HomeMy WebLinkAboutResolutions - 2013.06.13 - 20875Miscellaneous Resolution # 13139 May 22, 2013
BY: PLANNING & BUILDING COMMITTEE, JIM RUNESTAD, CHAIRPERSON
IN RE: WATER RESOURCES COMMISSIONER - RESOLUTION TO ESTABLISH CLINTON-OAKLAND
SEWAGE DISPOSAL SYSTEM PERRY STREET DIVERSION PROJECT AND AUTHORIZE CLINTON-
OAKLAND SEWAGE DISPOSAL SYSTEM PERRY STREET DIVERSION PROJECT CONTRACT
TO THE OAKLAND COUNTY BOARD OF COMMISSIONERS
Mr. Chairperson, Ladies and Gentlemen:
WHEREAS, the City of Auburn Hills, the Charter Township of Independence, the Village of Lake
Orion, the Charter Township of Oakland, the Charter Township of Orion, the Charter Township of Oxford,
the Village of Oxford, the City of Rochester, the City of Rochester Hills, the Charter Township of Waterford
and the Charter Township of West Bloomfield (collectively, the "Municipalities") are in urgent need of
sewage disposal facilities constituting a part of the Clinton-Oakland Sewage Disposal System (the
"System") as described in the form of the proposed contract hereinafter mentioned (sometimes referred to
herein as the "Project"), in order to promote the health and welfare of the residents thereof, which sewage
disposal facilities also would benefit the County and its residents, and the parties to said proposed
contract have concluded that such facilities can be provided and financed most economically and
efficiently by the County through the exercise of the powers conferred by Act 342, Public Acts of Michigan,
1939, as amended ("Act 342"), and especially Sections 5a, 5b and 5c thereof; and
WHEREAS, by the terms of Act 342, the County and the Municipalities are authorized to enter into
a contract for the acquisition, construction and financing of the Project to serve the Municipalities and for
the payment of the cost thereof by the Municipalities, with interest, and the County is then authorized to
issue its bonds in one or more series to provide the funds necessary therefor; and
WHEREAS, there has been submitted to this Board of Commissioners a proposed contract
between the County, by and through the County Water Resources Commissioner, County Agency, party
of the first part, and the Municipalities, party of the second part (the "Contract"), which Contract provides
for the acquisition, construction and financing of the Project and which Contract is set forth on Exhibit 1
hereto; and
WHEREAS, there have also been submitted for approval and adoption by this Board of
Commissioners, preliminary plans, specifications and estimates of the cost and period of usefulness of the
Project; and
WHEREAS, this Board of Commissioners desires to proceed with the Project and the approval
and execution of the Contract to acquire, construct and finance the Project as provided in the Contract.
THEREFORE, BE IT RESOLVED by the Board of Commissioners of Oakland County, Michigan,
as follows:
APPROVAL OF PROJECT AND DESIGNATION OF COUNTY AGENCY. This Board of Commissioners
by majority vote of its members-elect does hereby approve, under and pursuant to Act 342, the
establishment of the Project as part of the System, which shall consist of (i) the acquisition and
construction of the Clinton-Oakland Sewage Disposal System Perry Street Diversion Project, as specified
and to be located as shown in Exhibit A to the Contract (the "Project"), and (ii) the services provided
thereby; that the Project as part of the System shall serve the Municipalities; that the Oakland County
Water Resources Commissioner is hereby designated and appointed as the "County Agency" for the
Project; that the County Agency shall have all the powers and duties with respect to the Project as are
provided by law and especially by Act 342; and that all obligations incurred by the County Agency with
respect to the Project, unless otherwise authorized by this Board of Commissioners, shall be payable
solely from funds derived from the Municipalities as hereinafter provided.
1. PLANS AND SPECIFICATIONS—ESTIMATES OF PERIOD OF USEFULNESS AND
COST. The preliminary plans and specifications for the Project as contained in Exhibit A to the Contract
and the estimates of $24,399,002 as the cost thereof and of 40 years and upwards as the period of
usefulness thereof, as submitted to this Board of Commissioners, are hereby approved and adopted.
2. APPROVAL OF CONTRACT. The Clinton-Oakland Sewage Disposal System Perry
Street Diversion Project Contract between the County, by and through the County Water Resources
PLANNING & BUILDING COMMITTEE VOTE:
Motion carried unanimously on a roll call vote.
RLA1iIING-AND-611LD •Nt8tOMMITTEE
Commissioner, party of the first part, and the Municipalities, party of the second part, which Contract has
been submitted to this Board of Commissioners, is hereby approved and adopted, and the County Water
Resources Commissioner is hereby authorized and directed to execute and deliver the same for and on
behalf of the County, in as many counterparts as may be deemed advisable. The Contract is attached to
this Resolution hereto as "EXHIBIT 1":
3. CONFLICTING RESOLUTIONS. All resolutions and parts of resolutions insofar as they
may be in conflict herewith are rescinded.
Mr. Chairperson, on behalf of the Planning and Building Committee, I move adoption of the
foregoing resolution.
