKR-CNTRCT-R-1532, A Resolution Approving and Authorizing the Award of a Contract to Vista National Insurance Group, Inc. for Insurance Consulting and Broker Services Moy

B. Discussion of Fee Waiver Request for the Hyatt House Hotel and Restaurant Planned Development Baar/ Moy

10. INFORMATION & UPDATES

A. Village Manager

B. Village Clerk

C. Trustees

D. Village Attorney

E. Village President

11. ADJOURNMENT

In accord with the provisions of the American with Disabilities Act, any individual who is in need of a reasonable accommodation in order to participate in or benefit from attendance at this public meeting should contact the Butler Government Center (Village Hall), at 630-368-5010 as soon as possible before the meeting date or for TDD response (630) 990-2131 as soon as possible before the meeting date.

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BOARD OF TRUSTEES MEETING SAMUEL E. DEAN BOARD ROOM BUTLER GOVERNMENT CENTER 1200 OAK BROOK ROAD OAK BROOK, ILLINOIS 630-368-5000

AGENDA ITEM Regular Board of Trustees Meeting of January 26, 2016

SUBJECT: Approval of Closed Meeting Minutes

FROM: Charlotte K. Pruss, Village Clerk

BUDGET SOURCE/BUDGET IMPACT: N/A

RECOMMENDED MOTION: Motion to Approve the Closed Meeting Minutes of December 8, 2015.

Background/History:

The Open Meetings Act requires that all public bodies shall keep written minutes of all their meetings, whether open or closed. The public body shall periodically, but no less than semi-annually, meet to review minutes of all closed sessions that had not been released to the public. At this time the closed minutes of December 8, 2015 have been reviewed and are ready to be approved as written on January 26, 2016, but are not ready to be released to the Public.

Recommendation: That the Board approves the Closed Meeting Minutes of December 8, 2016.

BOT AGENDA Page 1

BOARD OF TRUSTEES MEETING SAMUEL E. DEAN BOARD ROOM BUTLER GOVERNMENT CENTER 1200 OAK BROOK ROAD OAK BROOK, ILLINOIS 630-368-5000

AGENDA ITEM Regular Board of Trustees Meeting of January 26, 2016

SUBJECT: Referral – Clearwater – 2100 and 2122 York Road – Text Amendment

FROM: Robert L. Kallien, Jr., AICP, Community Development Director

BUDGET SOURCE/BUDGET IMPACT: N/A

RECOMMENDED MOTION: I move to refer the request for a text amendment to the Plan Commission for review and recommendation and to the Zoning Board of Appeals for public hearing and recommendation.

Background/History: York Road Associates, LLC the owner of the properties located at 2100 and 2122 York Road have submitted an application seeking approval of a text amendment to the O-4 zoning district yard requirements for a developed zoning lot.

Recommendation: Please refer the request for a text amendment to the Plan Commission for review and recommendation and to the Zoning Board of Appeals for public hearing and recommendation.

REG BOT 012616 Agenda Item 7.C.1 Page 1

BOARD OF TRUSTEES MEETING SAMUEL E. DEAN BOARD ROOM BUTLER GOVERNMENT CENTER 1200 OAK BROOK ROAD OAK BROOK, ILLINOIS 630-368-5000

AGENDA ITEM Regular Board of Trustees Meeting of January 26, 2016

SUBJECT: Referral – Clearwater Resubdivision – 2100 and 2122 York Road – Final Plat

FROM: Robert L. Kallien, Jr., AICP, Community Development Director

BUDGET SOURCE/BUDGET IMPACT: N/A

RECOMMENDED MOTION: I move to refer the request for a final plat of subdivision to the Plan Commission for review and recommendation.

Background/History: York Road Associates, LLC the owner of the properties located at 2100 and 2122 York Road have submitted an application seeking approval of a six-lot final plat of resubdivision. This action would allow the developed property to be leased or sold as separate parcels when subdivided.

Recommendation: Please refer the request for a final plat of subdivision to the Plan Commission for review and recommendation.

REG BOT 012616 Agenda Item 7.C.2 Page 1

ORDINANCE 2016-BU-AMEND-S-1448

AN ORDINANCE AUTHORIZING AN AMENDMENT

TO THE 2016 BUDGET

WHEREAS, the Village Manager has recommended an amendment to the 2016 Budget by increasing the General Corporate Fund for architectural design of the Police Department Renovation; and

WHEREAS, the Village President and Board of Trustees concur with and approve of the Village Manager’s recommendations.

NOW, THEREFORE, BE IT ORDAINED BY THE PRESIDENT AND BOARD OF TRUSTEES OF THE VILLAGE OF OAK BROOK, DU PAGE AND COOK COUNTIES, ILLINOIS that the following amendment is hereby authorized:

Section 1: The recitals above are hereby incorporated into and made a part of this ordinance.

Section 2: The General Corporate Fund budget is amended by increasing the amount in account 421-90400, “Municipal Improvements”, by $176,400, which increase shall be funded by the Fund’s fund balance.

Section 3: This ordinance shall be in full force and effect from and after its passage and approval as required by law.

Section 4: All ordinances or parts thereof in conflict with the provisions of this ordinance be and the same are hereby repealed to the extent of such conflict.

APPROVED THIS 26th day of January, 2016.

Gopal G. Lalmalani Village President

PASSED THIS 26th day of January, 2016.

Ayes:

Nays:

Absent:

ATTEST:

Charlotte K. Pruss Village Clerk

AGENDA ITEM Regular Board of Trustees Meeting of January 26, 2016

SUBJECT: Surplus Property

FROM: Rania Serences, Senior Purchasing Assistant

BUDGET SOURCE/BUDGET IMPACT: N/A

RECOMMENDED MOTION: I move that the Village Board adopt the attached ordinance authorizing the sale of surplus items.

Background/History:

The attached ordinance authorizes the sale of a 1999 Case 621C Rubber Tire Loader and spare parts from the Public Works Department that have reached the end of their useful life and have been replaced with newer models.

To obtain the greatest resale amount for the surplus items, the Village will first register them with an online auction site run by the State of Illinois, called iBid. If inadequate or no bids are received through the online auction remaining surplus items will be disposed of properly.

Recommendation:

Staff recommends that the Village Board adopt the attached ordinance authorizing the sale of surplus items.

j:\worddoc\surplus\2016 surplus\pw tire loader.doc ORDINANCE 2016-PP-S-1451

AN ORDINANCE AUTHORIZING THE SALE THROUGH ELECTRONIC

AUCTION OR BROKER, DONATION OR DISPOSAL OF CERTAIN ITEMS

OF PERSONAL PROPERTY OWNED BY THE VILLAGE OF OAK BROOK

WHEREAS, in the opinion of a majority of the corporate authorities, it is no longer necessary or useful or in the best interests of the Village to retain the item of personal property listed below; and

WHEREAS, the Village wishes to dispose of said property by sale through electronic auction or broker, donation or disposal;

NOW, THEREFORE, BE IT ORDAINED BY THE PRESIDENT AND BOARD OF TRUSTEES OF THE VILLAGE OF OAK BROOK, DU PAGE AND COOK COUNTIES, ILLINOIS as follows:

Section 1: The foregoing recitals are incorporated herein as findings of the corporate authorities.

Section 2: Pursuant to 65 ILCS 5/11-76-4, the President and Board of Trustees find that the items listed below, now owned by the Village, are surplus property and are no longer necessary or useful to the Village and the best interests of the Village will be served by their sale through electronic auction or broker, donation or disposal.

PUBLIC WORKS’ EQUIPMENT YEAR DESCRIPTION MODEL SERIAL # 1999 Case Rubber Tire loader 621C JFF0092759

PUBLIC WORKS’ SPARE PARTS QUANTITY DESCRIPTION MODEL 1 Spare tire & rim --- 2 wiper blades 87319295 3 headlamp bulbs 103653A1 1 air filter 47610231 1 air filter 187471A1 1 air filter 187472A1 2 hydraulic filters 1495

Section 3: Pursuant to 65 ILCS 5/11-76-4, the Village Manager is hereby authorized and directed to dispose of the above items by sale through electronic auction or broker, if possible, or by donation or disposal if sale is not possible, as designated in Section 2.

Section 4: This ordinance shall be in full force and effect from and after its passage, approval and publication as required by law.

[SIGNATURE PAGE FOLLOWS]

Ordinance 2016-PP-S-1451 PW Surplus Page 2 of 2

APPROVED THIS 26th day of January, 2016.

Gopal G. Lalmalani Village President

PASSED THIS 26th day of January, 2016.

Ayes:

Nays:

Absent:

ATTEST:

Charlotte K. Pruss Village Clerk

BOARD OF TRUSTEES MEETING SAMUEL E. DEAN BOARD ROOM BUTLER GOVERNMENT CENTER 1200 OAK BROOK ROAD OAK BROOK, ILLINOIS 630-368-5000

AGENDA ITEM Regular Board of Trustees Meeting of January 26, 2016

SUBJECT: Rush Oak Brook Orthopaedic Center, LLC – 2011 York Road – Planned Development to construct a new four-story medical outpatient building and four-level parking structure.

FROM: Robert L. Kallien, Jr., AICP, Community Development Director

BUDGET SOURCE/BUDGET IMPACT: N/A

RECOMMENDED MOTION: I move to approve Ordinance S-1449, which approves the planned development for the Rush Oak Brook Orthopaedic Center project to be located at 2011 York Road.

Recommendation: Approve Ordinance S-1449.

REG BOT 012616 Agenda Item 7.D.3-Rush Page 1

ORDINANCE 2016-ZO-PUD-EX-S-1449

AN ORDINANCE

APPROVING A PLANNED DEVELOPMENT

(RUSH OAK BROOK ORTHOPAEDIC CENTER – 2011 York Road)

WHEREAS, York Road EW, LLC (“Owner”) is the record title owner of the real property located at 2011 York Road within the Village's O-4 Office Zoning District, and legally described in Exhibit A ("Property"); and

WHEREAS, Rush Oak Brook Orthopaedic Center, LLC (“Applicant”), the contract purchaser of the Property, desires to construct and maintain on the Property (i) an approximately 103,000 square foot medical office outpatient care and ambulatory surgical center (“Surgical Center”), (ii) a four-level, 485 space parking structure (“Parking Structure”), and (iii) site improvements (“Improvements”) (the Surgical Center, Parking Structure, and Improvements are, collectively, the “Planned Development”), which Planned Development is more fully described in the application attached to, and hereby made a part of, this Ordinance as Exhibit B ("Application"); and

WHEREAS, with the consent of the Owner, and pursuant to Chapter 15 of the "Zoning Ordinance of the Village of Oak Brook, Illinois of 1966," as amended ("Zoning Regulations"), the Applicant has filed the Application with the Village seeking approval for a planned development to construct on the Property the Planned Development; and

WHEREAS, the President and Board of Trustees conducted a preliminary review of the proposed Planned Development at their August 11, 2015 meeting, at which time the President and Board of Trustees directed the Village's Director of Community Development to prepare a report on the Application for the Village's Planned Development Commission ("PDC"), and referred the Application to the PDC for the purpose of conducting a public hearing; and

WHEREAS, pursuant to notice duly published in accordance with state law and Section 13-15-5C.2 of the Zoning Regulations, the PDC commenced and concluded a public hearing on December 10, 2015, for the purposes of hearing and considering testimony on the Applicant's request for approval of the Planned Development; and

WHEREAS, during the public hearing before the PDC, representatives of the Applicant presented oral and written testimony, including without limitation the following exhibits:

1. North and South Elevations prepared by Eckenhoff Saunders Architects, consisting of 1 sheet and dated October 1, 2015;

2. East Elevation prepared by Eckenhoff Saunders Architects, consisting of 1 sheet and dated October 1, 2015;

3. West Elevation prepared by Eckenhoff Saunders Architects, consisting of 1 sheet and dated October 1, 2015;

4. North Elevation Enlarged prepared by Eckenhoff Saunders Architects, consisting of 1 sheet and dated October 1, 2015; Ordinance 2016-ZO-PUD-EX-S-1449 An Ordinance Approving A Planned Development (Rush Oak Brook Orthopaedic Center) Page 2 of 13

5. South Elevation Enlarged prepared by Eckenhoff Saunders Architects, consisting of 1 sheet and dated October 1, 2015;

6. East Elevation Enlarged prepared by Eckenhoff Saunders Architects, consisting of 1 sheet and dated October 1, 2015;

7. Building Section Enlarged prepared by Eckenhoff Saunders Architects, consisting of 1 sheet and dated October 1, 2015;

8. Monument Sign Elevations prepared by Eckenhoff Saunders Architects, consisting of 1 sheet;

9. Schematic Landscape Plan prepared by Eckenhoff Saunders Architects and Terra Engineering, Ltd., consisting of 2 sheets and dated October 1, 2015;

10. Level 1 Plan prepared by Eckenhoff Saunders Architects, consisting of 1 sheet and dated October 1, 2015;

11. Level 2 Plan prepared by Eckenhoff Saunders Architects, consisting of 1 sheet and dated October 1, 2015;

12. Level 3 Plan prepared by Eckenhoff Saunders Architects, consisting of 1 sheet and dated October 1, 2015;

13. Level 4 Plan prepared by Eckenhoff Saunders Architects, consisting of 1 sheet and dated October 1, 2015;

14. Site Drainage and Stormwater Detention Plan prepared by Eckenhoff Saunders Architects and Terra Engineering, Ltd., consisting of 1 sheet and dated October 1, 2015;

15. Site Utility Plan prepared by Eckenhoff Saunders Architects and Terra Engineering, Ltd., consisting of 1 sheet and dated October 1, 2015; and

16. Photometric Plan, Lighting Plan, and 120 Line LED and Standards for Outdoor Illumination prepared by Eckenhoff Saunders Architects and KJWW Engineering Consultants, consisting of 26 sheets and dated October 1, 2015;

copies of which are attached to, and by this reference made a part of, this Ordinance as Group Exhibit C (collectively, the "Plans"); and

WHEREAS, following the conclusion of the public hearing, the PDC adopted findings of fact and recommended that the Village Board approve the Planned Development to permit the development and operation of the Planned Development on the Property pursuant to the resolution and recommendation letter attached hereto as Exhibit D; and

WHEREAS, the President and Board of Trustees, having considered the recommendations of the PDC and being fully advised on the premises, have determined that the Application satisfies the design standards set forth in Sections 13-15-3B and 13-15-3C of the Zoning Regulations; and

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WHEREAS, the President and Board of Trustees have further determined that it is in the best interests of the Village and its residents to approve the Planned Development on the Property pursuant to Section 13-15-5D of the Zoning Regulations, subject to the terms and conditions of this Ordinance; and

NOW THEREFORE, BE IT ORDAINED BY THE PRESIDENT AND BOARD OF TRUSTEES OF THE VILLAGE OF OAK BROOK, DU PAGE AND COOK COUNTIES, ILLINOIS as follows:

Section 1: Recitals. The foregoing recitals are hereby incorporated into and made a part of this Ordinance as if fully set forth in this Section.

Section 2: Planned Development Approval. Pursuant to Section 13-15-5D of the Village's Zoning Regulations and subject to the conditions set forth in Section 5 of this Ordinance, the Planned Development shall be, and is hereby, approved to permit the development and operation of the Planned Development on the Property by the Applicant.

Section 3: Zoning Map Notation. Pursuant to Section 13-15-7B of the Village's Zoning Regulations, the Village Manager or his designee is hereby authorized and directed to administratively note on the Village's official zoning map the existence and boundaries of the Planned Development for the Planned Development approved pursuant to this Ordinance. Notwithstanding provisions in the Zoning Regulations to the contrary, including but not limited to Subsection 13-15-2(D), buildings and uses on the Property shall not be limited solely to those approved as part of this Ordinance, in that the Property may continue to be used and improved in accordance with the Zoning Regulations applicable to the underlying O-4 Office Zoning District.

Section 4: Site Development and Use Departures. Pursuant to Section 13-15-4 of the Zoning Regulations, and subject to the conditions and restrictions set forth in this Ordinance, the President and Board of Trustees hereby approve the following site development and use departures for the Planned Development and the Property:

A. The provisions of Section 13-10E-3 of the Zoning Regulations are hereby waived to the extent necessary to allow for:

1. the reduction in the required 30 foot side yard to 15 feet along the northern boundary of the Property, for a length of 176 feet; and

2. the reduction in the required 30 foot side yard to 26 feet along the southern boundary of the Property, for a length of 50 feet;

B. The provisions of Section 13-11-10C.8 of the Zoning Regulations are hereby waived to the extent necessary to allow for the installation and maintenance of four wall signs on the Property;

C. The provisions of Section 13-11-10D.1 of the Zoning Regulations are hereby waived to the extent necessary to allow for a maximum total gross area of all signs on the Property of 580 square feet;

D. The provisions of Section 13-12-5 of the Zoning Regulations are hereby waived to

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the extent necessary to reduce the required number of off-street parking spaces on the Property to 485 parking spaces;

E. The provisions of Section 13-15-7C of the Zoning Regulations are hereby waived to the extent necessary to provide the Applicant 18 months from the date of adoption of this Ordnance to file a complete application for a building permit to construct the Planned Development;

F. The provisions of Section 13-12-4J of the Zoning Regulations are hereby waived to the extent necessary to reduce the required landscaping depth along the first level of the south façade of the Parking Structure to a depth of five feet;

G. The provisions of Section 13-10E-1 of the Zoning Regulations are hereby waived to the extent necessary to permit the Property to be used for a medical office and ambulatory surgical center.

Section 5: Conditions of Approval. The approvals granted in Sections 2, 3, and 4 of this Ordinance shall be, and they are each hereby, subject to, conditioned upon, and limited by the following conditions, the violation of any of which shall, in the reasonable discretion of the President and Board of Trustees, be grounds for the repeal and revocation of the approvals granted in this Ordinance:

A. No Authorization of Work. No development, improvement, or use to be undertaken on the Property pursuant to this Ordinance shall be commenced until all of the following conditions have been satisfied: (i) passage, approval, and publication of this Ordinance in pamphlet form in the manner provided by law; (ii) the Applicant and Owner each have caused a duly authorized person to execute and file with the Village the unconditional agreement and consent, in the form attached hereto as Exhibit E and in the time frame required by Section 8 of this Ordinance (as executed and filed, the "Unconditional Agreement and Consent"); and (iii) all other permits, approvals, and other authorizations applicable to such development, improvement, or use have been properly applied for, paid for, and granted in accordance with applicable law.

B. Compliance with Laws. Except as specifically provided in Section 4 of this Ordinance, all applicable ordinances and regulations of the Village shall apply to the Planned Development and the Property. Further, the development and use of the Planned Development and the Property shall be in compliance with all laws and regulations of all other federal, state, and local governments and agencies having jurisdiction over the Planned Development or the Property.

C. Compliance With Plans. The Planned Development shall be used, developed, and operated in substantial conformance with the Plans and provisions of this Ordinance, including, but not limited to, the Site Development and Use Departures approved in Section 4 of this Ordinance.

D. Off-Street Parking Spaces. In the event that the Village Manager determines that (i) there are not a sufficient number of off-street parking spaces provided in the Parking Structure to adequately or safely serve the Property or (ii) that a lack of a

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sufficient off-street parking spaces negatively impacts traffic or other properties located near the Property, the Applicant must make good faith efforts to negotiate an agreement with the owner or lessee of the property located directly to the north of the Property (“Adjacent Property”) for the employees and visitors of the Property to use the off-street parking spaces on the Adjacent Property.

E. Service and Emergency Access. Notwithstanding anything contained in Section 5.C of this Ordinance or the Plans attached hereto, the Applicant must construct on the Property a service and emergency access drive (“Access Drive”) along the south boundary of the Property in accordance with plans submitted to, and approved by, the Village Director of Community Development. The Access Drive shall be used exclusively by emergency and service vehicles servicing the Property and shall not provide access to the Parking Structure or pedestrian access to the public entrances of the Surgical Center.

F. Pedestrian Walk Along the North Boundary of the Property. Notwithstanding anything contained in Section 5.C of this Ordinance or the Plans attached hereto, the Applicant must construct the pedestrian walk adjacent to the north boundary of the Property to a width of approximately eight feet to allow for pedestrian and bicycle use in accordance with plans submitted to, and approved by, the Village Director of Community Development.

G. Fees and Costs.

1. Applicant shall be responsible for paying all applicable fees relating to the approval of this Ordinance.

2. Applicant shall pay all fees applicable to Applicant's development and use of the Planned Development after the Approval of this Ordinance (the building permit fees shall be pursuant to the fee schedule that was effective on the date the Application was filed with the Village).

