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Home My WebLink AboutResolutions - 2012.05.17 - 20236MISCELLANEOUS RESOLUTION #12142 May 17, 2012 BY: Planning and Building Committee, David Potts, Chairperson IN RE: DEPARTMENT OF FACILITIES MANAGEMENT — REQUEST FOR APPROVAL OF SUBLEASE WITH OAKLAND COUNTY COMMUNITY MENTAL HEALTH AUTHORITY FOR BUILDING 32 EAST To the Oakland County Board of Commissioners Chairperson, Ladies and Gentlemen: WHEREAS the County of Oakland (County) is the owner of the Oakland County Service Center Campus located at 1200 North Telegraph Road, Pontiac, Michigan; and WHEREAS the Oakland County Community Mental Health Authority (OCCMHA) was established pursuant to the provisions of Public Act No. 258 of the Public Acts of 1974, as amended by Public Act 290 of the Public Acts of 1995; and WHEREAS the existing 48,735 square foot Medical Care Facility, Building 32 East, on the Oakland County Service Center Campus is currently vacant except for the Health Division lab and x-ray office; and WHEREAS the Oakland County Board of Commissioners authorized under Misc. Resolution #12035 the Oakland County Building Authority (OCBA) to finance the renovating, remodeling, constructing, furnishing, and equipping of Building 32 East via the issuance of bonds for the purpose of consolidating the OCCMHA's access services into one location; and WHEREAS a Sublease has been prepared and attached hereto as Appendix A between the County and OCCMHA where OCCMHA will sublease certain property from the County for twenty-five (25) years; and WHEREAS County Administration supports the presence of the OCCMHA on campus; and WHEREAS Facilities Management will be actively involved in project management oversight of the remodeling, constructing, furnishing, and equipping of Building 32 East; and WHEREAS the Construction Manager was competitively selected by the OCCHMA, and all subcontractors will be competitively selected by the OCCHMA as well; and WHEREAS the County and the OCCMHA may renew or amend the Sublease upon its expiration only by a new written agreement, upon such terms and conditions as negotiated at that time; and WHEREAS under the terms and conditions of the attached Sublease, the OCCMHA shall obtain and maintain proper insurance coverages as decided by Risk Management for the duration of the Sublease; and WHEREAS under the terms and conditions of the attached Sublease, all utilities and maintenance services for the building and grounds are to be at the sole cost and expense of the OCCMHA; and WHEREAS the Departments of Facilities Management and Corporation Counsel have reviewed and/or prepared all necessary documents related to the attached Sublease. NOW THEREFORE BE IT RESOLVED that the Oakland County Board of Commissioners hereby approves and authorizes the attached Sublease between the County and OCCMHA. PLANNING & BUILDING COMMITTEE VOTE: Motion carried unanimously on a roll call vote with Crawford and Nuccio absent. MOTION FOR DIRECT REFERRAL TO FINANCE: Motion carried unanimously on a voice vote. BE IT FURTHER RESOLVED that the blanks contained in the Sublease and its exhibits shall be completed by the Chairperson of the Board of Commissioners after the bonds are sold which includes inserting the debt retirement schedule for the bonds. BE IT FURTHER RESOLVED that the Oakland County Board of Commissioners hereby directs its Chairperson or his designee to execute the attached Sublease and all other related documents between the County and the OCCMHA which may be required. BE IT FURTHER RESOLVED that all resolutions and parts of resolutions that conflict with the foregoing resolution are rescinded. Chairperson, on behalf of the Planning and Building Committee, I move the adoption of the foregoing resolution. PLANNING AND BUILDING COMMITTEE SUBLEASE THIS SUBLEASE ("Sublease") made and entered into this day of , 2012, by and between the COUNTY OF OAKLAND, a Michigan municipal and constitutional corporation (the "County"), and the OAKLAND COUNTY COMMUNITY MENTAL HEALTH AUTHORITY ("CMHA"), a Mental Health Authority organized and existing under and pursuant to the provisions of Public Act No. 258 of the Public Acts of Michigan of 1974, as amended by Public Act No. 290 of the Public Acts of Michigan of 1995 (the "Act"), and RECITALS 1. The Oakland County Building Authority (the "Authority") has been incorporated by the County for the purpose of acquiring, furnishing, equipping, owning, improving, enlarging, operating and maintaining a building or buildings, automobile parking lots or structures, recreational facilities and stadiums, and the necessary site or sites thereof, for the Use of the County. 2. The County desires to undertake a project to renovate, equip and furnish a 48,000 square foot building located on the County Campus in Pontiac, Michigan for use by CMHA and as more fully described in EXHIBIT A to this Sublease (the "Project"), and it is proposed that the Authority undertake the Project as more fully described in a certain Full Faith and Credit General Obligation Lease Contract (the "County Lease") pursuant to which the Project is being acquired by the Authority for the County. 3. Once the Authority has acquired the Project and it has been leased to the County, the County wishes to sublease it to CMHA pursuant to the terms of this Sublease. THEREFORE, IN CONSIDERATION OF THE MUTUAL UNDERTAKINGS AND AGREEMENTS CONTAINED HEREIN, THE PARTIES AGREE AS FOLLOWS: 1. Authorization and Issuance of Bonds. 1.1. The County intends to cause the Authority to issue its building authority bonds in the aggregate principal amount of not to exceed $14,500,000.00 (the "Bonds") for the purpose of defraying part or all of the cost of the Project. The Bonds are to be dated the first day of the month issued in 2012, and shall bear interest at a rate that will result in a net interest cost of not to exceed 6.00% per annum. 1.2. Interest shall be payable semi-annually on and shall begin as specified in the Bond Resolution, until maturity of the Bonds in accordance with the Debt Retirement Schedule set forth on EXHIBIT B-1 to this Sublease. Each date on which any payment of principal of and/or interest on any Bond is due is referred to herein as a "Bond Payment Date." The Bonds may be payable on the first day of a different month if necessary to match rent payment paid to the County. 1.3. The County and CMHA recognize and acknowledge that I -3 I L.. The Estimated Debt Retirement Schedule is based upon an estimated interest rate and date of issuance of the Bonds, and assumed Bond Payment Dates, all as set forth in EXHIBIT B-1. The actual Debt Retirement Schedule as set forth in blank in EXHIBIT B-2 will be completed after the Bonds are sold. 1.3.2. The Bonds shall be sold subject to redemption prior to maturity at the option of the Authority and at the direction of CMHA, with the redemption premiums and terms as are set forth in EXHIBIT C, attached hereto. The Authority agrees that upon request of CMHA it shall redeem the Bonds, provided that CMHA has deposited or will deposit sufficient money to permit such redemption with the Authority prior to calling the Bonds. 