Exhibit I
CLINTON-OAKLAND SEWAGE DISPOSAL SYSTEM
PERRY STREET DIVERSION PROJECT CONTRACT
THIS CONTRACT, made and entered into as of the C day of April, 2013, by and among
the COUNTY OF OAKLAND, a county corporation in the State of Michigan (hereinafter
sometimes referred to as the "County"), by and through its Water Resources Commissioner,
County Agency, and the CITY OF AUBURN HILLS, a Michigan home rule city, the
CHARTER TOWNSHIP OF INDEPENDENCE, a Michigan charter township, the VILLAGE
OF LAKE ORION, a Michigan home rule village, the CHARTER TOWNSHIP OF OAKLAND,
a Michigan charter township, the CHARTER TOWNSHIP OF ORION, a Michigan charter
township, the CHARTER TOWNSHIP OF OXFORD, a Michigan charter township, the
VILLAGE OF OXFORD, a Michigan home rule village, the CITY OF ROCHESTER, a
Michigan home rule city, the CITY OF ROCHESTER HILLS, a Michigan home rule city, the
CHARTER TOWNSHIP OF WATERFORD, a Michigan charter township, and the CHARTER
TOWNSHIP OF WEST BLOOMFIELD, a Michigan charter township, all located in the County
of Oakland, State of Michigan, (collectively, the "Municipalities" or individually,
"Municipality
WITNESSETH:
WHEREAS, pursuant to Act No, 342, Public Acts of Michigan, 1939, as amended
(hereinafter sometimes referred to as "Act 342"), the Board of Commissioners of the County has
established a county system of sewage disposal improvements and services to serve the
Municipalities and other municipalities in the County, said system to be known as the "Clinton-
Oakland Sewage Disposal System" (hereinafter sometimes referred to as the "System"), and
designated the Oakland County Drain Commissioner (now the Oakland Courny Water Resources
Commissioner) as the county agency for the System with all powers and duties with respect
thereto as arc provided by Act 342 (said Water Resources Commissioner ' eing hereinat , er
sometimes referred to as the "County Agency"); and
WHEREAS, under and subject to the terms of Act 342, the County is authorized, through
the County Agency, to acquire and construct the sewage disposal facilities hereinafter described
as constituting the project as part of the System (the "Project"), the County and the
Municipalities are authorized to enter into a contract, as hereinafter provided, for the acquisition
and construction of the Project by the County and for financing all or part of the cost thereof by
the issuance of bonds by the County secured by the pledge of the full faith and credit of the
Municipalities to pay such cost with interest to the County in installments extending over
period not exceeding forty (40) years, and the County is authorized to issue such bonds and
authorized by majority vote of the members-elect of its Board . of Commissioners, to pledge its
full faith and credit for the payment of such bonds and the interest thereon; and
WHEREAS, there is an urgent need of such sewage disposal facilities to the
Municipalities in order to promote the health and welfare of the residents thereof, which
improvements would likewise benefit the County and its residents, and the parties hereto have
concluded that such improvements can be provided and financed most economically and
efficiently by the County through the exercise of the powers conferred by Act 342, and
especially sections 5a, 5b and 5c thereof; and
WHEREAS, preliminary plans for the Project and estimates of the cost and period of
usefulness thereof have been prepared, all of which have been submitted to and approved by the
Board of COlninissioners of the County and the overnrnc .bodies of the M un erpalitres and
placed on file with said Board of Commissioners in the office of the County Agency, sa
estimates being set forth in Exhibit B hereunto attached; and
WHEREAS, it is proposed that the cost of the Project be financed in whole or in part by
the issuance of one or more series of County bonds; and
WHEREAS, in order to provide for the acquisition and construction of the Project by the
County and the financing of all or part of the cost thereof by the issuance of County bonds. and
for other related matters, it is necessary for the parties hereto to enter into this contract.
THEREFORE, IN CONSIDERATION OF THE PREMISES AND THE COVENANTS
OF EACH OTHER, THE PARTIES HERETO AGREE as follows:
1, The parties hereto approve and agree to the acquisition, construction and
financing of the Project as herein provided, under and pursuant to Act 342. The Municipalities
by way of compliance with Section 29, Article VII, Michigan Constitution of 1963, consent and
agree to the establishment and location of the Project within theircorporate boundaries and to the
use by the County of their streets, highways, alleys, Lands, rights-of-way or other public places
for the purpose and facilities of the Project and any improvements, enlargements or extensions
thereof, and the Municipalities further agree that, in order to evidence and effectuate the
foregoing agreement and consent, they will execute and deliver to the County such grants of
easement, right-of-way, license, perm t or consent as may be requested by the County,
2. The Project shall consist of the sewage disposal system facilities as described and
specified in the preliminary plans set forth in Exhibit A, which is hereunto attached and is made
a pan hereof, and which preliminary plans are on file with the County Agency and are approved
and adopted. The Project shall be acquired and constructed substantially in accordance with said
preliminary plans and in accordance with final plans and specifications to be prepared and
submitted by the consulting engineers, but variations therefrom that do not materially change thr
location, capacities or overall design of the Project, and that do not require an increase in the
total estimated cost of the Project, may be permitted on the authority of the County Agency.
Other variations or changes may be made if approved by the County Agency and by resolution of
the governing body of each Municipality and if proN,isions required by paragraph 5 hereof are
made for payment or financing of any resulting increase in the total estimated cost. The estimate
of the cost of the Project and the estimate of the period of usefulness thereof as set forth in
Exhibit B are approved and adopted.
3. The County Agency shall take or cause to be taken all actions required or
necessary, in accordance with Act 342, to procure the issuance and sale of bonds by the County,
in one or more series, in whatever aggregate principal amount is necessary to finance the cost of'
the Project not paid from other sources. Such bonds shall be issued in anticipation of, and be
payable primarily from, the payments to be made by the Municipalities to the County as
provided in this contract, and shall be secured secondarily, if so voted by the Board of
Commissioners of the County, by a pledge of' the full faith and credit of the County, and the said
bonds Shall be payable in annual maturities the last of which shall be not more than forty years
from the date thereof.
