HomeMy WebLinkAboutResolutions - 2014.10.23 - 21557MISCELLANEOUS RESOLUTION 1114240 October 8, 2014
BY: Planning and Building Committee, Jim Runestad, Chairperson
IN RE: DEPARTMENT OF FACILITIES MANAGEMENT / DEPARTMENT OF HEALTH &
HUMAN SERVICES — REQUEST FOR APPROVAL OF OAKLAND COUNTY INTERLOCAL
AGREEMENT AMENDMENT #6 BETWEEN OAKLAND COUNTY AND THE 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 former Medical Care Facility, Building 32 East, on the Oakland County
Service Center Campus is now occupied in its entirety, less the Health Division lab, by the
OCCMHA via the sublease adopted by the County of Oakland Board of Commissioners (see
Exhibit A); and
WHEREAS the OCCMHA desires that the County move operations of the Prior
Authorization and Centralized Evaluation (PACE) office, operated by the County, to the
Resource & Crisis Center to provide better access to these services for consumers via the
terms and conditions in the attached Amendment (see Exhibit B) to the present contractual
relationship (Contract"), being the Interlocal Agreement between the County and OCCMHA for
Fiscal Year 2013; and
WHEREAS the space/property which is subject to this Amendment is approximately one
thousand five hundred and seventy (1,570) square feet and is illustrated in Exhibit C; and
WHEREAS the term of this Amendment shall commence on April 1, 2014 and shall end
on the date the Contract is terminated, cancelled, expires, or terminated pursuant to this
Amendment; and
WHEREAS the License Fee for use of the Property shall be due and payable as set forth
in the Contract; and
WHEREAS the Security Services, Custodial Services, and Utilities shall be provided by
OCCMHA and the fee for these services are included in the License Fee; and
WHEREAS the Maintenance Repair of the Property shall be performed as set forth in
the original Sublease; and
WHEREAS either Party may terminate this Amendment upon thirty (30) days written
notice to the other Party for any reason; and
WHEREAS the Health & Human Services and Corporation Counsel Departments have
reviewed and/or prepared all necessary documents related to the attached Amendment,
NOW THEREFORE BE IT RESOLVED that the Oakland County Board of Commissioners
hereby approves and authorizes the attached Amendment between the County and OCCMHA.
BE IT FURTHER RESOLVED that the Oakland County Board of Commissioners hereby
directs its Chairperson or his designee to execute the attached Amendment and all other related
documents between the County and the OCCMHA which may be required.
Chairperson, on behalf of the Planning and Building Committee, I move the adoption of the
foregoing resolution.
PLANNING AND BUILDING COMMITTEE
PLANNING AND BUILDING COMMITTEE
Motion carried unanimously on a roll call vote.
Exhibit B
OAKLAND COUNTY INTERLO CAL AGREEMENT
BETWEEN
OAKLAND COUNTY
AND
THE OAKLAND COUNTY COMMUNITY MENTAL HEALTH AUTHORITY
AMENDMENT #6
I. HISTORY AND PURPOSE OF AMENDMENT
a. The Parties agree and acknowledge that the purpose of this Amendment is to modify as
provided herein and otherwise continue the present contractual relationship between the
Parties as described in their current Contract, ("Contract"), being the Interlocal
Agreement between Oakland County ("County") and The Oakland County Community
Mental Health Authority ("CMH Authority") for Fiscal Year 2013.
b. In May 2012, the County subleased to CMH Authority the building located at 1200 North
Telegraph Road, Pontiac, Michigan, 32 East (commonly known as the Resource & Crisis
Center). This sublease was approved by the Oakland County Board of Commissioners on
May 17, 2012, Miscellaneous Resolution #12142 ("Sublease"). The Sublease was
drafted pursuant to the Building Authorities Act, Public Act 31 of 1948, as amended,
because the County authorized the Oakland County Building Authority to issue bonds,
via Miscellaneous Resolution 412035, for the renovation, remodeling, construction,
furnishing and equipping of the Resource & Crisis Center. The Sublease is attached and
incorporated into this Amendment as Exhibit A.
c. CMH Authority desires that the County move operations of the Prior Authorization and
Centralized Evaluation (PACE) office, operated by the County, to the Resource & Crisis
Center in order to provide better access to these services for consumers.
d. Even though the County has a reversionary property interest in the Resource & Crisis
Center and is the Lessee/Sub-Lessor of the Center, the Parties agree that they need to
enter into this Amendment to delineate and clarify the responsibilities between the Parties
for the use of space in the Center by the County.
e. The Parties agree to amend the Contract as follows:
II. USE OF SPACE IN RESOURCE & CRISIS CENTER
1. Use of Property. CMH Authority agrees to allow the County to use the space/property
described herein pursuant to the terms and conditions and purposes set forth in this
Amendment.