1.3.3. In the event that, for any reason after the date upon which this Sublease is executed, but before the Bonds have been issued, it appears to the County and CMHA that the part of the Project to be paid by Bond proceeds can be accomplished for less than $14,500,000.00, the County shall cause the Authority to reduce the amount of Bonds to be issued in multiples of Five Thousand ($5,000.00) Dollars, and reduce the annual maturities or the years of maturities as the County shall direct and as approved by the Board of Commissioners and as executed by the Executive Director of CMHA. 2 1.3.4. After completion of the Project and payment of all costs thereof, any unexpended balance remaining from the proceeds of the sale of Bonds shall be used by the Authority, upon written request made by CMHA, for improvements or enlargement of the Project or for any other project of the Authority leased to the County and subleased to the CMHA, to the extent permitted by law. Any balance remaining after such use shall be used as follows: first to defease bonds issued to finance the Project by the Authority and/or second, to the extent permitted by the Internal Revenue Code, shall be applied to debt service requirements and shall reduce the next due Rent Payment to the extent of such application provided that any arbitrage rebate requirements in the regulations issued under the Internal Revenue Code shall be the responsibility of CMHA 2. Acquisition of Project. The Authority will acquire the Project. 3. Maximum Project Cost. The acquisition of the Project shall occur after issuance of the Bonds. The maximum cost of the Project shall not exceed $14,500,000.00. The maximum cost of the Project will include the cost of all renovations, construction, furnishing and equipment for the Project, including but not limited to architectural costs, construction manager costs, project management costs, and subcontractor costs. 4. Sublease Term; Possession. 4.1. The County does hereby sublease the Project to CMHA for a term commencing on the effective date of this Sublease (determined as provided in Paragraph 31) and ending twenty-five (25) years from the effective date or ending the date the Bonds are retired, whichever occurs first. Possession of the Project shall vest in CMHA upon the execution of this Sublease. 4.2. Upon retirement of the Bonds, the Authority shall convey title in the Project to the County. 4.3. Upon such conveyance from the Authority to the County, the County shall retain ownership of the Project, including any real property and the building located 3 thereon. All personal property (not affixed to real property) located on or around the Project shall be the property of CMHA. CMHA shall remove all of its personal property within sixty (60) days of termination of this Sublease. If such property is not removed, it shall become the property of the County and the County may remove and/or dispose of it, as the County sees fit. The County may charge CMHA for all costs associated with the removal and disposal of CMHA property and CMHA shall promptly pay such charges. 4.4. Except as expressly provided herein, CMHA shall have no right, title or interest in or to the Project, including the building located thereon and any real property. 4.5. Upon the retirement of the Bonds or shortly before such time, the Parties may explore entering into a new lease for the Project or the building located thereon or explore the purchase of such building from the County. 4,6. Upon termination of this Sublease, County shall promptly pay over to CMHA any and all funds held by the County pertaining to the Bonds or in any other manner relating to the Project, provided CMHA is not in Default of this Sublease or does not owe County any other costs directly related to the Project. If CMHA is in Default for failure to make any payments required under this Sublease or owes Direct Costs related to the Project to County, and the Default or the Direct Costs can be satisfied by County withholding the necessary sums from the unused funds of the Project, then County can withhold from the unused funds the amount necessary to cure the Default and/or satisfy the Direct Costs. County shall provide CMHA a complete accounting of any such funds withheld. "Direct Costs" include but are not limited to abatement costs, project management costs, costs for engineering consultants, costs for building safety coordination and programming, and other reasonable costs paid by the Building Authority or County to accomplish the Project. 5. Use of the Project. 5.1. CMHA shall use the Project as described in Exhibit A, for the provision of services to mentally ill or developmentally disabled adults or children, and for 4 the provision of other services CMHA may provide pursuant to law and for no other purposes. 5.2. CMHA shall not sublet, license, or transfer any right, title or interest in the Project or any part thereof to any third party or allow third parties to locate on the Project, unless approved in writing by the County's Director of Facilities Management or his or her successor. When requesting such approval, CMHA shall include all agreements that would allow third parties to locate on the Project or that would transfer any interest in the Project. The agreements or any renewal of such agreements shall be reviewed and approved by the County's Director of Facilities Management or his or her successor within fifteen (15) calendar days. Approval shall not be unreasonably withheld. 5.3. CMHA shall not assign this Sublease except to a successor agency that is, by statute, a part of the government of the State of Michigan. If CMHA is required, by statute, to assign its leases to a successor agency, such assignment shall be considered to occur by operation of law and not be a violation of this Sublease. 5.4. In the event County should cease using the building and the County has no other use for the space, then CMHA shall have a right of first refusal with respect to the lease of the vacated space, which shall be exercised by CMHA within sixty (60) days of receipt of notice from the County. If CMHA determines it does not want to lease this space, the County shall only permit the use of the space to a third-party with a business that is not inconsistent with CMHA's use of the building. The third-party shall be reviewed and approved by the CMHA's Director of P&CD or his or her successor within fifteen (15) calendar days. Approval shall not be unreasonably withheld. 6. Rent Payment. 6.1. During the term of this Sublease, CMHA shall pay the County as rent for the Project periodic payments which shall be sufficient to enable the County to meet its payment obligation to the Authority on the Project to pay the principal and interest on the Bonds as such principal and interest shall become due, whether at maturity or by redemption ("Rent Payment") (EXHIBIT B- 1). During the term of the Sublease or any extensions thereof, CMHA shall pay the County the Rent Payment, as defined herein, at least fifteen (15) days before each Bond Payment Date. 6.2. CMHA shall pay the Rent Payment or pay any other costs owed by CMHA to the County under this Sublease when due. CMHA's obligation to make any payments owed to the County under this Sublease shall not be subject to any set-off by CMHA nor any abatement for any cause, including, but not limited to, casualty that results in the Project being untenable. 7. Default. 7.1. During the term of this Sublease and while any amounts remain due and owing on the Bonds, if, for any reason including curtailment of funding by the State of Michigan or any other source, CMHA realizes that it will not be able to make a Rent Payment to the County, CMHA shall notify the County, in writing, at least thirty (30) days before that Bond Payment Date 7.2. In the event that CMHA is unable or does not make its Rent Payment as required by this Sublease or make other payments to the County required by this Sublease, CMHA hereby assigns to the County its right to its statutory payment (paid monthly) from the County to the extent necessary for the County to recover the Rent Payment, Direct Costs or any other costs owed by CMHA to the County under this Sublease, including interest to the County at the prevailing rate for the period between when the Rent Payment was due and the date the County recovered funds equivalent to the amount advanced by County for payment on the Bonds. This assignment remedy shall be in addition to any other remedies the County may have under this Sublease, law, equity, or P.A. 1948 No. 31. 