HomeMy WebLinkAboutResolutions - 1996.04.03 - 24659Chairperson, on behalf of the Planning and Building Committee, 1 move adoption
of the foregoing resolution.
PLANNING AND ILDING COMMITTEE
MISCELLANEOUS RESOLUTION 196079 April 4, 1996
REDEVELOPMENT AND PLANNING DIVISION - AMENDED PROJECT PLAN, TECLA COMPANY, INC.
PROJECT - COMMERCE TOWNSHIP
BY:PLANNING AND BUILDING COMMITTEE, CHARLES E. PALMER, CHAIRPERSON
TO THE OAKLAND COUNTY BOARD OF COMMISSIONERS
Chairperson, Ladies and Gentlemen:
WHEREAS, The Economic Development Corporation of the County of Oakland (the
"EDC") has recommended that this Board of Commissioners approve the Amended Project
Plan required by the Economic Development Corporations Act, Act No. 339 of the
Michigan Public Acts of 1974, as amended (the "Act") for the Tecia Company, Inc.
Project, a copy of which Amended Project Plan is attached hereto as Exhibit A (the
"Amended Project Plan"); and
WHEREAS, the EDC's recommendation to this Board of Commissioners was based
upon its determinations that the Project is reasonable and necessary to effectuate
the purposes of the Act, that the Amended Project Plan prepared in connection with
the Project satisfies all of the requirements of Section 9 , of the Act regarding
project plans, that the persons who will be active in the management of the project
for at least one (1) year after the projected date of the County Board of
Commissioner's approval of the Amended Project Plan will have sufficient ability and
experience to manage the Plan properly, and that the proposed method of financing
the Project is feasible and a bond purchaser's commitment has been obtained; and
WHEREAS, on April 4, 1996, this Board of Commissioners held a public hearing
to consider whether the Amended Project Plan constitutes a public purpose as
contemplated by the Act; ,And
WHEREAS, this Board of Commissioners, following such public hearing and its
review of the Amended Project Plan, concurs in the determinations of the EDC with
respect thereto.
NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF COMMISSIONERS OF THE COUNTY OF
OAKLAND, as follows:
1. The Amended Project Plan, in the form attached hereto as Exhibit A, is
hereby determined to constitute a public purpose as contemplated by the Act.
2. The Amended Project Plan is hereby approved.
3. The EDC is nereby authorized to take such steps as are necessary to
implement the Project and the financing thereof by the issuance of revenue bonds or
notes.
4. The County Clerk is hereby directed to provide four certified copies of
this resolution to the Assistant Secretary of the Board of the EDC.
• EXHIBIT A
THE ECONOMIC DEVELOPMENT CORPORATION
OF THE COUNTY OF OAKLAND
Oakland County, Michigan
Tecla Company, Inc. Project
AMENDED PROJECT PLAN
CONTENTS
1. Summary Description of Project (Page 2)
2. Project Plan Certification by Company (Page 3)
3. Statutorily Required Information (Page 4)
4. Exhibits
• - Project Area Legal Description
"B" - Letter of Credit Issuer's Commitment Letter
"C" - Company Certificate Regarding "Prevailing
Wages"
NDTM - Company Certificate Regarding Transfer of
Employment
PROJECT PLAN
SUMMARY DESCRIPTION OF
TECLA COMPANY, INC. PROJECT
OWNER OF PROJECT: Teela Company, Inc., a Michigan corporation
CONTACT PERSON: (Name, address, telephone number)
Richard Clark, 2455 E. West Maple Road, P.O. 9027,
Walled Lake, MI 48390
Phone: (810) 624-8200
LOCATION OF PROJECT: (Local municipality)
Commerce Township
PROJECT AREA/DISTRICT AREA: See Exhibit A
NATURE OF PROJECT:
Construction of a new approximately 24,000 square foot
building at 1250 Ladd Road in Commerce Township.
Acquisition and installation of approximately $660,000
of machinery and equipment in said facility.
