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HomeMy WebLinkAboutResolutions - 2015.10.22 - 22042MISCELLANEOUS RESOLUTION #15250 October 7, 2015 BY: Planning and Building Committee, Philip Weipert, Chairperson IN RE: DEPARTMENT OF FACILITIES MANAGEMENT — RESOLUTION AUTHORIZING THE LEASE CONTRACT WITH THE OAKLAND COUNTY BUILDING AUTHORITY TO FINANCE A NEW ANIMAL SHELTER LOCATED IN OAKLAND COUNTY, MICHIGAN To the Oakland County Board of Commissioners Chairperson, Ladies and Gentlemen: WHEREAS there have been prepared and presented to the Board of Commissioners (the "Board") of the County of Oakland, Michigan (the "County"), conceptual documents describing the project to finance a new animal shelter located in the County of Oakland (the "Project"), all as more fully described in EXHIBIT A to the Lease Contract (as hereinafter defined), and a proposed Lease Contract between the County and the Oakland County Building Authority (the "Authority") dated as of October 1, 2015 (the "Lease Contract"), pursuant to which the Authority will construct, furnish and equip the Project as contemplated by the terms of Act No. 31, Public Acts of Michigan, 1948 (First Extra Session), as amended ("Act 31"), and lease the Project to the County for a term not to exceed 50 years as permitted by Act 31; and WHEREAS it has been estimated that the period of usefulness of the Project to be not less than 35 years and that the total cost of constructing, furnishing, and equipping the Project (as defined in the Lease Contract) in an amount not to exceed $15,450,000 which will be provided by the proceeds from the sale of bonds by the Authority pursuant to Act 31. NOW THEREFORE BE IT RESOLVED BY THE BOARD OF COMMISSIONERS OF THE COUNTY OF OAKLAND, MICHIGAN, as follows. 1. The conceptual documents and estimates relating to the Project and identified in EXHIBIT A to APPENDIX I hereto are hereby approved and ordered filed with the County Clerk. 2. The Lease Contract in the form of APPENDIX I hereto is hereby approved and the Chairperson of the of the Board of Commissioners and the County Clerk are hereby authorized and directed to execute and deliver the same for and on behalf of the County. Final plans and project description shall be approved by the Planning and Building Committee of the Board of Commissioners before they are attached to the Lease Contract to be executed. 3. The County Executive, if necessary, is authorized to file for approval to issue the bonds from the State of Michigan, Department of Treasury ("Treasury"), to pay the related fee, and to execute and deliver such other documents as may be requested by the Treasury. 4. All activities involved in the planning and construction of this Project under this resolution shall comply with the standing rules of the Board of Commissioners. BE IT FURTHER RESOLVED that the Chairperson of the Board of Commissioners is authorized fill in the blanks in Exhibit B to Lease Contract prior to executing and filing this document with the Oakland County Clerk. Chairperson, on behalf of the Planning and Building Committee, I move the adoption of the foregoing resolution. PLANNING AND BUILIDING COMMITTEE VOTE: Motion carried unanimously on a roll call vote. APPENDIX I LEASE CONTRACT THIS FULL FAITH AND CREDIT GENERAL OBLIGATION LEASE CONTRACT ("Lease") made as of October 1, 2015, by and between the OAKLAND COUNTY BUILDING AUTHORITY (the "Authority"), a building authority organized and existing under and pursuant to the provisions of Act No. 31, Public Acts of Michigan, 1948 (First Extra Session), as amended ("Act 31"), and the COUNTY OF OAKLAND, a County of the State of Michigan (the "County"), WITNESSETH: WHEREAS, the Authority has been incorporated by the County pursuant to Act 31 for the purpose of acquiring, furnishing, equipping, owning, improving, enlarging, operating and maintaining a building or buildings, automobile parking lots or structures, recreational facilities and stadiums, and the necessary site or sites therefor, for the use of the County; and WHEREAS, the County desires to undertake a project to construct, furnish, and equip a new animal control facility located in the County of Oakland, as more fully described in EXHIBIT A to this Lease (the "Project"), and it is proposed that the Authority undertake the Project; and WHEREAS, it is proposed that the Authority finance the total cost of the Project by the issuance of building authority bonds payable from cash rental payments to be made by the County to the Authority pursuant to this Lease and Act 31; and WHEREAS, a description of the Project, and estimate of the period of usefulness thereof and an estimate of the total cost of the Project, all as set forth on EXHIBIT A to this Lease, have been reviewed and approved by the Board of Commissioners of the County; and WHEREAS, in order to make possible the issuance of building authority bonds to finance all or a portion of the total cost of the Project, it is necessary under Act 31 for the parties to enter into this Lease; THEREFORE, IN CONSIDERATION OF THE MUTUAL UNDERTAKINGS AND AGREEMENTS SET FORTH BELOW, IT IS HEREBY AGREED BY AND BETWEEN THE PARTIES TO THIS LEASE AS FOLLOWS: 1. Authorization and Issuance of Bonds. As soon