7.3. If CMHA, by reason of funding cutbacks or for any other reason is unable on a continuing basis to make the Rent Payment as required by this Sublease or make other payments to the County as required by this Sublease, then the County may continue to withhold the statutory payment to the extent necessary to satisfy these payments. 6 8. Expenses of Issuing and Payment of Bonds. The County shall cause the Authority to pay, from the proceeds of the sale of the Bonds, the expenses incurred with respect to the issuance of the Bonds, which have been estimated to be less than $125,000.00 not including the bond discount. 9. Alterations, Renovations or Other Improvements to Project. 9.1. CMHA may make alterations, renovations or other improvements to the Project, including the initial renovations of the building located on the Project which are funded by the issuance of the Bonds. Such alternations, renovations, and other improvements shall enhance the value of the Project and shall advance the purposes of the Project as stated in Section 5. Prior to commencement of the alternations, renovations, or other improvements by CMHA, the County's Director of Facilities Management or his or her successor must approve, in writing, the alternation, renovations, or other improvements, including the contractor that will perform such work. Such approval shall not be unreasonably withheld, and shall be given within thirty (30) calendar days. Such request for approval must be accompanied by all the plans and drawings which would allow a decision to be made or any other plans, drawings, or documents requested by the County's Director of Facilities Management or his or her successor. Alterations, renovations, or other improvements do not include routine maintenance and repairs, or minor structural modifications under five thousand dollars ($5,000.00). 9.2. The Parties acknowledge that the County provides numerous governmental services to the public in buildings located adjacent to or near the Project; therefore, during any alterations, renovations, or other improvements to the Project, CMHA shall use its best efforts not to disrupt the County's services or operations. 9.3. CMHA shall provide the County with electronic and written copies of all drawings, including computer aided design drawings, as built drawings, or any other documents requested by the County involved with alterations, renovations, or other improvements to the Project. 7 10. Maintenance, Repairs, Services and Utilities for Project. 10.1. Building Repairs and Maintenance. The County shall maintain and repair the building on the Project including building infrastructure, HVAC systems, utility infrastructure, plumbing, the electrical distribution system, consistent with the maintenance and repair of County-owned buildings. Maintenance shall be performed in accordance with manufacturer's maintenance schedules. CMHA shall reimburse the County, on a quarterly basis, for all costs associated with providing the services under this Section. Such reimbursement shall be paid to the County within thirty (30) days of receiving an invoice from the County. 10.2. Grounds Repairs and Maintenance. The County shall maintain and repair the grounds, parking lot, sidewalks, drive, and roadways on the Project in good condition which shall be consistent with the maintenance and repair of County-owned property adjacent and near the Project. CMHA shall reimburse the County, on a quarterly basis, for all costs associated with providing the services under this Section. Such reimbursement shall be paid to the County within thirty (30) days of receiving an invoice from the County. 10.3. Custodial Services. CMHA shall have the right to select a contractor to perform custodial services for the Project. The County's Director of Facilities Management or his or her successor must approve, in writing, the contractor selected by CMHA. Such approval shall not be unreasonably withheld. In the alternative, CMHA and the County may agree that the County will provide all custodial services for the building located upon the Project. In that event the Parties shall mutually create a document that sets forth the policies and procedures that will govern the standards for the custodial services. CMHA shall reimburse the County, on a quarterly basis, for all costs associated with providing the services under this Section. Such reimbursement shall be paid to the County within thirty (30) days of receiving an invoice from the County. 10.4. Security. CMHA shall have the right to select a contractor to perform security services for the interior of the building located upon the Project. The 8 County's Director of Facilities management or his or her successor must approve, in writing, the contractor selected. Such approval shall not be unreasonably withheld. 10.5. The County shall pay for all utilities needed to operate the Project, including electricity, water, gas, and sewer, provided, however, that CMHA shall reimburse the County, on a quarterly basis, for the utilities paid by the County under this Section. Such reimbursement shall be paid to the County within thirty (30) days of receiving an invoice from the County. CMHA shall be solely responsible for and pay for telephone, internet and cable services to be used at the Project and for all costs associated with any infrastructure needed to provide and maintain such services at the Project. 11. Liability. 11.1. For the purposes of this Sublease "Claims" means any alleged losses, claims, complaints, demands for relief or damages, suits, causes of actions, proceedings, judgments, deficiencies, liability, penalties, litigation, costs, and expenses, including, but not limited to, reimbursement for reasonable attorney fees, witness fees, court costs, investigation expenses, litigation expenses, amounts paid in settlement, and/or other amounts or liabilities of any kind which are imposed on, incurred by, or asserted against the County or for which the County may become legally and/or contractually obligated to pay or defend against, whether direct, indirect or consequential, whether based upon any alleged violation of the federal or the state constitution, any federal or state statute, rule, regulation, or any alleged violation of federal or state common law, whether any such claims are brought in law or equity, tort, contract, or otherwise, and/or whether commenced or threatened. 11.2. Damage to Project. 11.2.1. CMHA shall be responsible for any damage to the Project or any damage to other County property or facility that is caused by CMHA employees or agents or any other person on or around the Project due to CMHA's use of the Project. If damage occurs, the County shall 9 make the necessary repairs and/or replacements or cause a third party to make the necessary repairs or replacements to the Project. CHMA shall reimburse the County for all costs associated with the repairs and/or replacements. Such reimbursement shall be paid by CMHA within 30 days of receiving an invoice from the County. 