EMPLOYMENT CREATED OR RETAINED:
20 to 25 retained
20 to 25 new hires
TOTAL PROJECT COST: $2,200,000
BONDS TO BE ISSUED: $1,900,000
BOND PURCHASER: Bonds to be privately placed with
institutional purchasers through NBD Bank,
as placement agent
DATE AND EXPIRATION DATE, IF ANY, OF LETTER OF CREDIT
COMMITMENT:
August 2, 1995 commitment letter still
effective
PROJECT PLAN CERTIFICATION
THIS PROJECT PLAN WAS PREPARED FOR THE
ECONOMIC DEVELOPMENT CORPORATION OF THE COUNTY
OF OAKLAND IN ACCORDANCE WITH THE REQUIREMENTS
OF THE ECONOMIC DEVELOPMENT CORPORATIONS ACT,
ACT NO. 338 OF THE MICHIGAN PUBLIC ACTS OF
1974, AS AMENDED.
THE UNDERSIGNED HAS PROVIDED ALL OF THE
INFORMATION CONTAINED HEREIN AND HEREBY
CERTIFIES AS TO THE ACCURACY AND VALIDITY OF
SUCH INFORMATION AS OF THIS DATE.
THE UNDERSIGNED UNDERSTANDS THAT THIS PROJECT
PLAN IS STATUTORILY REQUIRED AND, IF IT
CONTAINS ANY MATERIAL MISREPRESENTATION OR
INACCURACY, COULD RESULT IN THE INVALIDATION
OF THE ECONOMIC DEVELOPMENT CORPORATION
PROCEEDINGS REGARDING THE PROJECT TO WHICH THE
PROJECT PLAN PERTAINS.
TECLA COMPANY, INC.
By:
Richard N. Clark
Its: President
Dated: March 19, 1996
AMENDED PROJECT PLAN
STATUTORILY REQUIRED INFORMATION REGARDING
TECLA COMPANY, INC. PROJECT
I. THE LOCATION AND EXTENT OF EXISTING STREETS AND
OTHER PUBLIC FACILITIES WITHIN THE PROJECT DISTRICT AREA; THE
LOCATION, CHARACTER, AND EXTENT OF THE CATEGORIES OF PUBLIC AND
PRIVATE LAND USES NOW EXISTING AND PROPOSED FOR THE PROJECT
AREA, INCLUDING RESIDENTIAL, RECREATIONAL, COMMERCIAL,
INDUSTRIAL, EDUCATIONAL, AND OTHER USES; AND A LEGAL
DESCRIPTION OF THE PROJECT AREA:
The Project District Area consists of approximately
3.4 acres of vacant land, zoned light industrial. The Project
is located at 1250 Ladd Road in Commerce Township (on the East
side of Ladd Road, North of W. West Maple Road). The legal
description of the Project Area is attached as EXHIBIT A.
II. A DESCRIPTION OF EXISTING IMPROVEMENTS IN THE
PROJECT AREA TO BE DEMOLISHED, REPAIRED, OR ALTERED; A
DESCRIPTION OF REPAIRS AND ALTERATIONS; AND AN ESTIMATE OF THE
TIME REQUIRED FOR COMPLETION:
The Project Area is vacant land and ready for
construction. Site plan approval from Commerce Township is
expected to be received in March 1996. It is expected than
construction will commence in April 1996 and be completed by
September 1996.
III. THE LOCATION, EXTENT, CHARACTER, AND ESTIMATED
COST OF THE IMPROVEMENTS, INCLUDING REHABILITATION CONTEMPLATED
FOR THE PROJECT AREA, AND AN ESTIMATE OF THE TIME REQUIRED FOR
COMPLETION:
A new approximately 24,000 square foot building will
be constructed on the Project Area parcel (including related
land improvements such as parking lot, entrance drive and
landscaping), with allowance for future expansion to 40,000
square feet.
Building, fixtures and
land improvements
Land
Machinery & equipment
Costs of bond issuance
$1,100,000
140,000
622,000
38,000
TOTAL COSTS FROM BONDS $1,900,000
Construction time is estimated at approximately six
months.