4. The County Agency shall proceed to take construction bids for the Project and,
subject to the sale and delivery of bonds, enter into construction contracts with the lowest
responsible bidder or bidders, procure from the contractors all necessary and proper bonds, cause
the Project to be constructed within a reasonable time, and do all other thing.s required by this
contract and the laws of the State of Michigan. The County Agency may, in its sole discretion,
retain the services of a third-party engineering firm to perform contract administration of the
Project, and payment tor such services shall be the responsibility of the Municipalities as part of
the cost of the Project as described in paragraph 6 hereof_ All certificates for required payments
to contractors shall be approved by the consulting engineers before presentation to the County
Agency and the latter shall be entitled to rely on such approval in making payments.
-4-
5. In the event that it shall become necessary to increase the estimated cost of the
Project for any reason, or if the actual cost of the Project shall exceed the estimated cost, whether
as the result of variations or changes made in the approved plans or otherwise, then the County
Agency shall not be obligated to pay such increased or excess cost unless the governing body of
each Municipality shall have adopted a resolution approving such increase or excess and
agreeing that the same (or such part thereof as is not available from other sources) shall he
defrayed by the issuance of increased or additional bonds in anticipation of increased or
additional payments agreed to be made by the Muntepalities to the County in the manner
hereinafter provided; provided, however, that the adoption of such resolutions by the governing
bodies of the Municipalities shall not be required prior to or as a condition precedent to the
issuance of additional bonds by the County if the County previously has issued or contracted to
sell bonds to pay all or part of the cost of the Project and the issuance of the additional bonds is
necessary (as determined by the County) to pay such increased, additional or excess costs as arc
essential to completion of the Project according to the plans as last approved prior to he time
when the previous bonds were issued or contracted to be sold.
6. The Municipalities shall pay to the County their respective shares of the en re
cost of the Project not defrayed by grants and funds available from other sources. The
Municipalities hereby acknowledge that, except as may be pledged by the County for payment of
bonds as described in paragraph 3 hereof or as may be advanced by the County pursuant to
paragraph 13 hereof, no County general funds shall be appropriated or pledged pursuant to this
contract or for the Project. The County's role in the Project is strictly limited to that set forth in
Act 342, and the Municipalities shall be solely responsible for all administration, finance and
construction costs (including attorney fees and all dispute resolution costs), and all costs of
operation and maintenance of the Project. Without limiting the general nature of the preceding
sentence, the cost to be paid by the Municipalities shall-include, in addition to the items of the
nature set forth in Exhibit B (represented by the principal amount of the bonds to be issued by
-5-
the County), all interest payable by the County on said bonds, all paying agent fees and other
expenses and charges (including the County Agency's administrative expenses) that are payable
on account of said bonds (such fees, expenses and charges being herein called 'bond service
charges"), all costs and expenses relating to lawsuits as described in paragraph 19 hereof and all
items of cost described in paragraph 7 hereof The cost of the Project is hereby allocated to the
Municipalities in accordance with the percentages and amounts set forth in Exhibit B. Such
payments of each Municipality shall be made to the County in annual installments, which shall
be due and payable at least thirty days prior to each interest payment date specified in the County
bonds. Such annual installments shall commence on the date that interest (other than capitalized
interest) or principal first becomes payable on the bonds, and the aggregate amount of the
installments shall he at least sufficient to pay, when added to the amount of the installments of
the other Municipalities due and payable, all principal and interest on the bonds, all bond service
charges payable on account of the bonds and all other costs described in this paragraph. The
County Agency, within thirty days after delivery of the County bonds to the purchaser, shall
furnish the treasurer of each Municipality with a complete schedule of the principal of and
interest on the bonds, and the County Agency also, at least thirty days before each payment is
due, shall advise the treasurer of each Municipality of the amount payable to the County on such
date. If a Municipality fails to make any payment to the County when due, the same shall be
subject to a penalty of 1% thereof for each month or fraction thereof that such amount remains
unpaid after due. Failure of the County Agency to furnish the schedule or give the notice as
above required shall not excuse a Municipality from the obligation to make payments when due.
The foregoing obligations shall apply to all bonds issued by the County to defray the cost of the
Project. Payments shall be made by each Municipality when due whether or not the Project has
then been completed or placed in operation.
7. The County Agency is hereby authorized, but not required, to utilize County
personnel for the administration of the Project. The Municipalities agree that the costs of
-b-
contract administration, auditing and financial services shall be part of the cost of the Project for
purposes of paragraph 6 hereof, whether such services are provided by County personnel or third
parties. In the case of County personnel, the costs attributed to the Project shall include the
allocable share of such personnel's salary and fringe benefits to the Project as determined by the
County Agency.
8. If one or more of the Municipalities shall pay its share of the cost of the Project,
or any portion thereof, prior to the issuance of the bonds, the obligations of such Municipality
shall be adjusted accordin gly so that when applied to the principal, interest and bond service
charges, such percentages after taking into consideration such advance payments will result in
each Municipality being required to pay its appropriate share of the cost of the Project as set
forth in paragraph 6 hereof. A Municipality may pay in advance of maturity all or any part of its
installment due the County on the bonds by sumndering to the County bonds issued hereunder
of a like principal amount maturing in the same calendar yearor by paying to the County in cash
the principal amount of any County bonds that are subject to redemption prior to maturity, plus
all interest thereon to the first date upon which such bonds may be called for redemption, and
plus all applicable call premiums and bond service charges, and in such event the County
Agency shall call said bonds for redemption at the earliest possible date. The installments or
parts thereof so prepaid shall be deemed to be the installments or parts thereof falling due in the
same calendar year as the maturity dates of the bonds sur -rendered or called for redemption.