3. Applicant shall reimburse the Village for all of the Village’s reasonable costs (including without limitation engineering, planning, and legal expenses) incurred in connection with the preparation, review, consideration and, approval of the Planned Development and this Ordinance in accordance with the Village Code.

4. Applicant, or any future owner of the Property, as applicable, shall reimburse the Village for all of the Village’s reasonable costs (including without limitation engineering, planning, and legal expenses) incurred in connection with the implementation or enforcement of this Ordinance by the Village following the approval hereof.

5. In addition to any other remedies and rights available to the Village, any amount owed by Applicant, or by any future owner, under this Section 5.G that is not paid within sixty (60) days after delivery of a demand in writing for such payment shall, along with interest and the costs of collection, become a lien upon the Property (or that portion of the Property to which the unpaid

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amount relates), and the Village shall have the right to foreclose such lien in the name of the Village as in the case of foreclosure of liens against real estate.

H. Transferees. The rights and obligations set forth in this Ordinance shall be binding on the Applicant and upon any and all of such Applicant’s heirs, successors, and assigns, and upon any and all successor legal or beneficial owners of all or any portion of the Property. To the extent that a successor becomes bound to the obligation created herein pursuant to a transferee assumption agreement reasonably acceptable to the Village, and such successor demonstrates to the Village that it has the financial viability to meet the obligations herein, the Applicant shall be released from its obligations under this Ordinance to the extent of the transferee’s assumption of such liability. The failure of the Applicant to provide the Village with an enforceable transferee assumption agreement as herein provided shall result in the Applicant remaining fully liable for all of its obligations under this Ordinance but shall not relieve the transferee of its liability for all such obligations as a successor to such respective Applicant.

F. Violations. Any violation of this Ordinance shall be deemed a violation of the Zoning Regulations and shall be subject to enforcement proceedings under the Zoning Regulations.

Section 6: Amendments. Any major or minor amendment to any provision of this Ordinance may be granted only pursuant to the procedures, and subject to the standards and limitations, provided in the Zoning Regulations for the granting of such Planned Development amendments.

Section 7: Failure to Comply With Conditions. Upon the failure or refusal of the Applicant or any other owner to comply with any or all of the conditions, restrictions, or provisions of this Ordinance, in addition to all other remedies available to the Village, the approvals granted pursuant to this Ordinance shall, at the discretion of the President and Board of Trustees, by ordinance duly adopted, be revoked and become null and void.

Section 8: Effective Date. This Ordinance shall be in full force and effect from and after its passage, approval, and publication in pamphlet form in the manner provided by law; provided, however, that this Ordinance shall be of no force or effect unless and until Applicant and Owner have caused a duly authorized person to execute and file with the Village the Applicant's Unconditional Agreement and Consent, in the form attached hereto as Exhibit E. If the Applicant does not file its Unconditional Agreement and Consent with the Village within 30 days following the passage of this Ordinance, or within such greater time as the Village Board may approve by motion, the Village Board may, in its discretion and without public notice or hearing, repeal this Ordinance and thereby revoke the approvals granted in this Ordinance. Upon this Ordinance having full force and effect, the Village Clerk shall cause this Ordinance and the Unconditional Agreement and Consent to be recorded against the Property in the Office of the Du Page County, Illinois Recorder of Deeds.

[SIGNATURE PAGE FOLLOWS]

Ordinance 2016-ZO-PUD-EX-S-1449 An Ordinance Approving A Planned Development (Rush Oak Brook Orthopaedic Center) Page 7 of 13

APPROVED THIS 26th day of January, 2016.

Gopal G. Lalmalani Village President

PASSED THIS 26th day of January, 2016.

Ayes:

Nays:

Absent:

ATTEST:

Charlotte K. Pruss Village Clerk

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EXHIBIT A

LEGAL DESCRIPTION OF PROPERTY

Subject property is commonly known as 2011 York Road, in Oak Brook, Illinois and the legal description is as follows:

Lot 3 in York Road Properties, L.L.C. Subdivision of Lot A in Sunbeam Corporation Second Assessment Plat, being part of the Southeast 1/4 of Section 24, Township 39 North, Range 11 East of the Third Principal Meridian, recorded October 5, 1964 as Document Number R64-37390, in DuPage County, Illinois, according to the plat of said York Road Properties, L.L.C. Subdivision recorded November 29, 2000 as Document Number R2000-187248, in DuPage County, Illinois. PIN: 06-24-403-010 (Lot 3).

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EXHIBIT B

APPLICATION

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EXHIBIT C

PLANS

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EXHIBIT D

PDC RECOMMENDATION

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EXHIBIT E

UNCONDITIONAL AGREEMENT AND CONSENT

Pursuant to Section 8 of Village of Oak Brook Ordinance No. 2016-ZO-PUD-EX-S-1449 (the "Ordinance"), and to induce the Village of Oak Brook to grant the approvals provided for in such Ordinance, the undersigned acknowledge for themselves, and for their respective corporate successors and assigns in title to the Property, that they:

1. have read and understand all of the terms and provisions of the Ordinance;

2. hereby unconditionally agree to accept, consent to, and abide by all of the terms, conditions, restrictions, and provisions of the Ordinance, and to all other provisions of the "Zoning Ordinance of the Village of Oak Brook, Illinois of 1966," as amended, and all other codes, ordinances, rules, and regulations that are applicable to the use, development, improvement, and operation of the property subject to the Ordinance;

3. acknowledge and agree that the Village is not and shall not be, in any way, liable for any damages or injuries that may be sustained as a result of the Village's issuance of any permits for the use of the Property, and that the Village's issuance of any permit does not, and shall not, in any way, be deemed to insure the undersigned against damage or injury of any kind and at any time;

4. acknowledge that the public notices and hearings have been properly given and held with respect to the adoption of the Ordinance;

5. agree to and do hereby hold harmless and indemnify the Village, the Village's corporate authorities, and all Village elected and appointed officials, officers, employees, agents, representatives, and attorneys, from any and all claims that may, at any time, be asserted against any of such parties with respect to the Property and the Village's adoption of the Ordinance or granting the approvals set forth in the Ordinance, except as may arise as a result of the Village's gross negligence or willful misconduct;

6. represent and acknowledge that the persons signing this Unconditional Agreement and Consent are duly authorized to do so on behalf of the respective undersigned; and

7. consent to the recordation of the Ordinance and this Unconditional Agreement and Consent by the Village Clerk with the Office of the Du Page County, Illinois Recorder of Deeds against the property subject to the Ordinance.

The undersigned further acknowledge for themselves, and for their respective corporate successors and assigns in title to the Property, that should the sale of the Property from Owner to Applicant not be achieved, Applicant shall be hereby released

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from this Unconditional Agreement and Consent and the terms and provisions herein shall solely apply to Owner.

YORK ROAD EW, LLC

By: ______

Its: ______

RUSH OAK BROOK ORTHOPAEDIC CENTER, LLC

By: ______

Its: ______

Effective Date of Unconditional Agreement and Consent: ______, 2016

BOARD OF TRUSTEES MEETING SAMUEL E. DEAN BOARD ROOM BUTLER GOVERNMENT CENTER 1200 OAK BROOK ROAD OAK BROOK, ILLINOIS 630-368-5000

AGENDA ITEM Regular Board of Trustees Meeting of January 26, 2016

SUBJECT: Janko Group, LLC – 210 22nd Street – Planned Development to construct a new five-story Hyatt House Hotel and create a site for a future restaurant building

FROM: Robert L. Kallien, Jr., AICP, Community Development Director

BUDGET SOURCE/BUDGET IMPACT: N/A

RECOMMENDED MOTION: I move to approve Ordinance S-1450 as amended for the planned development for the Janko Group – Hyatt House project to be located at 210 22nd Street.

Background/History: At the January 12, 2016 meeting, the Village Attorney was directed to prepare the necessary ordinance granting approval of the planned development for the Janko Group Hyatt House project. In accordance with the Board’s direction, the enclosed Ordinance approving the Planned Development has been prepared.

The Board should note that since the January 12th meeting, the applicant has informed staff that its application for the Planned Development included a typo. According to the application, the applicant was seeking a use departure from Section 13-10A-3.A of the Zoning Regulations to permit a maximum floor area ratio (FAR) of .52 on the property. In order to the construct the 5-story 144 room Hyatt House Hotel and the 4500 square foot restaurant building as presented and in accordance with the plans that were presented to the Planned Development Commission and the Board, the applicant needs a maximum FAR of .564. Therefore, the Ordinance, as currently presented to the Board, would grant the applicant permission to construct the development with a FAR of up to .564.

The correction of this typo does not: require any modification in the plans; impact any approved setbacks; change the number or location of the required parking spaces or drive aisles; or impact the overall locations of the buildings to be constructed on the Property.

REG BOT 012616 Agenda Item 7.D.4-Hyatt.doc Page 1 The applicant will be present at the Board meeting to discuss this issue and answer any questions the Board may have.

Recommendation: The Board approves Ordinance S-1450.

REG BOT 012616 Agenda Item 7.D.4-Hyatt.doc Page 2

ORDINANCE 2016-ZO-PUD-EX-S-1450

AN ORDINANCE

APPROVING A PLANNED DEVELOPMENT

(HYATT HOUSE HOTEL AND RESTAURANT – 210 22nd Street)

WHEREAS, TMBG, LLC - Windsor (“Owner”) is the record title owner of the real property located at 210 22nd Street within the Village's ORA-1 Office-Research-Assembly Zoning District, and legally described in Exhibit A ("Property"); and

WHEREAS, Janko Group, LLC (“Applicant”), the contract purchaser of the Property, desires to construct and maintain on the Property (i) a hotel containing up to 144 rooms and related amenities (“Hotel”), (ii) an approximately 4,500 square foot restaurant building (“Restaurant Building”) with a drive-through, and (iii) site improvements (“Improvements”) (the Hotel, Restaurant Building, and Improvements are, collectively, the “Planned Development”), which Planned Development is more fully described in the application attached to, and hereby made a part of, this Ordinance as Exhibit B ("Application"); and

WHEREAS, the President and Board of Trustees conducted a preliminary review of the proposed Planned Development at their September 8, 2015 meeting, at which time the President and Board of Trustees directed the Village's Director of Community Development to prepare a report on the Application for the Village's Planned Development Commission ("PDC"), and referred the Application to the PDC for the purpose of conducting a public hearing; and

WHEREAS, during the public hearing before the PDC, representatives of the Applicant presented oral and written testimony, including without limitation the following exhibits:

1. Conceptual Drawing showing materials of the Hotel dated December 3, 2015;

2. Site Plan prepared by Norr, Ltd. and Kimley-Horn and Associates, consisting of 1 sheet and dated December 4, 2015;

3. Site Plan – Sign Locations prepared by Norr, Ltd. and Kimley-Horn and Associates, consisting of 1 sheet and dated November 16, 2015;

4. Monumental Signage Plan prepared by Norr, Ltd. and Kimley-Horn and Associates, consisting of 2 sheets and dated November 16, 2015; Ordinance 2016-ZO-PUD-EX-S-1450 An Ordinance Approving A Planned Development (Hyatt House Hotel and Restaurant Planned Development) Page 2 of 13

5. Building Signage Plan prepared by Norr, Ltd. and Kimley-Horn and Associates, consisting of 1 sheet and dated November 16, 2015;

6. Ground Floor Plan prepared by Norr, Ltd. and Kimley-Horn and Associates, consisting of 1 sheet and dated November 16, 2015;

7. Typical Floor Plan prepared by Norr, Ltd. and Kimley-Horn and Associates, consisting of 1 sheet and dated November 16, 2015;

8. Elevations prepared by Norr, Ltd. and Kimley-Horn and Associates, consisting of 2 sheets and dated November 10, 2015;

9. Land Use Site Plan prepared by Kimley-Horn and Associates, consisting of 1 sheet and dated November 5, 2015;

10. Proposed Impervious Area Exhibit prepared by Kimley-Horn and Associates, consisting of 1 sheet;

11. Preliminary Engineering Plans, consisting of a General Notes, a Demolition Plan, Site Plan, Grading Plan, Utility Plan, Fire Truck Circulation Plan, Landscape Plan, Landscape Notes and Details, and Photometric Plan, all prepared by Kimley-Horn and Associates, consisting of 11 sheets and dated November 5, 2015; copies of which are attached to, and by this reference made a part of, this Ordinance as Group Exhibit C (collectively, the "Plans"); and

WHEREAS, the President and Board of Trustees, having considered the recommendations of the PDC and being fully advised in the premises, have determined that the Application satisfies the design standards set forth in Sections 13-15-3B and 13-15-3C of the Zoning Regulations; and

NOW THEREFORE, BE IT ORDAINED BY THE PRESIDENT AND BOARD OF TRUSTEES OF THE VILLAGE OF OAK BROOK, DU PAGE AND COOK COUNTIES, ILLINOIS as follows:

Section 1: Recitals. The foregoing recitals are hereby incorporated into and made a part of this Ordinance as if fully set forth in this Section.

Section 2: Planned Development Approval. Pursuant to Section 13-15-5D of the

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Village's Zoning Regulations and subject to the conditions set forth in Section 5 of this Ordinance, the Planned Development shall be, and is hereby, approved to permit the development and operation of the Planned Development on the Property.

A. The provisions of Section 13-3-15E of the Zoning Regulations are hereby waived to the extent necessary to allow for the permanent entryway canopy in front of the Hotel’s main entrance to be constructed to a height not to exceed approximately 22 feet consistent with the Plans;

B. The provisions of Section 13-10A-3.A of the Zoning Regulations are hereby waived to the extent necessary to allow for a maximum floor area ratio on the Property of 0.564.

C. The provisions of Section 13-10A-3.C.1 of the Zoning Regulations are hereby waived to the extent necessary to allow for:

1. the reduction in the required minimum front yard to approximately 90 feet in depth along Windsor Drive; and

2. the reduction in the required minimum front yard to approximately 55 feet in depth along 22nd Street;

D. The provisions of Section 13-12-3.H.2 of the Zoning Regulations are hereby waived to the extent necessary to allow for:

1. off-street parking spaces to be located in the required yard and less than 25 feet from 22nd Street in a manner generally consistent with the Plans; and

2. off-street parking spaces to be located in the required yard and less than 25 feet from Windsor Drive in a manner generally consistent with the Plans;

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E. The provisions of Section 13-10A-2 of the Zoning Regulations are hereby waived to the extent necessary to permit the Property to be used for a hotel and a stand- alone restaurant.

D. Architecture of Restaurant Building. The Restaurant Building shall be constructed with building materials, colors, and architectural design elements that are consistent with the building materials, colors, and architectural design elements of the Hotel.

E. Berm. Notwithstanding anything contained in Section 5.C of this Ordinance or the Plans attached hereto, the Applicant must construct the berm to be located along 22nd Street to a height of no less than four feet, measured from the top of the 22nd Street curb, for the entire length of the berm.

F. Maintenance of Landscaping. The Applicant shall maintain all landscaping on the Property, including, without limitation, the landscaping along 22nd Street, substantially in accordance with the Landscape Plan that is included as part of the Plans. As part of this obligation, the Applicant must replace, at the appropriate time, any landscaping that is unhealthy or dies;

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G. Windsor Drive Access. The Applicant shall eliminate the southernmost vehicular access driveway that currently provides access to the Property from Windsor Drive.

F. Development of the Drive-through.

1. The Applicant may not construct or install on the Property a drive-through to serve the Restaurant Building prior to the satisfaction of each of the following:

a. The Applicant submits to the Village Director of Community Development information identifying: (i) the user that would operate the drive-through; and (ii) the proposed hours of operation for the drive-through; and

b. The Village Board adopts a resolution approving the construction or installation of the drive-through; provided that the Applicant, at least 15 days, but not more than 30 days, prior to the meeting of the Village Board at which the drive-through is considered, sends written notice of the meeting by certified mail to all taxpayers of record and residents for all property within 500 feet of the Property. Such notification shall not be sent without the prior approval of the Village Director of Community Development;

2. Until the Village Board grants the resolution approving the construction or installation of the drive-through in accordance with Section 5.F.1.b of this Ordinance, the Applicant shall periodically provide the President of the York Woods Community Association written updates of its plans to use the Restaurant Building, which updates shall include, without limitation, information on prospective tenants for the Restaurant Building. The Applicant shall send the Village Director of Community Development copies of such updates. Nothing in this Section 5.F.2 shall be interpreted to require the Applicant to provide confidential or proprietary information to the York Woods Community Association that would harm the Applicant.

G. Fees and Costs.

1. Applicant shall be responsible for paying all applicable fees relating to the approval of this Ordinance.

2. Applicant shall pay all fees applicable to Applicant's development and use of the Planned Development after the Approval of this Ordinance.

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5. In addition to any other remedies and rights available to the Village, any amount owed by Applicant, or by any future Owner, under this Section 5.G that is not paid within sixty (60) days after delivery of a demand in writing for such payment shall, along with interest and the costs of collection, become a lien upon the Property (or that portion of the Property to which the unpaid amount relates), and the Village shall have the right to foreclose such lien in the name of the Village as in the case of foreclosure of liens against real estate.

F. Violations. Any violation of this Ordinance shall be deemed a violation of the Zoning Regulations and shall be subject to enforcement proceedings under the Zoning Regulations.

Section 7: Failure to Comply With Conditions. Upon the failure or refusal of the Applicant or any other Owner to comply with any or all of the conditions, restrictions, or provisions of this Ordinance, in addition to all other remedies available to the Village, the approvals granted pursuant to this Ordinance shall, at the discretion of the President and Board of Trustees, by ordinance duly adopted, be revoked and become null and void.

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Exhibit E. If the Applicant does not file its Unconditional Agreement and Consent with the Village within 60 days following the passage of this Ordinance, or within such greater time as the Village Board may approve by motion, the Village Board may, in its discretion and without public notice or hearing, repeal this Ordinance and thereby revoke the approvals granted in this Ordinance. Upon this Ordinance having full force and effect, the Village Clerk shall cause this Ordinance and the Unconditional Agreement and Consent to be recorded against the Property in the Office of the Du Page County, Illinois Recorder of Deeds.

APPROVED THIS 26th day of January, 2016.

Gopal G. Lalmalani Village President

PASSED THIS 26th day of January, 2016.

Ayes:

Nays:

Absent:

ATTEST:

Charlotte K. Pruss Village Clerk

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EXHIBIT A

LEGAL DESCRIPTION OF PROPERTY

The subject property is located at 210 22nd Street in Oak Brook, Illinois and the legal description is as follows:

LOT 1 OF AMERICAN CAN COMPANY ASSESSMENT PLAT OF PART OF THE SOUTHEAST 1/4 OF SECTION 24, TOWNSHIP 39 NORTH, RANGE 11, EAST OF THE THIRD PRINCIPAL MERIDIAN, RECORDED AS DOCUMENT 905851, EXCEPT THAT PART THEREOF DESCRIBED AS FOLLOWS: BEGINNING AT THE NORTHWEST CORNER OF SAID LOT 1; THENCE SOUTH 89 DEGREES 44 MINUTES 14 SECONDS EAST, ALONG THE NORTH LINE OF SAID LOT 1, 22.0 FEET; THENCE SOUTH 30 DEGREES 18 MINUTES 51 SECONDS WEST, 43.90 FEET TO A POINT ON THE WEST LINE OF SAID LOT 1; THENCE NORTH 0 DEGREES 14 MINUTES 24 SECONDS EAST, ALONG THE WEST LINE OF SAID LOT 1, 38.0 FEET TO THE POINT OF BEGINNING; ALSO EXCEPT THAT PART THEREOF DESCRIBED AS FOLLOWS:

BEGINNING AT THE SOUTHWEST CORNER OF SAID LOT 1; THENCE NORTH 0 DEGREES 14 MINUTES 24 SECONDS EAST, ALONG THE WEST LINE OF SAID LOT 1, 158.05 FEET; THENCE SOUTH 5 DEGREES 23 MINUTES 34 SECONDS EAST, 132.45 FEET; THENCE SOUTH 39 DEGREES 42 MINUTES 47 SECONDS EAST, 34.26 FEET TO A POINT ON THE SOUTH LINE OF SAID LOT 1; THENCE NORTH 89 DEGREES 44 MINUTES 14 SECONDS WEST, ALONG THE SOUTH LINE OF SAID LOT 1, 35.0 FEET TO THE POINT OF BEGINNING, ALSO EXCEPT THEREOF THAT PORTION FALLING WITHIN 22ND STREET, IN DU PAGE COUNTY, ILLINOIS. PIN: 06-24-404-012.