MM. 4
IV, A DESCRIPTION OF THE CONSTRUCTION OR STAGES OF
CONSTRUCTION PLANNED, AND THE ESTIMATED TIME OF COMPLETION OF
EACH STAGE:
See Part III
V. A DESCRIPTION OF THE PARTS OF THE PROJECT AREA TO
BE LEFT AS OPEN SPACE AND THE USE CONTEMPLATED FOR THE SPACE:
The developments to the Project Area include the
24,000 square foot building, a 40-50 space parking lot, and an
entrance drive off of Ladd Road. The balance of the Project
Area will be undeveloped open space, subject to possible future
expansion of the building to 40,000 square feet.
VI. A DESCRIPTION OF PORTIONS OF THE PROJECT AREA
WHICH THE ECONOMIC DEVELOPMENT CORPORATION OR THE COMPANY
DESIRES TO SELL, DONATE, EXCHANGE OR LEASE TO OR FROM THE
MUNICIPALITY AND THE PROPOSED TERMS:
Not applicable.
VII. A DESCRIPTION OF DESIRED ZONING CHANGES AND
CHANGES IN STREET, STREET LEVELS, INTERSECTIONS AND UTILITIES:
Not applicable
VIII. A DESCRIPTION OF THE PROPOSED METHOD OF
FINANCING THE PROJECT, INCLUDING ATTACHMENT OF A COPY OF THE
LETTER OF CREDIT BANK'S COMMITMENT LETTER:
The Bonds will be secured by an irrevocable direct pay
letter of credit to be issued by NBD Bank, and will be
privately placed with institutional investors by NBD Bank
acting as placement agent.
A copy of NBD Bank's commitment letter is attached as
EXHIBIT B.
IX. A STATEMENT REGARDING THE PAYMENT OF PREVAILING
WAGE AND FRINGE BENEFIT RATES AS DETERMINED PURSUANT TO ACT NO.
166 OF THE MICHIGAN PUBLIC ACTS OF 1965, AS AMENDED (REGARDING
WAGES ON STATE CONTRACTS):
See EXHIBIT C.
•••• 6
X. A LIST OF PERSONS WHO WILL MANAGE OR BE ASSOCIATED
WITH THE MANAGEMENT OF THE PROJECT FOR A PERIOD OF NOT LESS
THAN 1 (ONE) YEAR FROM THE DATE OF APPROVAL OF THE PROJECT PLAN:
Richard N. Clark
Robert W. Clark
Jeffrey L. Clark
XI. DESIGNATION OF THE PERSON OR PERSONS, NATURAL OR
CORPORATE, TO WHOM THE PROJECT IS TO BE LEASED, SOLD OR
CONVEYED AND FOR WHOSE BENEFIT THE PROJECT IS BEING UNDERTAKEN,
TO THE EXTENT THAT INFORMATION IS PRESENTLY AVAILABLE:
Tecla Company, Inc., a Michigan corporation
XII. IF THERE IS NOT AN EXPRESS OR IMPLIED AGREEMENT
WITH A PERSON OR PERSONS, NATURAL OR CORPORATE, THAT THE
PROJECT WILL BE LEASED, SOLD, OR CONVEYED TO THOSE PERSONS, THE
PROCEDURES FOR BIDDING FOR THE LEASING, PURCHASING OR CONVEYING
OF THE PROJECT UPON ITS COMPLETION:
Not applicable
XIII. ESTIMATES OF THE NUMBER OF PERSONS RESIDING IN
THE PROJECT AREA AND THE NUMBER OF FAMILIES AND INDIVIDUALS TO
BE DISPLACED. IF OCCUPIED RESIDENCES ARE DESIGNATED FOR
ACQUISITION AND CLEARANCE, INCLUDE A SURVEY OF THE FAMILIES AND
INDIVIDUALS TO BE DISPLACED, INCLUDING THEIR INCOME AND RACIAL
COMPOSITION, A STATISTICAL DESCRIPTION OF THE HOUSING SUPPLY IN
THE COMMUNITY, INCLUDING THE NUMBER OF PRIVATE AND PUBLIC UNITS
IN EXISTENCE OR UNDER CONSTRUCTION, THE CONDITION OF THOSE IN
EXISTENCE, THE NUMBER OF OWNER-OCCUPIED AND RENTER-OCCUPIED
UNITS, THE ANNUAL RATE OF TURNOVER OF THE VARIOUS TYPES OF
HOUSING AND THE RANGE OF RENTS AND SALE PRICES, AN ESTIMATE OF
THE TOTAL DEMAND FOR HOUSING IN THE COMMUNITY, AND THE
ESTIMATED CAPACITY OF PRIVATE AND PUBLIC HOUSING AVAILABLE TO
DISPLACED FAMILIES AND INDIVIDUALS:
Not applicable. No people presently reside in the
Project Area, no families or individuals will be displaced by
the Project, and no residences are located in the Project Area.