9. The proceeds of sale of the bonds shall be used solely and only to pay the cost of
the Project, and after completion thereof and payment of all costs in connection therewith, any
surplus remaining from the sale of the bonds shall be (i) used to purchase the bonds on the open
market or (ii) retained by the County Agency as a reserve for payment Of the bond principal and
interest maturities next falling due, and in such event the contract obligations of the
Municipalities in respect to such bonds or such maturities shall be reduced by the principal
-7-
amount of bonds so purchased or of said reserve, said reduction in case of the purchase of bonds
to be applied as to year in accordance with the year of the maturity of the bonds so purchased.
Any bonds so purchased shall be cancelled. In the alternative, such surplus may be used, on
request of a Municipality and approval by the Board of Commissioners of the County, to extend,
enlarge or improve the System or to acquire and construct additional sewage disposal system
improvements and facilities to serve the Municipality.
10. Each Municipality, pursuant to the authorization of Section 5a of Act 342, hereby
pledges its full faith and credit for the prompt and timely payment of its obligations expressed in
this contract and, subject to applicable constitutional, statutory and charter tax limitations, each
year shall levy a tax on the taxable property located in the Municipality in an amount that, taking
into consideration estimated delinquencies in tax collections, will be sufficient to pay its
obligations under this contract becoming due before the time of the following year's tax
collections; provided, however, that i f at thetime of making its annual tax levy, a Municipality
shall have on hand in cash other funds, including special assessment funds and sewage disposal
system revenues, that have been set aside and pledged or are otherwise available for the payment
of such contractual obligations falling due prior to the time of the next tax collection, then the
annual tax levy may be reduced by such amount. The governing body of each Municipality each
year, at least 90 days prior to the final date provided by law or charter for the making of the
annual tax levy, shall submit to the County Agency a written statement setting forth the amount
of its obligations to the County that become due and payable under this contract prior to the time
of the next following year's tax collections, the amount of the funds that the Municipality has or
will have on hand or to its credit in the hands of the County that have been set aside and pledged
for payment of said obligations to the County and the amount of the taxes next proposed to be
levied for the purpose of raising money to meet such obligations. The County Agency promptly
shall review such statement and, if it finds that the proposed tax levy is insufficient, it shall so
notify the governing body of the Municipality. The County Agency agrees to use ny
-8-
Municipality's rands on hand with the County Agency, to the extent available, to make such
Municipality's payments due on this contract as directed by the Municipality. Each of the
Municipalities hereby covenants and agrees that it will thereupon increase its levy to such extent
as may be required by the County Agency.
. In the event that a Municipality shall fail for any reason to pay to the County
Agency at the times herein specified the amounts herein required to be paid, the state treasurer or
other official charged with the disbursement of unrestricted state funds returnable to the
Municipality pursuant to the Michigan constitution is authorized hereby to withhold sufficient
funds to make up any default or deficiency in funds. In the event the County is required to
advance any money by reason of its pledge of full faith and credit on the bonds to he issued to
finance the acquisition and construction of the Project on account of the delinquency of a
Municipality, the County Treasurer shall notify the state treasurer to deduct the amount of money
SC) advanced by the County from any unrestricted moneys in the state treasurer's possession
belonging to the Municipality and to pay such amount to the County. In addition to the
foregoing, the County shall have all other rights and remedies provided by law to enforce the
obligations of the Municipalities to make payments in the manner and at the times required by
this contract. It is specifically recognized by each of the Municipalities that the payments
required to be made by it pursuant to the terms of this contract are to be pledged for the payment
of the principal of and interest on bonds to be issued by the County, and each of the
Municipalities covenants and agrees that it will make its required payments to the County
promptly and at the times herein specified, without regard as to whether the Project herein
contemplated is actually completed or placed in operation; provided, however, that nothing
herein contained shall limit the obligation oi the 'County to perform in accordance with [Ile
covenants contained herein.