1.1. Location and Description of Property. The space/property which is subject to this
Amendment is approximately one thousand five hundred and seventy (1,570) square
feet located in the Resource & Crisis Center, 1200 North Telegraph Road, Building
32 East, Pontiac, Michigan and is illustrated in Exhibit B ("Property"). Exhibit B is
fully incorporated by referenced into this Amendment.
1.2. Use of Property. The Property may be used by the County for business,
administrative and programmatic operations of PACE.
1.3. Term. The term of this Amendment shall commence on April 1, 2014 ("Effective
Date") and shall end on the date the Contract is terminated, cancelled or expires or on
the date when the Amendment is terminated or cancelled pursuant to this
Amendment.
1.4. Fee for Use of Property and Payment Terms. The Fee for use of the Property shall
be due and payable as set forth in the Contract. The Contract shall also set forth the
amount of the Fee.
1.5. The County shall keep the Property and anything stored thereon in good order and
repair and in a clean, safe, and healthful condition.
1.6. At the termination or cancellation of this Amendment, the County shall leave the
Property in the same condition that the County found it and clean of all rubbish. The
County shall remove of all of its personal property within thirty (30) days of
expiration or termination of this Amendment.
2. County Responsibilities.
2.1. Office Supplies and Equipment. The County shall provide all its office supplies,
computer hardware and software, and office equipment for its business,
administrative and programmatic operations of PACE.
2.2. Telephones. The County shall provide and pay for telephones for its use.
2.3. IT Services. The County shall provide and pay for all IT services and equipment for
its use, including computer hardware and software, printers, Internet, and connections
to the County network.
2.4. The County and all persons performing work on behalf of the County shall not in any
manner hold themselves out to be agents or employees of CMH Authority.
2.5. The County shall keep any personal property located or stored at the Property in good
order and repair.
2.6. The County is responsible for and shall obtain, at its sole expense, all necessary
licenses, permits, and other governmental approvals that are necessary for use of the
Property.
3. CMH AUTHORITY Responsibilities.
3,1. Security Services. CMH Authority shall be responsible to provide security services
for the Property. The costs associated with the provision of the security services are
included in the License Fee. If the County requires or desires different security
services or equipment, it may obtain these services and equipment at its own cost.
3.2. Custodial Services. CMH Authority shall be responsible to perform all custodial
services for the Property. The costs associated with the provision of the custodial
services are included in the License Fee.
3.3. CIVIH Authority and all persons performing work on behalf of CMH Authority shall
not in any manner hold themselves out to be agents or employees of the County.
4. Utilities. The costs associated with the connection to and use of utilities for the Property
are included in the License Fee.
5. Maintenance and Repair of the Property. Maintenance and repair of the Property shall
be performed as set forth in the Sublease,
6. Alterations/Additions/Improvements to the Property. If the County requests an
alteration, addition or improvement to the Property, it shall be responsible for all costs
associated with such alteration, addition or improvement to the Property. Al! alterations,
additions, or improvements to the Property shall be made by the County.
7. Liability/Assurances.
7.1. Damage to County Property. The County shall be solely liable and responsible for
any property loss or damage resulting from fire, theft or other means to the County's
personal property located, kept, or stored on the Property during the term of this
Agreement.
7.2. Liability. Liability of the Parties as it relates to this Amendment is set forth in the
Sublease.
8, Termination. Either Party may terminate this Amendment upon thirty (30) days written
notice to the other Party for any reason.
9. Compliance with Law. The Parties, including their employees, agents, invitees, and
subcontractors must comply with all applicable federal, state, and local laws, regulations
and ordinances, and the requirements of this Amendment,
10. Successors and Assigns. This Amendment shall be binding upon and inure to the benefit
of the successors and assigns of the Parties.
11. Counterparts. This Amendment may be executed in one or more counterparts, including
facsimile copies, each of which shall be deemed an original, but all of which shall together
constitute one instrument.
12. Except as otherwise modified in this Amendment, all other terms of the Contract shall
remain in full force and effect.
13. Precedence of Documents. The Contract or this Amendment in no way amends or
modifies the Sublease. If there is any conflict between the provisions of the Sublease and
the Contract or this Amendment or the Contract or Amendment is silent with respect to an
issue, the provisions of the Sublease shall control.
The individual or officer signing this Amendment certifies by his or her signature that he or she
is authorized to sign this Amendment.
For Oakland County:
Michael Gingell, Chairperson, Date
Oakland County Board of Commissioners
For Oaldand County Community Mental Health Authority
By: Date
Title:
Exhibit A
OCCMHA Sublease with the County of Oakland for Building 32 East
Exhibit C
Floor Plan for PACE Space in Building 32 East
EXHIBITA
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 LiBond 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:
1.3.1. 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.
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EXHIBIT A
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 CM-IA
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
EXHIBIT A
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 far 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
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EXHIBIT A
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.
E. 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-
5
EXHIBIT A
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
EXHIBIT A
8. Expenses of Issuing and Payment of Ponds. The County shall
cause the Authority to pay, from the proceeds of the sale of
the Ponds, 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 he
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.
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EXHIBIT A
10. Maintenance, Repairs, Service 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
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EXHIBIT A
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
M) 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 nClaims" 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
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EXHIBIT A
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.
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EXHIBIT A
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 cif 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
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EXHIBIT A
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
EXHIBIT A
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
EXHIBIT A
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 9s) 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 CMHA 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 he
responsible to reimburse the County for real property
insurance deductibles which stem from losses caused by
the County or its employees or agents.
14
EXHIBIT A
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.
1 5
EXHIBIT A
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.
14.1.0. 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.
14.2.1. The Contractor shall notify CMHA and the
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
EXHIBIT A
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 he 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
EXHIBIT A
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 96)
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
EXHIBIT A
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.
l. 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 Co 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
EXHIBIT A
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
EXHIBITA
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
EXHIBIT A
Sublease, except that CMHA shall pay all Direct Costs of the
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
EXHIBIT A
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
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 M OF SECTION 24, T-3-N., R-9-E.,
WATERFORD TOWNSHIP, OAKLAND COUNTY, MICHIGAN, MORE
PARTICULARLY DESCRIBED AS:
COMMENCING AT THE EAST M CORNER OF SECTION 24; THENCE N.02°
34'35"W., 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 5.01° 25 1 26"E., 193.41 FEET; THENCE 5.84° 44 1 55"W.,
259.85 FEET; THENCE N.02° 18'10W., 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 5.87° 22'28"W., 29.71
FEET; THENCE N.02° 26'32W., 152.32 FEET; THENCE N.84°
33'06"E., 35.60 FEET; THENCE 5.02 ° 18 1 10"E., 12.02 FEET;
THENCE N.84° 33 1 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 M OF SECTION 24, T-3-N., R-9-E.,
WATERFORD TOWNSHIP, OAKLAND COUNTY, MICHIGAN, MORE
PARTICULARLY DESCRIBED AS:
COMMENCING AT THE EAST M CORNER OF SECTION 24; THENCE N.02°
34 1 35 11 W., 1537,66 FEET ALONG THE EAST LINE OF SAID SECTION 24;
THENCE 5.87 0 25'25W., 771.24 FEET TO THE POINT OF BEGINNING;
THENCE S.02 0 36 1 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° 40'11" AND A LONG A CHORD BEARING OF
5.10° 26'38"E., 88.61 FEET; THENCE S.18° 16 1 44E., 48,41 FEET;
THENCE ALONG A CURVE TO THE RIGHT 27.98 FEET SAID CURVE HAVING
A RADIUS OF 20_00 FEET, A CENTRAL ANGLE OF 108° 48 1 35" AND A
LONG CHORD BEARING OF S.36 0 07'34"W., 32.53 FEET; THENCE N.89°
28'09"W., 81.19 FEET; THENCE ALONG A CURVE TO THE RIGHT 7.39
EXHIBIT A
FEET SAID CURVE HAVING A RADIUS OF 10.00 FEET, A CENTRAL ANGLE
OF 42° 20 1 24, AND A LONG CHORD BEARING OF N,68° I7'57"W.,
7.22 FEET; THENCE N.47° 07 1 45"W., 539.69 FEET; THENCE N.20 0 17'40"W., 192.43 FEET; THENCE N.89 0 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
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.
G. 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
EXHIBIT A
B. 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 $14,500,000.00
3
EXHIBMT A
SCALE: i"..300'
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BEGINNING PARCEL 2 0
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FOUND
REMON
CAP
SKETCH OF DESCRIPTION
CMHA LEASE AREA
NORTHEAST 1/4 OF SECTION 24, T-3-N.,
WATERFORD TWP., OAKLAND COUNTY, MICHIGAN
Mar'
Giffels-Webster Engineers, Inc.
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SCALE: 1">I00'
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PARCEL I
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PARCEL ID. NO. 10-24-227-001
LEASE
\ PARCEL 2 /
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h
EXHIBIT A
SKETCH OF DESCRIPTION
CMHA LEASE AREA
NORTHEAST 1/4 OF SECTION 24, T-3-N., R-9-E„
WATERFORD TWP., OAKLAND COUNTY, MICHIGAN
AgniF"riw' Giffels-webster Engineers, Inc. Minna WM gufivErnRs PLIYfl 1.410sc1pa &gam= DESICDT: WI BOND mint-r, RocRgsfri3 Sif. 40309 (24) SS2-,I$O
DATE 01/12/12 CHECKED BY DATE
I SECTION; 24
AWN: WA rNli in2
T-34s!„ R-9-$.
SCALE 1-1(VY
SI= 2 OD 3
MO No 16&34.36
EXHIBIT A
LEGAL DESCRIPTIONS
CMHA LEASE PARCEL I
PART OF THE NORTHEAST 1/4 OF' SECTION 24, T-3-N„ R-9-E., WATERFORD TOWNSHIP, OAKLAND COUNTY, MICHIGAN, MORE PARTICULARLY DESCRIBED AS:
COMMENCING AT THE FAST 1/4 CORNER or SECTION 24; THENCE N.02° 34'35"W„ f525.15 FEET ALONG
THE EAST LINE CF SAID SECTION 241 THENCE S. 57°25'25"W., 413,10 FEET TO THE POINT OF BEGINNING; THENCE 5_01'2528"E., 193.41 FEET: 'THENCE S.84* 44'65"W_ 259_85 FEET; THENCE N.02 •1810"W.,
45.23 FEET: THENCE ALONG A CURVE TO THE LEFT 7,58 FEET SAID CURVE HAVING A RADIUS OF 5.09 FEET, A CENTRAL ANGLE or 90' 18'22' AND A LONG CHORD SEARING OF N.47°27'21"W., 7.09 FEET; THENCE 5,57" 23.28W., 29.71 FEET; THENCE N.02 ° 36'32"W., 152.32 FEET; THENCE N.24'33'06"E., 35.60 FEET; THENCE 5,02" 1810"E., 12.02 FEET: THENCE N.84' 35'05"E 262.87 FEET TO THE POINT OF BEGINNING AND CoNTAKNO 1.28 ACRES.
SUBJECT TO ANY EASEMENTS OR RESTRICTIONS RECORDED OR OTHERWISE.
PART OF PARCEL ID N0,13-24-227-001
CMHA LEASE PARCEL 2
PART OF THE NORTHEAST 1/4 OF SECTION 24, T-3-N„ R-D-E„ WATERFORD TOWNSHIP, OAKLAND COUNTY,
MICHIGAN, MORE PARTICULARLY DESCRIBED AS;
COMMENCING AT THE EAST 1,4 CORNER OF SECTION 241 THENCE NM' 34'35"W„ 1537.86 FEET ALONG THE EAST LINE or SAID SECTION 24; THENCE S. 87°25'25"W., 771_24 FEET TO THE POINT OF BEGINNING: THENCE S.02' 3632"E., 352.51 FEET; THENCE ALONG A CURVE TO THE LEFT 86.86 FEET SAID CURVE HAVNG A RADIUS Or 325.00 FEET, A CENTRAL ANGLE OF 15° 4011" AND A LONG CHORD BEARING OF
S.10"25'38"E., sa.at FEET; THENCE S_18. 16'44"E., 48.41 FEET; THENCE ALONG A CURVE TO THE RIGHT
37.08 FEET SAID CURVE HAVING A RADIUS OF 20,00 FEET, A CENTRAL ANGLE OF 108 0 48'35" AM A LONG CHORD DEARING OF 5.36' 07'34"W., 32,53 FEET; THENCE N.69'213'09"W., 51,15 FEET: THENCE ALONG A CURVE To THE RIGHT 7.39 FEET SAID CURVE HAVING A RADIUS Or 10.00 FEET, A CENTRAL ANGLE OF
42'20'24, AND A LONG CHORD BEARING OF N.58° 17'57"W., 7_22 FEET; THENCE N.47- 07'45"W., 5,35.69 FEET; THENCE N.20° 17'40"W., 192.43 FEET: THENCE N,69' 57'21°E., 520.23 FEET TO THE POINT
OF BEGINNING AND CONTAINING 4.35 ACRES.
SUBJECT TO ANY EASEMENTS OR RESTRICTIONS RECORDED OR OTHERWISE.
PART OF PARCEL ID NO.13 -24-227 -001
111 SKETCH OF DESCRIPTION
CMHA LEASE AREA
NORTHEAST IA OF SECTION 24, T -3-N., R -9 -E.,
WATERFORD TWP,, OAKLAND COUNTY, MICHIGAN
AMILtilF ri Giffele-Webster Engineers, Inc.
.81701111SRS LIFO Stravrofis MINIMS LANDSCAPE LAWITPCTS Z471 B/170 Sn-1117, BLICIMSTZR MILS, MT, 4,.319
(148) 8-0100
DATE: 01/12/12 CRECKEID BY DATE scALE: 1...13a
DRAWN; LDA Paz IA2 SHEET: 2 092
DESIGN:
SECTION: 24 T-2-N, R-9-3. yon No; 1683426
111
EXHIBIT A
EXHIBIT B -1
1
EXHIBIT A
EXHIBIT B-2
[TO BE INSERTED AFTER BONDS ARE SOLD]
2
EXHIBIT A
EXHIBIT C
REDEMPTION PROVISIONS
EXHIBIT A
EXHIBIT D
[CMHA' S ARBITRAGE CERTIFICATE]
Resolution #14240 October 8, 2014
The Chairperson referred the resolution to the Finance Committee. There were no objections.
FISCAL NOTE (M.R. #14240) October 23, 2014
BY: FINANCE COMMITTEE, TOM MIDDLETON, CHAIRPERSON
IN RE: DEPARTMENT OF FACILITIES MANAGEMENT/HEALTH & HUMAN
SERVICES — REQUEST FOR APPROVAL OF OAKLAND COUNTY INTERLOCAL
AGREEMENT AMENDMENT #6 BETWEEN OAKLAND COUNTY AND THE 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 Amendment #6 of the Interlocal Agreement between
the County of Oakland and the Oakland County Community Mental Health Authority
(OCCMHA) to move the operations of the Prior Authorization and Centralized
Evaluation (PACE) office, operated by the County, to the Resource & Crisis Center.
2. The PACE office will occupy 1,570 square feet of space at the Resource & Crisis
Center to provide better access to service their customers.
3. The term of this Amendment shall commence on April 1, 2014 and shall end on the
date the Interlocal Agreement is terminated or cancelled pursuant to this
Amendment.
4. The License Fee for use of the property remains the same and includes security
services, custodial services, and utilities provided by OCCMHA.
5. The Amendment provides the delineation of space and clarification of
responsibilities between Oakland County and the Oakland County Community
Mental Health Authority.
6. No budget amendment is required.
Fl CE COMMITTEE
FINANCE COMMITTEE VOTE:
Motion carried unanimously on a roll call vote with Long absent.
Resolution #14240 October 23, 2014
Moved by Spisz supported by McGillivray the resolutions (with fiscal notes attached) on the amended
Consent Agenda be adopted (with accompanying reports being accepted).
AYES: Gershenson, Gingell, Gosselin, Hatchett, Hoffman, Jackson, Long, Matis, McGillivray,
Middleton, Quarles, Runestad, Scott, Spisz, Taub, Weipert, Woodward, Zack, Bosnic,
Dwyer. (20)
NAYS: None. (0)
A sufficient majority having voted in favor, the resolutions (with fiscal notes attached) on the amended
Consent Agenda were adopted (with accompanying reports being accepted).
//L/1 11
11-11±IFILILff
CHIEF DEPUTY COUNTY EXECUTNE
ACTING PURSUANT TO MCL 45.558A (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 October 23,
2014, 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 231d day of October 2014.
Lisa Brown, Oakland County