7
XIV. A PLAN FOR ESTABLISHING PRIORITY FOR THE
RELOCATION OF PERSONS DISPLACED BY THE PROJECT IN NEW HOUSING
IN THE PROJECT AREA:
Not applicable.
XV. PROVISION FOR THE COSTS OF RELOCATING PERSONS
DISPLACED BY THE PROJECT AND FINANCIAL ASSISTANCE AND
REIMBURSEMENT OF EXPENSES, INCLUDING LITIGATION EXPENSES AND
EXPENSES INCIDENT TO THE TRANSFER OF TITLE, IN ACCORDANCE WITH
THE STANDARDS AND PROVISIONS OF THE FEDERAL UNIFORM RELOCATION
ASSISTANCE AND REAL PROPERTY ACQUISITION POLICIES ACT OF 1970,
42 U.S.C. 4601 TO 4655:
Not applicable.
XVI. A PLAN FOR COMPLIANCE WITH ACT NO. 227 OF THE
MICHIGAN PUBLIC ACTS OF 1972, WHICH PERTAINS TO PROVIDING
FINANCIAL ASSISTANCE, ADVISORY SERVICES AND REIMBURSEMENT OF
CERTAIN EXPENSES TO DISPLACED PERSONS:
Not applicable.
XVII. OTHER MATERIAL AS THE ECONOMIC DEVELOPMENT
CORPORATION, LOCAL PUBLIC AGENCY, OR GOVERNING BODY CONSIDERS
PERTINENT:
Not applicable.
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EXHIBIT B
LETTER OF CREDIT BANK COMMITMENT LETTER
(Tecla Company, Inc. Project)
August 2, 1995 EXHIBIT B
NBD Bank
1116 West Long Lake Road
Bloomfield Hills, Michigan 48302
Phone 810.645.7383
FAX 810-540.4620
Thomas P. McFadden
Loan Officer
Mr. Richard N. Clark
President
Tecla Company, Inc.
2455 E. West Maple Road
P.O. Box 9027
Walled Lake, Michigan 48390-9027
Dear Dick:
On behalf of NBD Bank, we are pleased to provide the following proposal and
commitment for your consideration with regard to the capital expansion plan for Tecla
Company, Inc,
FACILITY A:
PROPOSED PARTIES:
Proposed irrevocable letter of credit ("L/C') to be issued by NBD Bank ("INTBD")
in favor of a trustee to be named ("Trustee") for the account of Tecla Company, Inc.
the Company").
PURPOSE :
To insure the payment of industrial revenue bonds ("Bonds") to be issued for the
benefit of the Company for a project located in Walled Lake, Michigan.
AMOUNT:
NBD's aggregate liability under the L/C will not exceed $1,985,890.41, which includes
required interest coverage and principal, for a Bond issue of up to $1,900,000.00.
The interest coverage represents 110 days of interest at a maximum rate of 15% per
annum based on a 365-day year.
BOND FORMAT:
The bonds would initially be marketed on a "lower-floater" basis, i.e. interest rate re-
set weekly to reflect the then current market rate for equivalent tax-exempt securities.
Bondholders would have the right to tender their Bonds to the Trustee for purchase
by the Company on seven days notice. The Placement Agent would endeavor to sell
any Bonds tendered by the tender date. Any Bonds not remarketed could be held by
the Company pursuant to the Reimbursement Agreement until a remarketing
opportunity arose (as detailed in Reimbursement Agreement paragraph below) or
surrendered to the Trustee for cancellation.
Subsidiary of NED Bancorp, Inc.