-9-
12. No change in the jurisdiction over any territory in any of the Municipalities shall
impair in any manner the obligations of this contract or affect the obligations of the
Municipalities hereunder. In the event that all or any part of the territory of any Municipality is
incorporated as a new city or village or is annexed to or becomes a part of the territory of another
municipality, the municipality into which such territory is incorporated or to which such territory
is annexed shall assume the proper proportionate share of the contractual obligations (including,
the pledge of full faith and credit) of such Municipality, which proper proportionate share shall
be fixed and determined by the County Agency and shall be binding upon all parties concerned
unless, within sixty (60) days after such incorporation or annexation becomes effective, the
governing body of the municipality into which such territory is incorporated or to which such
territory is annexed and the governing body of such Municipality shall by mutual agreement and
with the written approval of the County Agency fix and determine such proper proportionate
share. The County Agency, prior to making such determination, shall receive a written
recommendation as to the proper proportionate share _from a committee compoed ot une
representative designated by the governing body of suchlunicipality, one designated by the
governing body of the new municipality or the municipality incorporating or annexing such
territory and one independent registered engineer appointed by the County Agency. Each
governmental unit shall appoint its representative within fifteen (15) days after being notified to
do so by the County Agency and within a like time the County Agency shall appoint the engineer
third member. If any such representative (other than the appointee of the County Agency) is not
appointed within the time above provided, then the County Agency may proceed without said
recommendation. If the committee shall not make the recommendation within forty-five (45)
days after its appointment or within any extension thereof by the County Agency. then the
County Agency may proceed without such recommendation;
3. The County may advance funds, it' approved by resolution adopted by a 2'3 vote
of the members-elect of its Board or Commissioners (as required by Section 8 of Act 342) for
-10-
administrative expenses, including engineering, legal and consulting expenses, incurred by the
County Agency in the performance of its duties and powers authorized by Act 342 and for
purposes of obtaining maps, plans. designs, specifications, cost estimates, rights-of-way and
permits for the Project. In such event, and to avoid paying interest on the advance, the
Municipalities shall, not later than two years after the date of adoption of the resolution of the
County Board of Commissioners approving such advance, reimburse the County for their
respective shares of the amount of any such advance; provided, however, that (i) the County
Board of Commissioners may extend the due date of such reimbursement by resolution adopted
by a 2/3 vote of its members-elect and (ii) the respective obligation of each Municipality shall be
reduced to the extent that County bonds are issued and the proceeds thereof are used to
reimburse the County for such advances. The obligations of the Municipaliti es to pay the
amounts set forth in this paragraph are full faith and credit obligations as described in paragraph
10 hereof. The County shall have all rights and remedies provided by this contract and Act 342
and otherwise pursuant to law to enforce the obligations of the -Municipalities described in this
paragraph. In the event that any Municipality fails to reimburse the County for an advance made
pursuant to this paragraph when due, such Municipality shall pay to the County interest on such
unreimbursed amount from the date of such advance to the date of repayment at the interest rate
prevailing on six-month United States Treasury Bills on the date of adoption of the resolution of
the County Board of Commissioners approving the advance, to be compounded quarterly.
14, If County bonds are not sold to finance the acquisition and construction of any
portion or the Project within three years t'r0111 the date of this contrac:t through no ult of uc
County or if the Project is abandoned for any reason, the Municipalities shall pay, or reimburs e
the County for the payment of, all engineering, legal and other costs and expenses inctuTed by
the County Agency in connection with the Project in the percentages set forth in Exhibit B and
the Municipalities shall be entitled to all plans. specifications and other engineering data and
materials. The provisions of this paragraph may be waived or extended, either before or alter the
expiration of the three year period, by resolution of each of the governing bodies of the
Municipalities and the Board of Commissioners or the County.
15. After completion of the Project the operation and maintenance of the Project shall
be in accordance with applicable agreements between the County and the Municipalities.
16. It is understood and agreed by the parties hereto that the System is to serve the
Municipalities and not the individual property owners and users thereof, unless by special
arrangement between the County Agency and the Municipalities. The responsibility of requiring
connection to and use of the System andlor providing such additional facilities as may be needed
shall be that of the Municipality wherein such property is located and such Municipality shall
cause to be constructed and maintained, directly or through the County, any such necessary
additional facilities. The County shall not be obligated to acquire or construct any facilities other
than those designated in paragraph 2 hereof.
The County shall have no obligation or responsibility for providing facilities
except as herein expressly provided with respect to the acquisition and construction of the
Project or as otherwise provided by contract. The Municipalities shall have the authority and the
responsibility to provide such other facilities and shall have the right to expand the facilities of
the System by constructing or extending sewers or related facilities, connecting the same to the
System, and otherwise improving the System. It is expressly agreed, nevertheless, that no such
connection shall be made to the System and no improvements, enlargements or extensions
thereof shall he made without first securing a permit therefor from the County. Any such permit
may be made conditional upon inspection and approval anew construction by the County. •
1 8. To the fullest extent permitted by law, and except as covered by the contractor's
liability insurance, the Municipalities shall indemnify and hold harmless the County and the
-12-
County Agency, and agents and employees of each of them, from and against claims, damages,
losses and expenses, including but not limited to attorneys' tees, arising out of or resulting from •
design or construction work relating to the Proiect. including, without I mitation CILIIIns for
damage to public or private property and for injuries to or death of any person or persons,
excluding, however, any claims or causes of action resulting from the County's or the County
Agency's sole negligence.
19. The parties hereto agree that the costs and expenses of any lawsuits or Claims as
hereinafter defined) arising directly or indirectly out of this contract or the construction or
financing of the Project, to the extent that such costs and expenses are chargeable against the
County or the County Agency, shall be deemed to constitute a part of the cost of the Project and
shall be paid by the Municipalities in the same manner as herein provided with respect to other
costs of the Project. In the event of such litigation or claims, the County Agency' shall consult
with the Municipalities and shall retain legal counsel agreeable to the County and the
Municipalities to represent the County; provided that if the County and. the Municipalities cannot
agree as to such representation within a reasonable time, the County Agency shall exercise its
discretion as to the retention of such counsel. In this contract, "Claims" means any alleged
losses, claims, complaints, demands for relief or damages, liability, penalties, costs, and
expenses, including, but not limited to, reimbursement for reasonable attorney tees, witness fees,
court costs, investigation expenses, litigation expenses, amounts paid in settlement, andior other
amounts or liabilities of any kind which are imposed on, incurred by, or assessed against the
County, County Agency or Municipalities, or for which the County, County Agency or
Municipalities may become legally and/or contractually obligated to pay or defend against,
whether direct, indirect or consequential, whether based upon any alleged vi )1ation of the federal
or the State constitution, any federal or State statute, rule, regulation ,or any alleged violation )
federal or State common law, whether any such claims are brought in law or et4tiii .n., torn
contract, or otherwise, and/or whether commenced or threatened. • This paragraph shall not apply
-13-
to a lawsuit instituted by any of the Municipalities to enforce their respective rights under this
contract.
All powers, duties and functions vested by this contract in the County shah be
exercised and performed by the County Agency, for and on behalf of the County, unless
otherwise provided by law or in this contract.
2 1. The parties hereto recognize that the holders from time to time of the bonds to be
issued by the County under the provisions of Act 342, and secured by the full faith 'and credit
pledge of each of the Municipalities to the payment of the principal of and interest on the bonds
as set forth in this contract, will have contractual rights in this contract, and it is therefore
covenanted and agreed that so long as any of said bonds shall remain outstanding and unpaid, the
provisions Of this contract shall not be subject to any alteration or revision that would affect
adversely either the security of the bonds or the prompt payment of principal or interest thereon.
The right to make changes in this contract, by amendment, supplemental contract or otherwise is
nevertheless reserved insofar as the same do not have such adverse effect. The parties hereto
farther covenant and agree that they each will comply with their respective duties and obligations
under the terms of this contract promptly, at the times and in the manner herein set forth, and will
not suffer to be done any act that would impair in any way the contract of said bonds, the
security therefor or the prompt payment of principal and interest thereon. It is declared hereby
that the terms of this contract and of any amendatory or supplemental contract and any contract
entered into pursuant hereto, insofar as they pertain to said bonds or to the payment of the
security thereof, shall be deemed tube for the benefit of the holders of said bonds.
In the event that any one or more of the provisions of this contract for any reason
shall be held to be invalid, illegal or unenforceable in any respect, such invalidity, illegality' or
-14-
unenforceability shall not affect any other provisions hereof, but this contract shall be construed
as if such invalid, illegal or unenforceable provision had never been contained herein.
This contract shall become effective after its execution by each party hereto and
the expiration of 45 days after the date of publication of the notice required by Section 5b of Act
342; provided, however, that if, within the 45-day period, a proper petition is filed with the Clerk
of any Municipality in accordance with the provisions of Section 5b of Act 342, this contract
shall not become effective until approved by the vote of a majority of the electors residing in
such Municipality qualified to vote and voting thereon at a general or special election. This
contract shall terminate forty (401 years from its date or on such earlier date when the
Municipalities are not in default hereunder and the principal, interest and bond service charges
on the bonds issued as hereinabove described and all other amounts owed by the Municipalities
to the County hereunder are fully paid and discharged, This contract shall be binding upon and
inure to the benefit of the parties hereto and their respective successors and assigns, Nothing
herein contained, however, shall require the County to finance the Proiect if it is unable to sell
the bonds to finance the same. This contract may be executed in any number of counterparts,
IN WITNESS WHEREOF, the parties hereto have caused this contract to be executed
and delivered by the undersigned, being duly authorized by their respective governing bodies.
COUNTY OF OAKLAND
Executed on 2013 By:
County Water Resources Commissioner
(County Agency)
CITY OF AUBURN HILLS
By:
Mayor
Executed on , 2013 And:
Clerk
CHARTER TOWNSHIP OF INDEPENDENCE
By:
Supervisor
Executed on 2013 And:
Clerk
VILLAGE OF LAKE ORION
By:
President
Executed on ")013 And:
Clerk
CHARTER TOWNSHIP OF OAKLAND
By:
Supervisor
Executed on 2013 And:
Clerk
CHARTER TOWNSHIP OF ORION
By:
Supervisor
Executed on 2013 And:
Clerk
CHARTER TOWNSHIP OF OXFORD
By:
Supervisor
Executed on
And:
Clerk
VILLAGE OF OXFORD
By:
President
Executed on , 2013 And:
Clerk
CITY OF ROCHESTER
By:
Mayor
Executed on , 2013 And:
Clerk
CITY OF ROCHESTER HILLS
By:
Mayor
Executed on 2013 And:
Clerk
CHARTER TOWNSHIP OF WATERFORD
By:
Supervisor
xecuted.on , 2013 And:
Clerk
CHARTER TOWNSHIP OF WEST
BLOOMFIELD
By:
Supervisor
Executed on ,2013 And:
Clerk
BLC.CMFiTID 9007-3CN 2b54
EXHIBIT
PERRY STREET PLNIP STATION; AND FORCEMAIN
PROJECT DESCRIvrioN
The Clinton ()aldand Scvstiud Disposal System (COSDS) is a reuional scwit_ir scrivied distriel ilijt
serves 12 communities in central and northern Oakland County. Wastewater ['011 00111 101t1 the
district is discharudd to the Oakland Ntiacomb Interceptor (0\11D) and ultimately discili,tri.ted
through ) the (City 01 Detroit's Lit:twinned sc\Ater systern to the Detictt dstev.ater Hoonitout
plant. Tho proposed Perry Street Diversion Pumping Station \\all be constructed to ho ettpahle
diNertine, 30", or Me horn the ()MID and to transmit those ilo\n s to the recently
acquired Pontiac 15astewiater Treatment Facilities. t\ concrete diversion structure constructed
around the Li\ istinu 4S - intteret.:tpui)r will allow a portion or intclicdotor Ilow to be dk cited to lie
fierrv Street Pump Station ( ['SFS), \Allen Clow is JO cited. the Ohi,tt in tile (Am ristrcam reach 01
the L'OSDS Interceptor will he reduced. The PSIJS: construction \\HI inciude itnet diversioil
structure. site utilities, includinv new sewage urindinL equipment. h n dratilic i,tates. Llr\ pit
submersible pumps with \ Linable speed drives, associated pipinti„ meters and \ al\ cs, heistinct
equipment, standby power gener ators. 1-1\;:•\(, etimprhOnt. eleetFICLII t2.Catt. kt..ternetr1. SC
C011trOiS and alt necessary sitct vvork.
The PSI'S \\ dl lischtuit.t.d an average Illity\\ 0114 c is LIF1 6 i peck Moo (y r 30 elk t it t t int-inch (I DPI'
tOrecmain that will hying the sanitary sewage to the Pontiac Auburn A A TV inc route thy the
It:trot:main consists oil the hollowing live (5) scuments:
Segment
(Holloway Park (COSDS to GT \VRR): The projeci Foote bet.,uns at the pwposeu Junction
(Alt:inn-It:I- to he constructed 0) el the ex istin L.:( 4S-inch diametcy *(,),S[Y:-; HiL:Tt:L'HOr seoer iOujL n1
ii lie ("*Ity or Pontl;ic‘s (ijirov, a s Poro. lOis junction chamher and the prtyt.)SCci Ptirnit
Station are propOtted to he constructed iii it t,ttrss area between the Pooht Communitit, Ct.triter
parkin)..,i, lot. he Gallo\\ ay Park l'enced baseball Mold, and upland or ho td;illootv CH-del;
established iloodnItnn Inioni this location, the proposcd Cory:cumin) route thuvwi tiiteti, south\ c Latlit y
approistimatels 1.000 Idol. through Calloway Park to the abandoned clrand Trunk WeStert)
Segment 2
t-Jr.mci 1 ninA Western RtiitrOtit.1 Rilltlt-oll\Vt,1\t, (Galloway Hark to Sik circomer Lion)
l'arld tIm pioposed loreernain thine eOntillttCS S.ktlitht2111'. LIMIrONirtltitt.+2,..*n ,41)t; Coci. 1,110
(11 \\*RR rpn ro-0 1-\\-,c, (t it Feet w idot to the south line at He. Pontiac tirsibcydomc properp .) ittt
Segment 3
iOht tic Silvcrdoirx N1-59): From the Grand Truitt ,: 1illest,2rin Eat Iroad
the proposed trorcemain route CUntillliCS easterly, t(ppro\ iimuck 800 hicct. ithin the Pontiac
Silt\ cirdonic properti\ •I'he proposed alignment iiiactrcepts und parallels be evistint2
.cck Sc\.n ci that s 2.() leet HoWl Or the south p-f.-Inert ite ut the I IttH
proposed ,,et...tion ot rccoiorri rcst thur thc existinL4 H Coot \\dv easement to tt :
Pontiac tdt- the GttIIo tv Creek Fts,e-Acr
Segment 4
M-59 (Pontlac calomc to Auburn \\'',,VTP): rhe t -oucma n L'onn ,2ct to ilt: Cn n ot
Pontiac' 73h-inch Chat-Ili...Ur svwcr bC11VOC11 Ity Stk erd0111C 'and thy Cit n, ol Pontiac's
\Vastew titer Treatment Plant tit the M-59 ri ,2111-or-v, av This existing 30-inch diank.lcr sewer
crossim2, ot Ni1-59 will he CIPP lined and lid li/ed as part or this proicct.
Segment 5
Auburn \V \VIP \1-59 to titmetton Chonther): Flom, (1-1,2 exEstint4 manhole on the Ltb>. or porc,i,lc
n uhurn wvcrp soutH o!' ih,
wcs[ sido or the giavel parking lot to the propose() junction chamber that :s located
tipplo\ nntock Iii 1-t-Lht north or flh: Attnuril \\"\:\hil ) Tttrtit.
l'hy proposed location oN the Project i ShO W n ult }-1,,i ire
EXHIBIT "A"
FIGURE 1
PERRY STREET PUMP STATION & FORCE MAIN
CITY OF PONTIAC, OAKLAND COUNTY, MICHIGAN
Location Map
T
LEGEND
EXHIBIT "B"
PERRY STREET PUMP STATION & F.M. PROJECT
PRELIMINARY ESTIMATE OF PROJECT COSTS
REVISED 03-14-13
Pimp Station
P•o,e'cl Costs
MEhrt SReg
Project Cob I'S
ti Contracted Services: Construction Cost
a Pump Station
Force Main
Sub Total Construction Cost
2) Engineering Consultants
Prehmaiary Phase
o Design Phase
c Constr.rction Phase
project Reoresentative
Gaotecitnrc2t Serv:ces
Construction Testing
Sub Total Engineering Consultants
3) Legal & Financial
Land ApryL:useills
Lint) Acqu:swoh,
Let ii Coss
ct Bond CuLItren
C Fin,:.inuialConsreiaft
Sub Total Legal & Financial
4) County Services;
AarmilisirationS General
o Eriginereriec
RignI-Of-Vvray
rr Construction Inspection
Survey Crew
IllUif ect Costs
SubTotal County Services
Project Subtotal
6°/0 Continuency of Project Costs
'14 581 153
11 193
171 9456
821
799.".361 S
7 7,517
1515,000
1 11,93,1
'54
40,511
125,C00
3(.013
25'sr,r1/41(1
4,264
.040
r
123 $ 6.7 16,3de
' Si
,
6.725.560
27 557 S
3(.4'73
4.72 ,;(107 5
12 0)33
30,000
33531 S
112,000 s
7700(1 S
',Ia00
LirM
100
133 130
S
321 857 7
2,4 23 S
.73.285
38.375 S
37 023 S
3-47 214
14.58' 1(33
h.713 3)6CI
170 XL,
132
)55 (33E
254 7,,;(_•.,
057,73
S.71.48)
15, 703 721 7 "2 'T; 3131"1
133;.:112 /
6) Total Project Cost as of 03-14-1 16,644,885 7,754,117 24,399,302 i
rlerarDy c•Fr,tiiy peL0...!,,:)1selines5 ieese taranos to he to 7OCIS aerfa
Georrie P 131ichces F E.
Prohecr Erigineer
r<HIBI
PERRY STREET Pt. 11) STATION AND FOR('E)1 N
AnPL.I.h
-r A\ ntih in
kind TO 11Ship
ILc or LtLL ()Hon ....
()HMI IC)\\ nShip
.....
0\ Cord I wo, ,,,,,, .......
P..ochcsh.-..r
('Itv ol 12.ochcstcr
VYJILTIoa: Tw nship
Vccs1 Bloonllicid 're ...........
T OT,-\I 10 0.00%
Resolution #13139 May 22, 2013
The Chairperson referred the resolution to the Finance Committee. There were no objections.
FISCAL NOTE (MISC. #I3139) June 13, 2013
BY: FINANCE COMMITTEE, TOM MIDDLETON, CHAIRPERSON
IN RE: WATER RESOURCES COMMISSIONER - RESOLUTION TO ESTABLISH CLINTON-
. OAKLAND SEWAGE DISPOSAL SYSTEM PERRY STREET DIVERSION PROJECT AND
AUTHORIZE CLINTON-OAKIAND SEWAGE DISPOSAL SYSTEM PERRY STREET DIVERSION
PROJECT CONTRACT
TO THE OAKLAND COUNTY BOARD OF COMMISSIONERS
Chairperson, Ladies and Gentlemen:
Pursuant to Rule MIT-C of this Board, the Finance Committee has
reviewed the above referenced resolution and finds:
1. This resolution establishes the Clinton-Oakland. Sewage
Disposal System Perry Street Diversion Project and
authorizes the Clinton-Oakland Sewage Disposal System Perry
Street Diversion Project Contract for Oakland County Water
Resources Commissioner to proceed with the Project.
2. The Project can be financed most economically and
efficiently by the County through the exercise of the
powers conferred by Act 342, Public Acts of Michigan, 1939,
as amended ("Act 342").
The Project consists of design and construction of the
Perry Street pumping station with inlet diversion
structure, grinding equipment, hydraulic gates, piping,
valves and other equipment constituting part of the system
to promote the public health and welfare of the residents.
4.
The estimated cost of the Project is not to exceed
824,399,002 with a 40 year and upward useful life.
The City of Auburn. Fills, Charter Township of Independence,
Village of Lake Orion, Charter Township of Oakland, Charter
Township of Orion, Charter Township of Oxford, Village of
Oxford, City of Rochester, City of Rochester Fills, Charter
Township, of Waterford and Charter Township of West
Bloomfield shall pay Oakland County for the entire cost of
the Project not defrayed by grants or other funds that may
become available from other sources.
6. The City of Auburn Hills, Charter Township of independence,
Village of Lake Orion, Charter township of Oakland, Charter
Township of Orion, Charter Township of Oxford, Village of
Oxford, City of Rochester, City of Rochester Hills, Charter
Township Of Waterford and Charter Township of West
Bloomfield will pledge their full faith and credit as first
obligators for full payment of principle and interest on
the Bonds. Oakland County will pledge their full faith and
credit as second obligator on the Bonds if so voted by the
Oakland County Board of Commissioners.
7 A separate resolution will be forthcoming reauesting
approval of the issuance of the Bonds and Oakland County's
full faith and credit on the Bonds.
B. No County General funds shall be appropriated to this
Project. No budget amendment is required.
FINANCE COMMITTEE VOTE:
Motion carried unanimously on a roll call vote.
Resolution #13139 June 13, 2013
Moved by Runestad supported by Woodward the resolution (with fiscal note attached) be adopted.
Moved by Runestad supported by Woodward the resolution be amended as follows:
Add another paragraph that states BE IT FURTHER RESOLVED by the Board of
Commissioners of Oakland County, hereby approves the "Clinton-Oakland Sewage
Disposal System 2013 Inter-Municipal Contract" between the County and the
Municipalities, if all of the 12 Municipalities pass resolutions agreeing to the terms of the
Contract; to, among other things, replace and supersede the 1967 COSDS Contract and the
capacity allocation set forth therein.
Vote on amendment:
AYES: Jackson, Long, Matis, McGillivray, Middleton, Quarles, Runestad, Scott, Spisz, Taub,
Weipert, Woodward, Zack, Bosnic, Crawford, Dwyer, Hatchett, Hoffman. (18)
NAYS: None. (0)
A sufficient majority having voted in favor, the amendment carried.
Vote on resolution, as amended:
AYES: Long, Matis, McGillivray, Middleton, Quarles, Runestad, Scott, Spisz, Taub, Weipert,
Woodward, Zack, Bosnic, Crawford, Dwyer, Hatchett, Hoffman, Jackson. (18)
NAYS: None. (0)
A sufficient majority having voted in favor, the resolution (with fiscal note attached), as amended, was
adopted.
I HEREBY APPROVE THIS RESOLUTION
CHIEF DEPUTY COUNTY EXECUTIVE
ACTING PURSUANT TO MCL 46,569A (7)
STATE OF MICHIGAN)
COUNTY OF OAKLAND)
I, Lisa Brown, 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 June 13, 2013,
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 13th day of June, 2013.
Lisa Brown, Oakland County
4t- /3