as practicable after the effective date of this Lease, the Authority shall proceed to authorize and issue one or more series of its building authority bonds in the aggregate principal amount of not to exceed $15,450,000 (the "Bonds"), pursuant to and in accordance with provisions of Act 31, for the purpose of constructing, furnishing and equipping the Project. The Authority shall pledge for the payment of the principal of and interest on the Bonds the receipts from the cash rental payments described and required to be paid by the County pursuant to this Lease. The Bonds of any series shall be dated November 1, 2015 or the first day of any later month in 2015 or 2016 and the final maturity may be at any time up to and including December 1, 2040 as the Authority shall approve in the resolution authorizing issuance of the Bonds (the "Bond Resolution"). The Bonds shall bear interest at a rate or rates that will result in a net interest cost not exceeding 6% per annum. Interest shall be payable semi-annually and shall begin as specified in the Bond Resolution until maturity of the bonds and shall mature in accordance with the Debt Retirement Schedule set forth on EXHIBIT B to this Lease. Each date on which any payment of principal of and/or interest on any bond is due is referred to herein as a "Bond Payment Date." The Bonds may be payable on the first day of a different month, if necessary, to match rental income paid to the County. The County and the Authority recognize and acknowledge that (a) such Debt Retirement Schedule is based upon an assumed interest rate and date of issuance of the Bonds and upon assumed Bond Payment Dates, all as set forth in EXHIBIT B, (b) the Bond Payment Dates will be specified in the Bond Resolution, (c) the date and amount of each payment of cash rental required under this Lease will be determined (subject to the limitations expressed in the preceding paragraph of this Section) when the Bond Resolution is adopted by the Authority and the Bonds are sold, by application of the rate or rates of interest (that will result in a net interest cost not exceeding 6% per annum) actually borne by the Bonds. The Bonds may be sold subject to redemption prior to maturity at the option of the Authority with such redemption premiums and upon such terms as shall be set forth in the Bond Resolution. Upon receipt of the proceeds of the sale of the Bonds, all premium, capitalized interest, if any, and accrued interest received from the purchaser or purchasers of the Bonds shall be transferred to a bond and interest redemption fund, and the balance of such proceeds shall be deposited into an construction fund, each of which shall be established by the Bond Resolution and maintained as a separate depository account of the Authority. The money in the construction fund shall be used to pay costs of the Project, and upon payment of all such costs, any excess money in the construction fund will be used as provided in Section 4. In the event that for any reason after the date upon which this Lease is executed, but before the Bonds have been issued, it appears to the County and the Authority that the part of the Project to be paid by bond proceeds can be constructed, furnished and equipped for less than $15,450,000, or the County shall be able to make payment in advance on the cash rental payments payable pursuant to this Lease, the Authority may reduce the amount of bonds to be issued in multiples of $5,000 and reduce the annual maturities or the years of maturities as the County Treasurer shall direct. 2. Transfer of Title to and Completion of Project. The Authority owns the real property upon which the project will be constructed, specifically, Parcel ID. Number: 13-24-227-001. The real property is already leased to the County, The Authority shall construct, furnish, and equip the Project, which shall be leased to the County pursuant to this lease. The plans, cost estimate and estimated period of usefulness for the Project, all of which have been filed with the County Clerk and the Secretary of the Authority, are hereby approved and adopted. The Project shall be implemented in substantial accordance with such plans which are incorporated as part of (but not attached to) this Lease. No major changes in such plans shall be made without the written approval first by the County and then by the Authority, 3. Increased Project Costs. In the event that it shall appear, upon determining the costs for the constructing, furnishing and equipping of the Project and after issuance of the Bonds, that the Project cannot be completed at the estimated cost, the Authority shall immediately notify the County. The County may elect to pay the increased cost in cash to the Authority in which event the amount of such cash payment shall be deposited in the construction fund for the Project and the Authority shall proceed to construct, furnish and equip and complete the Project. In the alternative, the County and the Authority may agree, by an amendment to this Lease, that additional bonds shall be issued by the Authority in an amount sufficient to pay the increased Project costs. If, after the sale and issuance of the Bonds, it shall become necessary to raise additional funds to pay for an increase in the Project costs and this Lease cannot be amended to provide for the issuance of additional bonds, or if for any other reason additional bonds cannot be issued, the County shall pay to the Authority in cash an amount which will be sufficient to enable the Authority to complete the Project in accordance with the plans of the Project. 4. Funds Remaining After Completion. Any unexpended balance of the proceeds of the sale of the Bonds remaining after completion of the Project may be used to improve or enlarge the Project upon the approval of the Planning and Building Committee of the Board of Commissioners provided that such use of the funds in the construction fund has been approved by the Municipal Finance Division of the Michigan Department of Treasury, if necessary, and the County. Any unexpended balance not so used shall be paid into the bond and interest redemption fund, and the County shall receive a credit against the 2 cash rental payments next due under this Lease to the extent of the moneys so deposited in the manner provided in the Bond Resolution. 5. Insurance Requirements. The Authority shall require any contractor or contractors for the Project to furnish all necessary bonds guaranteeing performance and all labor and material bonds and all owner's protective, workers' compensation and liability insurance required for the protection of the Authority and the County. Such bonds and insurance, and the amounts thereof, shall be subject to approval of the County's Department of Risk Management on the advice of its counsel. The Authority also shall require a sufficient fidelity bond from any person handling funds of the Authority. 6. Lease Term; Possession; Reconvevance. (a) The Authority does hereby lease the Project, as described in Exhibit A, to the County for a term commencing on the effective date of this Lease (determined as provided in Section 22) and ending on December 31, 2040, or such earlier or later date as the principal of and premium, if any, and interest on the Bonds, the fees and expenses of the paying agent for the Bonds and all amounts owing hereunder have been paid in full, but in any event the term of this Lease shall not exceed 50 years. Possession of the Project shall vest in the County upon the complete execution of the Lease. At the end of the term of this Lease, the Authority shall convey to the County all of its right, title and interest in and to the Project and any lands, easements or rights-of-way appertaining thereto, and upon such conveyance, this Lease shall terminate, and the Authority shall have no further interest in, or obligations with respect to, the Project. (b) The County shall, upon the terms and conditions set forth in this Lease, acquire and convey to the Authority all lands, buildings, tenements, hereditaments, easements and rights-of-way necessary to enable the Authority to complete the Project in accordance with the plans. 7. Cash Rental; Pledge of Full Faith and Credit. The County hereby agrees to pay to the Authority as cash rental for the Project such periodic amounts as shall be sufficient to enable the Authority to pay the principal of and interest on the Bonds as such principal and interest shall become due, whether at maturity or by redemption. For so long as any bonds are outstanding, the County shall pay to the Authority, on the Bond Payment Date, an amount sufficient to pay the principal and/or interest due on the Bonds on such Bond Payment Date. The County hereby pledges its full faith and credit for the payment of the cash rental when due and agrees that it will levy each year such ad valorem taxes as shall be necessary for the payment of such cash rental, which taxes, however, will be subject to applicable constitutional and statutory limitations on the taxing power of the County, and which shall not be in an amount or at a rate exceeding that necessary to pay its contractual obligation pursuant to this Lease. If the County, at the time prescribed by law for the making of its annual tax levy, shall have other funds on hand which have been set aside and earmarked for payment of its obligations under this Lease for which a tax levy would otherwise have to be made, then the tax levy shall be reduced by the amount of such other funds. Such other funds may be raised from any lawful source. The obligation of the County to make such cash rental payments shall not be subject to any set-off by the County nor shall there be any abatement of the cash rental payments for any cause, including, but not limited to, casualty that results in the Project being untenantable. 8. Expenses of issuing and Payment of Bonds. The Authority shall pay from the proceeds of the sale of any series of the Bonds all expenses incurred with respect to the issuance of the Bonds. The County agrees to pay to the Authority, in addition to the cash rental provided for in Section 7, all expenses incurred with respect to the issuance and payment of the Bonds, to the extent not so paid from the proceeds from the sale of the Bonds. The obligation of the County to make such payments shall be a general obligation of the County. 9. Preliminary Expenses of the County. Upon the sale of the Bonds, the County shall give the Authority a full and complete accounting of the preliminary costs and expenses incurred on or before that date by the County in connection with the Project, and the Authority shall thereupon reimburse the 3 County for such costs and expenses to the extent that such costs and expenses were included in the portion of the total cost of the Project to be paid from bond proceeds. 10. Maintenance and Repairs. The County shall, at its own expense, operate and maintain the Project and shall keep the same in good condition and repair. Operation and maintenance shall include but not be limited to the following: the furnishing of all personnel, equipment and facilities; the provision of all light, power, heat, water, sewerage, drainage and other utilities; and the furnishing of all properties and services of whatever nature, as shall be necessary or expedient in the efficient and lawful operation and maintenance of the Project. Premiums for insurance required to be carried upon or with respect to the Project or the use thereof and taxes levied upon either party hereto on account of the ownership or use of the Project, or on account of rentals or income from the Project, shall likewise be deemed operation and maintenance expenses. The obligation of the County to pay all costs and expenses of the operation and maintenance of the Project shall be a general obligation of the County. 11. Property Insurance and Insurance Proceeds. The County shall cause to be provided, at no expense to the Authority, fire and extended coverage insurance in an amount which is at least equal to the amount of bonds outstanding from time to time or to the amount of the full replacement cost of the Project if that amount be less than the amount of bonds outstanding. In the event of the partial or total destruction of the Project during or after construction, or if the Project is for any reason made unusable, the cash rental payments provided in Section 7 shall continue unabated. In the event the insurance proceeds are payable to the County, the County shall have the option to use the proceeds of insurance, in the event of loss or damage to the Project, for the repair or restoration of the Project. 12. Liability Insurance. The County shall cause to be provided and maintained during the term of this Lease adequate liability insurance or self insurance protecting the County and the Authority against loss on account of damage or injury to persons or property, imposed by reason of the ownership, possession, use, operation, maintenance or repair of the Project and the site of the Project, or resulting from any acts of omission or commission on the part of the County or the Authority or their respective officers or employees in the connection with the Project. Such insurance shall be made effective upon the complete execution of this Lease. 13, No Unlawful Use Permitted. The Project shall not be used or permitted to be used in any unlawful manner or in any manner which would violate the provisions of any contract or agreement between the County or the Authority and any third party. To the extent permitted by law, the County shall hold the Authority harmless and keep it fully indemnified at all times against any loss, injury or liability to any persons or property by reason of the use, misuse or non-use of the Project or from any act or omission in, on or about the Project. The County shall, at its own expense, make any changes or alterations in, on or about the Project which may be required by any applicable statute, charter, ordinance or governmental regulation or order and shall save the Authority harmless and free from all costs or damages with respect thereto. 14. Alterations of Project. The County, in its sole discretion, may install or construct in or upon, or may remove from the Project, any equipment, fixtures or structures, and may make any alterations to or structural changes in, the Project as the County may desire in accordance with the standing rules of the Board of Commissioners. 15, Right of Inspection. The Authority, through its officers, employees, or agents, may enter upon the Project at any reasonable time during the term of this Lease for the purpose of inspecting the Project and determining whether the County is complying with the covenants, agreements, terms and conditions of this Lease. 16. Contractual Rights of Bondholders. Inasmuch as this Lease, and particularly the obligation of the County to make cash rental payments to the Authority, provides the security for payment of the principal of and interest on the Bonds, it is hereby declared that this Lease is made for the benefit of 4 the holders from time to time of the Bonds as well as for the benefit of the parties and that such holders shall have contractual rights under this Lease. In the event of any default under this Lease on the part of the County, the Authority and the holders of the Bonds shall have all rights and remedies provided by law, including in particular all rights and remedies provided by Act 31. The parties shall not do nor permit to be done any act, including amending this Lease, that would impair the security of the Bonds or the rights of the holders of the Bonds. An amendment of this Lease 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. 17. Appurtenant Facilities. The site on which this Project is to be located includes or will include roadways, walks, drives, parking areas and landscaping which are of benefit to and necessary to the full use and enjoyment of the Project, the County shall maintain such appurtenant facilities in good repair and condition. The appurtenant facilities shall be available to the users and occupants of the Project. 18. Successors and Assigns. This Lease 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 Lease nor shall any assignment be made which would impair the security of the Bonds or the rights of the holders of the Bonds. 19. Abandonment of Project. In the event the Bonds to finance the Project cannot be or are not issued by the Authority on or before December 31, 2018, the Project shall be abandoned, the County shall pay from available funds all expenses of the Authority incurred to the date of abandonment, and neither party shall have any further obligations under this Lease. 20. Consents, Notices, Etc. The right to give any consent, agreement or notice required or permitted in this Lease shall be vested, in the case of the County, in its Board of Commissioners, and in the case of the Authority, in its Commission. Any notice required or permitted to be given under this Lease shall be given by delivering the same, in the case of the County, to the County Clerk, and in the case of the Authority, to any member of its Commission. 21. 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 the County, the terms and provisions of this Lease shall be unaffected thereby insofar as the obligation of the County to make the cash rental payments is concerned. The proceeds of any sale or other liquidation of any interest of the County or the Authority 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. 22. Effective Date of Lease. This Lease shall become effective on the 61st day after publication of a Notice of Intention in the Oakland Press, a newspaper published in Pontiac, Michigan, as required by Act 31, provided that if a petition for a referendum is filed as provided in (and meeting all requirements of) Section 8b of Act 31, then this Lease shall not become effective unless and until approved by a majority of the electors of the County voting thereon at a general or special election. 23. Undertaking to Provide Continuing Disclosure. The County and the Authority hereby covenant and agree, for the benefit of the beneficial owners of the Bonds, to enter into a written undertaking (the "Undertaking") required by SEC Rule 15c2-12 promulgated by the Securities and Exchange Commission pursuant to the Securities and Exchange Act of 1934 (the "Rule") to provide continuing disclosure of certain financial information and operating data and timely notices of the occurrence of certain events in accordance with the Rule. The undertaking shall be in the form attached to the official statement for the Bonds. This Undertaking shall be enforceable by the beneficial owners of the Bonds or by the Purchaser(s) on behalf of such beneficial owners (provided that the Purchaser(s) right to enforce the provisions of this Undertaking shall be limited to a right to obtain specific enforcement of the 5 obligations hereunder and any failure by the County and the Authority to comply with the provision of this Undertaking shall not be an event of default with respect to the Bonds). The County Treasurer and the Chairperson or Treasurer of the Authority, or other officer of the County or Authority charged with the responsibility for issuing the Bonds, shall provide a Continuing Disclosure Certificate for inclusion in the transcript of proceedings, setting forth the details and terms of the County's and Authority's Undertaking, IN WITNESS WHEREOF, the OAKLAND COUNTY BUILDING AUTHORITY, by its Commission, and the COUNTY OF OAKLAND, by its Board of Commissioners, have caused this Lease 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. WITNESSES TO SIGNATURES OAKLAND COUNTY BUILDING AUTHORITY OF AUTHORITY OFFICERS: By: Chairperson of its Commission By: Secretary of its Commission WITNESSES TO SIGNATURES COUNTY OF OAKLAND OF COUNTY OFFICERS: By: Chairperson, Board of Commissioners By: County Clerk las.rl-oak278 6 STATE OF MICHIGAN) )ss. COUNTY OF OAKLAND) On this day of , before me appeared and , to me personally known, who being by me duly sworn, did each say that they are, respectively, the Chairperson and the Secretary of the Commission of the OAKLAND COUNTY BUILDING AUTHORITY and that the foregoing Lease Contract was signed and sealed by them on behalf of the Authority by authority of its Commission, and that such persons acknowledged such instrument to be the free act and deed of the Authority. Is/ Notary Public State of Michigan, County of Oakland My commission expires Acting in the County of Oakland (Seal) STATE OF MICHIGAN) )ss. COUNTY OF OAKLAND) On this day of , before me appeared and , to me personally known, who being by me duly sworn, did each say that they are, respectively, the Chairman of the Board of Commissioners and the County Clerk of the COUNTY OF OAKLAND and that the foregoing Lease Contract was signed and sealed by them on behalf of the County by authority of its Board of Commissioners, and that such persons acknowledged such instrument to be the free act and deed of the County. ls1 Notary Public State of Michigan, County of Oakland My commission expires Acting in the County of Oakland (Seal) Instrument Drafted By: John R. Axe Axe & Ecklund, P.C. 21 Kercheval, Suite 360 Grosse Pointe Farms, Michigan 48236 las.r1 -oak278 7 EXHIBIT A to LEASE CONTRACT PROJECT DESCRIPTION The project will consist of a 30,500 sq. ft. facility designed to accommodate cats and dogs in a new Animal Control Facility to be located next to the Sheriffs Administration building on the main Oakland County campus in Pontiac, Michigan. Projected Cost Summary for a New Animal Shelter: Total Project Construction Cost: • Site work, electrical connection, 500 KW generator, other misc., and building construction cost; • Construction management fees, testing, permits, other; • Architect/Engineering fees, other owner's costs, phone, data, security; • Furnishings/fixtures/equipment, other misc., and Contingency : $15,200,000 Financing Costs Including Bond Discount and Contingency: $ 250 000 Total Estimated Bond Issue Size: $15,460,000 las.rt-oak278 EXHIBIT B to LEASE CONTRACT OAKLAND BUILDING AUTHORITY PROJECT SCHEDULE OF PRINCIPAL AND INTEREST DUE AMOUNT TOTAL $ APPENDIX II NOTICE OF INTENTION OF THE COUNTY OF OAKLAND TO ENTER INTO A LEASE CONTRACT WITH THE OAKLAND COUNTY BUILDING AUTHORITY AND NOTICE OF RIGHT TO PETITION FOR REFERENDUM THEREON TO ALL ELECTORS AND TAXPAYERS OF THE COUNTY OF OAKLAND: NOTICE IS HEREBY GIVEN that the Board of Commissioners of the County of Oakland, Michigan (the "County"), has authorized the execution of a full faith and credit general obligation lease contract (the "Lease") between the County and the Oakland County Building Authority (the "Authority"). The Lease provides, among other things, for the following purposes: See Exhibit A to be located at: See Exhibit A (the "Project"). The Lease provides further that the Authority will finance all or a portion of the total cost of the Project by the issuance of one or more series of building authority bonds (the "Bonds") pursuant to the provisions of Act No. 31, Public Acts of Michigan, 1948 (First Extra Session), as amended ("Act 31"), in anticipation of the receipt of cash rental payments to be made by the County to the Authority pursuant to the Lease. The maximum amount of bonds to be issued in one or more series shall not exceed $15,450,000, the term of the Lease shall not exceed 50 years and the Bonds shall bear interest at a rate or rates that will result in a net interest cost of not more than 6% per annum. FULL FAITH AND CREDIT AND TAXING POWER OF THE COUNTY OF OAKLAND WILL BE PLEDGED NOTICE IS FURTHER GIVEN that in the Lease the County will obligate itself to make cash rental payments to the Authority in amounts sufficient to pay the principal of and interest on the Bonds. The full faith and credit of the County will be pledged for the making of such cash rental payments. Pursuant to such pledge of its full faith and credit, the County will be obligated to levy such ad valorem taxes upon all taxable property in the County as shall be necessary to make such cash rental payments, which taxes, however, will be subject to applicable statutory and constitutional limitations on the taxino power of the County. In addition to its obligation to make cash rental payments, the County will agree in the Lease to pay all costs and expenses of operation and maintenance of the Project and all expenses of the Authority incidental to the issuance and payment of the Bonds, to the extent such expenses are not payable from the proceeds of the Bonds. RIGHT TO PETITION FOR REFERENDUM NOTICE IS FURTHER GIVEN to the electors and taxpayers of the County to inform them of the right to petition for a referendum on the question of entering into the Lease. The County intends to enter into the Lease without a vote of the electors thereon, but the Lease shall not become effective until 60 days after publication of this notice. If, within 45-days after publication of this notice, a petition for referendum requesting an election on the Lease, signed by not less than 10% or 15,000 of the registered electors of the County, whichever is less, has been filed with the County Clerk, the Lease shall not become effective unless and until approved by a majority of the elector's of the County voting thereon at a general or special election. This notice is given by order of the Board of Commissioners pursuant to Act 31. Further information may be obtained at the office of the Oakland County Clerk, County Service Center, 1200 N. Telegraph Rd., Pontiac, Michigan 48341. EXHIBIT A PROJECT DESCRIPTION The project will consist of a 30,500 sq. ft. facility designed to accommodate cats and dogs in a new Animal Control Facility to be located next to the Sheriff's Administration building on the main Oakland County campus in Pontiac, Michigan. Projected Cost Summary for a New Animal Shelter: Total Project Construction Cost: • Site work, electrical connection, 500 KW generator, other misc., and building construction cost; • Construction management fees, testing, permits, other; • Architect/Engineering fees, other owner's costs, phone, data, security; • Furnishings/fixtures/equipment, other — misc,, and Contingency : $15,200,000 Financing Costs Including Bond Discount and Contingency: $ 260 000 Total Estimated Bond Issue Size: $15,450,000 Lisa Brown Oakland County Clerk DATED: [Date of Publication] las.r1 -oak278 2 APPENDIX III I, the undersigned FORM OF DECLARATION OF OFFICIAL INTENT of the County of Oakland, Michigan, do hereby certify as follows: 1. I am an officer of the County authorized to declare official intent of the County to reimburse expenditures made, prior to the issuance of debt, from the proceeds of said debt. 2. This Declaration relates to the following expenditures (the "Expenditures"): Amount General Purpose 3. The Expenditures are with respect to property (the "Property") having: (A) the following general character, type or purpose: (B) the following size, quantity or cost: ; and (C) a reasonably expected economic life at least one (1) year. 4. I understand that a substantial deviation between the above description of the Property for which the Expenditures are being made and the actual Property which is acquired or constructed will invalidate this declaration of official intent with the result that any proceeds of tax-exempt debt which are used to reimburse for the Expenditures will not be deemed to have been expended upon such reimbursement. 5. The County intends to reimburse the Expenditures by incurring taxable or tax-exempt debt (the "Reimbursement Obligations"). 6. The expected source of funds that will be used to pay the Expenditures is as follows: issuance of up to $ of Building Authority Bonds by the Oakland County Building Authority. 7. The expected source of funds to be used to pay debt service on the Reimbursement Obligation is as follows: payment made by the Oakland County through the Oakland County General Fund. 8. This declaration of intent is consistent with the budgetary and financial circumstances of the County as of the date hereof in that there are no funds which are now or are reasonably expected to be, (A) allocated on a long-term basis, (6) reserved or (C) otherwise available pursuant to the County's budget, to pay the Expenditure. 9. The County does not have a pattern of failure to reimburse expenditures for which official intent has been declared in that at least seventy-five percent (75%) of all expenditures made after 3 , for which the County has declared an intent to reimburse from the proceeds of taxable or tax- exempt debt have been, or are expected to be, so reimbursed, 10. I acknowledge that in the event that the County fails to use the proceeds of Reimbursement Obligations issued within three (3) years of the date hereof to reimburse expenditures the same may adversely affect the ability of the County to use the proceeds of tax-exempt obligations in the future to reimburse for expenditures made prior to the issuance of such obligations. 11. 1 further acknowledge that unless the Expenditures constitute preliminary expenditures (in the nature of architect services and soil testing but excluding land acquisition) for the Property not in excess of ten percent (10%) of the expected cost of the project of which the Property constitutes a part, the Expenditures will be paid within not in excess of two (2) years following the date hereof or, as an alternative, this declaration of intent will be renewed, 12. I further acknowledge that it is expected that the proceeds of Reimbursement Obligations will be used for reimbursement of each Expenditure not later than (A) the date that is one (1) year after the date on which such Expenditure is paid or (B) the date that is one (1) year after the date on which the Property is placed in service. 13. I further acknowledge that I will assure that the allocation referenced in item 12 (A) will be evidenced by an entry on the records of the County maintained with respect to the Reimbursement Obligations, (B) will specifically identify the Expenditure being reimbursed, and (C) on the advice of the appropriate counsel will be sufficient to relieve the allocated proceeds of the Reimbursement Obligations covered by such entry from any restrictions under the relevant legal documents and applicable state law that apply only to unspent proceeds of Reimbursement Obligations. 14, I further acknowledge that I will assure that except as referenced in item 15 the proceeds of the Reimbursement Obligations that are used to reimburse the Expenditures will not be used, directly or indirectly, (A) to pay debt service on an issue of tax-exempt obligations, (B) to create or increase the balance in a sinking fund established for the payment of debt service on the Reimbursement Obligations or another issue of tax-exempt obligations of the County or to replace funds that have been, are being, or will be so used for reserve or replacement fund purpose, or (D) to reimburse any expenditures or any payment with respect to financing of an expenditure that was originally paid with proceeds of any tax- exempt obligations of the County to any person or entity other than the County. 