August 2, 1995 Mr. Richard N. Clark
60,10 FORMAT: (Contd.)
Bond documentation would provide the Company an option to convert the Bonds to a
fixed rate if buyers could be found at mutually acceptable rates and terms. In the
event of such conversion, the NBD LiC would be amended to accommodate the fixed
rate option or terminated. Prior to such conversion, the Bonds would be prepayable
in multiples of $100,000, without premium at the option of the Company upon 45-
days notice.
BOND MATURITIES:
Final maturity not to exceed 20 years. Annual principal payments must be in
multiples of $100,000, paid in years 2-20. Interest is paid quarterly.
LETTER OF CREDIT COMMISSION:
1.25% per annum, payable annually in advance, based upon NBD's liability under the
L/C (including any liability subject to reinstatement). The commission rate may be
subject to annual adjustment as provided in the paragraph entitled "Yield Protection"
below.
LETTER OF CREDIT REDUCTIONS:
Reductions in the L/C will be automatically instituted with each scheduled principal
payment and will be permitted by written authorization of the Trustee based on
principal prepayments on the Bonds.
REDUCTIONS AND EARLY TERMINATION:
Prepaid commissions will be refunded on a pro-rata basis after the first year as L/C
reductions are authorized by the Trustee as a result of scheduled Bond principal
payments or pre-payments. In the event that NBD is replaced by another bank as
letter of credit issuer for the Bonds, or the Bonds are refunded through another issue
prior to an expiry date, a premium will be due equal to the commissions that would
accrue over the remaining scheduled maturities at the then existing commission rate
discounted to the L/C scheduled expiry date at the U.S. Treasury rate with maturity
equal to the remaining term of the L/C plus 50 basis points. No such premium will be
payable, however, if NBD's credit rating by a major credit rating agency declines
below single A and the replacement bank's equivalent rating is single A or higher.
LETTER OF CREDIT EXPIRY:
Not later than 15 days following the fifth anniversary of the Bonds' issuance date
unless extended at the sole discretion of NBD. Upon the Company's request (received
within 6 months of the original expiry date or any subsequent extension thereof) NBD
will, within 30 days, advise the Company of the terms by which it is willing to extend
the existing expiry date.
YIELD PROTECTION:
The Company would be required to reimburse the Bank for any increased cost in the
issuing or maintaining the L/C imposed by a change in any law, rule, regulation, or
circumstance affecting the Bank's yield. This would include any change to the capital
adequacy requirements.
Subsidiary of NED Bancorp, Inc.
August 2, 1995 Mr. Richard N. Clark
VRAWING RIGHTS:
Drawings under the L/C by the Trustee may result from:
1. Payment of principal and/or interest on the Bonds when due.
2. Default under the Bond Indenture if the Trustee is required, at the direction of
the Bondholders, to accelerate payment of the Bond&
3. A default under the Reimbursement Agreement resulting in NBD directing the
trustee to prepay the Bonds.
4. The tender of Bonds under the Bondholder's tender option if the Bonds are not
remarketed by the tender date.
PLACEMENT AGENT/REMARKETING AGENT;
NBD Bank
Ptac.emext Fee;
1.00% of the amount of the Bond issue, payable upon closing. This fee covers any
out-of-pocket expenses of the Placement Agent.
Remaicizabtg Fe:
.125% per annum, payable annually in advance based upon the amount of the
Bonds outstanding.
Alternatively, the Company may make their own arrangements for a
Placement/Remarketing Agent.
REIMBURSEMENT AGREEMENT:
Agreement between NBD and the Company providing as follows:
1. The Reimbursement Agreement will include various business covenants
customary to term financing to be mutually agreed upon to protect NBD in the
event of a material adverse change in the condition of the Company. Principal
covenants (to be serviced quarterly) include:
a_ Quick Ratio (Cash + Accounts Receivable)/Current Liabilities not less than
0.80:1.00 at 12-31-95, increasing to 1.00:1.00 at 12-31-96 and thereafter.
b. Total Liabilities divided by Tangible Capital Funds (Net Worth +
Subordinated Debt - Intangible Assets) Not To Exceed 2.50 at 12/31/95,
NrIYE 2.25 at 12/31/96 and N/T/E 2.00 at 12/31/97 and thereafter.
C. Cash Flow Coverage (defined as (Earnings Before Interest & Tax (EBIT)
plus depreciation less taxes) divided by debt service) not less than 0.9:1 at
12-31-95 and not less than 1.2:1.00 at 12-31-96 and thereafter.
d. No other loans, liens, or leases without prior NBD Bank consent
e. Controlling ownership to remain within the Clark family, unless agreed to
by NBD Bank.
f, No change in management without NBD Bank consent
Subsidiary of NBD Bancorp, Inc.
August 2, 1995 Mr. Richard N. Clark
REIMBURSEWNT AGREEMENT: (Cont'd.)
2. Under a floating rate issue, so long as no default exists, the Company may
defer payment of the principal portion of its reimbursement obligation arising
from Bonds being tendered and not remarketed until the earlier of 395 days
after the date of the drawing or the expiry of the L/C. Such obligation will
bear interest at a rate of 1/2% above the prime rate of NBD as it exists from
time to time.
3. Except for reimbursement obligations deferred pursuant to Item #2 above, the
Company will be obligated to reimburse NBD for all amounts drawn under the
L/C on the day of the drawing and any shortfall in reimbursement will accrue
interest at NBD's prime rate plus 3%.
4. NBD may direct the Trustee to prepay the Bonds if there is a drawing under
the UC not immediately reimbursed by the Company unless deferred pursuant
to Item #2 above or if there is any other default under the Reimbursement
Agreement.
COMMITMENT AND CLOSING FEE:
$19,858.90 (1%) fee for issuance of the L/C with $10,000.00 payable upon
acceptance (non-refundable) and the balance payable on the date of issuance.
DISBURSEMENT FEE:
$100 fee paid to Trustee for each draw by the Trustee under the L/C.
EXPENSES:
Legal expenses of NBD together with all other out-of-pocket costs to be paid by the
Company.
SUPPORTING COLLATERAL;
To secure its obligations under the Reimbursement Agreement, the Company
will provide:
1. First security interest in machinery and equipment and real estate.
2. Personal guarantee of Richard N. Clark.
3. Cross liened and cross defaulted to all other NBD debt.
4. Subordination of all amounts owed by Tecla to offices or employers.
Scheduled payments allowed as long as no default exists and as long as no
payment would create an event of default.
Bonds tendered under the tender option will be retained by the Trustee as collateral
for the Company's obligation to NBD arising from the drawing under the L/C until the
Bonds are remarketed or the reimbursement obligation otherwise paid.
Subsidiary of NBD Bancorp, Inc.
TECLA COMPANY, INC.
By: S 7/1 ki/
— Richard N. Clark
Its; President--
Mr. Richard N. Clark -5- August 2, 1995
FINANCIAL STATEMENTS:
The Company will be obligated to provide to NBD the following financial
inffrmation catified as correct bv an gine= of the Company: vuatterly Imanciai statements or me Lompany.
2. Annual CFA-reviewed financial statements of the Company.
3. Quarterly covenant compliance certificates.
4. Monthly accounts receivable aging of the Company.
5. Monthly accounts payable aging of the Company.
6. Monthly Exhibit A's.
CONDITIONS PRECEDENT:
1. Satisfactory compliance with NBD's Environmental Policy as outlined in the
attached Addendum.
2. Documents prepared by Bond Counsel and other closing documents must be
satisfactory in form and substance to NBD and its legal counsel.
3. Satisfactory review of appraisal of real estate and machinery and equipment
Loan to value not to exceed 80% on real estate and 90% on machinery &
equipment.
FACILITY 8:
$150,000 supported authorization expiring July 31, 1996.
Pnizing:
1/2% over prime, floating.
St02 1esizg:
Accounts Receivable
Bowtowing Stbsq,:
Borrowing availability based on 80% of accounts receivable, aged less than 90
days from invoice date.
Dick, I hope you find the above commitments satisfactory. I look forward to receipt of
an executed copy of this letter indicating your agreement, along with your check for
$10,000.
Sincerely,
TEvi:lin
Accepted and Agreed to this Ziday of24,1,et., 1995
Subsidiary of NBD Bancorp, Inc
EXHIBIT C
COMPANY CERTIFICATE REGARDING
PAYMENT OF PREVAILING WAGES
(Tecla Company, Inc. Project)
The undersigned, Tecla Company, Inc., a Michigan
corporation (the "Company"), hereby certifies to The Economic
Development Corporation of the County of Oakland (the "EDC") as
follows:
1. This Certificate is made and based upon the best
of the Company's knowledge and belief, only after thorough
investigation and discussion with all owners of the Company and
others who might have knowledge regarding the subject matter.
2. The Company understands that this Certificate is a
statutory requirement under the Economic Development
Corporations Act, Act No. 338 of the Michigan Public Acts of
1974, as amended (the "Act") which, if improperly made or based
upon any material misrepresentation or inaccuracy, might
invalidate the proceedings regarding the Tecla Company, Inc.
Project (the "Project") pursuant to which the EDC expects
ultimately to issue its limited obligation economic development
revenue bonds to finance all or part of the Project.
3. Within the meaning and intent of Section 8(4)(h)
of the Act, all persons performing work on the construction of
the Project will be paid the prevailing wage and fringe benefit
rates for the same or similar work in the locality in which the
work is to be performed, as determined pursuant to Act No. 166
of the Michigan Public Acts of 1965, as amended.
TECLA COMPANY, INC., a
Michigan corporation
By:
Richard N. Clark
Its: President
Dated: March 19, 1996
EXHIBIT D
COMPANY CERTIFICATE REGARDING
TRANSFER OF EMPLOYMENT
(Tecla Company, Inc. Project)
The undersigned, Tecla Company, Inc., a Michigan
corporation (the "Company"), hereby certifies to The Economic
Development Corporation of the County of Oakland (the "EDC") as
follows:
1. This Certificate is made and based upon the best
of the Company's knowledge and belief, only after thorough
investigation and discussion with all owners of the Company and
others who might have knowledge regarding the subject matter.
2. The Company acknowledges that this Certificate
will be employed by the EDC as the sole basis for the EDC's
certification to the Board of Commissioners of the County of
Oakland as to transfer of employment as required by Section
8(3) of the Economic Development Corporations Act, Act No. 338
of the Michigan Public Acts of 1974, as amended, (the "Act").
3. The Company understands that the EDC's
Certification to the Board of Commissioners of the County of
Oakland is a statutory requirement which, if improperly made or
based upon any material misrepresentation or inaccuracy, might
invalidate the proceedings regarding the Tecla Company, Inc.
Project (the "Project") pursuant to which the EDC expects
ultimately to issue its limited obligation economic development
revenue bonds to finance all or part of the Project.
4. As of the date hereof, the Project shall not have
the effect of transferring employment of more than 20 full-time
persons from a municipality (as that term is defined in the
Act) of this State to Commerce Township, Michigan, the
municipality in which the Project will be located.
5. The Company agrees that during the three year
period following the issuance of the bonds proposed to be
issued by the EDC to finance the costs of the Project for the
Company, the Company will not permit a lease or sublease in
connection with the Project which would have the effect of
transferring, as to such lease, sublease or group of leases or
subleases which are interrelated (i.e. "interrelated" means
leases negotiated as part of one set of negotiations or leases
with lessees who are related by more than 50% common
ownership), employment of more than 20 full-time persons from a
municipality of this State to Commerce Township, Michigan
D-1
unless the Company or such lessee or sublessee has first
obtained a consent to the proposed transfer of employment from
the governing body of each municipality from which employment
is to be transferred.
6. The Company understands that a covenant to
effectuate the purposes of this Certificate will be included in
those covenants to be made by the Company when bonds are issued
by the EDC for the benefit of the Project.
TECLA COMPANY, INC., a
Michigan corporation
By:
Richard N. Clark
Its: President
Dated: March 19, 1996
Resolution 496079 April 4, 1996
Moved by Palmer supported by Dingeldey the resolution be adopted.
AYES: Kaczmar, Kingzett, McCulloch, Moffitt, Obrecht, Palmer, