HomeMy WebLinkAboutResolutions - 2010.10.06 - 10296PLANNING/ 17(41--3.2UILDiNG MMITTEE
MISCELLANEOUS RESOLUTION #1QZ2 September 23, 2010
BY: PLANNING AND BUILDING COMMITTEE, JOHN SCOTT, CHAIRPERSON
IN RE: PARKS AND RECREATION COMMISSION APPROVAL OF DECLARATION OF
CHARITABLE GIFT AGREEMENT WITH WETLANDS AMERICA TRUST, INC.
To The Oakland County Board of Commissioners
Chairperson, Ladies and Gentlemen:
WHEREAS, Wetlands America Trust, Inc. ("WAT") and the County of Oakland ("County")
willingly choose to enter into this declaration to facilitate the County's acceptance of WAT's
donation of property located in Oakland County, Michigan known as the Eisele Parcel (hereinafter
"Property") as soec.ifically described in Exhibit A of the Declaration of Charitable Gift and hereby
made a part of this Agreement: and
WHEREAS, WAT is a supporting organization of DUCKS Unlimited. Inc. which holds most
real estate interests on behalf of Ducks Unlimited, inc.: and
WHEREAS. WAY owns the Property located in Independence Township, Oakland
County, Michigan and this Property is adjacent to the Independence Oaks County Park: and
WHEREAS, the Countys acquisition of the Property will increase the size of
Independence Oaks County Park; and
WHEREAS, the acquisition of the Prooerty will provide for access to wetland habitat at
Independence Oaks County Park allowing for stewardship and maintenance opportunities.
NOW THEREFORE BE IT RESOLVED that the Oakland County Board of
Commissioners approve and accept the attached Declaration of Charitable Gift between the
County of Oakland and Wetlands America Trust, Inc.
BE IT FURTHER RESOLVED that the Oakland County Board of Commissioners directs
its Chairperson or his designee to execute the attached Declaration of Charitable Gift between
the County of Oakland and Wetlands America Trust, Inc.
Chairperson, on behalf of the Planning and Building Committee, I move...the adoption of
the foregoing resolution.
PLANNING & BUILDING COMMITTEE VOTE:
Motion carneo unanimously on a roll call vote with Gosselin absent.
Resolution #10242 September 23, 2010
The Chairperson referred the resolution to the Finance Committee. There were no objections.
F
DECLARATION OF CHARITABLE GIFT
This Declaration of Charitable Gift (the "Declaration") is entered into as of the
day of , 2010 between Wetlands America Trust, Inc. ("WAT"),
whose address is One Waterfowl Way, Memphis, TN 38120 and the County of Oakland,
a Michigan Constitutional and Municipal Corporation, whose address is 1200 North
Telegraph Road, Pontiac, Michigan 48341, by and through the Oakland County Parks
and Recreation Commission ("County").
RECITALS
A. WAT is the owner of certain real estate situated in the Township of
Independence, County of Oakland, and State of Michigan, specifically and legally
described in Exhibit A, which is attached and incorporated into the Declaration
(hereinafter "Property").
B. WAT has agreed to make a charitable donation and convey and transfer
all of its right, title and interest in the Property, to the County, in accordance with the
provisions of this Declaration.
C. The County proposes to accept the charitable donation of the Property
from WAY, subject to the County obtaining a Phase One Environmental Site
Assessment that does not identify any adverse environmental condition(s) on the
Property and an ALTA/ACSM Survey,
NOW THEREFORE, the Parties agree as follows:
1. Conveyance of the Property-
1,1. Property Described. WAT shall convey and transfer all of its right,
title and interest in and to the Property to the County by means of a Warranty
Deed in the form attached as Exhibit B ("Warranty Deed").
-1-
V .
2, Consideration for Conveyance. Both WAT and the County acknowledge
and represent that the conveyance and transfer of Property is a charitable donation and
is not made with any expectation on the part of WAT of direct or indirect financial
benefits from the County and that no consideration, promise or other value (including
without limitation any zoning change, public permit, or other governmental concession)
is being given, has been given, or will be given by the County to WAT (or any of the
WAT's members, owners, or affiliated entities), either directly or indirectly, in exchange
for or as a result of the conveyance and transfer,
3. Phase One Environmental Site Assessment and Survey. Upon execution
of this Declaration, the County shall obtain, at its cost, a Phase One Environmental Site
Assessment and an ALTNACSIM Survey. The conveyance and transfer of the Property
is contingent upon the County obtaining a Phase One Environmental Site Assessment
that does not identify any adverse environmental condition(s) on the Property and an
ALTA/ACSM Survey which is consistent with the legal description attached as Exhibit A
to this Declaration,
4, Effective Date of Conveyance. WAT shall execute and deliver the
Warranty Deed to the County within five (5) business days upon receiving written
notification from the County that the conditions contained in Paragraph 3 of this
Declaration have been satisfied.
5. Charitable Intent. The Parties intend that the conveyance and transfer of
the Property shall be treated as a charitable donation to the County. The valuation of
the charitable donation shall be determined by a qualified appraiser or appraisers
retained and paid by the WAT, in its sole discretion.
6. Other Provisions.
6.1. Amendments. This Declaration shall not be changed except by a
writing signed by WAT and the County.
6.2. Entire Agreement. This Declaration constitutes the entire
agreement between WAT and the County with respect to the conveyance and
transfer of the Property. All prior agreements between WAY and the County with
respect to the conveyance and transfer of the Property, whether written or oral,
are merged in this Declaration and shall be of no force or effect.
6.3. Applicable Law. This Declaration shall be governed by, and
construed and enforced in accordance with, the laws of the State of Michigan.
6.4. Additional Documents. WAT and the County agree to execute any
and all documents, instruments, certificates and communications deemed to be
reasonably necessary to effectuate the intent of this Declaration and agree to
cooperate and negotiate in good faith with respect to any and all matters relating
to this Declaration.
6.5. Binding Effect. This Declaration shall be binding upon and inure to
the benefit of the successors and assignees of the respective Parties to this
Declaration.
6.6. Notices Any notice or communication required or permitted under
this Declaration will be deemed duly given if (a) in writing, and (b) hand delivered
or sent by certified or registered mail, postage prepaid, return receipt requested,
to a Party at the address specified below, or at such other address as a Party
may designate to the other Party in a notice pursuant to this Section 5.6.
?" •
If to WAT:
Wetlands America Trust, Inc.
One Waterfowl Way
Memphis, TN 38120
If to the County:
Oakland County Parks and Recreation Commission
Attention: Executive Director
2800 Watkins Lake Road
Waterford MI 48328
With a copy to:
Oakland County Department of Facilities Management
Attention: Property Management Specialist
One Public Works Drive
Waterford MI 48328
6.7. Severabilitv. Where possible, each provision in this Declaration will
be interpreted in such a manner as to be effective and valid under applicable law.
Accordingly, the Parties agree that the provisions of this Declaration will be
deemed severable, and if any provision or part of this Declaration is held illegal,
void, or invalid under applicable law, such provision or part will be changed to the
extent reasonably necessary to make the provision or part, as so changed, legal,
valid, and binding. If any one or more of the provisions contained in this
Declaration will, for any reason, be held to be invalid, illegal, or unenforceable in
its entirety, such invalidity, illegality, or unenforceability will not affect any of the
other provisions of this Declaration, and this Declaration will be construed as if
such invalid, illegal, or unenforceable provision or provisions had never been
contained herein unless the deletion of such provision or provisions would result
in such a material change as to cause completion of the transactions
contemplated hereby to be unreasonable.
6.8. Section Headings. The Section headings contained in this
Declaration have been inserted only as a matter of convenience and for
reference, and in no way shall be construed to define, limit, or describe the scope
or intent of any provision of this Declaration.
6.9. Counterparts and Facsimile Signatures. This Declaration may be
executed in counterparts, each of which will be deemed an original but all of
which will constitute one and the same instrument. Signatures on this
Declaration may be delivered by facsimile in lieu of an original signature, and the
Parties agree to threat facsimile signatures as original signatures.
The Parties hereto have signed this Declaration on the date first above written.
Wetlands America Trust, Inc.
By:
Randy L. Graves, Assistant Secretary
Wetlands America Trust, Inc.
County of Oakland, a Michigan Constitutional and Municipal
Corporation
By:
Bill Bullard, Jr., Chairperson
Oakland County Board of Commissioners
EXHIBIT B
WARRANTY DEED
On this day of , 2010, Wetlands America Trust, Inc., whose
address is [insert address] (the "Grantors"), hereby conveys and warrants to the County
of Oakland, a Michigan Municipal and Constitutional Corporation, 1200 North Telegraph
Road, Pontiac, Michigan, 48341 (the "Grantee"), the real property located in the
Township of independence, County of Oakland, State of Michigan, described in
Attachment A, attached hereto and incorporated herein by this reference (the "Property"),
subject to any easements and building and use restrictions of record and the lien of taxes
not yet due and payable, for and in consideration of the sum of Zero and 00/100 ($0.00)
Dollars, paid by Grantee to Grantor.
Grantor grants to Grantee the right to make all divisions permitted under Section
108 of the Land Division Act, Act No. 288 of the Public Acts of 1967.
The Property upon which the Improvements are situated may be located within
the vicinity of farmland or a farm operation. Generally accepted agricultural and
management practices which may generate noise, dust, odors, and other associated
conditions may be used and are protected by the Michigan Right to Farm Act.
GRANTORS:
WETLANDS AMERICA TRUST, INC.