11.2.2. The County shall be responsible for any damage to the Project or any damage to other County property or facility that is caused by a County employee or agent. If damage occurs, the County shall make the necessary repairs and/or replacements or cause a third party to make the necessary repairs and/or replacements to the Project at the County's sole cost. 11.3. Damage to CMHA Property. CMHA shall be liable and responsible for any property loss or damage resulting from fire, theft or other means to CMHA's personal property or third parties' personal property located, kept, or stored on the Project during this Sublease. 11.4. CMHA shall not cause or allow any person or entity to cause any hazardous material, waste, or debris to enter any County property. 11.5. Each Party shall be responsible for any Claims made against that Party by a third party. Each Party shall be responsible for the acts or omissions of its employees or agents arising under or related to this Sublease. 11.6. In any Claims that may arise under or relate to this Sublease, each Party shall seek its own legal representation and bear the costs associated with such representation, including any attorney fees. 11.7. Except as otherwise provided in this Sublease, neither Party shall have any right under any legal principle to be indemnified by the other Party or any of its employees or agents in connection with any Claim. 11.8. Nothing in this Sublease shall be construed as a waiver of any governmental immunity, as provided by statute or court decision, for either Party or their Boards, Commissions, officials, employees, or agents. 10 12. Insurance Requirements for CMHA. 12.1. Insurance. CMHA shall procure and maintain, at its sole expense, during the term of this Sublease, all insurance as set forth below, protecting CMHA, the County and the Authority from and against all loss or damage or injury to persons or property, imposed by reason of possession, use, operation, leasing, maintenance or repair of the Project. Such insurance shall be effective upon the effective date of this Sublease. 12.2. Coverage Required. 12.2.1. Commercial General Liability Insurance. Occurrence Form with a minimum limit of no less than Five Million ($5,000,000) Dollars each occurrence. Coverage shall include: (i) premises and operations, (ii) products and completed operations, (iii) personal and advertising injury, (iv) independent contractors as automatically covered under general liability, (v) broad form contractual liability including liability assumed under this Sublease, (vi) broad form property damage, (vii) liability assumed under an insured/covered contract, and (viii) deletion of all Explosion, Collapse and Underground (XCU) Exclusions, if applicable. 12.2.2. Automobile Liability Insurance. If CMHA or its employees, own, lease, or use vehicles in the use or operation of the Project, then CMHA shall maintain Automobile Liability Insurance with a combined single limit of no less than Three Million ($3,000,000) Dollars each occurrence covering all owned, hired, leased and non-owned vehicles. If no vehicles are owned, leased, or used by CMHA or its employees, then non-owned and hired automobile liability coverage will be required. 12.2.3. Workers Compensation Insurance. Coverage A, with limits statutorily required by any applicable Federal or State law and Employers Liability Insurance, Coverage B, with minimum limits of no less than One Million ($1,000,000) Dollars each accident, One Million ($1,000,000) Dollars 11 disease each employee, and One Million ($1,000,000) Dollars disease policy limit. 12.2.4. Professional Liability Insurance. Professional Liability Insurance covering CMHA, its employees, and volunteers working on behalf of CMHA, with minimum limits of no less than One Million ($1,000,000) Dollars each occurrence or claim and Two Million ($2,000,000) Dollars annual aggregate 12.2.5. Public Officials Liability Insurance, Public Officials Liability Insurance, with minimum limits of no less than One Million ($1,000,000) Dollars each occurrence or claim and Two Million ($2,000,000) Dollars annual aggregate. 12.2.6. Personal Property Insurance. Special Form Property Insurance covering all owned or leased personal property and equipment against all loss or physical damage on a replacement cost basis and where applicable, such coverage shall also include coverage for all personal property of consumers under the care and supervision and supervision of CMHA. 12.3. General. 12.3.1. All insurance policies required by this Section shall be issued by companies licensed and approved to do business within the State of Michigan. 12.3.2. Insurers shall possess a minimum A.M. Best rating of A6 or any Insurer or Municipal Pool as deemed acceptable by the County's Risk Manager or his or her successor, in their reasonable discretion. 12.3.3. Any and all deductibles or self-insured retentions contained in any required insurance policy(s) or self-insurance shall be assumed by and be at the sole risk of CMHA. 12.3.4. The Commercial General Liability and Automobile Liability policies shall be endorsed to name as Additional Insureds/Members: The County of Oakland, and the Oakland County 12 Building Authority, including all elected and appointed officials. 12.3.5. The County acknowledges that CMHA is currently self-insured through the Michigan Municipal Risk Management Authority (MMRMA) and agrees that the coverage provided through that self-insurance program is acceptable and meets the insurance requirements contained herein. CMHA shall immediately notify the County if coverage through MMRMA is cancelled, non-renewed or materially changed. 12.3.6. All insurance policies required by this Section shall be endorsed to contain a written waiver of subrogation in favor of the County and Authority. It is understood and agreed this provision is waived for liability coverage written through MMRMA. 12.3.7. All policies of insurance required by this Section shall be on a primary, non-contributory basis with any other insurance and/or self- insurance carried by the County and/or the Authority. 12.3.8. If any policy of insurance required herein is written on a "claims made" basis, each policy shall have a retroactive date, which is not later than the Sublease effective date. CMHA will extend "claims made" coverage from the Sublease Expiration Date or termination date of this Sublease, for a minimum period of three (3) years, plus the statute of limitations for bringing any claim in the State of Michigan. 12.3.9. All policies required in this Section shall be endorsed to provide thirty (30) days written notice of cancellation, non-renewal or material change to the County and the Authority. 12.3.10. If CMHA changes its insurance carrier from MMRMA to any other carrier or changes its current insurance coverage with MMRMA, then the County and the Authority reserve the right to require CMHA to amend its insurance coverage's so as to provide the coverage's required under this Sublease. 13 12.3.11. The County may review the insurance requirements contained in this Section every five (5) years for adequacy. After such review, if the County determines, in its reasonable discretion, that the coverages in effect at the time of review are inadequate, then CMHA may be required to increase the coverages to reflect the litigation awards and the insurance climate as it exists at that time. 12.3.12. All Certificates of Insurance must provide evidence that all insurance policies have been endorsed to include the required provisions and/or notices contained in this Sublease. 12.3.13. If any of the insurance coverages required by this Section expire during the term of this Sublease, then CMHA shall deliver renewal certificates to the Authority and the County fifteen (15) days prior to the expiration date. 13. Real Property Insurance. 13.1. The County and/or the Authority shall maintain, during the term of this sublease, special form property insurance covering the project for the full one hundred (100%) percent replacement cost value. Coverage shall be written on a special form basis and shall include Flood and Earthquake coverages. 13.2. CMHA shall reimburse the County, on an annual basis, the amount of the real property insurance policy premium, which is described in Section 13.1. Such reimbursement shall be paid to the County within thirty (30) days of receiving an invoice from the County. 13.3. CMHA shall reimburse the County for the real property insurance deductibles which stem from losses caused by CMHA, its employees, contractors, independent contractors, agents, and other entities that provide services to CM}-{A on or around the Project and other persons on or around the Project directly connected to CMHA's use of the Project. CMHA shall not be responsible to reimburse the County for real property insurance deductibles which stem from losses caused by the County or its employees or agents. 14 14. CMHA Contractor Insurance Requirements. 14.1. CMHA shall require all CMHA contractors, independent contractors, agents or other entities providing services to CMHA on or around the Project ("Contractors") to maintain the following insurance coverages, as applicable, while under contract or other agreement with CMHA to provide services at the Project. 14.1.1. All Necessary Bonds guaranteeing Performance. 14.1.2. All Labor and Material Bonds. 14.1.3. Commercial General Liability Insurance. Occurrence Form Insurance with a minimum limit of no less than Three Million ($3,000,000) Dollars each occurrence. Coverage shall include: (i) premises and operations, (ii) products and completed operations, (iii) personal and advertising injury, (iv) independent contractors, (v) broad form contractual liability including liability assumed under any contract or agreement with CMHA, (vi) broad form property damage, (vii) liability assumed under an insured/covered contract, and (viii) deletion of all Explosion, Collapse and Underground (XCU) Exclusions, if applicable. 14.1.4. Professional Liability Insurance. Professional Liability Insurance, covering the Contractor, its employees, volunteers and any contractors working on behalf of the Contractor, with minimum limits of no less than One Million ($1,000,000) Dollars each occurrence or claim and Two Million ($2,000,000) Dollars annual aggregate. 14.1.5. Medical Malpractice Professional Liability Insurance. Medical Malpractice Professional Liability Insurance, covering the Contractor, its employees, volunteers and any Contractors working on behalf of the Contractor, with minimum limits of no less than One Million ($1,000,000) Dollars each occurrence or claim. and Two Million ($2,000,000) Dollars annual aggregate. 16 14.2.1. The Contractor shall notify CMHA the and 14.1.6. Workers Compensation Insurance. Coverage A, with limits statutorily required by any applicable Federal or State law and Employers Liability Insurance, Coverage B, with minimum limits of no less than five hundred thousand dollars ($500,000) each accident, five hundred thousand dollars ($500,000) disease each employee, and five hundred thousand ($500,000) disease policy limit. 14.1.7. Automobile Liability Insurance. If vehicles are used on or around the Project, the Automobile Liability Insurance with a combined single limit of no less than Three Million Dollars ($3,000,000) each occurrence covering all owned, hired, leased and non-owned vehicles. If no vehicles are owned or leased, then non-owned and hired automobile liability coverage will be required. 14.1.8. Personal Property Insurance. Special Form Property Insurance covering all owned or leased personal property and equipment against all loss or physical damage, and where applicable, such coverage shall also include coverage for all personal property of consumers under the Contractor's care and supervision. 14.2. General Requirements. CMHA shall require the Contractor to perform all the requirements contained in this subsection via written contract or written other agreement. County/Authority immediately upon receipt- of notice of all material insurance claims made against any of the policies set forth in this Section. 14.2.2. All coverages shall be with insurance carriers licensed and approved to do business in Michigan. The County's Risk Manager or his or her successor, in their reasonable discretion, may allow alternate insurance carriers. 14.2.3. All insurers shall possess a minimum A.M. Best rating of A6 or better or as deemed 16 acceptable by the County's Risk Manager or his or her successor. 14.2.4. The Commercial General Liability and Automobile Liability policies shall be endorsed to name as Additional Insureds: The County of Oakland, The Oakland County Building Authority, and The Oakland County Community Mental Health Authority. 14.2.5. All insurance policies shall be endorsed to contain a written waiver of subrogation in favor of the County of Oakland, The Oakland County Building Authority, and the Oakland County Community Mental Health Authority. 14.2.6. All policies of insurance required in this Section must be on a primary, non-contributory basis with any other insurance and/or self- insurance carried by the County of Oakland, The Oakland County Building Authority and The Oakland County Community Mental Health Authority. 14.2.7. If any policy of insurance required herein is written on a "claims made" basis, each policy shall have a retroactive date, which is not later than the effective date of the contract or agreement with CMHA. The Contractor will extend "claims made" coverage from the contract expiration date or termination date, for a minimum period of three (3) years, plus the statute of limitations for bringing any claim in the State of Michigan. 14.2.8. The insurance requirements in this Section shall be reviewed in the same manner as set forth in Section 12.3.11. 14.2.9. Any and all deductibles or self-insured retentions contained in any required insurance policy(s) or self-insurance shall be assumed by and be the sole risk of the Contractor. 14.2.10. All policies required of the Contractor in this Section shall be endorsed to provide thirty (30) days written notice of cancellation, non- renewal or material change to the County of 17 Oakland, the Oakland County Building Authority, and the Oakland County Community Mental Health Authority. 14.2.11. All Certificates of Insurance must provide evidence that all policies have been endorsed to include the provisions and/or notices as required in this Section. 14.2.12. The Contractor shall provide certificates of insurance prior to commencing work for CMHA. If any of the above coverage expires during the term of this Sublease, the Contractor shall deliver renewal certificates to CMHA at least fifteen (15) days prior to the expiration of the policy(s). 15. Causality/Damage to Building and Insurance Proceeds. 15.1. If the Project (including the building located on the Project) is partially or totally destroyed, for any reason, or if the Project is, for any reason, made unusable, then the Rent Payment by CMHA shall continue unabated, except as provided hereunder. 15.2. If the building located on the Project, for any reason, is rendered at least fifty percent (50%) untenable, in the County's sole discretion, and if the damage cannot be materially repaired or restored within one hundred and eighty (180) days, in the County's sole discretion, then the County may elect to receive the insurance proceeds and not restore and repair the building. If the County determines not to use the insurance proceeds for the repair or restoration of the building located on the Project, then the amount of the insurance proceeds paid to the County shall be immediately paid to the Authority which shall deposit the same in the Bond and Interest Redemption Fund. CMHA shall receive that amount as credit on future Rent Payments due under this Sublease. 15.3. CMHA's Rent Payment obligation under this Sublease shall continue until the entire obligation is satisfied and the Bonds are retired. 15.4. If the amount of the insurance proceeds does not pay off CMHA's entire Rent Payment obligation, then the County and CMHA shall be equally responsible for the 18 amount needed to satisfy the obligation and retire the Bonds. Such amount shall be paid to the Authority within thirty (30) days of the County's receipt of the insurance proceeds. 15.5. Any insurance proceeds in excess of the amount necessary to meet the Rent Payment obligation and retire the Bonds in full, pay any outstanding Direct Costs, and pay any other costs owed by CMHA to the County under this Sublease shall be paid to the County. 16. No Unlawful Use Permitted. The Project shall be used for those purposes permitted by P.A. 1948, No 31, Public Acts of Michigan (First Extra Session), as amended, (and limited by Paragraph 5(b) of this Sublease), and shall not be used or permitted to be used in any unlawful manner. 17. Agreement as To Use Of the Project. In order to assure the County and the Authority that the bonds issued to finance the Project are exempt from federal income taxes, CMHA shall execute and deliver, prior to the delivery of the Bonds, an Arbitrage Certificate in the form attached hereto as EXHIBIT D. During the term of this Sublease, CMHA shall cause all use of the Project to comply with its representations made in the Arbitrage Certificate attached as EXHIBIT D. 18. Failure to Comply with Paragraph 17. If for any reason CMHA cannot continue to comply with the requirements of the Arbitrage Certificate as stated in Paragraph 17, CMHA will promptly notify the County of the prospective or existing non-compliance and will deliver to the County a proposal to remedy the non-compliance, which may include a proposal to refinance the Project or the Bonds or other appropriate remedy. Any such proposal from CMHA shall be accompanied by a written opinion of nationally recognized bond counsel to the effect that any such proposed remedy will not adversely affect the validity of the Bonds or any exemption from federal income taxation to which the interest on the Bonds would otherwise be entitled. So long as the Authority's bond counsel agrees with such written opinion the proposal will not be rejected by the County and as long as the County is not adversely affected by the proposal 19. Right of Inspection. 19.1. The County or the Authority may enter upon the Project during the term of this Sublease for the purpose of inspecting the Project and determining 19 whether CMHA is complying with the terms of this Sublease. The County or the Authority shall provide seventy-two (72) hours prior written notice of any inspection, and shall inspect during the regular business hours of 9:00 a.m. to 5:00 p.m. CMHA shall have the right to be present and accompany the County or the Authority during such inspections. 19.2. In case of emergencies, the County and the Authority may enter the Project and make any necessary repairs at any time without notice. CMHA shall have the right to be present and accompany County during such emergencies. However such right shall not delay the County's or Authority's access to the Project. 20. Contractual Rights of Bondholders. Inasmuch as this Sublease provides the security for payment of the principal and interest on the Bonds, this Sublease is made for the benefit of the holders from time to time of the Bonds, as well as for the benefit of the Parties, that such holders shall have contractual rights under this Sublease. In the event of any default under this Sublease on the part of CMHA, the County and the Authority and the holders of the Bonds shall have all rights and remedies provided by law. The Parties shall not do, or permit to be done, any act, and that this Sublease will not be amended in any manner, which would impair the security of the Bonds or the rights of the holders of the Bonds. An amendment of this Sublease to authorize the issuance of additional Bonds and providing the payment of additional cash rentals for the payment of such Bonds shall not be deemed to impair the security of the Bonds or the rights of the holders of the Bonds. 21. Signs. CMHA may post signs on the Project indicating its presence or the presence of third parties which provide services on behalf of CMHA. However such signs shall be made by the County and that CMHA shall reimburse the County for all reasonable costs associated with the construction, installation, and maintenance of the signs. The signs shall be of sufficient size and/or contrast to be read from the drives surrounding the building. 22. Legal Obligations. This Agreement shall not be deemed to supersede or relieve a Party of its obligations (if any) under relevant security incident, breach notification or confidentiality provisions of applicable federal or state law or regulations, including, but not limited to 45 CFR Section 164 and those related to consumers. Both Parties acknowledge 20 that they are bound by the breach notification requirements in 45 CFR Section 164, as may be amended from time to time. County and CMHA shall work together to coordinate any notification to consumers, the federal government, and any public announcement regarding the breach that may be required by applicable law or by their respective policies. 23. Mitigation. Both Parties shall mitigate, to the extent practicable, any harmful effect that is known to them of a use or disclosure in violation of the requirements of this Agreement. 24. Quiet Possession. Upon CMHA's performance of the covenants, conditions and provisions under this Sublease, CMHA shall have quiet possession of the Project for the entire period of the Sublease. 25. Entire Agreement. This Sublease memorializes all the prior discussions, understandings and agreements involved in negotiating this Sublease. No provision of this Sublease may be amended or added to except by written agreement signed by both Parties. 26. Severability. Any provision of this Sublease which is found by a court of competent jurisdiction to be invalid, void or illegal shall in no way affect, impair or invalidate any other provisions contained in this Sublease and such other provisions shall remain in full force and effect. 27. Choice of Law. This Sublease shall be governed by Michigan law. The language of all parts of this Sublease is intended to and under all circumstances shall be construed as a whole according to its fair meaning and not strictly construed for or against any party. 28. Successors and Assigns. This Sublease shall inure to the benefit of, and be binding upon, the respective Parties hereto and their successors and assigns, provided, however, that no assignment shall be made in violation of the terms of this Sublease nor shall any assignment be made by CMHA without the approval of the County or which would impair the security of the Bonds or the rights of the holders of the Bonds. 29. Abandonment of Project. In the event none of the Bonds to finance the Project are issued by the Authority on or before December 31, 2013, the Project shall be abandoned and none of the parties shall have any further obligations under this 21 lablF-Agr., except that CMHA shall pay all Direct of Cos ts Authority or County incurred to the date of abandonment that relate to this Project. The County will provide a complete accounting itemized bill of the Direct Costs. 30. Consents, Notices, Etc. The right to give any consent, agreement or notice required or permitted in this Sublease shall be vested, in the case of the County, in its Board of Commissioners, and in the case of CMHA, in its Board. Any notice required or permitted to be given under this Sublease shall be given by delivering the same, in the case of the County, to the County Clerk, and in the case of CMHA, to its Executive Director. 31. Changes in Law or Corporate Status. In the event there shall occur changes in the Constitution or statutes of the State of Michigan which shall affect the organization, territory, powers or corporate status of CMHA or the County, the terms and provisions of this Sublease shall be unaffected thereby insofar as the obligation of CMHA to make the cash rental payments is concerned. In the event of a change in the Constitution or statutes of the State of Michigan which has the effect of dissolving CMHA at any point in time prior to retirement of the bond issue, then CMHA agrees that the Project, or any portion of the Project, may be sold to satisfy the obligation on the Bonds. Further, CMHA agrees that any deficiency between the net sale price available to be applied to retire the Bonds and the amount needed to retire the Bonds will be paid to the Authority by CMHA, and be applied to retire the Bonds. CMHA further agrees to make no claim for any equity it has in the Project until the Bonds are paid off and retired. The proceeds of any sale or other liquidation of any interest of CMHA in the Project are hereby impressed with a first and prior lien for payment of any outstanding Bonds or other obligations of the Authority incurred by reason of the Project or any additions or improvements thereto. 32. Remedies. The parties shall have available to it any and all remedies allowed under this Sublease, law, equity or P.A. 1948 No. 31, to enforce the terms and conditions of this Sublease. 33. Effective Date of Sublease. This Sublease shall become effective on the date it is fully executed by the Parties. 22 IN WITNESS WHEREOF, the OAKLAND COUNTY COMMUNITY MENTAL HEALTH AUTHORITY, by its Board, and the COUNTY OF OAKLAND, by its Board of Commissioners, have caused this Sublease to be signed by their duly authorized officers, and their seals to be affixed hereto, all as of the day and year first above written. WITNESS: OAKLAND COUNTY COMMUNITY MENTAL HEALTH AUTHORITY By: And By: COUNTY OF OAKLAND By: Chairman, Board of Commissioners By: County Clerk 23 EXHIBIT A The Project consists of the following described two parcels of real property including the building located thereon, which is also illustrated in the attached pages. The building has an address of 1200 North Telegraph Road, Building 32 East, Pontiac, Michigan 48341. The entire building is included in this Sublease, except for approximately 3,000 square feet which shall still be used and occupied by the County. This 3,000 square foot space currently houses the Oakland County Health Division Laboratory and the Oakland Health Division X-Ray Department. PARCEL 1 PART OF THE NORTHEAST W OF SECTION 24, T-3-N., R-9-E., WATERFORD TOWNSHIP, OAKLAND COUNTY, MICHIGAN, MORE PARTICULARLY DESCRIBED AS: COMMENCING AT THE EAST W CORNER OF SECTION 24; THENCE N.02° 34'35 1tW., 1525.15 FEET ALONG THE EAST LINE OF SAID SECTION 24; THENCE S. 87° 25'25"W., 413.19 FEET TO THE POINT OF BEGINNING; THENCE S.01° 25'26"E., 193.41 FEET; THENCE S.84° 44'55"W., 259.85 FEET; THENCE N.02° 18'10"W., 45.23 FEET; THENCE ALONG A CURVE TO THE LEFT 7.88 FEET SAID CURVE HAVING A RADIUS OF 5.00 FEET, A CENTRAL ANGLE OF 90° 18'22" AND A LONG CHORD BEARING OF N.47° 27'21"W., 7.09 FEET; THENCE S.87° 23'28"W., 29.71 FEET; THENCE N.02° 36'32W., 152.32 FEET; THENCE N.84° 33'06E., 35.60 FEET; THENCE S.02 ° 18'10"E., 12.02 FEET; THENCE N.84° 33'06"E., 262.87 FEET TO THE POINT OF BEGINNING AND CONTAINING 1.28 ACRES. SUBJECT TO ANY EASEMENTS OR RESTRICTIONS RECORDED OR OTHERWISE. PART OF PARCEL ID NO. 13-24-227-001 PARCEL 2 PART OF THE NORTHEAST W OF SECTION 24, T-3-N., R-9-E., WATERFORD TOWNSHIP, OAKLAND COUNTY, MICHIGAN, MORE PARTICULARLY DESCRIBED AS: COMMENCING AT THE EAST W CORNER OF SECTION 24; THENCE N.02° 34 1 35"W., 1537.66 FEET ALONG THE EAST LINE OF SAID SECTION 24; THENCE S.87° 25'25 11 W., 771.24 FEET TO THE POINT OF BEGINNING; THENCE S.02° 3632"E., 392.51 FEET; THENCE ALONG A CURVE TO THE LEFT 88.88 FEET SAID CURVE HAVING A RADIUS OF 325.00 FEET, A CENTRAL ANGLE OF 15° 40'11" AND A LONG A CHORD BEARING OF S.10° 26'38E., 88.61 FEET; THENCE S.18° 16'44 1TE., 48.41 FEET; THENCE ALONG A CURVE TO THE RIGHT 37.98 FEET SAID CURVE HAVING A RADIUS OF 20.00 FEET, A CENTRAL ANGLE OF 108° 48'35" AND A LONG CHORD BEARING OF S.36° 07'34"W., 32.53 FEET; THENCE N.89 0 28'09"W., 81.19 FEET; THENCE ALONG A CURVE TO THE RIGHT 7.39 1 FEET SAID CURVE HAVING A RADIUS OF 10.00 FEET, A CENTRAL ANGLE OF 42° 20'24, AND A LONG CHORD BEARING OF N.68° 17'57"W., 7.22 FEET; THENCE N.47° 07'45"W., 539.69 FEET; THENCE N.20° 17'40"W., 192.43 FEET; THENCE N.89° 57'21E., 520.23 FEET TO THE POINT OF BEGINNING AND CONTAINING 4.38 ACRES. SUBJECT TO ANY EASEMENTS OR RESTRICTIONS RECORDED OR OTHERWISE. PART OF PARCEL ID NO. 13-24-227-001 Use Description: CMHA will renovate, equip and furnish the building located on the Project. The building on the Project shall be used CHMA to provide services to mentally ill or developmentally disabled adults or children, and to provide other services CMHA may provide pursuant to law and for no other purposes. Such services will include the following which CMHA terms "access services": 1. Emergency Psychiatric Services. "Emergency Psychiatric Services" will include screening and assessment for adults and children by self-referral, walk-in or mobile transport. 2.24 -hour Resource and Crisis Helpline. The "Helpline" allows telephone access to confidential counseling, crisis intervention, debriefing, information and referrals. 3. Teen 2 Teen Talk Line. The "Talk Line" allows teens an opportunity to talk anonymously and confidentially to a peer about issues they may be facing. 4. Living Room. The "living room" will provide an area where individuals in crisis or thinking about psychiatric hospitalization have an opportunity to talk to peers who have been in similar circumstances and who can help empower those in crisis to make the best personal choice. 5. ACCESS. "Access" will provide intake assessment for adults and children needing mental/emotional health or developmental disability services and supports. 6. Crisis Residential Unit. The "Crisis Residential Unit" will provide short-term (1 - 14 days) residential housing where individuals in crisis may stay under the supervision and care of nurses and case managers for the purpose of starting medication, getting assistance with securing community supports, and avoiding hospitalization. 7. Peer Choices. "Peer Choices" is a peer run program that provides trained peers to assist with the operation of the Living Room, other CMHA peer services, and the provision of wellness training to community members. 2 8. Michigan Consumer Evaluation Team. This team is a consumer/peer run evaluation program which provides satisfaction surveys, mystery shopping and other evaluation services to Community Mental Health Authority's throughout the region. 9. Pharmacy. A full service pharmacy to provide medications to those served by CMHA and members of the community. Preliminary Project Cost Estimate: Total Costs $14,500,000.00 3 [CHECKED BY DATE 1/12 DATE: 01/12/12 DRAWN: LDA iNR R4- T.41 DESIGN: T-03-N., R-09-E SECTION: 24 SCALE: 1".n seto' SHEET: I OP 3 JOB No: 1683136 MIMI NI INIOtal Giffels-Webster Engineers, Inc. sfivalidliS LAND striirsroRs PlANNSILS LANDSCAPE ARCINTECLY 28 W. ADAMS, SM. ISO!), D3ili017; All, 48226 (213) 962-4442 EXHIBHIT A SCALE: 1"-300' NORTHEAST CORNER ' NORTH 1/4 CORNER SECTION 24 1 SECTION 24 WATERFORD TWP. R-9-E OAKLAND CO. 1 T -3-N.. R-9-E OAKLAND CO. WATERF MICHIGAN ORD TWP. MICHIGAN ) FOUND CONC FOUND i --;,-.2- PIPE MON MAGNAIL NTER OR, POINT OF BEGINNING PARCEL DITCH oF2—ilaills IMAM PARKING Wilif jduit:11 0 160 300 600 1200 ...... __ ...„,, .......„. COUNTY ' CiN -o -..:, --------- \ "F 0 0! 587 2525W POINT OF BEGINNING PARCEL 1 ID Cs1 \\CO \*—.P CEVERLINS OF 20 FT, WD. DRAIN EASEMENT L.9203, P.287 •, i- q , , PART OF PARCEL 10.NO_ 13-24-227-001 (AM W 1/4COR. SEC. 19 T-3-N., R-10-E 7020 34'35E 7,16' IMI3) E 1/4COR. SEC_ 24 T-3-N., R -9-E DETAIL ,-- 0, „____LEAsE q No. .4- Lii -- i KPARCEL 2 z :=Izo o.± go LLJ 0 [ LD Eno 11 cni-- 4,- 0 [r) 1 00 Oct n 0 vt- , — -4,-1-1; 6 zee u„, 0 /-'° I ;4- °- P- -4 z (.1) 2g: f K) 4.1 L"--•:1>HZ n 111 WEST 1_4 CORNER SECTION 19 T -3-N., R -10-E PONTIAC TWP, OAKLAND CO. MICHIGAN FOUND REMON CAP CENTER POST SECTION 24 T- 3-N., R-9-E WATERFORD T WP. OAKLAND CO.. FOUND 4. EAST-WEST 1/4 LINE OP SECTION 24 MICHIGAN I REMON CAP SKETCH OF DESCRIPTION CMHA LEASE AREA NORTHEAST 14 OF SECTION 24, T-3-N., R-9-E., WATERFORD TWP., OAKLAND COUNTY, MICHIGAN EAST 1/4 CORNER SECTION 24 7-3-N., R -9-E WATERFORD TWP, OAKLAND CO, MICHIGAN FOUND REMON CAP erig 1/12 JNR SHEET: 2013 R-9-E. JOB No: 16834.36 EXHIBIT A -111WAWL1161111M1 SOr25.26', 195,4r LEASE PARCEL 1 128 AC. RAO-5W' 2781°W ' DELT.4.97022' 45237 CHORD;t4r2r2nv NO2 'hi E973718W HOSPITAL. C R. 502'5632E 592.5r PART OF PARCEL ID. NO 13-24-227-001 \r- \ PARCEL 2 LEASE z 4.38 AC. ARC-7.59' RANOIXr DELTA Z2024 CHORD4687757°W 7.2e SKETCH OF DESCRIPTION CMHA LEASE AREA NORTHEAST in OF SECTION 24, T-3-N., R-9-E., WATERFORD TWF., OAKLAND COUNTY, MICHIGAN AIM imp Giffels-Webster Engineers, Inc. BNCINEERS 1.4118 SUEVEYORS PI-MYERS I..41111SCAPZ ARUM= DESIGN: DRAWN: WA 2871 BOND 37711/17; Roams-rift HILLS, 48309 (240 862-3100 SECTION: 24 DATE: 01/12/12 I CHECKED HY I DATE I of CHE SCALE: 1"- 100' DATE: 01)12/12 DRAWN; LDA DESIGN: SECTION: 24 CHECKED BY iNR R-9-E. SCALE: r=100' SHEET: 3 OF 3 JOB Na: 1683436 DATE 1/12 EXHIBIT A LEGAL DESCRIPTIONS CMHA LEASE PARCEL 1 PART OF THE NORTHEAST 1/4 OF SECTION 24, 1-3-N., R-9-E., WATERFORD TOWNSHIP, OAKLAND COUNTY, MICHIGAN, MORE PARTICULARLY DESCRIBED AS; COMMENCING AT THE EAST 1/4 CORNER OF SECTION 24; THENCE N.02° 34'35"W., 1525.15 FEET ALONG THE EAST LINE OF SAID SECTION 24; THENCE S. 87° 2525W, 413 19 FEET TO THE POINT OF BEGINNING: THENCE S.01° 25'26"E., 193.41 FEET; THENCE S.84* 44•55"W., 259.85 FEET; THENCE N.02' 1810"W., 45.23 FEET; THENCE ALONG A CURVE TO THE LEFT 7.88 FEET SAID CURVE HAVING A RADIUS OF 5.00 FEET, A CENTRAL ANGLE OF 90°1822" AND A LONG CHORD BEARING OF N.47° 27'21"W., 7.09 FEET; THENCE 5.87°2328W., 29.71 FEET; THENCE N.02° 36'32'W., 152.32 FEET; THENCE N.84' 3306E.. 35.60 FEET; THENCE S.02° 1810"E., 12.02 FEET; THENCE N.134° 33'05"E., 252.87 FEET To THE POINT OF BEGINNING AND CONTAINING 1.28 ACRES. SUBJECT TO ANY EASEMENTS OR RESTRICTIONS RECORDED OR OTHERWISE. PART OF PARCEL ID NO.13-24-227-001 rs11,Its A IvAc, P " " L 2 L•01/111. 1.1ilit101. 11 PART OF THE NORTHEAST rAt OF SECTION 24, 1-3-N.. R-9-E„ WATERFORD TOWNSHIP, OAKLAND COUNTY, MICHIGAN, MORE PARTICULARLY DESCRIBED AS; COMMENCING AT THE EAST 1/4 CORNER OF SECTION 24; THENCE N.02° 34'35"W., 1537.66 FEET ALONG THE EAST LINE OF SAID SECTION 24; THENCE S. 87°25'25"W., 771.24 FEET TO THE POINT OF BEGINNING; THENCE 5.02° 36.32E.. 392.51 FEET; THENCE ALONG A CURVE TO THE LEFT 88.88 FEET SAID CURVE HAVING A RADIUS OF 325.00 FEET, A CENTRAL ANGLE OF 15° 4011" AND A LONG CHORD BEARING OF S.10°2638"E., 88.61 FEET; THENCE S.18° 15'44"E.. 48.41 FEET; THENCE ALONG A CURVE TO THE RIGHT 37.98 FEET SAID CURVE HAVING A RADIUS OF 20.00 FEET, A CENTRAL ANGLE OF 108°4B35' AND A LONG CHORD BEARING OF 5.36* 07'34"W., 32.53 FEET; THENCE N.89° 2809"W., 81.19 FEET; THENCE ALONG A CURVE TO THE RIGHT 7.39 FEET SAID CURVE HAVING A RADIUS OF 10.00 FEET, A CENTRAL ANGLE OF 4-2°20'24", AND A LONG CHORD BEARING OF N.65° 1757W., 712 FEET; THENCE N.47° 0745W., 539.69 FEET; THENCE N.20° 1740W., 192.43 FEET; THENCE N.89* 57'21"E., 520.23 FEET TO THE POINT OF BEGINNING AND CONTAINING 4.38 ACRES. SUBJECT TO ANY EASEMENTS OR RESTRICTIONS RECORDED OR OTHERWISE. PART OF PARCEL ID NO.13-24-227-001 SKETCH OF DESCRIPTION !Ai CMHA LEASE AREA NORTHEAST IA OF SECTION 24, T-3-N., R-9-E. WATERFORD TWP., OAKLAND COUNTY, MICHIGAN Giffels-Webster Engineers, inc. ENCINSERS LAND SURVEYORS PLANNERS LANDSCAPE AacErrror 2871 ROND 57RELT, nacizenve RILLS, MI. 48309 (E48) 862-3/00 EXHIBIT B-1 EXHIBIT B-2 [TO BE INSERTED AFTER BONDS ARE SOLD] 2 EXHIBIT C REDEMPTION PROVISIONS EXHIBIT D [CMHA'S ARBITRAGE CERTIFICATE] FISCAL NOTE (MISC . #12142) May 17, 2012 BY: FINANCE COMMITTEE, TOM MIDDLETON, CHAIRPERSON IN RE: DEPARTMENT OF FACILITIES MANAGEMENT — REQUEST FOR APPROVAL OF SUBLEASE WITH OAKLAND COUNTY COMMUNITY MENTAL HEALTH AUTHORITY FOR BUILDING 32 EAST 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 1. The resolution authorizes the Sublease between the County of Oakland and the Oakland County Community Mental Health Authority relating to Oakland County Building 32 East for an amount not to exceed $14,500,000. 2. The term of the Sublease is for up to twenty-five (25) years from the effective date of the Sublease or ending the date the Bonds are retired, whichever occurs first. 3. The blanks contained in the Sublease and its exhibits shall be completed by the Chairperson of the Board of Commissioners after the bonds are sold which includes inserting the debt retirement schedule for the bonds. 4. The Sublease specifies that the Oakland County Community Mental Health Authority is to pay the County of Oakland at least 15 days before each bond payment date an amount sufficient to pay the principal and/or interest due. 5. The Oakland County Community Health Authority is to reimburse the County on a quarterly basis for all costs associated with providing maintenance, repairs, services and utilities as stated in section 10 of the Sublease. 6. No budget amendment is required. FINANCE COMMITTEE FINANCE COMMITTEE Motion carried unanimously on a roll call vote with Quarles absent. Resolution #12142 May 17, 2012 Moved by Taub supported by Zack the resolutions (with fiscal notes attached) on the Consent Agenda be adopted (with accompanying reports being accepted). AYES: Covey, Crawford, Dwyer, Gershenson, Gingell, Gosselin, Hoffman, Jackson, Long, Matis, McGillivray, Middleton, Nash, Nuccio, Potts, Quarles, River, Runestad, Scott, Taub, Weipert, Woodward, Zack, Bosnic. (24) NAYS: None. (0) A sufficient majority having voted in favor, the resolutions (with fiscal notes attached) on the Consent Agenda were adopted (with accompanying reports being accepted). iHtki APPROVE THE FORidlliESOLUTION STATE OF MICHIGAN) COUNTY OF OAKLAND) I, Bill Bullard Jr., 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 May 17, 2012, 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 17th day of May, 2012. R,d2k. elJ_a_e(_,_) 694 Bill Bullard Jr., Oakland County