15. I understand that item 14 does not prohibit the use of those proceeds of the Reimbursement Obligations that are used to reimburse the Expenditures for (A) deposit in a bona fide debt service fund (that is, a fund established to pay debt service on any tax-exempt obligation of the County, other than the Reimbursement Obligation, which is depleted annually except for a reasonable carry over amount not in excess of one (1) year's interest earnings on said fund or one-twelfth (1/12th) of annual debt service), (B) to pay current debt service coming due within the next succeeding one-year period on any tax-exempt obligation of the County, other than the Reimbursement Obligations, or (C) to reimburse for expenditures originally made from the proceeds of a tax-exempt obligation of the County which were not reasonably expected by the County, on the date of issue of such obligation, to be used for such expenditure, IN WITNESS WHEREOF, the undersigned has executed this declaration of official intent this day of County Las. rl -oak278 4 [ E COMMITT-EE ANI , /2e-,,,,..-e_.) FISCAL NOTE (MISC. #15250) October 22, 2015 BY: Finance Committee, Thomas Middleton, Chairperson IN RE: DEPARTMENT OF FACILITIES MANAGEMENT - RESOLUTION AUTHORIZING THE LEASE CONTRACT WITH THE OAKLAND COUNTY BUILDING AUTHORITY TO FINANCE A NEW ANIMAL SHELTER LOCATED IN OAKLAND COUNTY, MICHIGAN 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 lease between the County of Oakland and the Oakland County Building Authority for the purpose of constructing, furnishing, and equipping a new animal shelter for an amount not to exceed $15,450,000. 2. The term of the lease is not to exceed fifty (50) years from the effective date of the lease or ending the date the Bonds are retired, whichever occurs first. 3. The blanks contained in the lease and its exhibits shall be completed by the Chairperson of the Board of Commissioners after the bonds are sold which includes inserting the debt retirement schedule for the bonds. 4. As stated in the fiscal note of Miscellaneous Resolution #15221, funding for the principal and interest payments by the County will be provided from the Oakland County General Fund for the first seven years and payments for the subsequent years will be provided from the Delinquent Tax Revolving Fund. 5. No budget amendment is required, FINANCE COMMITTEE VOTE: Motion carried unanimously on a roll call vote with Woodward voting no and Kowall and Quarles absent. Resolution #15250 October 7, 2015 The Chairperson referred the resolution to the Finance Committee. There were no objections. 2 Resolution #15250 October 22, 2015 Moved by Weipert supported by Hoffman the resolution be adopted. Moved by Woodward supported by McGillivray the resolution be amended as follows: NOW THEREFORE BE IT RESOLVED BY THE BOARD OF COMMISSIONERS OF THE COUNTY OF OAKLAND, MICHIGAN, as follows. 1. The conceptual documents and estimates relating to the Project and identified in EXHIBIT A to APPENDIX I hereto are hereby approved and ordered filed with the County Clerk. 2. The Lease Contract in the form of APPENDIX I hereto is hereby approved and the Chairperson of the of the Board of Commissioners and the County Clerk are hereby authorized and directed to execute and deliver the same for and on behalf of the County. Final plans and project description shall be approved by the Planning and Building Committee and the Board of Commissioners before they are attached to the Lease Contract to be executed. 3. Prior to submission of final plans and project description, a thorough analysis shall be presented to the Board of Commissioners regarding the incremental costs and long term return on investment that would result from designing and constructing a facility that would achieve a Leadership in Energy & Environmental Design (LEED) Silver or Gold rating. 4. Construction of the project shall not commence prior to until final plans and the project description is approved by the Planning and Building Committee and the Board of Commissioners. 53, The County Executive, if necessary, is authorized to file for approval to issue the bonds from the State of Michigan, Department of Treasury ("Treasury"), to pay the related fee, and to execute and deliver such other documents as may be requested by the Treasury. 64. All activities involved in the planning and construction of this Project under this resolution shall comply with the standing rules of the Board of Commissioners. Discussion Followed. Vote on amendment: AYES: McGillivray, Quarles, Woodward, Zack, Bowman, Dwyer. (6) NAYS: Fleming, Gingell, Gosselin, Hoffman, KowaII, Long, Matis, Middleton, Scott, Spisz, Taub, Weipert, Crawford. (13) A sufficient majority having not voted in favor, the amendment failed. Vote on resolution: AYES: Gingell, Gosselin, Hoffman, KowaII, Long, Matis, McGillivray, Middleton, Quarles, Scott, Spisz, Taub, Weipert, Zack, Bowman, Crawford, Dwyer, Fleming. (18) NAYS: Woodward. (1) A sufficient majority having voted in favor, the resolution was adopted. Resoluton #15250 October 22, 2015 GERALD D. POISSON CHIEF DEPUTY COUNTY EXECUTIVE ACTING PUR5UANT TO MCI 45.559A(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 22, 2015, 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 22nd day of October 2015. 56frier Lisa Brown, Oakland County