STATE OF MICHIGAN; )
OAKLAND COUNTY )
Acknowledged before me in Oakland County. Michigan, on , 2010,
by
/5/
, Notary Public
State of Michigan, County of
My commission expires
Acting in the County of
Drafted by:
Jody S. Hal: (P48154)
Assistant Corporation Counsel
Department of Corporation Counsel
1200 N. Telegraph Road, Bldg. 14 east
Courthouse West Wing Extension. 3 rd Floor
Pontiac, Ml 48341
When recorded return to:
Jody S. Hall (P48154)
Assistant Corporation Counsel
Department of Corporation Counsel
1200 N. Telegraph Road, Bldg. 14 east
Courthouse West Wing Extension, PI Floor
Pontiac. MI 48341
Send subsequent tax bills to: Grantee
Recording Fee: S
Transfer Tax: S
1
EXHIBIT A
2a1 Description
Tax Item No. 08-03-401-004
Land in the Township of Independence, Oakland County, Michigan, described as:
Part of Lot 30, Supervisor's Plat No. 11, according to the plat thereof as recorded in Liber
15, page(s) 38 and 39 of Plats, Oakland County Records, beginning at most easterly lot
corner; thence south 46 degrees 39 minutes 40 seconds west 161.41-feet; thence south 47
degrees 56 minutes 20 seconds west 117.48 feet; thence north 51 degrees 07 minutes 06
seconds west 561.61 feet to north lot line; thence north 89 degrees 37 minutes 30 seconds
cast 315.11 feet; thence south 63 degrees 11 minutes 20 seconds east 336.05 feet to
beginning.
Pan I of 1
Resolution #10242 September 23, 2010
The Chairperson referred the resolution to the Finance Committee, There were no objections.
e -
FISCAL NOTE (MISC. #10242) October 6, 2010
BY: Finance Committee, Tom Middleton, Chairperson
IN RE: PARKS AND RECREATION COMMISSION — APPROVAL OF DECLARATION OF CHARITABLE GIFT
AGREEMENT WITH WETLANDS AMERICA TRUST, INC.
To the Oakland County Board of Commissioners
Chairperson. Ladies and Gentlemen:
Pursuant to Rule XII-C of this Board, the Finance Committee has reviewed the above referenced Miscellaneous
Resolution and finds .
1. The Oakland County Parks and Recreation Commission is seeking approval and acceptance of a
Declaration of Charitable Gift agreement between Wetlands America Trust, Inc, and the County of
Oakland for the donation of approximately 2.3 acres of property, known as the Eisele Parcel, located
adjacent to Independence Oaks County Park.
2. Wetlands America Trust, Inc. is a supporting organization of Ducks Unlimited, Inc. which holds most real
estate interest on behalf of Ducks Unlimited, Inc.
3. The acquisition of the property will increase the size of Independence Oaks County Park arid provide easy
road-side access to wetland habitat within the park allowing for stewardship and maintenance
opportunities.
4. The Declaration of Charitable Gift agreement with Wetlands America Trust, Inc. was recommended for
approval by the Oakland County Parks and Recreation Commission on September 1, 2010.
5. Upon execution of this Declaration, Oakland County Parks and Recreation Commission shall obtain, at its
cost, a Phase One Environmental Site Assessment and an ALTA/ACSM Survey_ The conveyance and
transfer of the property is contingent upon the County obtaining a Phase One Environmental Site
Assessment that does not identify any adverse environmental condition(s) on the property and an
ALTA/ACSM Survey which is consistent with its legal description.
6. No General Fund/General Purpose funding is required.
7. Sufficient funding is available in the Oakland County Parks and Recreation Commission's Fiscal Year
2010 Capital Improvement Program Budget. No budget amendment is recommended.
FINANCE COIVITTEk
FINANCE COMMITTEE
Motion carried unanimously on a roll call vote with Gingell absent.
Y APPROVE .NE FORNING7RESOLUTION
Resolution #10242 October 6, 2010
Moved by Runestad supported by Coulter the resolutions (with fiscal notes attached) on the amended
Consent Agenda be adopted.
AYES: Burns, Coleman, Coulter, Douglas, Gershensnn, Gingell, Gosselin, Greimel, Hatchet
Jackson, Jacobsen, Long, McGillivray, Middleton, Nash. Potts, Runestad, Schwartz, Scott, Taub,
Woodward, Bullard. (22)
NAYS: None, (0)
A sufficient majority having voted in favor, the resolutions (with fiscal notes attached) on the amended
Consent Agenda were adopted.
STATE OF MICHIGAN)
COUNTY OF OAKLAND)
Ruth Johnson, Clerk of the County of Oakland, do hereby certify that the foregoing resolution is a true
and accurate copy of a resolution adopted by the Oakland County Board of Commissioners on October 6,
2010, with the original record thereof now remaining in my office.
In Testimony Whereof, I have hereunto set my hand and affixed the seal of the County of Oakland at
Pontiac, Michigan this 6th day of October, 2010.
ede
Ruth Johnson, County Clerk