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EXHIBIT B

APPLICATION

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EXHIBIT C

PLANS

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EXHIBIT D

PDC RECOMMENDATION

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EXHIBIT E

UNCONDITIONAL AGREEMENT AND CONSENT

Pursuant to Section 8 of Village of Oak Brook Ordinance No. 2016-ZO-PUD-EX- S-1450 (the "Ordinance"), and to induce the Village of Oak Brook to grant the approvals provided for in such Ordinance, the undersigned acknowledge for themselves, and for their respective corporate successors and assigns in title to the Property, that they:

1. have read and understand all of the terms and provisions of the Ordinance;

4. acknowledge that the public notices and hearings have been properly given and held with respect to the adoption of the Ordinance;

6. represent and acknowledge that the persons signing this Unconditional Agreement and Consent are duly authorized to do so on behalf of the respective undersigned; and

[SIGNATURE PAGE FOLLOWS]

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TMBG, LLC - WINDSOR

By: ______

Its: ______

Janko Group, LLC

By: ______Gary R. Janko

Its: Manager

Effective Date of Unconditional Agreement and Consent: ______, 2016

BOARD OF TRUSTEES MEETING SAMUEL E. DEAN BOARD ROOM BUTLER GOVERNMENT CENTER 1200 OAK BROOK ROAD OAK BROOK, ILLINOIS 630-368-5000

AGENDA ITEM Regular Board of Trustees Meeting of January 26, 2016

SUBJECT: Issuance of Scavenger/Solid Waste Hauler Licenses

FROM: Rick Ginex, Village Manger

BUDGET SOURCE/BUDGET IMPACT: N/A

RECOMMENDED MOTION: Motion to approve issuance of Commercial Savenger License to Independent Recycling Services for the period of January 27, 2016 throug December 31, 2016

Background/History:

The Village Code provides for one residential scavenger license (to be issued to the hauler awarded the residential contract by the Village) and an unlimited number of commercial scavenger licenses. Pursuant to Section 4-3-2 of the Village Code, the Village Board issues scavenger licenses upon recommendation by the Village Manager.

Independent Recycling Services has applied to the Village of Oak for a commercial scavenger license. They have submitted all the appropriate documents which are attached for your review and have submitted the annual fee.

Recommendation: That the Board approve issuance of commercial scavenger license to Independent Recycling Services.

BOT AGENDA Page 1

AGENDA ITEM Regular Board of Trustees Meeting of January 26, 2016

SUBJECT: Northern Illinois Municipal Natural Gas Franchise Agreement

FROM: Riccardo F. Ginex, Village Manager Peter Friedman, Village Attorney

BUDGET SOURCE/BUDGET IMPACT: N/A

RECOMMENDED MOTION: A Motion to Approve Ordinance - RESOLUTION 2016- NIG-AG-R-1531, An Ordinance Authorizing and Granting a Franchise to Northern Illinois Gas Company, (d/b/a NICOR GAS COMPANY), Its Successors and Assgins, to Construct, Operate, and Maintain a Natural Gas Distribution System In and Through the Village of Oak Brook, Illinois.

Background/History: The Village of Oak Brook has been part of the Northern Illinois Municipal Natural Gas Franchise Consortium for the past six (6) years. The Village’s prior franchise agreement was a 50 year agreement and approved on June 10, 1958. It expired on June 10, 2008. As most municipal franchise agreements are very old and often unclear, incomplete, and difficult to understand they do not adequately protect the public health and safety of the municipalities nor do they adequately protect the public rights-of-way. Some highlights of the new agreement include the following:

●New provisions designed to protect the municipality’s rights-of-way, including requirements on construction, restoration, and maintenance. ●New provisions designed to better protect the public health and safety, including emergency notice and response standards. ●The municipality may choose among free gas for municipal facilities or annual cash payments.

●Provides Oak Brook will receive a one-time 75% bonus of $16,127.67.

● It includes modern provisions relating to annual meetings with Nicor, capital improvement plans, information sharing, and specific triggers for future amendments based on new franchise terms subsequently agreed to by Nicor. ●The Consortium has been able to negotiated with Nicor a new, standard franchise document that is clear, comprehensive, and protective of the interests of both the municipalities and the gas companies. The franchise is for a term of 25 years.

Our Village Attorney has been the Consortium Counsel and has prepared an Executive Summary which I have attached. Specifically, it discusses certain pertinent changes in the agreement to include the following:

●Requires Nicor to comply with local, generally applicable right-of-way, building, and tree regulations. ●Requires a Nicor notice of emergencies to the municipality within 24 hours unless that is somehow not practicable. ●Gives the municipality two options on how they will be compensation for use of their right-of- way. They can either take an annual lump sum payment that Nicor will make in cash to the municipality based on a formula which is generally described as the municipality’s “therm allocation” times the “gas cost per therm,” or the municipality can decide to receive free gas for buildings, or parts thereof, used for municipal purposes. The maximum amount of free gas to be provided cannot exceed the municipality’s “therm allocation.” ●We have sixty (60) days after the effective date of the agreement to decide whether to receive Annual Payments or Unbilled Gas. Thereafter, a municipality can change from Annual Payments to Unbilled Gas, or vice versa, every three years with notice to Nicor.

●Each municipality under the New Franchise will receive a one-time cash renewal payment equal to 75 percent of the municipality’s therm allocation multiplied by the gas cost per therm. ●While the effective date of the new franchise agreement is January 1, 2016, each municipality has to approve the agreement within 90 days of the effective date, and finally ●The New Franchise contains mutual indemnification provisions.

Regarding the best option for compensation, staff has gathered information on the amount of therms we use for our buildings. Presently, the Village Hall, Fire Station 93, The Heritage Center, and Public Works are part of our franchise gas accounts. The Village is only allotted 28,378.80 therms per our population calculation. In 2015, we used 38,410.17 therms for a cash value of $15,419. With the new 20% increase to 28,378.80 therms totaling a cash equivalent of $16, 127.67, it is our recommendation to continue on with receiving the free gas for our buildings under the franchise agreement.

Recommendation: The Board approves the ordinance.

RESOLUTION 2016-NIG-AG-R-1531

AN ORDINANCE AUTHORIZING AND GRANTING A FRANCHISE

TO NORTHERN ILLINOIS GAS COMPANY

(d/b/a NICOR GAS COMPANY) ITS SUCCESSORS AND ASSIGNS,

TO CONSTRUCT, OPERATE AND MAINTAIN A NATURAL GAS DISTRIBUTING SYSTEM

IN AND THROUGH THE VILLAGE OF OAK BROOK, ILLINOIS

WHEREAS, Northern Illinois Gas Company (d/b/a Nicor Gas Company), an Illinois corporation ("NICOR GAS") and the Village of Oak Brook ("Village") entered into franchise agreement effective June 10, 1958 that generally authorized NICOR GAS to construct, operate, and maintain a gas distribution system within the Village, and NICOR GAS provided the Village a letter dated March 22, 1991 that specifies the compensation to be paid to the Village by NICOR GAS in connection with such franchise agreement (such franchise agreement and letter are referred to collectively herein as the "Previous Agreement"); and

WHEREAS, NICOR GAS, along with its successors and permitted assigns (collectively, "Grantee"), and the Village desire to have this Ordinance adopted and to have it represent a new agreement between the Grantee and the Village to supersede the Previous Agreement ("Franchise"); and

WHEREAS, the Village has determined that it is in the best interests of the Village and its residents to adopt this Ordinance establishing a new Franchise with the Grantee;

WHEREAS, the Grantee has approved this Ordinance and authorized execution by its duly authorized representatives of the Consent Agreement provided pursuant to Section 15 of this Ordinance; and

NOW THEREFORE, BE IT RESOLVED BY THE PRESIDENT AND BOARD OF TRUSTEES OF THE VILLAGE OF OAK BROOK, DU PAGE AND COOK COUNTIES, ILLINOIS as follows:

SECTION 1. DEFINITIONS.

The following terms have the meaning ascribed to them in this Section:

Annual Meeting. The meeting provided under Subsection 13.A. of this Ordinance.

Assignee. The entity that accepts an assignment under this Ordinance from the Grantee with the authorization of the Village, as provided in Subsection 13.B of this Ordinance.

Corporate Authorities. The corporate authorities of the Village.

Effective Date. The effective date of this Ordinance, being January 1, 2016.

Emergency. An event involving the Gas System that (i) poses an imminent threat to the public health or safety within the Village or (ii) is likely to result in a prolonged and unplanned interruption of gas service to a significant number of customers within the Village.

Gas. Natural gas or manufactured gas, or a mixture of gases, that is distributed to the Grantee's customers in the Village through the Gas System. Resolution 2016-NIG-AG-R-1531 Franchise Agreement with Nicor Gas Page 2 of 12

Gas System. The Grantee's system of pipes, tubes, mains, conductors, and other devices, apparatus, appliances, and equipment for the production, distribution, and sale of gas for fuel, heating, power, processing, and other purposes within and outside the corporate limits of the Village.

Gas System Work. Any construction, operation, maintenance, repair, removal or replacement of the Gas System conducted by the Grantee within the Public Right-of-Way or conducted by the Grantee immediately adjacent to the Public Right-of-Way if such activity physically disturbs the Public Right-of- Way.

ICC. The Illinois Commerce Commission.

Public Right-of-Way. The Village's streets, alleys, sidewalks, parkways, easements, and other property of the Village used as right-of-way.

Requirements of Law. Any and all reasonable regulations which may now or hereafter be prescribed by general ordinance of the Village with respect to the use of the Public Right-of-Way or the conduct of Gas System Work.

Term. The term of the Franchise under Section 3 of this Ordinance.

SECTION 2. GRANT OF FRANCHISE.

The Village grants the right, permission and authority to the Grantee to construct, operate, maintain, repair, remove, and replace its Gas System within the corporate limits of the Village, subject to the conditions and regulations of this Ordinance. The right, permission and authority granted by the Village to the Grantee by this Franchise may not be exclusive to the Grantee, provided that any other such rights or authority granted by the Village may not interfere with the right, permission and authority granted to the Grantee pursuant to this Ordinance.

SECTION 3. TERM.

The Franchise authorized and granted pursuant to this Ordinance shall be for a term of 25 years, commencing on the Effective Date, and expiring on January 1, 2041 ("Term").

SECTION 4. USE OF PUBLIC RIGHT-OF-WAY.

The Grantee shall be authorized to use the Public Right-of-Way for the Gas System and Gas System Work subject to the provisions of this Ordinance, including without limitation the following provisions:

A. General Coordination, Location And Repair. Those portions of the Gas System in the Public Right-of-Way shall be installed and maintained under the general supervision of the Director of Public Works of the Village, or other duly authorized agent of the Village. The portions of the Gas System within the Public Right-of-Way shall be located as not to injure any drains, sewers, catch basins, water pipes, pavements or other like public improvements. If any drain, sewer, catch basin, water pipe, pavement or other like public improvement is injured by the location of the portions of the Gas System within the Public Right-of-Way, the Grantee shall forthwith repair the damage to the satisfaction of the Village and in default thereof the Village may repair such damage and charge the cost thereof to, and collect the same from, the Grantee.

B. Compliance with Requirements of Law. The Grantee shall be subject to the specific standards provided in this Ordinance for work in the Public Right-of-Way and with all other Requirements of Law.

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C. Conduct of Gas System Work; Restoration. The Grantee will conduct Gas System Work in accordance with the Requirements of Law. The Grantee will undertake to minimize the disturbance or obstruction of the Public Right-of-Way caused by Gas System Work, including, without limitation, having Gas System Work, once started, undertaken and completed without unreasonable delay. The Grantee will promptly restore Public Right-of-Way, as well as any fences, roads, pavements and other improvements in the Public Right-of-Way, disturbed by Gas System Work as nearly as reasonably practicable to its condition immediately before the Gas System Work.

D. Emergencies. In the case of an Emergency, the Grantee will notify the Village by the most practical, timely, and available means under the circumstances of the Emergency and the conditions that are affecting the Gas System and its customers. Notwithstanding Section 10, the notice will be no more than 24 hours after the Grantee learns of the Emergency, except if notice within 24 hours is not practicable under the circumstances of the Emergency, in which case the Grantee will provide the notice required under this Subsection as soon as is practicable under the circumstances. Each Party will provide the other Party with an Emergency contacts list, including 24-hour contact information for at least two representatives. The Grantee will keep the Village apprised of the status of the Emergency to the extent reasonably practicable and will advise the Village when the Emergency has been resolved.

E. Coordination Regarding Capital Improvements; System Information. The Grantee and the Village believe that it is in their mutual interests to be informed of their respective capital improvement programs, so that whenever practicable those programs can be undertaken to minimize the cost of construction and public inconvenience. To that end, the following provisions apply:

1. Meeting. At Annual Meetings (see Subsection 13.A of this Ordinance), representatives of the Grantee and the Village will be prepared to discuss significant known Gas System Work and Municipal projects that could impact the Gas System and that will or may be undertaken within the Village.

2. Capital Improvement Plans and General System Information. The Grantee will establish and maintain an information medium ("Information Sharing System”), at no cost to the Village, that will provide the Village access, on reasonable terms, to information identifying (a) anticipated Gas System Work, (b) Grantee’s planned capital improvement plans and major maintenance work related to the Gas System within the Village, (c) maps or other documents showing the locations of gas distribution mains in or under Public Right-of-Way within the Village; and (d) the status of ongoing Gas System Work and capital improvement plans and major maintenance work related to the Gas System within the Village (collectively, "General System Information"). The Grantee reserves the right to modify or replace the Information Sharing System from time to time at its discretion. Absent gross negligence or intentional misconduct by the Grantee, the Grantee shall have no monetary liability to the Village due to defects in the design or performance of the Information Sharing System or errors or omissions in the information disclosed through the Information Sharing System; provided, however, that this sentence does not change the Grantee’s obligation under Paragraph 1 of this Subsection and Subsection 13.A of this Ordinance with respect to General System Information. As part of the Annual Meeting, the Parties may discuss the performance of the Information Sharing System and any adjustments and refinements to the Information Sharing System and, if requested by the Village, the Grantee will provide information regarding any updates or other operational changes or improvements to the Information Sharing System.

SECTION 5. CONSIDERATION FOR USE OF PUBLIC RIGHT-OF-WAY.

A. Payments; Provision of Gas. The Grantee shall make the Renewal Payment provided in Paragraph 1 of this Subsection and, commencing with calendar year 2016, either (but never both) (i) make the Annual Payments as provided and calculated in Paragraph 2 of this Subsection, or (ii) provide for Unbilled Gas as provided and calculated in Paragraphs 3 of this Subsection. The Village shall notify the Grantee in writing within sixty days after the Effective Date whether it has chosen to receive Annual Payments or Unbilled Gas. In the event the Village has not notified the Grantee in writing within sixty days after the Effective Date, the Village shall be deemed to have chosen to receive Annual Payments as

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provided and calculated in Paragraph 2 of this Subsection. Upon written notice to Grantee given on or before June 30 of the calendar year preceding the date of change, the Village may change the method of compensation from Annual Payments to Unbilled Gas, or vice versa, effective as of January 1 of any or all of the third, sixth, ninth, twelfth, fifteenth, eighteenth, twenty-first, or twenty-fourth calendar year following the Effective Date. In the event the Village has not so notified the Grantee of a change in the method of compensation by the applicable June 30, the method of compensation then in effect shall continue and may not be changed by the Village during the ensuing three calendar year period.

1. Renewal Payment. Within ninety days after the Effective Date, the Grantee will pay the Village, solely as consideration for renewal of the franchise granted under the Previous Agreement, a one-time franchise renewal payment (“Renewal Payment”) of $12,095, being equal to 75 percent of the value of (a) the "Therm Allocation" (as calculated under Paragraph 4 of this Subsection) as of the Effective Date multiplied by (b) the “Gas Cost per Therm” (as calculated under Paragraph 2 of this Subsection).

2. Annual Payment. In January of each year except 2016 and in March of 2016, the Grantee will pay the Village an annual payment ("Annual Payment") if the Village has chosen or has been deemed to have chosen to receive Annual Payments rather than Unbilled Gas for such calendar year. The amount of each Annual Payment will be calculated by the Grantee by multiplying (a) the "Therm Allocation" (as calculated under Paragraph 4 of this Subsection) times (b) the applicable Gas Cost per Therm. As used herein, the term “Gas Cost per Therm” means, with respect to a calendar year, the sum of (i) the average per therm gas cost for the preceding three calendar years, based on the Grantee's prudently incurred purchased gas cost and (ii) the per therm rate for general gas service under the Grantee's rate structure in effect as of the last day of the preceding calendar year.

3. Unbilled Gas. If the Village has chosen to receive Unbilled Gas, the Grantee shall supply, during each billing year (start and finish of each year shall begin and end with regular meter reading date nearest to January 1) that the Village’s choice to receive Unbilled Gas remains in effect, without charge to the Village, an amount of gas (“Unbilled Gas”) not to exceed the Therm Allocation (as calculated under Paragraph 4 of this Subsection), to be used in buildings which may be occupied from time to time by the Village solely for municipal purposes, or such part of these buildings as may from time to time be occupied for ongoing municipal purposes, and not for purposes of revenue.

4. Therm Allocation. For purposes of determining the Annual Payment or the amount of Unbilled Gas under Paragraphs 2 and 3, respectively, of this Subsection, the Therm Allocation will be based on the following formula: 3.6 therms per person up to 10,000 of population; 2.4 therms per person for the next 10,000 of population; 1.2 therm per person for the next 80,000 of population; 1.45 therms per person for the next 20,000 of population; and 1.8 therms per person for the population over 120,000. For purposes of the Therm Allocation, the population of the Village as of the Effective Date shall be deemed to be the same as the population of the Village at the 2010 decennial census, which was 7,883. This population number will be adjusted by the Grantee based on each decennial census count. Between decennial census counts, the Therm Allocation may be increased prospectively on the basis of changes in population of the Village as shown by revised or special census. Upon the submission of a written request by the Village accompanied by the official State notification of census change, the Therm Allocation will be adjusted by the Grantee.

B. Limitations on Gas Use. None of Unbilled Gas to be supplied to the Village under Paragraph A3 of this Section, shall be resold by the Village for any purpose whatsoever. In the event the Village uses less than the amount of Unbilled Gas calculated and authorized under Paragraph A3 of this Section, there shall be no payment due to the Village from the Grantee for gas not used during that billing year, nor shall any such unused therms be carried over for the following billing year’s use.

C. Offset. If the Village has chosen or has been deemed to have chosen to receive Annual Payments, the Grantee shall have the right to reduce the Annual Payment for a calendar year by the amount of any fees that the Village has been paid by the Grantee during the preceding calendar year for

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permits, street or parkway openings, or inspections related to the Gas System or Gas System Works. If the Village has chosen to receive Unbilled Gas, the Grantee shall have the right to reduce the Therm Allocation for a billing year by an amount of therms equal to (a) the amount of any fees that the Village has been paid by the Grantee during the preceding billing year divided by (b) the Gas Cost per Therm determined for the calendar year that begins with the January 1 nearest to the end of such billing year.

SECTION 6. ACCOUNTS AND RECORDS.

Within 90 days following a written request by the Village made no more frequently than once during each calendar year of the Term, the Grantee will provide the Village with a written statement showing the gross operating revenue generated during the immediately preceding calendar year by the Grantee from the distribution of gas to customers identified in the Grantee’s billing records as located within the corporate limits of the Village, which statement will, if requested as part of the Village’s request, show the distribution of such gross operating revenue among the following categories of users: Residential, Commercial, and Industrial, or by such other categories as may be agreed to by the Grantee and the Village.

SECTION 7. SUBSTITUTION OF MORE FAVORABLE PROVISIONS.

A. Amended Ordinance. If during the Term of this Franchise, the Village learns of a Grantee franchise (“Grantee Franchise”) from any other municipality in Illinois (“Other Franchisor”) adopted or otherwise provided by the Other Franchisor after the Effective Date and containing “More Favorable Provisions” (as defined in Subsection C of this Section), then the Village may adopt, no sooner than 30 days from the date of providing the notice to the Grantee required pursuant to Subsection B of this Section, an ordinance amending this Ordinance solely to substitute for the provisions of Section 5 of this Ordinance replacement provisions that are substantially identical to the More Favorable Provisions (“Amended Ordinance”). If the Village adopts an Amended Ordinance in conformity with this Section 7, the Grantee will accept the Amended Ordinance and execute a Consent Agreement consistent with Section 15 of this Ordinance.

B. Notice. At least 30 days before adopting an Amended Ordinance pursuant to this Section 7, the Village shall provide the Grantee with written notice that explicitly (i) states that the Village intends to invoke its right under this Section 7 to adopt an Amended Ordinance; (ii) identifies the Other Franchisor; (iii) states the date, time, and place of the meeting at which adoption of the Amended Ordinance will be considered; and (iv) includes the Amended Ordinance.

C. More Favorable Provisions. “More Favorable Provisions” means the provisions in a Grantee Franchise (i) establishing the compensation to be paid by the Grantee to the Other Franchisor, including, without limitation, the formulas and procedures utilized to determine the form and amount of such compensation (“Compensation Formulas and Procedures”); and (ii) that the Village has reasonably concluded are more advantageous to or protective of the public interest of the Other Franchisor than the existing provisions of Section 5 of this Ordinance are to the Village. “More Favorable Provisions” shall not include provisions providing consideration to the Other Franchisor for franchise renewal (it being understood that the exercise by the Village of its right under this Section 7 shall not be deemed a franchise renewal). Replacement provisions in a proposed Amended Ordinance shall not be deemed to be substantially identical to More Favorable Provisions if those replacement provisions do not utilize the Compensation Formulas and Procedures as applied to the Village to determine the form and amount of compensation to be paid by the Grantee to the Village. The Village shall not have the right to invoke this Section solely to effect a change in the form of compensation (between payments or unbilled gas) if that form of compensation had been available to the Village to select under Section 5 of this Ordinance, and neither the procedures for changing the form of compensation in Section 5 of this Ordinance nor those in the Compensation Formulas and Procedures would then have permitted the Village to make a change in the form of compensation.

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D. No Notification Required. Nothing in this Section shall require the Grantee to notify the Village of new franchises that the Grantee obtains with other municipalities in Illinois or new provisions within any existing franchise agreements.

SECTION 8. INDEMNIFICATION.

A. Grantee. The Grantee must, and will, fully indemnify the Village (but not any other third party) against and from any and all claims, liabilities, actions, damages, judgments, and costs, including without limitation injury or death to any person and damage to any property or Public Right-of-Way and including without limitation attorneys’ fees (collectively, “Claims”) that the Village may incur or suffer, or that may be obtained against the Village, as a result of or related to the Grantee’s failure to perform any of its obligations under this Ordinance, or the Grantee’s negligent, unlawful, or intentional wrongful acts or omissions that relate to (i) the use or occupation by Grantee of the Public Right-of-Way under this Ordinance, or (ii) the construction, operation, maintenance, or repair of the Gas System located within the Public Right-of-Way. The Village must give the Grantee written notice within 30 calendar days after the Village has received written notice of a Claim. The Village may tender to the Grantee the defense of a Claim, in which case the Grantee must defend the Village against that Claim, or the Village may defend itself against that Claim at the Grantee’s expense. The Grantee shall not be required to indemnify, defend, or hold harmless the Village for any Claims to the extent the Village, its officers, agents, or employees are liable under the laws of the State of Illinois (including for conduct that constitutes gross negligence, malicious or intentional wrongful acts, or the willful misconduct of the Village, its officers, agents, or employees while acting on behalf of the Village).

B. Village.

1. The Village must, and will, fully indemnify the Grantee (but not any other third party) against any and all Claims arising as a result of damages to the Grantee’s Gas System caused by the conduct of the Village, its officers, employees, or agents for which the Village is liable under the laws of the State of Illinois (including for conduct that constitutes gross negligence, malicious or intentional wrongful acts, or the willful misconduct of the Village, its officers, agents, or employees while acting on behalf of the Village). The Village shall not be required to indemnify, defend, or hold harmless the Grantee for any damages to the extent the Grantee, its officers, agents, or employees are liable under the laws of the State of Illinois (including for conduct that constitutes gross negligence, malicious or intentional wrongful acts, or the willful misconduct of the Grantee, its officers, agents, or employees while acting on behalf of the Grantee).

2. The Grantee recognizes the Village's right to exercise its police powers over the Public Right-of-Way in case of fire, disaster, or other emergency as reasonably determined by the Village. Notwithstanding Paragraph 1 of this Subsection, the Village shall not be liable to the Grantee for any damages to the Grantee's Gas System when the damage results from the exercise by the Village of its police powers in order to protect the public in case of fire, disaster or other emergency. When practicable, as reasonably determined by the Village, the Village shall consult with the Grantee prior to the exercise by the Village of these police powers, where the exercise may affect the Grantee's Gas System, and to permit the Grantee to take necessary action to protect the public and the Gas System.

SECTION 9. INSURANCE.

If the Grantee’s total stockholder equity as determined in accordance with generally accepted accounting principles (“Stockholder Equity”) as of the end of its most recently completed fiscal year is less than fifty million dollars ($50,000,000), the Grantee shall be obligated under this ordinance to maintain during its current fiscal year, at its sole cost and expense, insurance against the liabilities assumed under this ordinance consisting of the following coverages at the following minimum limits:

A. Comprehensive General Liability. Comprehensive general liability insurance with coverage written on an “occurrence” or “claims made” basis and with limits no less than: (1) General

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Aggregate: $2,000,000; (2) Bodily Injury: $2,000,000 per person, $2,000,000 per occurrence; and (3) Property Damage: $2,000,000 per occurrence. Coverage must include: Premises Operations, Independent Contractors, Personal Injury (with Employment Exclusion deleted), Broad Form Property Damage Endorsement, Blanket Contractual Liability, and bodily injury and property damage. Exclusions “X,” “C,” and “U” must be deleted. Railroad exclusions must be deleted if any portion of the Gas System Work is within 50 feet of any railroad track. Every employee of the Grantee engaged in Gas System Work within the Village must be included as an insured.

B. Comprehensive Motor Vehicle Liability. Comprehensive motor vehicle liability insurance with a combined single limit of liability for bodily injury and property damage of not less than $2,000,000 for vehicles owned, non-owned, or rented. The coverage required by this subsection shall include bodily injury and property damage for all motor vehicles engaged in Gas System Work within the Village that are operated by any employee, subcontractor, or agent of the Grantee.

C. Workers’ Compensation. Workers’ compensation coverage in accordance with applicable law.

D. General Standards for All Insurance. If obligated under this Section to maintain the foregoing insurance coverages, (i) the Grantee may satisfy that obligation, in whole or in part, through insurance provided by a captive insurance company affiliated with the Grantee to the extent permitted under applicable law if such captive insurance company and the Grantee are both controlled by a company with Stockholder Equity as of the end of its most recently completed fiscal year of at least fifty million dollars ($50,000,000), or through commercial insurance; (ii) all commercial insurance policies obtained by the Grantee to satisfy such obligation must be written by companies customarily used by public utilities for those purposes, including, if permitted by this Subsection, policies issued by a captive insurance company affiliated with the Grantee; (iii) the Grantee must provide the Village, upon request, with reasonable evidence of insurance and with certificates of insurance for commercial coverage designating the Village and its officers, boards, commissions, elected officials, agents, and employees as additional insured and demonstrating that the Grantee is maintaining the insurance required in this Section; and (iv) each policy shall provide that no change, modification, or cancellation of any insurance coverage required by this Section shall be effective until the expiration of 30 calendar days after written notice to the Village of any such change, modification, or cancellation and providing that there is no limitation of liability of the insurance if the Grantee fails to notify the Village of a policy cancellation.

SECTION 10. CURE.

In addition to every other right or remedy provided to the Village under this Ordinance, if the Grantee fails to comply in a material respect with any of its material obligations under this Ordinance (for reason other than force majeure), then the Village may give written notice to the Grantee specifying that failure. The Grantee will have 30 calendar days after the date of its receipt of that written notice to take all necessary steps to cure such material non-compliance, unless the cure cannot reasonably be achieved within 30 calendar days but the Grantee promptly commences the cure and diligently pursues the cure to completion.

SECTION 11. FORCE MAJEURE.

Neither the Grantee nor the Village will be held in violation or breach of this Ordinance when a violation or breach occurred or was caused by (a) riot, war, earthquake, flood, terrorism, or other catastrophic act beyond the respective Party's reasonable control or (b) governmental, administrative, or judicial order or regulation other than, in the case of the Village, an order or regulation issued by the Village not in the exercise of its police powers in order to protect the public in the case of fire, disaster or other emergency.

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SECTION 12. NOTICE.

With respect to an Emergency, Grantee shall provide notice to the Village in accordance with Subsection 4.D. of this Ordinance. Any other notice that (a) requires a response or action from the Village or the Grantee within a specific time frame or (b) would trigger a timeline that would affect one or both of the parties’ rights under this Ordinance must be made in writing and must be sufficiently given and served on the other party by hand delivery, first class mail, registered or certified, return receipt requested, postage prepaid, or by reputable overnight courier service and addressed as follows:

Village of Oak Brook 1200 Oak Brook Road Oak Brook, Illinois 60523 Attention: Village Manager

If to Grantee:

Northern Illinois Gas Company d/b/a Nicor Gas Company 1844 Ferry Road Naperville, Illinois 60563 Attention: President

with a copy to:

Northern Illinois Gas Company d/b/a Nicor Gas Company 1844 Ferry Road Naperville, Illinois 60563 Attention: Community Relations and Economic Development Department

For other notices regarding the general business between the parties, e-mail messages and facsimiles will be acceptable when addressed to the persons of record specified above.

SECTION 13. GENERAL PROVISIONS.

A. Communications and Annual Meeting.

1. General Communications. The Grantee and the Village believe that it is in their mutual interests to maintain consistent and reliable means of communications regarding all matters under this Franchise. Nothing in this Section precludes the parties in any way from conducting meetings and communications not specifically provided in this Section on any other dates and times during the Term as necessary, required, or otherwise desired.

2. Annual Meeting. Except as the Grantee and the Village may otherwise agree, upon 45 days prior written notice from the Village to the Grantee given no more frequently than once during each calendar year of the Term, the representatives of the Grantee and the Village will meet at the offices of the Village or another mutually acceptable location ("Annual Meeting").

3. Annual Meeting Matters. At the Annual Meetings the Parties will review, as necessary, any matters related to this Ordinance and the Franchise as generally identified by the Village in its written notice provided pursuant to Paragraph 2 of this Subsection related to (i) the Gas System and Gas System Work; (ii) issues that have arisen since the prior Annual Meeting regarding the Grantee’s activities conducted under the authority granted by this Ordinance, (iii) efforts and initiatives by the Grantee or the Village, or both, to promote energy efficiency and cost savings related to the use of gas supplied by the Grantee; and (iv) identification of anticipated future capital improvement programs by the

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Village and the Grantee in an effort to coordinate those programs whenever practical in an effort to minimize costs for both the Village and the Grantee and to reduce public inconvenience (collectively, "Annual Meeting Matters"). The Grantee’s and the Village's representatives at Annual Meetings shall include individuals with the knowledge, experience and authority required to address competently and to seek to resolve the Annual Meeting Matters identified from discussion at the Annual Meeting.

4. Good Faith Efforts to Resolve Annual Meeting Matters. The Village and the Grantee will constructively discuss the Annual Meeting Matters at the Annual Meetings. The goal of these discussions is to ensure that the Grantee and the Village have sufficient information to address and, if possible, resolve the Annual Meeting Matters and the Parties will share information reasonably necessary for those purposes; provided, however that neither the Grantee nor the Village will be required to respond to unduly burdensome information requests or to provide confidential or privileged information to the other party. The parties will work in good faith to resolve Annual Meeting Matters on mutually acceptable terms and to do so within a reasonable period of time. To the extent that resolution of an Annual Meeting Matter is not otherwise provided by the terms of this Franchise, the parties may memorialize their understandings related to resolution of Annual Meeting Matters through memoranda of understanding, supplemental agreements, or other arrangements mutually agreed to.

B. Assignments of Rights by Grantee. All provisions of this Ordinance that are obligatory upon, or which inure to the benefit of, NICOR GAS shall also be obligatory upon and shall inure to the benefit of any and all successors and permitted assigns of NICOR GAS, and the word “Grantee” wherever appearing in this Ordinance shall include and be taken to mean not only NICOR GAS, but also each and all of such successors and permitted assigns. The Grantee may not assign any right it has under this Ordinance without the prior express written authorization of the Village by ordinance or resolution of the Corporate Authorities. The Village will not withhold that authorization if (a) the Assignee is technically and financially capable of operating and maintaining the Gas System in the reasonable judgment of the Village and (b) the Assignee assumes all of the obligations of the Grantee under this Ordinance except as they may be amended in writing and approved by the Village.

C. Entire Agreement; Interpretation. This Ordinance embodies the entire understanding and agreement of the Village and the Grantee with respect to the subject matter of this Ordinance and the Franchise. This Ordinance supersedes, cancels, repeals, and shall be in lieu of the Previous Agreement.

D. Governing Law; Venue. This Ordinance has been approved executed in the State of Illinois and will be governed in all respects, including validity, interpretation, and effect, and construed in accordance with, the laws of the State of Illinois. Any court action against the Village may be filed only in DuPage County, Illinois, in which the Village’s principal office is located.

E. Amendments. Except as otherwise provided pursuant to Section 7 of this Ordinance, no provision of this Ordinance may be amended or otherwise modified, in whole or in part, to be contractually binding on Grantee, except by an instrument in writing duly approved and executed by the Village and accepted by the Grantee by execution of a Consent Agreement consistent with Section 15 of this Ordinance.

F. No Third-Party Beneficiaries. Nothing in this Ordinance is intended to confer third-party beneficiary status on any person, individual, corporation, or member of the public to enforce the terms of this Ordinance.

G. No Waiver of Rights. Nothing in this Ordinance may be construed as a waiver of any rights, substantive or procedural, the Grantee or the Village may have under federal or State of Illinois law unless such waiver is expressly stated in this Ordinance.

SECTION 14. VILLAGE AUTHORITY RESERVATION.

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The Village reserves, subject to the limitations of applicable federal and State of Illinois laws, (i) its powers necessary or convenient for the conduct of the Village’s municipal affairs and for the public health, safety and general welfare; and (ii) its right to own and operate a gas utility in competition with the Grantee. Notwithstanding the foregoing, the Village will not take any such action that would have the effect of depriving Grantee of the rights, permissions and authorities granted to Grantee under this Ordinance.

SECTION 15. CONSENT AGREEMENT.

Within ninety days after the Effective Date, the Grantee will file with the Village a written agreement to accept and comply with the terms of this Ordinance as attached to this Ordinance as Exhibit A ("Consent Agreement"), duly executed by authorized representatives of the Grantee. The Grantee's failure to provide the Consent Agreement within ninety days after the Effective Date shall be deemed a rejection of this Ordinance by the Grantee, and the rights and privileges herein granted shall absolutely cease and terminate, unless, within ninety days after the Effective Date, the time period for the Grantee to file the Consent Agreement is extended by the Village by ordinance duly passed for that purpose and the Grantee has agreed in writing to such extension.

APPROVED THIS 26th day of January, 2016

Gopal G. Lalmalani Village President

PASSED THIS 26th day of January, 2016

Ayes:

Nays:

Absent:

ATTEST:

Charlotte K. Pruss Village Clerk

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Charlotte K. Pruss, ) Village Clerk ) STATE OF ILLINOIS ) COUNTY OF DUPAGE ) SS. VILLAGE OF OAK BROOK )

I, , Village Clerk of the Village of OAK BROOK, Illinois, do hereby certify that the foregoing is a true and correct copy of an Ordinance duly passed by the Board of Trustees of said Village on the day of , 2016, and duly approved by the President of said Village on the day of , 2016, the original of which Ordinance is now on file in my office.

I do further certify that I am the legal custodian of all papers, contracts, documents and records of said Village.

WITNESS my hand and the official seal of said Village this day of , 2016.

______Charlotte K. Pruss, Village Clerk Village of Oak Brook, Illinois

(SEAL)

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EXHIBIT A

CONSENT AGREEMENT

Pursuant to Section 15 of that certain Natural Gas Franchise Ordinance duly passed by the Village Board of Trustees of Oak Brook (the “Village”) on and duly approved by the President of the Village on (the “Ordinance”), a copy of which is attached hereto, Northern Illinois Gas Company d/b/a Nicor Gas Company , an Illinois corporation hereby accepts and agrees to comply with the Ordinance.

NORTHERN ILLINOIS GAS COMPANY D/B/A NICOR GAS COMPANY

By:

Name:

Title:

Date:

-12-

131 South Dearborn Street, 30th Floor | Chicago, IL 60603 | T 312.263.3600 | F 312.578.6666 Holland & Knight LLP | www.hklaw.com

Peter M. Friedman 312.578.6566 [email protected]

MEMORANDUM

Date: December 30, 2015

To: Northern Illinois Municipal Natural Gas Franchise Consortium Members From: Peter M. Friedman, Consortium Counsel

Re: Executive Summary -- Model Franchise Ordinance

On December 14, 2015, the Steering Committee of the Northern Illinois Municipal Natural Gas Franchise Consortium (“Consortium”) unanimously approved a new model Natural Gas Franchise Ordinance (“Model Ordinance”). The Model Ordinance was negotiated on behalf of the Consortium with the Northern Illinois Gas Company (d/b/a Nicor Gas Company) (“Nicor”).

This memorandum provides (i) important information regarding the required timing and approval of the Model Ordinance by Consortium members and (ii) a summary of the key financial and operational provisions of the Model Ordinance.

If you have any questions about any of these matters, please contact Mark Baloga (630- 571-0480, ext. 223 or [email protected]) or Kate Buggy (630-571-0480, ext. 225 or [email protected]).

Adoption

• For each Model Ordinance to take effect, the Ordinance must be adopted by the Consortium member and Nicor must sign a Consent Agreement that is attached to the Ordinance as Exhibit A. As described further below, the important compensation provisions of the Model Ordinance are triggered by the Ordinance taking effect. Further, it is important for Nicor to see that the Model Ordinance is being adopted by the Consortium members. Accordingly, the Steering Committee requests that Consortium members adopt the Model Ordinance in January 2016.

• Each Consortium member has been provided a word version of the Model Ordinance, tailored to the extent possible for each specific member.

• One addition that will have to be made by each member prior to adoption is to insert in Section 12 of the Ordinance the appropriate contact information for purposes of notices under the Ordinance.

• Each Consortium member most adopt the Model Ordinance pursuant to the member’s standard procedures for adoption of ordinances.

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• After the Ordinance is adopted, the certification (the second to last page of the document) should be completed and fully executed.

• As soon as the Model Ordinance has been adopted and certified, each Consortium member should notify and provide a copy of the adopted Ordinance to their respective Nicor representative.

• Also, please email Kate Buggy at [email protected] to confirm adoption of the Ordinance.

Background

• Most gas franchises either have expired recently or are expiring soon. • Almost all of these franchises are very old, with writing styles often unclear, incomplete, and difficult to understand. • These franchises include only basic, and now outdated, provisions. They do not adequately address many of the issues that arise with modern utility facilities located in crowded public rights-of-way. • These franchises do not adequately protect the public health and safety. Nor do they adequately protect the public rights-of-way.

Key Points Regarding Model Ordinance

• A municipality’s rights-of-way are among its most important resources and most valuable assets. The Model Ordinance includes new provisions designed to protect the municipality’s rights-of-way, including requirements on construction, restoration, and maintenance. • One of a municipality’s foremost responsibilities is to protect the public’s safety and welfare. The Model Ordinance includes new provisions designed to better protect the public health and safety, including emergency notice and response standards. • The compensation provisions in the Model Ordinance better reflect the value of the municipality’s right-of-way. The municipality may choose among free gas for municipal facilities or annual cash payments. • The Model Ordinance includes modern provisions relating to annual meetings with Nicor, capital improvement plans, information sharing, triggers for future amendments based on Model Ordinance terms subsequently agreed to by Nicor. • By working together as the Consortium, the member municipalities have been able to negotiate with Nicor a new, standard franchise document that is clear, comprehensive, and protective of the interests of both the municipalities and the gas companies.

Summary of Key Provisions of Model Ordinance

• Term (Section 3). The new franchise is for a term of 25 years (until January 1, 2041). • Effective Date and Consent Agreement (Section 15). The effective date of the Model Ordinance will be as of January 1, 2016, even though the Ordinance will not be adopted

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until after that date. The Ordinance must be adopted no later than March 1, 2016. However, as explained above, the Steering Committee urges each member to adopt the Ordinance in January 2016. Within 90 days of the Effective Date (March 31, 2016), Nicor is required to execute the Consent Agreement attached to the Model Ordinance as Exhibit A. The purpose of this Consent Agreement is to ensure that Nicor is contractually bound to comply with the Model Ordinance. • Compensation for Use of Rights-of-Way (Section 5). There are two options for compensation for Nicor’s use of the public rights-of-way under the Model Ordinance. The first option (“Annual Payments”) is an annual lump sum payment that Nicor will make in cash to the municipality. The amount of the Annual Payment is based on the following formula -- generally described as the municipality’s “therm allocation” times the “gas cost per therm.” A municipality’s therm allocation is determined by the following parameters: • 3.6 therms per person up to 10,000 of population • 2.4 therms per person for the next 10,000 of population • 1.2 therms per person for the next 80,000 of population • 1.45 therms per person for the next 20,000 of population • 1.8 therms per person for the population over 120,000 The gas cost per therm is the sum of (i) the actual three year average of the per therm cost of gas plus (ii) the then-current general gas service cost. Each member has been provided with the Annual Payment calculations based on the current population and gas cost per therm.

The second compensation option (“Unbilled Gas”) is for the municipality to receive free gas for buildings, or parts thereof, used for municipal purposes. The maximum amount of free gas to be provided cannot exceed the municipality’s therm allocation. Upon request, Nicor representatives will provide each municipality with historical usage information to assist in determining which compensation option is best.

Significantly, no later than March 1, 2016, each municipality must notify Nicor in writing whether it wants to receive Annual Payments or Unbilled Gas. If a municipality does not provide this required notice, it will receive Annual Payments. Thereafter, a municipality can change from Annual Payments to Unbilled Gas, or vice versa, every three years with notice to Nicor. If no notice of a change is provided to Nicor, the compensation option will remain unchanged for the subsequent three year period.

Annual Payments will be paid by Nicor during January of each year during the Term of the franchise, except for 2016 when the Annual Payments will be paid in March.

• One-Time Renewal Payment (Section 5A1). Each Consortium member adopting the Model Ordinance will receive a one-time cash renewal payment equal to 75 percent of the municipality’s therm allocation multiplied by the gas cost per therm. These one-time renewal payments will be made by Nicor on or before March 31, 2016.

#38027050_v2 -3-

• Municipal Regulations (Section 4B, 4C). The Model Ordinance requires Nicor to utilize the public right-of-way in compliance with the Model Ordinance and with “Requirements of Law” – a term defined in the Model Ordinance (Section 1) as “any and all reasonable regulations which may now or hereafter be prescribed by general ordinance of the Municipality with respect to the use of the Public Right-of-Way or the conduct of Gas System Work”). This means that the Model Ordinance requires Nicor to comply with local, generally applicable right-of-way, building, and tree regulations. • Emergency Response (Section 4D). The Model Ordinance requires Nicor to provide notice of emergencies to the municipality within 24 hours unless that is somehow not practicable. Nicor and the municipality will provide to each other emergency 24-hour contacts. Nicor is required to keep the municipality apprised of the status of the emergency and when the emergency has been resolved. • “Most Favored Nations” Clause (Section 7). If Nicor enters into an agreement with another franchisor that includes compensation terms the municipality believes are more advantageous or protective than the provisions of the Model Ordinance, then the municipality can choose to incorporate those provisions into Model Ordinance. • Accounts and Records (Section 6). The Model Ordinance requires Nicor to provide the municipality, upon request, with annual information on Nicor’s gross operating revenues within the municipality, broken down among various categories of users. • Insurance (Section 9). The Model Ordinance requires Nicor to obtain and maintain various types of standard insurance against liabilities assumed under the Model Ordinance in the event that Nicor’s financial condition would significantly worsen to the extent that its stockholder equity falls below $50 million. • Annual Meeting (Section 13). The Model Ordinance requires Nicor to participate in an annual meeting upon the request of the municipality. The matters to be addressed at annual meetings include gas system work, current issues regarding Nicor’s use of the public right-of-way, efforts to promote energy efficiency and cost savings related to the use of gas supplied by Nicor, and anticipated capital improvement projects and coordination with the municipality related to those projects. Nicor and municipal representatives at annual meetings must have knowledge, experience, and authority to address and resolve issues discussed at the meeting. The Model Ordinance obligates the parties to work in good faith to resolve issues raised at the annual meetings. • Capital Improvement Plans and Information Sharing (Section 4E2). The Model Ordinance requires Nicor to establish and maintain (and provide the municipality with access to) an information sharing platform for, among other things, capital improvement plans, gas system work, gas facility location information and maps, and work and maintenance status information. • Indemnification (Section 8). The Model Ordinance contains mutual indemnification provisions. With regard to Nicor, these provisions require the gas company to protect the municipality against claims arising out of the gas company’s failure to comply with the Model Ordinance or any negligent, unlawful, or intentional wrongful acts related to work in and use of the public right-of-way.

#38027050_v2 -4- Northern Illinois Municipal Natural Gas Franchise Consortium Therm/Cash Equivalent Estimate - Draft for Discussion Purposes Only 2010 Total Therms 20% Increase One Time 75% Annual Cash First Year Total 2-Year Benefit Member Census w/ 20% cash equiv. at Bonus at Equiv. Benefit w/ Assessments w/ 75% Bonus Pop. Increase $.51/Therm $.51/Therm Differential 75% Bonus Paid Addison 36,942 80,330.40 $40,968.50 $30,726.38 $6,828.08 $37,554.46 $44,382.55 $8,618.87 Bartlett 41,208 85,449.60 $43,579.30 $32,684.47 $7,263.22 $39,947.69 $47,210.90 $8,729.16 Bloomingdale 22,018 62,421.60 $31,835.02 $23,876.26 $5,305.84 $29,182.10 $34,487.93 $6,635.83 Burr Ridge 10,559 37,341.60 $19,044.22 $14,283.16 $3,174.04 $17,457.20 $20,631.23 $5,066.70 Carol Stream 39,711 83,653.20 $42,663.13 $31,997.35 $7,110.52 $39,107.87 $46,218.39 $9,248.91 Cary 18,271 55,850.40 $28,483.70 $21,362.78 $4,747.28 $26,110.06 $30,857.35 $5,780.16 Clarendon Hills 8,427 30,337.20 $15,471.97 $11,603.98 $2,578.66 $14,182.64 $16,761.30 $4,677.02 Crystal Lake 40,743 84,891.60 $43,294.72 $32,471.04 $7,215.79 $39,686.82 $46,902.61 $8,909.38 Elburn 5,602 20,167.20 $10,285.27 $7,713.95 $1,714.21 $9,428.17 $11,142.38 $4,001.01 Elk Grove Village 33,127 75,752.40 $38,633.72 $28,975.29 $6,438.95 $35,414.25 $41,853.20 $8,453.55 Elmhurst 44,121 88,945.20 $45,362.05 $34,021.54 $7,560.34 $41,581.88 $49,142.22 $9,572.57 Glendale Heights 34,208 77,049.60 $39,295.30 $29,471.47 $6,549.22 $36,020.69 $42,569.90 $8,041.04 Glen Ellyn 27,450 68,940.00 $35,159.40 $26,369.55 $5,859.90 $32,229.45 $38,089.35 $7,377.29 Hoffman Estates 51,895 98,274.00 $50,119.74 $37,589.81 $8,353.29 $45,943.10 $54,296.39 $10,510.26 LaGrange 15,550 49,320.00 $25,153.20 $18,864.90 $4,192.20 $23,057.10 $27,249.30 $5,790.88 LaGrange Park 13,579 44,589.60 $22,740.70 $17,055.52 $3,790.12 $20,845.64 $24,635.75 $5,468.76 Lincolnwood 12,590 42,216.00 $21,530.16 $16,147.62 $3,588.36 $19,735.98 $23,324.34 $5,338.35 Lisle 22,390 62,868.00 $32,062.68 $24,047.01 $5,343.78 $29,390.79 $34,734.57 $6,567.17 Lockport 24,839 65,806.80 $33,561.47 $25,171.10 $5,593.58 $30,764.68 $36,358.26 $5,732.81 Lombard 43,165 87,798.00 $44,776.98 $33,582.74 $7,462.83 $41,045.57 $48,508.40 $9,512.69 Montgomery 18,438 56,251.20 $28,688.11 $21,516.08 $4,781.35 $26,297.44 $31,078.79 $4,379.13 Morton Grove 23,270 63,924.00 $32,601.24 $24,450.93 $5,433.54 $29,884.47 $35,318.01 $6,743.90 Normal 52,497 98,996.40 $50,488.16 $37,866.12 $8,414.69 $46,280.82 $54,695.51 $9,938.01 Oak Brook 7,883 28,378.80 $14,473.19 $10,854.89 $2,412.20 $13,267.09 $15,679.29 $4,829.10 Oakbrook Terrace 2,134 7,682.40 $3,918.02 $2,938.52 $653.00 $3,591.52 $4,244.53 $3,937.50 Roselle 22,763 63,315.60 $32,290.96 $24,218.22 $5,381.83 $29,600.04 $34,981.87 $6,836.37 Schaumburg 74,227 125,072.40 $63,786.92 $47,840.19 $10,631.15 $58,471.35 $69,102.50 $14,116.05 Schiller Park 11,793 40,303.20 $20,554.63 $15,415.97 $3,425.77 $18,841.75 $22,267.52 $5,267.52 Skokie 64,784 113,740.80 $58,007.81 $43,505.86 $9,667.97 $53,173.82 $62,841.79 $12,439.55 Tinley Park 56,703 104,043.60 $53,062.24 $39,796.68 $8,843.71 $48,640.38 $57,484.09 $11,855.22 Warrenville 13,140 43,536.00 $22,203.36 $16,652.52 $3,700.56 $20,353.08 $24,053.64 $5,478.23 Wayne 2,431 8,751.60 $4,463.32 $3,347.49 $743.89 $4,091.37 $4,835.26 $3,914.81 West Chicago 27,086 68,503.20 $34,936.63 $26,202.47 $5,822.77 $32,025.25 $37,848.02 $6,885.68 Wheaton 52,894 99,472.80 $50,731.13 $38,048.35 $8,455.19 $46,503.53 $54,958.72 $11,334.88 Willowbrook 8,540 30,744.00 $15,679.44 $11,759.58 $2,613.24 $14,372.82 $16,986.06 $4,866.01 Winfield 9,080 32,688.00 $16,670.88 $12,503.16 $2,778.48 $15,281.64 $18,060.12 $4,831.33 Woodridge 32,971 75,565.20 $38,538.25 $28,903.69 $6,423.04 $35,326.73 $41,749.77 $7,925.31 Yorkville 16,921 52,610.40 $26,831.30 $20,123.48 $4,471.88 $24,595.36 $29,067.25 $4,479.12 TOTALS 1,043,950 2,415,582.00 $1,231,946.82 $923,960.12 $205,324.47 $1,129,284.59 $1,334,609.06 $274,090.13 Notes: 1. Populations are from 2010 US Census. Results will change is a different population is used. 2. Proposed Therm Formula is 3.6 Therms per person for first 10,000 population, 2.4 Therms per person for next 10,000, and 1.2 Therms per person for next 80,000. 3. Proposal includes a one-time "Bonus" payment for all Consortium members equal to 75% of the Cash Equivalent of the Therm Allocation for 1 year. 4. $0.51 per Therm cash equivalent was reported in July 2015 as the cost quivalent used by Nicor. 5. First Year Benefit is the Signing Bonus plus the 20% Cash Differential that would be received in the first year. 6. 2-Year Benefit is the Signing Bonus plus the 20% Cash Differential for 2 years, assuming no change in population or $0.51/Therm rate. 7. Total Assessments includes the $500 Initial Ante plus the 3 subsequent Assessments. NATURAL GAS USAGE

FRANCHISE ACCOUNTS Account Number Address 2015 Therms 0287011000 PW Building - 3003 Jorie Blvd 15,178.62 2667011000 Fire Station 93 - 725 Enterprise Drive 12,154.68 3817758320 BGC - 1200 Oak Brook Road (meter 1) 11,076.87 Total Therms for Franchise Accounts 38,410.17

Total Shared Franchise Therms Allotted Yearly: 27,534 Franchise Therm Value ($.45/therm) $12,390 Cash Value ($.56/therm) $15,419

NON FRANCHISE ACCOUNTS Account Number Address 2015 Therms 71046010006 BGC - 1200 Oak Brook Road (meter 2) 14,039.35 57176010007 Library - 600 Oak Brook Road 13,329.27 52870110005 Golf Clubhouse - 2606 York Road 8,033.38 92836900008 SC Maint - 810 Oak Brook Road 2,907.35 26100010003 Old SC Admin - 700 Oak Brook Road 2,420.96 84770110000 B&T - 800 Oak Brook Road 26,706.09 Total Therms for Non Franchise Accounts 67,436.40

Total Therms Village-Wide 105,846.57

BOARD OF TRUSTEES MEETING SAMUEL E. DEAN BOARD ROOM BUTLER GOVERNMENT CENTER 1200 OAK BROOK ROAD OAK BROOK, ILLINOIS 630-368-5000

AGENDA ITEM Regular Board of Trustees Meeting of January 26, 2016

SUBJECT: Intergovermental Agreement with Flagg Creek Water Reclamation District

FROM: Doug Patchin, Public Works Director

BUDGET SOURCE/BUDGET IMPACT: N/A

RECOMMENDED MOTION: I move that the Village Board approve the First Amended Intergovermental Agreement Between the Village of Oak Brook and Flagg Creek Water Reclamation District For The Shut Off of Water Service

Background/History: In 2007 an Intergovernmental Agreement between the Village of Oak Brook and Flagg Creek Water Reclamation District was signed. The agreement stated the Village would shut off water service for non-payment of sanitary sewer bills to Flagg Creek (for sewer bills delinquent by thirty (30) days or more).

This is the First Amendment to this agreement; the changes are for adjustment of fees the village now charges for water service shut off and turn on.

The Village attorney has reviewed the attached First Amended Intergovernmental Agreement.

Recommendation: I recommend that the Village Board approve this First Amended Intergovernmental Agreement.

BOT AGENDA Page 1 RESOLUTION 2016-WA-FCWRD-IGA-R-1527

A RESOLUTION APPROVING AND AUTHORIZING AN AMENDMENT TO THE

INTERGOVERNMENTAL AGREEMENT BY AND BETWEEN THE VILLAGE AND FLAGG CREEK

WATER RECLAMATION DISTRICT FOR THE SHUT OFF OF WATER SERVICE

WHEREAS, on December 20, 2007, the Village and Flagg Creek Water Reclamation District (“Flagg Creek”) entered into an intergovernmental agreement (“Agreement”) for the Village to assist Flagg Creek to shut off water to customers that fail to pay for sewer services in exchange for the reimbursement of the Village’s costs; and

WHEREAS, the Flagg Creek and the Village desire to amend the Agreement to: (i) extend the term of the Agreement for one year, which term shall automatically extend unless terminated by either party; and (ii) increase the amounts that Flagg Creek must reimburse the Village for the Village’s assistance; and

WHEREAS, the President and Board of Trustees have determined that it is in the best interests of the Village to amend the Agreement pursuant to the Amendment attached hereto as Exhibit A (“Amendment”);

NOW THEREFORE, BE IT RESOLVED BY THE PRESIDENT AND BOARD OF TRUSTEES OF THE VILLAGE OF OAK BROOK, DU PAGE AND COOK COUNTIES, ILLINOIS as follows:

Section 1: Recitals. The foregoing recitals are hereby incorporated into, and made a part of, this Resolution as the findings of the President and Board of Trustees of the Village of Oak Brook.

Section 2: Approval of Amendment. The President and Board of Trustees hereby approve the Amendment in substantially the same form as attached as Exhibit A, and in a final form approved by the Village Attorney.

Section 3: Authorization and Execution of Amendment. The Village Manager and Village Clerk shall be, and hereby are, authorized to execute the Amendment between the Village and Flagg Creek after receipt of the final Amendment fully executed by Flagg Creek.

Section 4: Effective Date. This Resolution shall be in full force and effect upon passage and approval in the manner provided by law.

[SIGNATURE PAGE FOLLOWS]

Resolution 2016--WA-FCWRD-IGA-R-1527 Authorizing Flagg Creek Water Shut Off Agreement Page 2 of 3

APPROVED THIS 26th day of January, 2016

Gopal G. Lalmalani Village President

PASSED THIS 26th day of January, 2016

Ayes:

Nays:

Absent:

ATTEST:

Charlotte K. Pruss Village Clerk

Resolution 2016--WA-FCWRD-IGA-R-1527 Authorizing Flagg Creek Water Shut Off Agreement Page 3 of 3

EXHIBIT A

FIRST AMENDMENT TO INTERGOVERNMENTAL AGREEMENT BETWEEN THE VILLAGE OF OAK BROOK AND THE FLAGG CREEK WATER RECLAMATION DISTRICT FOR THE SHUT OFF OF WATER SERVICE

THIS FIRST AMENDMENT TO INTERGOVERNMENTAL AGREEMENT BETWEEN THE VILLAGE OF OAK BROOK AND THE FLAGG CREEK WATER RECLAMATION DISTRICT FOR THE SHUT OFF OF WATER SERVICE ("Amendment") is made as of this ___ day of ______, 2016, by and between THE FLAGG CREEK WATER RECLAMATION DISTRICT ("District"), and the VILLAGE OF OAK BROOK, ILLINOIS ("Village").

R E C I T A L S

WHEREAS, the District and the Village entered into a certain Intergovernmental Agreement Between the Village of Oak Brook and the Flagg Creek Water Reclamation District for the Shut Off of Water Service dated December 20, 2007 ("Agreement"), pursuant to which, the Village agreed to assist the District by shutting of water to customer of the District that fail to pay for sewer services in exchange for reimbursement of the Village’s costs for shutting off the water;

WHEREAS, the Parties now desire to extend the Agreement pursuant to the terms of this Amendment; and

WHEREAS, the Parties also desire to alter the fees the Village may charge the District to be consistent with the fees set in the “Village Code of the Village of Oak Brook, Illinois,” as amended;

NOW THEREFORE, in consideration of the recitals set forth above and other good and valuable consideration, the receipt, adequacy and sufficiency of which are hereby acknowledged, the Parties hereto agree as follows:

1. Construction. Capitalized terms used herein but not otherwise defined shall have the meaning ascribed to such terms in the Agreement.

2. Extension of Term. The term of the Agreement is hereby extended for a period of one year from the date of execution of this Amendment (“Extension Term”), which Extension Term shall automatically be extended unless terminated pursuant to Section 3 of this Amendment.

3. Termination. Either Party may terminate the Agreement at any time upon 15 days prior written notice to the other Party. In the event that this Agreement is so terminated, the District shall pay any amounts owed to the Village no later than 30 days after termination.

4. Reimbursement for Shut Off Water Service. Section 4.0 of the Agreement is replaced in its entirety with the following:

“In addition to any other fees or compensation provided for in this Agreement to be paid by the DISTRICT to the VILLAGE, the DISTRICT shall reimburse the VILLAGE for those costs of the shut off and the resumption of water service by paying the Village the rates set forth in the “Village Code of the Village of Oak Brook, Illinois” as may be amended from time to time in the Village’s sole discretion. The Parties acknowledge and agree that on the execution date of this Amendment, the charge is $50.00, if water service is resumed on a normal business day between the hours of 7:00 a.m. and 3:30 p.m., and $85.00 if water service is resumed at any time other than on a normal business day between the hours of 7:00 a.m. and 3:30 p.m. The VILLAGE understands that Illinois statutory law provides that it may be reimbursed for any lost water service revenues resulting from the water shut off. The VILLAGE waives any and all rights it may have to reimbursement for such lost water service revenues at this time. However, upon fourteen (14) days prior written notice by the VILLAGE to the DISTRICT, the VILLAGE may require the DISTRICT to reimburse it from any lost water service revenues occurring after the date of the notice.”

5. Inconsistencies. In the event of inconsistencies between the Agreement and this Amendment, this Amendment shall control.

IN WITNESS WHEREOF, the District and the Village have respectively executed this Amendment to be effective as of the date first above written.

ATTEST: VILLAGE OF OAK BROOK

By: By: Its: Village Clerk Its: Village Manager

ATTEST: THE FLAGG CREEK WATER RECLAMATION DISTRICT

By: By: Its: Its:

AGENDA ITEM Regular Board of Trustees Meeting of January 26, 2016

SUBJECT: Sports Core Ordinance – 2016 Policies and Fees Amendment

FROM: Trey VanDyke, Sports Core Director

BUDGET SOURCE/BUDGET IMPACT: N/A

RECOMMENDED MOTION: I move for passage of Ordinance G-1071, “An Ordinance Amending Title 12, Entitled, “Recreational Facilities” Of The Village Code Of The Village Of Oak Brook, Illinois

Background/History:

The following are proposed revisions to Title 12 (Recreational Facilities), Chapter 1 (Sports Core), Chapter 2, (Oak Brook Golf Club, and Chapter 3 (Bath and Tennis Club) of the Village Code for the 2016 season. These revisions have been drafted by staff based on the policy discussion at the Sports Core Committee of the Whole meeting held Monday, January 25, 2016.

These revisions make the following changes for the sale of memberships at the Bath & Tennis Club: • The current B&T Unlimited Memberships with access to all facilities become Unlimited swim only memberships. • The current Tennis Associate membership becomes a Tennis Membership and allows for unlimited play without the payment of court fees. • Unlimited swim members will be invited to add a Tennis Membership for an additional fee of $100.00. • Adult Guest fees for tennis are increased to $15.00.

Additionally, specific mention to a Sports Core Director position has been replaced by Bath & Tennis Club Manager and Golf Club Manager where appropriate.

CHAPTER 1

SPORTS CORE

12-1-2: DEFINITIONS:

BATH AND TENNIS GUESTS: Individuals registered by a family or individual member, to utilize the tennis courts and or swimming pools and shall be limited to four (4) visits per year. Guests may not charge vouchers and must be accompanied by the member at all times. A member shall not be permitted to have more than nine (9) guests per day without the approval of the Sports Core Director Bath and Tennis Club Manager. Individual guest fees per person are set out in subsection 12-3-2D of this Chapter.

SEASON MEMBERS, OR MEMBERS: Persons paying season pass fees. In the case of Bath and Tennis, this shall include family, individual, social and/or tennis associate member fees.

TENNIS ASSOCIATE Member: Associate Membership will entitle the participant to utilize the tennis facilities. only by paying a court fee of $28 per hour. No swimming privileges are included with this membership. Tennis Associates Members may bring guests and pay the appropriate guest fee. No person shall be a guest at the Bath & Tennis Club more than four times per season.

UNLIMITED BATH AND TENNIS SWIM MEMBERSHIP - FAMILY (TYPE A): Will include husband and/or wife and all children under the age of twenty-one (21) permanently residing in the household of the principal member or members. Membership will entitle the participant to utilize all the swim facilities.

UNLIMITED BATH AND TENNIS SWIM MEMBERSHIP - INDIVIDUAL (TYPE B): Will be an individual at least thirteen (13) years of age. Membership will entitle the participant to utilize all the swim facilities.

UNLIMITED BATH AND TENNIS SWIM MEMBERSHIP – SENIOR, FAMILY (TYPE C): Will include husband and/or wife, one or both over the age of sixty (60), and all grandchildren under the age of twenty-one (21). Membership will entitle the participant to utilize all the swim facilities, subject to rules governing use of the facilities by children.

UNLIMITED BATH AND TENNIS SWIM MEMBERSHIP – SENIOR, INDIVIDUAL (TYPE D): Will be an individual at least sixty (60) years of age. Membership will entitle the participant to utilize all the swim facilities.

Page 2 of 6 12-1-3: SCHEDULING AND PERMITS:

A. Reservations:

1. Requests to utilize the open field areas for recreational sporting events shall be made in writing to the Sports Core Director Bath and Tennis Club Manager at least thirty (30) days in advance for Field 3 or sixty (60) days in advance for Field 2; and

12-1-7: PERMITTED AND PROHIBITED ACTIVITIES:

G. No person may go in or upon any pond or other body of water, whether liquid or frozen, in the Sports Core except maintenance personnel authorized by the Sports Core Director Bath and Tennis Club Manager; notwithstanding the foregoing general prohibition, at the pond adjacent to the Bath & Tennis Club, wading shall be permitted in a designated roped-off area when a lifeguard is present, and canoeing and paddle boating shall be permitted in strict conformity with subsection 12-3-6D of this Title.

CHAPTER 2

OAK BROOK GOLF CLUB

12-2-1: POLICIES:

3. Golf club season memberships shall entitle members to the associated playing privileges only during those times when the course is declared open for play by the Sports Core Director Golf Club Manager and only during the year indicated on such membership.

D. Golf outings. A golf outing may be arranged through the Sports Core Director Golf Club Manager if, in his/her judgment, such a function will not significantly affect daily fee play. Greens fees’ rates for such functions may be set by separate agreement approved by the Village Manager.

F. Golf Season. The Oak Brook Golf Club and Driving Range will be open between April 1st and November 1st, weather and conditions permitting. The course and driving range shall not be open during the period of any multiple-day golf tournament authorized to be played on the premises. Some or all of the golf course may be closed for maintenance purposes at the discretion of the Sports Core Director Golf Club Manager.

12-2-3: PERMANENT RESERVED WEEKEND STARTING TIMES:

A. Availability: Tee times will be available for eighteen (18) holes on Saturdays and Sundays for the period from approximately the last Saturday in April through the last weekend in September at such times as designated by the Sports Core Director Golf Club Manager, provided that there shall be no permanent reserved starting times on any multiple-day golf tournament authorized to be played on the premises.

Page 3 of 6 12-2-4: NONPERMANENT STARTING TIMES:

On weekends and holidays forfeited, canceled and undrawn permanent times and all other weekend times will be available for reservation not more than eight (8) days in advance. Weekday times will be available for reservation not more than eight (8) days in advance. Residents and members may reserve tee times up to eight (8) days in advance. Non- residents may reserve tee times up to seven (7) days in advance. No more than two (2) tee times may be reserved for the same day unless authorized by the golf club manager. Tee times may be reserved more than eight (8) days in advance by the Sports Core Director Golf Club Manager for golf outings. All tee times will be guaranteed by credit card. Cancellations will be accepted up to twenty-four (24) hours in advance of the tee times.

12-2-5: GOLF LEAGUES:

B. Scheduling:

1. The golf league schedule times listed below may be extended for an Oak Brook organization or business golf league, provided the Sports Core Director Golf Club Manager determined that such an extension is into a time period with a low level of play where the daily fee use would not be significantly affected.

12-2-6: RULES AND REGULATIONS: The Oak Brook Golf Club operating rules and regulations are as follows:

C. No food or alcoholic beverages may be brought onto the golf course or Sports Core property, other than those purchased from the golf course or Bath and Tennis Club refreshment areas, unless authorized by the Sports Core Director Golf Club Manager.

N. No domestic animals or pets are permitted on the golf course except as authorized by the Sports Core Director Golf Club Manager.

Q. Only daily fee players, season members, and persons authorized by the Sports Core Director Golf Club Manager or his/her staff, may utilize the grounds and paths at the Oak Brook Golf Course.

R. No person may go in or upon any pond or other body of water, whether liquid or frozen, on the Oak Brook Golf Course except maintenance personnel authorized by the Sports Core Director Golf Club Manager .

CHAPTER 3

OAK BROOK BATH AND TENNIS CLUB

12-3-2: SEASON MEMBERSHIP AND FEE SCHEDULE:

A. General Membership: Membership fees are non-refundable and/or transferable and are established as follows:

Page 4 of 6

RESIDENTS: USAGE COST Family Swim Unlimited $ 790.00 Individual Swim Unlimited $ 465.00 Sports Core Associate Limited $ 30.00 Tennis Associate Member Limited $ 150.00 300.00 10-Pass Card (Swim) Limited $ 180.00

SENIOR RESIDENTS: USAGE COST Family Swim Unlimited $ 675.00 Individual Swim Unlimited $ 365.00 Sports Core Associate Limited $ 30.00 Tennis Associate Member Limited $ 150.00 300.00 10-Pass Card (Swim) Limited $ 180.00

CORPORATE MEMBERSHIP USAGE COST Family Swim Unlimited $ 1,100.00 Individual Swim Unlimited $ 815.00 Senior-Family Swim Unlimited $ 940.00 Senior-Individual Swim Unlimited $ 685.00 Sports Core Associate Limited $ 75.00 Tennis Associate Member Limited $ 175.00 350.00 10-Pass Card (Swim) Limited $ 180.00

NON-RESIDENT USAGE COST Family Swim Unlimited $ 1,295.00 Individual Swim Unlimited $ 945.00 Senior-Family Swim Unlimited $ 990.00 Senior-Individual Swim Unlimited $ 685.00 Sports Core Associate Limited $ 75.00 Tennis Associate Member Limited $ 175.00 400.00 10-Pass Card (Swim) Swimming $ 180.00

B. Discounts:

1. A discount of $100.00 for fees paid by May 1st will be afforded to each unlimited membership category, with the exclusion of Senior Memberships, which will be afforded a $50.00 discount.

2. A tennis membership may be purchased by a Swim Member for $100.00 annually.

D. Guest Fees:

1. Individual guest fees per person are set forth below:

Page 5 of 6

SWIM Children Under 12 $ 5.00 Adult $ 8.00

TENNIS Children Under 12 $ 5.00 Adult $ 8.00 15.00

E. Childcare Providers: No guest fee is required for child care providers whose sole purpose at the Club is to supervise members' children, provided that the member registers said child care provider with the Sports Core Director Bath and Tennis Club Manager or his/her designee, and provided further that said child care provider makes no charges at the Club.

12-3-4: OPERATION OF CLUBHOUSE:

B Rules And Regulations: The Oak Brook Bath and Tennis Clubhouse operating rules and regulations are as follows:

7. No alcoholic beverages or food may be brought onto the Bath and Tennis Club or Sports Core property other than those purchased from the golf course or Bath and Tennis Club refreshment areas, unless authorized by the Sports Core Director Bath and Tennis Club Manager.

D. Bath And Tennis Club Grounds Rental: Any use of the grounds of the bath and tennis club in the off-season (after Labor Day and prior to the federally-observed Memorial Day) may be authorized by the Sports Core Director Bath and Tennis Club Manager , subject to individual arrangements.

12-3-5: OPERATION OF SWIMMING POOLS:

B. Weather permitting, the pools will be open between the Saturday immediately before the federally-observed Memorial Day and the day after Labor Day, or as determined by the Sports Core Director Bath and Tennis Club Manager , subject to availability of certified lifeguarding staff and weather. End of summer schedule will be determined by August 15.

Recommendation: Staff recommends that the Village Board approve the attached Ordinance G-1071.

Page 6 of 6 ORDINANCE 2016-SC-EX-G-1071

AN ORDINANCE AMENDING TITLE 12,

ENTITLED, “RECREATIONAL FACILITIES” OF

THE VILLAGE CODE OF THE VILLAGE OF OAK BROOK, ILLINOIS

WHEREAS, the Village Manager has recommended amending Chapter 1, entitled “Sports Core”, Chapter 2, entitled “Oak Brook Golf Club” and Chapter 3, entitled “Oak Brook Bath and Tennis Club” of Title 12, entitled “Recreational Facilities”, of the Village Code of the Village of Oak Brook; and

WHEREAS, the Village President and Board of Trustees have reviewed these amendments and have approved the changes recommended by the Village Manager.

NOW, THEREFORE, BE IT ORDAINED BY THE PRESIDENT AND BOARD OF TRUSTEES OF THE VILLAGE OF OAK BROOK, DU PAGE AND COOK COUNTIES, ILLINOIS as follows:

Section 1: That the provisions of the preamble hereinabove set forth are hereby adopted as though fully set forth herein.

Section 2: That Chapters 1, 2 and 3 of Title 12 of the Village Code of the Village of Oak Brook are amended to read as set forth in the attached exhibit labeled Exhibit A and incorporated herein by reference.

Section 3: All ordinances or parts of ordinances in conflict with this ordinance are hereby repealed to the extent of the conflict.

Section 4: This ordinance shall be in full force and effect from and after its passage, approval and publication as required by law.

APPROVED THIS 26th day of January, 2016.

Gopal G. Lalmalani Village President

PASSED THIS 26th day of January, 2016.

Ayes:

Nays:

Absent:

ATTEST:

Charlotte K. Pruss Village Clerk

Ordinance 2016-SC-EX-G-1071 Amending Chap. 3 of Title 12 Page 2 of 18

EXHIBIT A

CHAPTER 1

SPORTS CORE

SECTION:

12-1-1: Sports Core Defined 12-1-2 Definitions 12-1-3 Scheduling and Permits 12-1-4: Fees 12-1-5: Rental Insurance 12-1-6: Additional Requirements 12-1-7: Permitted And Prohibited Activities

12-1-1: SPORTS CORE DEFINED: The Village of Oak Brook Sports Core consists of the Oak Brook Golf Club and the Oak Brook Bath and Tennis Club as outlined herein.

12-1-2: DEFINITIONS:

CORPORATE RESIDENT: A full-time employee whose primary place of employment is within the corporate limits of the Village.

DRIVING RANGE MEMBERSHIP: Range members are entitled to unlimited practice ball usage within designated areas of the driving range.

FULLY ALLOCATED COST: The variable cost of each function, plus a reasonable allocated portion of the Bath and Tennis Club administrative overhead and marketing costs allocated to the clubhouse and the annual debt service.

JUNIOR MEMBER - GOLF: A minor child under twenty-one (21) years of age. Junior members may play without payment of additional greens fees at any time the course is open, except on weekends or holidays. A junior member under age twelve (12) may not play at any time unless accompanied by an adult.

NONRESIDENT: Any person residing outside the corporate limits of the Village who is not a corporate resident.

NONRESIDENT LIMITED MEMBERSHIP - GOLF: Limited members may play without payment of additional greens fees anytime, except Fridays after 12:00 p.m., Saturdays, Sundays, and holidays. Members may play during these excepted times by paying the prevailing greens fees.

Additions are bold and double-underlined; deletions are struck through.

Ordinance 2016-SC-EX-G-1071 Amending Chap. 3 of Title 12 Page 3 of 18

RESIDENT: Any person permanently residing within the corporate limits of the Village and all full-time employees of the Village, as defined in Article 3 of the Village of Oak Brook Personnel Manual, and full- time employees of the Oak Brook Park District.

RESIDENT GOLF DISCOUNT FOR JUNIORS, SENIORS: Any resident sixty (60) years of age or older (senior) or under twenty-one (21) years of age (junior), will pay a reduced rate.

SEASON MEMBERS, OR MEMBERS: Persons paying season pass fees. In the case of Bath and Tennis, this shall include family, individual, social and/or tennis associate member fees.

SENIOR: Any person sixty (60) years of age or older.

SENIOR MEMBER – GOLF: Senior members, may play without payment of additional greens fees any time, except weekends or holidays. Members may play during these excepted times by paying the prevailing greens fees.

SPORTS CORE ASSOCIATE (BATH & TENNIS, GOLF): Includes individuals and all persons permanently residing in the household of the principal member that are age twenty-one (21) years old or older. Membership will entitle the participants to utilize the clubhouse dining facilities and to invite unlimited dining guests. Sports Core Associates may use the Bath and Tennis recreation facilities not more than four (4) times a year, provided that they pay the prevailing guest fee charged to their account.

UNLIMITED BATH AND TENNIS SWIM MEMBERSHIP - INDIVIDUAL (TYPE B): Will be an individual at least thirteen (13) years of age. Membership will entitle the participant to utilize all the swim facilities.

UNLIMITED SEASON MEMBERSHIP - GOLF: Permits holder to play without payment of additional greens fees at any time the course is open.

VARIABLE COST: The full direct costs of hosting each function, including the cost of food and beverages served, food preparation, service, set-up and tear-down, opening, cleaning, and closing the facility.

Additions are bold and double-underlined; deletions are struck through.

Ordinance 2016-SC-EX-G-1071 Amending Chap. 3 of Title 12 Page 4 of 18

12-1-3: SCHEDULING AND PERMITS:

A. Reservations:

2. Reservations will be taken on a first-come, first-serve basis and confirmed only upon receipt of a deposit.

B. Use Regulations:

1. Uses of open fields for polo must be arranged by separate agreement with the Village;

2. Other use of open fields or show field areas must be arranged by separate agreement with the Village; and

3. All events shall be subject to the ordinances and regulations of the Village with respect to licenses and permits.

12-1-4: FEES: A fee schedule for the use of the open fields shall be established from time to time by the corporate authorities. The fee schedule shall only include the field as it normally exists. Additional facilities or services may be required for a particular event as shall be determined by the Village Manager or his designee. The cost of the additional facilities or services shall be the responsibilities of the user.

12-1-5: RENTAL INSURANCE: Any person renting outdoor Sports Core facilities shall be required to provide proof of insurance for the proposed activity as required by the Village Manager two (2) weeks prior to the event.

12-1-6: ADDITIONAL REQUIREMENTS:

A. Events: Whenever an event involves an admission fee or concessions:

1. Security services acceptable to the Village will be required;

2. A cash clean-up bond in an amount reflective of the magnitude of the event, as established by the Village Manager, or his designee, and agreed to by the applicant, must be provided two (2) weeks in advance of event. A minimum cash clean-up bond of $500.00 shall be established for each event.

3. Portable rest room facilities must be arranged by the event sponsor in accordance with the approval of the Village;

4. Field setup must be arranged exclusively through the Village. Billing for all services detailed in subsection A1, A3 and A4 of this section shall be through the Village and all fees must be prepaid two (2) weeks prior to the event; and

5. A deposit with reservation applications in an amount consistent with overall service requests, as determined by the Village Manager, shall be required.

B. Bridle And Walking Paths: Sports Core bridle and walking paths shall be open to the general public.

Additions are bold and double-underlined; deletions are struck through.

Ordinance 2016-SC-EX-G-1071 Amending Chap. 3 of Title 12 Page 5 of 18

C. Parking. Limited parking may be available for open field events, weather permitting. The Village reserves the right to require off-site parking at its discretion. All costs associated with off-site parking must be paid by the holder of the event.

D. Sponsorship: The Sports Core may, subject to the approval of the Village Board, accept sponsorship fees and grant approved forms of advertisement in return for such fees. The appropriate sponsorship fees for specific events shall be established on an individual basis by the Village Board.

12-1-7: PERMITTED AND PROHIBITED ACTIVITIES:

A. There shall be no camping or picnicking on the Sports Core, except as specifically authorized in connection with an approved event.

B. No events shall be authorized or scheduled which require the installation of permanent facilities or the alteration or obstruction of open field areas.

C. Cross-country skiing shall be permitted on any area of the Sports Core, except the golf course.

D. Practice hitting of golf balls is permitted only on designated driving ranges and practice areas.

E. Snowmobiles, motorbikes, motorcycles and other off-the-road vehicles shall not be operated on the Sports Core. Motorcycles may be operated only on paved roadways.

F. No skateboards, scooters or in-line skates shall be permitted in any area of the Sports Core with the exception of the pedestrian/bicycle paths.

H. Operation of mechanical airborne devices, whether radio remote controlled, tethered or mechanically/fuel propelled, is prohibited in all areas of the Sports Core. Such prohibited devices include, but are not limited to, motorized model airplanes and toy rockets.

I. Unless authorized in writing by the Village Manager or his/her designee, no person shall sell or offer for sale anywhere on the Sports Core any food, beverage, merchandise or service.

J. No person may sell or use sparklers in any area of the Sports Core.

Additions are bold and double-underlined; deletions are struck through.

Ordinance 2016-SC-EX-G-1071 Amending Chap. 3 of Title 12 Page 6 of 18

TITLE 12

CHAPTER 2

OAK BROOK GOLF CLUB

SECTION:

12-2-1: Policies 12-2-2: Fees And Rates 12-2-3: Permanent Reserved Weekend Starting Times 12-2-4: Non-Permanent Starting Times 12-2-5: Golf Leagues 12-2-6: Rules And Regulations 12-2-7: Driving Range Rules

12-2-1: POLICIES:

A. Oak Brook Businesses. Corporate residents shall be entitled to purchase corporate resident season memberships to the Oak Brook Golf Club. Anyone purchasing a season membership under this policy shall be required to present a current certification of employment from his or her employer. Corporate residents not holding a season membership shall pay the nonresident greens fees rates.

B. Golf Club Season Membership.

1. Season members will be issued a plastic card indicating the type of season membership and the member's name. Such cards will be used for identification and for charging at the Oak Brook Golf Club. Junior memberships shall include charging privileges only upon the written consent of the parent or legal guardian.

2. All accounts will be payable upon receipt of statements. Any balance not paid within thirty (30) days of the statement date shall be charged an interest fee of one and five tenths (1.5%) percent monthly (18 percent annual rate). Charging privileges on any accounts with an unpaid balance over sixty (60) days old will be canceled. Memberships will not be renewed until any balance from previous seasons has been paid in full, including any costs that the Village incurs due to collection discounts and fees.

C. Bath and Tennis Club. Season memberships at the Bath and Tennis Club shall not include season membership privileges at the Oak Brook Golf Club. However, Bath and Tennis Club season membership cards can be used at the Oak Brook Golf Club to qualify for appropriate greens fees’ rates and may also be used for charging privileges at the Oak Brook Golf Club.

Additions are bold and double-underlined; deletions are struck through.

Ordinance 2016-SC-EX-G-1071 Amending Chap. 3 of Title 12 Page 7 of 18

E. Golf Lessons. Lessons will be available for a fee through the Oak Brook Golf Club professional staff.

G. Attire. Appropriate attire, including shirts with sleeves and collar, shall be worn at all times by persons utilizing the golf club.

H. Rain Check Policy: Rain checks are issued as a courtesy to our customers for inclement weather, family emergencies or being called away to work. We reserve the right not to issue a rain check if inclement weather is present at the start of play. Rain checks are valid for one year after issue date. Rain checks are redeemable for green fees and cart fees only. Rain checks are issued in the form of a redeemable dollar value that is based on the fees paid and the number of holes remaining on the rain shortened round (rain check = dollars paid divided by the number of holes paid times the number of holes not played). Depending upon the day of the week and the time of play, you may be paying for golf at a more expensive rate than when the rain check was issued, and a balance may be owed. If the new fee is less than the rain check amount, a new rain check will be issued for that balance remaining.

12-2-2: FEES AND RATES:

A. Summer Greens Fees; Nonmembers, Including Surcharge (the last weekend in April through October 15th)

Monday--Friday Resident Nonresident Resident - Jr./Sr. Nonresident Jr./Sr. (Guest of Member)

18 holes $34.50 $50.50 $27.00 $38.50 9 holes $25.00 $31.50 $20.00 $27.50 Twilight $26.50 $37.50 $22.00 $27.50

Saturday, Sunday Resident Nonresident Resident - Jr./Sr. Nonresident Jr./Sr. and Holidays (Guest of Member)

18 holes $36.50 $54.50 $28.50 $38.50 9 holes $25.00 $34.50 $22.00 $27.50 Twilight $29.00 $37.50 $24.00 $27.50

B. Spring/Fall Greens Fees; Nonmembers, Including Surcharge (Applies anytime the course is open for play between October 15th and the Friday before the start of permanent tee times. This rate also applies to the seven days following putting green/fairway aerification.):

Additions are bold and double-underlined; deletions are struck through.

Ordinance 2016-SC-EX-G-1071 Amending Chap. 3 of Title 12 Page 8 of 18

Monday-- Resident Nonresident Resident - Jr./Sr. Non-Resident – Sunday Jr./Sr. 18 holes $27.00 $38.50 $20.00 $30.50 9 holes $20.00 $27.50 $14.50 $22.50 Twilight $20.00 $27.50 $14.50 $22.50

C. Season Membership Fee Schedule: Membership fees are non-refundable and/or transferable and are established as follows (See subsection F of this Section for golf surcharge. Any individual who has either a family or individual membership at the Bath and Tennis Club will qualify for a twenty (20%) percent discount applied to their golf season membership):

MEMBERSHIP Resident Corporate Nonresident Nonresident

Unlimited $1,475.00 $1.725.00 $2,000.00 Senior $825.00 N/A N/A Senior Limited N/A N/A $1,250.00 Junior $675.00 N/A N/A Junior Limited N/A N/A $875.00

D. Golf Cart Rental Fees: 18 Holes 9 Holes

Hand carts $ 4.00 $ 3.00 Power carts $34.00 $21.00 Twilight cart rental $20.00 N/A

E. Driving Range Fees: The cost of a bucket of sixty (60) balls is eight dollars ($9.00) for residents and nine dollars ($10.00) for nonresidents. A driving range token card (20 tokens) may be purchased for sixty-four dollars ($72.00) for residents and seventy-two dollars ($80.00) for nonresidents. The cost of range memberships is five hundred fifty dollars ($550.00) for golf members, six hundred fifty dollars ($650.00) for residents and seven hundred fifty dollars ($750.00) for nonresidents.

F. Surcharge: In addition to any greens fees or membership fees paid, each person utilizing the golf course at the Oak Brook Golf Club shall pay a surcharge of one dollar fifty cents ($3.00) per round of golf played.

12-2-3: PERMANENT RESERVED WEEKEND STARTING TIMES:

B. A deposit of two-hundred dollars ($200.00) will be required for each foursome either in cash, or by credit card guarantee provided by the foursome captain. The deposit will be refunded in December if no forfeiture has occurred.

Additions are bold and double-underlined; deletions are struck through.

Ordinance 2016-SC-EX-G-1071 Amending Chap. 3 of Title 12 Page 9 of 18

C. Tee Time Forfeiture. If a tee time is not canceled at least one (1) day prior to play, and the foursome does not show for play, it will be the responsibility of the foursome to fill these spots with other golfers. Should a foursome not show up or fails to fill their spot, they will be charged a no-show fee of twenty-five dollars ($25.00), notwithstanding the membership status of the missing member(s) of the foursome. A foursome that asserts that a missing member will join the group during the round will be charged a no-show fee of twenty-five dollars ($25.00), if the missing member fails to join the group by the completion of the ninth hole. A season membership will not preclude or absolve a foursome from these charges. All charges will be made by charging the foursome captain. If the captain fails to pay the above fees, the tee time will be forfeited.

12-2-4: NONPERMANENT STARTING TIMES:

On weekends and holidays forfeited, canceled and undrawn permanent times and all other weekend times will be available for reservation not more than eight (8) days in advance. Weekday times will be available for reservation not more than eight (8) days in advance. Residents and members may reserve tee times up to eight (8) days in advance. Non-residents may reserve tee times up to seven (7) days in advance. No more than two (2) tee times may be reserved for the same day unless authorized by the golf club manager. Tee times may be reserved more than eight (8) days in advance by the Sports Core Director Golf Club Manager for golf outings. All tee times will be guaranteed by credit card. Cancellations will be accepted up to twenty-four (24) hours in advance of the tee times.

12-2-5: GOLF LEAGUES:

A. Policy; Types: A golf league is any group of golfers of significant size for which a standard block of starting times is reserved on a consistent basis, normally weekly. There will be at most two (2) golf league categories, twilight golf leagues and morning golf leagues.

1. Twilight golf leagues will be assigned to Oak Brook businesses or Oak Brook organizations on a first-come, first-served basis.

2. Morning leagues will be assigned annually: first to those leagues who had times the previous year, then to all other groups on a first-come, first-served basis.

B. Scheduling:

2. Golf league tee times will be scheduled only between the following times:

Monday 9:00 a.m. to 6:00 p.m. Tuesday 8:30 a.m. to 6:00 p.m. Wednesday 8:30 a.m. to 6:00 p.m. Thursday 7:00 a.m. to 6:00 p.m.

C. Fees: Golf league participants shall pay the applicable greens fees’ rate, except as arranged by separate agreement approved by the Village Manager.

Additions are bold and double-underlined; deletions are struck through.

Ordinance 2016-SC-EX-G-1071 Amending Chap. 3 of Title 12 Page 10 of 18

12-2-6: RULES AND REGULATIONS: The Oak Brook Golf Club operating rules and regulations are as follows:

A. All golfers much check in with the cashier prior to tee off.

B. Proper golf attire must be worn at all times, including shirts with sleeves and collar, and golf shoes or flat-soled shoes.

D. Players may be grouped into foursomes or smaller groups.

E. No fivesomes or more will be allowed, except with the approval of a golf professional.

F. Golf carts must be picked up and returned to the cart area.

G. Parking for all activities, including use of the driving range, is limited to the parking lot.

H. Golf bags are not permitted in the clubhouse.

I. Players shall replace divots and repair all ball marks.

J. Golf rules and etiquette must be followed at all times.

K. All golfers must report to the starter on the first tee.

L. Card playing in the clubhouse is not permitted at any time.

M. Players are expected to keep pace with the group in front of them.

N. No domestic animals or pets are permitted on the golf course except as authorized by the Sports Core Director Golf Club Manager.

O. On Saturdays and Sundays between six o’clock (6:00) a.m. and one o’clock (1:00) p.m. each tee- time group is responsible for four (4) greens fees.

P. Only daily fee players, driving range customers, and season members may utilize the practice greens.

Q. Only daily fee players, season members, and persons authorized by the Sports Core Director Golf Club Manager or his/her staff, may utilize the grounds and paths at the Oak Brook Golf Course.

12-2-7: DRIVING RANGE RULES: The driving range rules and regulations are as follows:

A. Keep bags and golf carts behind fence.

Additions are bold and double-underlined; deletions are struck through.

Ordinance 2016-SC-EX-G-1071 Amending Chap. 3 of Title 12 Page 11 of 18

B. Return pails to ball dispenser.

C. Practice only between tee markers.

D. Aim at yardage markers only.

E. Do not retrieve balls in front of tee markers.

F. The driving range is open from April 1st to November 1st, seven (7) days a week, weather permitting. Hours of operation are from the first tee time until one-half (1/2) hour before dusk, except on Mondays when the range opens at twelve o’clock (12:00) noon.

G. Purchase tokens or range cards in pro shop for range balls in ball dispenser.

H. Users of range may not walk across the golf course.

I. Parking for driving ranges is limited to the golf course parking lot.

J. Shirts must be worn on the driving range.

Additions are bold and double-underlined; deletions are struck through.

Ordinance 2016-SC-EX-G-1071 Amending Chap. 3 of Title 12 Page 12 of 18

CHAPTER 3

OAK BROOK BATH AND TENNIS CLUB

SECTION:

12-3-1: Facilities 12-3-2 Season Membership And Fee Schedule 12-3-3: Membership Identification And Charging 12-3-4: Operation Of Clubhouse 12-3-5: Operation Of Swimming Pools 12-3-6: Operation Of Tennis Courts

12-3-1: FACILITIES: The Oak Brook Bath and Tennis Club consists of:

A. A clubhouse, including:

Bar facilities; Covered patio facilities; Dining room facilities; Kitchen facilities; Locker and shower facilities;

B. Outdoor swimming pools, including:

A wading pool; A 25-yard competition pool; A diving pool;

C. A lake with water recreation equipment.

D. A snack pavilion with picnic tables.

E. Outdoor tennis courts.

F. A sand volleyball court.

12-3-2: SEASON MEMBERSHIP AND FEE SCHEDULE:

A. General Membership: Membership fees are non-refundable and/or transferable and are established as follows:

SENIOR RESIDENTS: USAGE COST Family Swim Unlimited $ 675.00 Individual Swim Unlimited $ 365.00 Sports Core Associate Limited $ 30.00 Tennis Associate Member Limited $ 150.00 300.00

Additions are bold and double-underlined; deletions are struck through.

Ordinance 2016-SC-EX-G-1071 Amending Chap. 3 of Title 12 Page 13 of 18

10-Pass Card (Swim) Limited $ 180.00

B. Discounts:

1. A discount of $100.00 for fees paid by May 1st will be afforded to each unlimited membership category, with the exclusion of Senior Memberships, which will be afforded a $50.00 discount.

2. A tennis membership may be purchased by a Swim Member for $100.00 annually.

C. Swim team fee schedule:

1st child in family $190.00 2nd child in family $150.00 Each additional child in family $50.00

D. Guest Fees:

1. Individual guest fees per person are set forth below:

SWIM Children Under 12 $ 5.00 Adult $ 8.00

TENNIS Children Under 12 $ 5.00 Adult $ 8.00 15.00

Additions are bold and double-underlined; deletions are struck through.

Ordinance 2016-SC-EX-G-1071 Amending Chap. 3 of Title 12 Page 14 of 18

12-3-3: MEMBERSHIP IDENTIFICATION AND CHARGING:

A. Members will be issued photo identification cards indicating the type of membership and the holder's name. Such cards will be required for admission and as identification for charging privileges at all Sports Core facilities.

B. All accounts will be payable upon receipt of statements. Any balance not paid within thirty (30) days of the statement date shall be charged an interest fee of one and five-tenths (1.5) percent (18 percent annual rate). Membership privileges on any accounts with unpaid balances over forty-five (45) days will be canceled, and any accounts with unpaid balances over ninety (90) days will be terminated from the club. Memberships will not be renewed until any balance from previous seasons has been paid in full, including any costs that the Village incurs due to collection discounts and fees.

C. All fees for lessons and programs shall be charged through the Bath and Tennis Club. Fee schedules for lessons shall be posted. There will be no refunds.

D. Locker use shall be available on a first-come, first-served basis and in accordance with policies of the Bath and Tennis Club established by management and posted in the locker areas.

E. A challenge to a charge on a member account must be lodged within 45 days of the statement date or the charge will stand.

12-3-4: OPERATION OF CLUBHOUSE:

A. Hours: The Bath and Tennis Club facilities will maintain hours as follows:

1. Clubhouse Office: Hours of operation for the Clubhouse between May 1 to Labor Day (in season), and Labor Day to May 1 (off-season), will be established by the Village Manager (or designee) and posted at the Clubhouse Office. Customers will be advised to contact the Sports Core Administration when the Clubhouse Office is closed.

2. Clubhouse Dining Room: Luncheon and dinner service will operate as scheduled and posted, generally between Memorial Day to Labor Day.

3. Poolside Food And Beverage Service: Weather Permitting, Poolside Food and Beverage service will generally operate in conjunction with swim hours, unless otherwise posted, from Memorial Day weekend to Labor Day.

B Rules And Regulations: The Oak Brook Bath and Tennis Clubhouse operating rules and regulations are as follows:

1. The clubhouse is operated for the use of members, their guests, and the paying public during the established dining room service hours.

2. Persons under twenty one (21) years of age will not be served alcoholic beverages. The bath and tennis club staff reserves the right to refuse service to any person who has had, in their judgment, too much to drink or may be otherwise impaired.

3. Members must accompany their guests when dining in the clubhouse or using the other food service facilities, except for clubhouse events open to the paying public.

4. Proper attire is required in the dining room. Bathing suits are not considered proper attire.

Additions are bold and double-underlined; deletions are struck through.

Ordinance 2016-SC-EX-G-1071 Amending Chap. 3 of Title 12 Page 15 of 18

5. Children under the age of sixteen (16) years old must be accompanied by an adult member when dining in the clubhouse.

6. Food and beverage services may be paid for through the club member's account. A ticket for these services will be signed by the member. Gratuities are automatically added to the bill.

8. Children, guests and members are asked to use the outside entrances to the locker rooms.

9. The Bath and Tennis Club is not responsible for the loss of personal property.

C. Clubhouse Rental and Food and Beverage Service:

1. Space at the clubhouse may be rented for private parties or events subject to availability and so as not to conflict with scheduled membership events and commitments.

2. Use of the Bath and Tennis clubhouse may be arranged by the Village Manager, his/her designee, or a third party specifically contracted by the Village for such purposes. The following rental fee shall be collected for usage of the Bath & Tennis Clubhouse unless amended with the authorization of the Village Manager:

• Monday through Thursday 7:00 a.m. to 4:00 p.m. - $500.00 4:30 p.m. to 1:00 a.m. - $1,000.00

• Friday 9:00 a.m. to 3:00 p.m. - $500.00 4:30 p.m. to 12:00 a.m. - $ 1,500.00 $1,800.00

• Saturday 9:00 a.m. to 3:00 p.m. - $1,400.00 4:30 pm to 12:00 a.m. - $2,500.00 $2,800.00

• Sunday 9:00 a.m. to 3:00 p.m. - $900.00 4:30 p.m. to 12:00 a.m. - $1,800.00 Rental fees are non-refundable.

Rental fees for Homeowners Associations and Oak Brook-based charitable organizations are as follows: Monday through Thursday -- all year round – rental fee of $150.00 Sundays – between October 15th and April 15th – rental fee of $150.00

D. Bath And Tennis Club Grounds Rental: Any use of the grounds of the bath and tennis club in the off- season (after Labor Day and prior to the federally-observed Memorial Day) may be authorized by the Sports Core Director Bath and Tennis Club Manager , subject to individual arrangements.

Additions are bold and double-underlined; deletions are struck through.

Ordinance 2016-SC-EX-G-1071 Amending Chap. 3 of Title 12 Page 16 of 18

12-3-5: OPERATION OF SWIMMING POOLS:

A. The pools may be utilized by Sports Core members and their registered guests according to the privileges associated with the applicable class of membership.

C. Group and individual swimming and diving lessons will be available from instructors employed by the club.

D. The Oak Brook Bath and Tennis Club swimming pool and canoeing rules and regulations are as follows:

1. No inner tubes, nonsafety flotation devices, or pool toys will be allowed in the pool areas.

2. Nonswimmers who can't stand in the shallow area must have someone over the age of thirteen (13) in the water with them at all times.

3. There will be no cutoff shorts or gym shorts allowed in the pool. All swimmers must be wearing a swimsuit. No thong swimsuits will be permitted.

4. No one is permitted to be in the pool area, unless a lifeguard is on duty.

5. No diving is permitted in the shallow area of the pools.

6. No running, pushing, rough housing or inappropriate behavior will be permitted.

7. Only one person is permitted on the diving board at a time; no double bouncing will be permitted.

8. Bathers must stay off of the pool divider ropes.

9. The diving boards are restricted to those able to meet deep water requirements as established by the swimming staff.

10. Children under the age of twelve (12) must be accompanied by an adult at all times, except for organized swim team activities.

11. There will be no use of water recreation equipment on the lake unless a lifeguard is on duty. Persons using said equipment must wear a life jacket at all times.

12. Swimming is not allowed in the lake at any time except with a life jacket and under the supervision of lifeguards in connection with use of water recreational equipment.

13. No person with open sores, skin disease, inflamed eyes or any other condition that would endanger the health of the other members and guests are allowed at the pool facility until the condition has been reported to be non-contagious/corrected by a medical professional.

14. DuPage County Health Department regulations shall be posted and in effect at all times.

Additions are bold and double-underlined; deletions are struck through.

Ordinance 2016-SC-EX-G-1071 Amending Chap. 3 of Title 12 Page 17 of 18

15. No tanning aids or lotions are allowed in the water (sunbathers shall shower before entering and re-entering the pools).

12-3-6: OPERATION OF TENNIS COURTS:

A. The outdoor tennis courts may be utilized by Sports Core members and their registered guests according to the privileges associated with the applicable class of membership.

B. The outdoor tennis courts will be supervised by a tennis professional and staff from May 15 to September 15 (weather permitting). The nets will be up and the courts will be open on a first-come, first-served basis from approximately April 15 to October 1 on the asphalt courts, and from May 15 to September 15 on the Har-Tru courts (weather permitting). The outdoor courts will be open during these dates seven (7) days per week from dawn until dusk. All members and their guests are required to sign in at the pro shop to obtain a court assignment. Membership fees must be paid in full before use of the facilities will be permitted.

C. The Oak Brook Bath and Tennis Club's tennis courts operating rules and regulations are as follows:

1. All users must sign in and register for use of the courts at the outdoor tennis pro shop.

2. All members must sign in their guests and pay the guest fee in the pro shop prior to use of the courts.

3. Courts may be taken out of service due to moisture or dryness or any other reason at the discretion of the Bath and Tennis Operations Manager.

4. Club-sponsored activities have priority for the use of the courts over general play. Activities are controlled by the Bath and Tennis Operations Manager and are announced in advance.

5. Play is limited to one hour when people are waiting for a court. Users may specify a preference as to type of court they desire to use (clay or hard) and may wait for that particular type of court to become available.

6. Users may not be on a court and be signed up on the waiting list for another court.

7. Everyone has an equal right to use the courts, provided there is no waiting list for courts. In the event that there is a waiting list for courts, unlimited members will receive preference over others.

8. All members are required to sign their charge slips before an event starts, or lesson begins, or at the time of purchase.

9. Tennis attire and tennis shoes must be worn at all times at the tennis courts. No running shoes, cutoff shorts or bathing suits are allowed. Swimmers are required to wear a cover-up when visiting the tennis courts. Only soft court shoes are acceptable on Har-Tru clay courts.

10. Children under the age of twelve (12) shall not be left unattended by an adult at the tennis courts.

11. All bicycles shall be stored in the bicycle rack. Motorcycles must be parked in the parking lot.

12. Quiet is requested so that players can concentrate on their games. Absolutely no horseplay will be tolerated at the courts.

Additions are bold and double-underlined; deletions are struck through.

Ordinance 2016-SC-EX-G-1071 Amending Chap. 3 of Title 12 Page 18 of 18

13. All trash shall be deposited in trash containers.

14. Tennis Associate members may be “bumped” from court time by those holding unlimited memberships.

15. Members will be charged a fee for participation in any drills or competitions.

16. Food, beverages or other amenities which are part of a tennis activity will require an additional fee.

17. All adults representing an Oak Brook Bath & Tennis competitive team, Ladies or Mens Interclub or USTA must at least possess the Tennis Associate membership.

Additions are bold and double-underlined; deletions are struck through.

BOARD OF TRUSTEES MEETING SAMUEL E. DEAN BOARD ROOM BUTLER GOVERNMENT CENTER 1200 OAK BROOK ROAD OAK BROOK, ILLINOIS 630-368-5000

AGENDA ITEM Regular Board of Trustees Meeting of January 28, 2016

SUBJECT: Benefits Insurance Broker Agreement

FROM: Kate Andris, Human Resource Generalist

BUDGET SOURCE/BUDGET IMPACT: $24,000 annually from 133 – Employee Benefits

RECOMMENDED MOTION: I move that the Village Board approves and directs staff to execute an agreement with Vista National Insurance Group for the plan years 2016-2018 for consulting/broker services for Health, Dental, FSA/HAS, Cobra, and Life Insurance.

Background/History: The Village has worked with Mesirow Financial in many capacities, and most recently as our insurance broker. We have engaged their services since 2007. They aided the Village in all aspects of its insurance program. At the direction of the Village Board, on October 29th, 2015, staff issued a Request for Proposals (RFP) for insurance brokers. The RFP was sent to Eleven (11) firms who previously contacted the Village. Five (5) firms responded with proposals and four were interviewed (Mesirow Financial, Vista National Insurance Group, Foster & Foster, and The Horton Group). After interviews, reference checks and other considerations such as cost, services offered and proximity to the Village offices, it was determined that Vista National Insurance Group as the best fit for the Village moving forward.

Recommendation: Staff recommends that the Village Board approve a contract between Vista National Insurance Group for a term of three years (2016-2018), with the option to renew for two additional year terms. The village will pay $24,000 a year for brokerage services which involves assisting staff with monitoring the Village’s plan year claims and discounts, securing new proposals from various carriers for each plan year, and ensuring the Village stays in compliance with the ever changing health insurance rules and regulations. Vista National will be responsible for negotiating, monitoring and administering all lines of insurance including health, dental, vision, life, COBRA and flexible spending programs.

BOT AGENDA Page 1 RESOLUTION 2016-IS-BKR-CNTRCT-R-1532

A RESOLUTION APPROVING AND AUTHORIZING THE AWARD OF A CONTRACT TO

VISTA NATIONAL INSURANCE GROUP, INC. FOR

INSURANCE CONSULTING AND BROKER SERVICES

WHEREAS, the Village desires to retain a firm to provide the Village with insurance consulting and brokerage services for the Village’s health, dental, vision, FSA/HAS, cobra, and life insurance plan the Village provides to its personnel (“Services”); and

WHEREAS, on October 29, 2015, the Village issued a request for proposals to retain a firm to provide the Village the Services for the 2016, 2017, and 2018 plan years, with a Village option to renew the Services for an additional two plan years ("RFP"); and

WHEREAS, the Village received five proposals from firms desiring to provide the Village with the Services; and

WHEREAS, after evaluating the proposals and interviewing firms, the Village has determined that Vista National Insurance Group, Inc., of Oak Brook, Illinois (“Vista”) presented the best overall value to the Village based on factors including, without limitation, price, qualifications, and the understanding of the Village’s needs; and

WHEREAS, the Village desires to enter into an agreement with Vista to provide the Services for $24,000 annually during the term of the Agreement, which agreement is attached to this Resolution as Exhibit A ("Agreement"); and

WHEREAS, the President and Board of Trustees have determined that it is in the best interests of the Village to enter into the Agreement with Vista;

NOW THEREFORE, BE IT RESOLVED BY THE PRESIDENT AND BOARD OF TRUSTEES OF THE VILLAGE OF OAK BROOK, DU PAGE AND COOK COUNTIES, ILLINOIS as follows:

Section 1: Recitals. The foregoing recitals are hereby incorporated into, and made a part of, this Resolution as the findings of the President and Board of Trustees of the Village of Oak Brook.

Section 2: Approval of Agreement. The President and Board of Trustees hereby approve the Agreement with Vista in substantially the same form as attached as Exhibit A, and in a final form approved by the Village Attorney.

Section 3: Execution of Agreement. The Village Manager and Village Clerk shall be, and hereby are, authorized to execute the Agreement between the Village and Vista after receipt of the final Agreement fully executed by Vista.

Section 4: Effective Date. This Resolution shall be in full force and effect upon passage and approval in the manner provided by law.

[SIGNATURE PAGE FOLLOWS]

Resolution 2016-IS-BKR-CNTRCT-R-1532 Authorizing Contract for Insurance Broker Page 2 of 3

APPROVED THIS 26th day of January, 2016

Gopal G. Lalmalani Village President

PASSED THIS 26th day of January, 2016

Ayes:

Nays:

Absent:

ATTEST:

Charlotte K. Pruss Village Clerk

Resolution 2016-IS-BKR-CNTRCT-R-1532 Authorizing Contract for Insurance Broker Page 3 of 3

EXHIBIT A

#38371240_v1

VILLAGE OF OAK BROOK PROFESSIONAL SERVICES AGREEMENT

This AGREEMENT is dated as of the ____ day of ______, 2016 (“Agreement”), and is by and between the VILLAGE OF OAK BROOK, an Illinois municipal corporation (“Village”), and VISTA NATIONAL INSURANCE GROUP, INC. 1301 W. 22ND STREET, OAK BROOK, ILLINOIS 60523 (“Consultant”).

IN CONSIDERATION OF the recitals and the mutual covenants and agreements set forth in the Agreement, and pursuant to the Village’s statutory powers, the parties agree as follows:

SECTION 1. SCOPE OF SERVICES. The Village tax, contribution, premium, costs, royalties, or fees is hereby retains the Consultant to perform, and the Consultant agrees to waived and released by Consultant. perform, all necessary services to perform the work in connection with the project identified below (“Services”), SECTION 4. REPRESENTATIONS OF which Services the Consultant shall provide pursuant to the CONSULTANT. The Consultant represents and certifies that terms and conditions of this Agreement: the Services shall be performed in accordance with the standards of professional practice, care, and diligence A. Services. Consulting/Broker Services for Health, practiced by recognized consultants in performing services of Dental, Vision, FSA/HAS, Cobra and Life Insurance as listed a similar nature in existence at the Time of Performance. The in Attachment A. representations and certifications expressed shall be in addition to any other representations and certifications B. Term of Agreement. The term of the agreement expressed in this Agreement, or expressed or implied by law, will be for plan years 2016 - 2018. The Village will have an which are hereby reserved unto the Village. option, in its sole discretion, to renew this Agreement pursuant to the same terms for two additional one-year plan years (2019 The Consultant further represents that it is financially solvent, has the necessary financial resources, and is sufficiently & 2020). experienced and competent to perform and complete the

Services in a manner consistent with the standards of SECTION 2. TIME OF PERFORMANCE. The professional practice by recognized consultants providing Consultant shall perform the Services as mutually agreed upon services of a similar nature. Brian Walsh, Principal/Managing by the Village and Consultant (“Time of Performance”). Director, shall be primarily responsible for carrying out the Services on behalf of the Consultant (“Key Project SECTION 3. COMPENSATION. Personnel”). The Key Project Personnel shall not be changed without the Village’s prior written approval. The Consultant A. Agreement Amount. The total amount shall provide all personnel necessary to complete the Services. billed by the Consultant for the Services under this Agreement The Consultant shall provide all personnel necessary to shall not exceed $24,000 annually for plan years 2016 - 2018 complete the Services. including reimbursable expenses, without the prior express written authorization of the Village Manager. The terms for SECTION 5. INDEMNIFICATION; INSURANCE; payment to the Consultant shall be as follows: LIABILITY.

The Village agrees to pay Consultant $24,000 annually for A. Indemnification. The Consultant proposes term of this Agreement, payable in four quarterly installments and agrees that the Consultant shall indemnify and save of $6,000. The first quarterly installment will be due upon harmless the Village against all damages, liability, claims, execution and Village approval of this agreement; and losses, and expenses (including attorneys' fee) that may arise, subsequent installments will be due at the commencement of or be alleged to have arisen, out of or in connection with the each subsequent quarter Consultant’s performance of, or failure to perform, the Services or any part thereof, or any failure to meet the B. Taxes, Benefits, and Royalties. Each representations and certifications set forth in Section 4 of this payment by the Village to the Consultant includes all Agreement. applicable federal, state, and Village taxes of every kind and nature applicable to the Services as well as all taxes, B. Insurance. The Consultant acknowledges contributions, and premiums for unemployment insurance, old and agrees that the Consultant shall, and has a duty to, age or retirement benefits, pensions, annuities, or similar maintain adequate insurance, in an amount, and in a form and benefits and all costs, royalties, and fees arising from the use from companies, acceptable to the Village. The Consultant’s of, or the incorporation into, the Services, of patented or maintenance of adequate insurance shall not be construed in copyrighted equipment, materials, supplies, tools, appliances, any way as a limitation on the Consultant’s liability for losses devices, processes, or inventions. All claim or right to claim or damages under this Agreement. additional compensation by reason of the payment of any such

C. No Personal Liability. No elected or are provided, performed, and completed in accordance with all appointed official, or employee of the Village shall be required governmental permits, licenses, or other approvals personally liable, in law or in contract, to the Consultant as the and authorizations that may be required in connection with result of the execution of this Agreement. providing, performing, and completing the Services, and with all applicable statutes, ordinances, rules, and regulations, SECTION 6. GENERAL PROVISIONS. including without limitation the Fair Labor Standards Act; any statutes regarding qualification to do business; any statutes A. Relationship of the Parties. The prohibiting discrimination because of, or requiring affirmative Consultant shall act as an independent contractor in providing action based on, race, creed, color, national origin, age, sex, or and performing the Services. Nothing in, nor done pursuant other prohibited classification, including, without limitation, to, this Agreement shall be construed to: (1) create the the Americans with Disabilities Act of 1990, 42 U.S.C. §§ relationship of principal and agent, employer and employee, 12101 et seq., and the Illinois Human Rights Act, 775 ILCS partners, or joint venturers between the Village and 5/1-101 et seq. Consultant shall also comply with all Consultant; or (2) to create any relationship between the conditions of any federal, state, or local grant received by the Village and any subcontractor of the Contractor. Village or Consultant with respect to this Contract or the Services. Consultant shall be solely liable for any fines or B. Conflicts of Interest. The Consultant civil penalties that are imposed by any governmental or quasi- represents and certifies that, to the best of its knowledge: (1) governmental agency or body that may arise, or be alleged to no Village employee or agent is interested in the business of have arisen, out of or in connection with Consultant's, or its the Consultant or this Agreement; (2) as of the date of this subcontractors, performance of, or failure to perform, the Agreement, neither the Consultant nor any person employed Services or any part thereof. Every provision of law required or associated with the Consultant has any interest that would by law to be inserted into this Contract shall be deemed to be conflict in any manner or degree with the performance of the inserted herein. obligations under this Agreement; and (3) neither the Consultant nor any person employed by or associated with the F. Default. If it should appear at any time that Consultant shall at any time during the term of this Agreement the Consultant has failed or refused to prosecute, or has obtain or acquire any interest that would conflict in any delayed in the prosecution of, the Services with diligence at a manner or degree with the performance of the obligations rate that assures completion of the Services in full compliance under this Agreement. with the requirements of this Agreement, or has otherwise failed, refused, or delayed to perform or satisfy the Services or C. No Collusion. The Consultant represents any other requirement of this Agreement (“Event of and certifies that the Consultant is not barred from contracting Default”), and fails to cure any such Event of Default within with a unit of state or local government as a result of (1) a ten business days after the Consultant’s receipt of written delinquency in the payment of any tax administered by the notice of such Event of Default from the Village, then the Illinois Department of Revenue unless the Consultant is Village shall have the right, without prejudice to any other contesting, in accordance with the procedures established by remedies provided by law or equity, to (1) terminate this the appropriate revenue act, its liability for the tax or the Agreement without liability for further payment; or (2) amount of the tax, as set forth in Section 11-42.1-1 et seq. of withhold from any payment or recover from the Consultant, the Illinois Municipal Code, 65 ILCS 5/11-42.1-1 et seq.; or any and all costs, including attorneys’ fees and administrative (2) a violation of either Section 33E-3 or Section 33E-4 of expenses, incurred by the Village as the result of any Event of Article 33E of the Criminal Code of 1961, 720 ILCS 5/33E-1 Default by the Consultant or as a result of actions taken by the et seq. If at any time it shall be found that the Consultant Village in response to any Event of Default by the Consultant. has, in procuring this Agreement, colluded with any other person, firm, or corporation, then the Consultant shall be liable G. Assignment. This Agreement may not be to the Village for all loss or damage that the Village may assigned by the Village or by the Consultant without the prior suffer, and this Agreement shall, at the Village’s option, be written consent of the other party. null and void. H. Notice. All notices required or permitted to D. Termination. Notwithstanding any other be given under this Agreement shall be in writing and shall be provision hereof, the Village may terminate this Agreement at delivered: (1) personally; (2) by a reputable overnight courier; any time upon 15 days prior written notice to the Consultant. or by (3) by certified mail, return receipt requested, and In the event that this Agreement is so terminated, the deposited in the U.S. Mail, postage prepaid. Unless otherwise Consultant shall be paid for Services actually performed and expressly provided in this Agreement, notices shall be deemed reimbursable expenses actually incurred, if any, prior to received upon the earlier of: (a) actual receipt; (b) one termination, not exceeding the value of the Services business day after deposit with an overnight courier as completed. evidenced by a receipt of deposit; or (c) three business days following deposit in the U.S. mail, as evidenced by a return E. Compliance with Laws and Grants. receipt. Notices and communications to the Village shall be Consultant shall give all notices, pay all fees, and take all addressed to, and delivered at, the following address: other action that may be necessary to ensure that the Services 2

Village of Oak Brook any such rights shall not be deemed or construed as a waiver 1200 Oak Brook Road of that right, nor shall the failure void or affect the Village's or Oak Brook, Illinois 60523 the Consultant's right to enforce such rights or any other Attention: Village Manager rights.

Notices and communications to the Consultant shall be J. Third Party Beneficiary. No claim as a third party addressed to, and delivered at, the following address: beneficiary under this Agreement by any person, firm, or corporation shall be made or be valid against the Village. Vista National Insurance Group, Inc. 1301 W. 22nd Street K. Governing Law; Venue. This Agreement shall be Oak Brook, Illinois 60523 governed by, construed and enforced in accordance with the Attn: Brian Walsh, Principal/Managing internal laws, but not the conflicts of laws rules, of the State of Director Illinois. Venue for any action arising out of this Agreement shall be in the Circuit Court for DuPage County, Illinois. I. Waiver. Neither the Village nor the Consultant shall be under any obligation to exercise any of the L. Exhibits. If any conflict exists between this rights granted to them in this Agreement except as it shall Agreement and any exhibit attached hereto, the terms of this determine to be in its best interest from time to time. The Agreement shall prevail. failure of the Village or the Consultant to exercise at any time

ATTEST: VILLAGE OF OAK BROOK

By: By: Charlotte Pruss, Village Clerk Riccardo F. Ginex, Village Manager

ATTEST: VISTA NATIONAL INSURANCE GROUP, INC

By: By:

Title: Its:

#38371252_v1 EXHIBIT A

VISTA NATIONAL INSURANCE GROUP, INC. FEE-BASED CONSULTING SERVICES

1) Quarterly financial review meetings including pre-renewal projections and attendance at board and employee meetings as required;

2) Assist the Village in administering all group insurance plans, responding to questions from and providing information to both Village and Park District Staff and providing other consultant services as required during the plan year;

3) Resolve discrepancies in plan documents and resolve all claims disputes;

4) Annual market analysis for all lines of coverage(Medical, Dental, Vision, Life, COBRA, Flexible Spending Disability, Rx and Stop Loss);

5) Provide updates on legal and regulatory issues as they relate to benefits;

6) Financial analysis/data mining through DMW;

7) Renewal projections/negotiations including premium equivalent rates;

8) Recommending cost containment strategies, including ways to implement, on all benefit plans;

9) Presence at various Health Insurance Committee meetings;

10) Facilitating the successful transition of any coverage or administrative services due to a change in the administrator or service provider.;

11) Benchmark reporting;

12) Access to our Concierge claims department;

13) Assisting with ACA and other legislative compliance with our attorney;

14) Website built specific for The Village of Oak Book’s benefits;

15) Access to VistaConnect(HR Portal);

16) Custom employee communications including employee brochures;

17) Custom benefit statements;

18) Plan design and contribution modeling;

19) On-site group meetings at open enrollment, or as needed throughout the year;

20) Wellness consulting and plan implementation;

21) HR Audit and employee handbook review.

22) All other unanticipated items that impact our insurance program.

AGENDA ITEM Regular Board of Trustees Meeting of January 26, 2016

SUBJECT: Janko Development - Fee Waiver Request Discussion

FROM: Riccardo F. Ginex, Village Manager Robert Kallien, Community Development Director

BUDGET SOURCE/BUDGET IMPACT: N/A

RECOMMENDED MOTION: N/A

Background/History:

As you know, the Janko Group will be redeveloping property that is located at the northwest corner of 22nd St. and Windsor. Their initially began discussions with the Village back in June 2015. From that time many meetings/discussions were held on their proposed project. Early on, they were given a fee schedule which reflected our prior fees before they were increased by the Board in November 2015.

While Janko has requested an extra 1% Hotel Tax placed on their gross receipts, taking their Hotel Tax from 3% to 4%, they now understand we cannot do this for them.

They therefore are seeking a Permit and Impact Fee reduction as they finalize the design their project. While we do not have impact fees, we have given reductions in the past on permit fees for other developments. Over the past 4-5 years, several businesses received incentives for either relocating and/or expanding their operations here in Oak Brook. Some include the following:

• Rasmussen College – relocation of approximately 75,000 sq.ft. HQ to Regency Towers – 50 percent reduction in building permit fees (worth about $100,000) • Treehouse Foods – relocation (from Westchester) of an approximate 50,000 sq.ft. HQ to Commerce Plaza – 50 percent reduction in building permit fees

• AM Castle – relocation from (Franklin Park) of approximately 40,000 sq.ft. HQ to building on Kensington – 50 percent reduction in building permit fees • Ace – multitude of interior building upgrades/improvements at current HQ facility – created a permit fee cap at $100,000 for all work (worth well over $250,000) • HUB Group – relocation/construction of a new 140,000 sq.ft. HQ facility - 50 percent reduction in building permit fees (worth in excess of $150,000) • Duchossois – relocation/construction of a new 245,000 sq.ft. HQ facility - 50 percent reduction in building permit fees (worth about $450,000)

Once the design and plans have been completed, the Janko project is the first that will involve taking down an old, non-revenue generating office building and replacing it with two revenue generators, a hotel and a restaurant. The Janko Group stated they anticipate their development could provide the Village with over $1 million of new revenues that over a five year period.

The Janko Group has assumed water, sanitary, storm water and any transportation permit costs in their cost projections for the entire site. The retail and restaurant building permit fees are not included in the breakdown, since they will have to get a separate building permit for the restaurant at later date once a user is identified and lease is signed.

Recommendation:

The Board has discussion regarding any fee reduction and if one is granted, the Village should prepare a Development Agreement for the project and would recommend the reduction of permit fees only.

Project: Hyatt House 1/18/2016 Fee Schedule Author: WAW

Fee Schedule Water Type Fee Unit Quantity Cost Comment Meter EA 2 $0 Based on Village actual cost of meter Fire Line $4,743 EA 2 $9,486 Connection Fee $11,500 EA 1 $11,500 Hotel - Based on 4" service Connection Fee $3,680 EA 1 $3,680 Reestaurant - Based on 2" service Inspection 1.5% % 75,000 $1,125 % of Construction cost of main ext. PW Review $62 HR 20 $1,240 Based on staff review time Sanitary Sewer Type Fee Unit Quantity Cost Comment Variance $10,000 EA 0 $0 *Study if exceeding the 3,000 GPD/Acre Limit Connection $3,300 EQH 32 $104,940 EQH = PE Flow/350 GPD Inspection $0 Permit $500 EA 1 $500 Storm Sewer Type Fee Unit Quantity Cost Comment Sump Pumps $110 EA $0 Norr Permit $200 App 1 $200 Review $2,215 EA 1 $2,215 Small Site - detention req'd Wetlands $0 N/A NOI $250 EA 1 $250 Less than 5 Acres Transportation Type Fee Unit Quantity Cost Comment Driveway $360 EA 0 $0 Assumes all access in place Impact (County) $144 DU 144 $20,736 For Hotel Impact (County) $585 1k SF 4.5 $2,633 For Restaurant (Fast Food = $954) Demo Credit $1,073 1k SF 40.0 $42,920 Can't Exceed Required Fee Zoning (Already Paid) Type Fee Unit Quantity Cost Comment New PUD $1,500 App 1 $1,500 Variation $500 EA 6 $3,000 Amendment $750 App $0 Escrow Deposit $500 EA 1 $500 Public Notice (signs) $50 EA 3 $150 per street frontage Public Notice $0 Development Plans $0 Building Permitting Type Fee Unit Quantity Cost Comment Building Permit 2.0% Cost 17,000,000 $340,000 Building Costs (not including utilities & stormwater) Demo 2.0% Cost 1 $0 Cost of Demolition TOTALS Water $27,031 Note: There are no known impact fees for the School Sanitary Sewer $105,440 District or Park District for this project. Storm Sewer $2,665 Transportation $0 Zoning $5,150 Permitting $340,000 Total $480,286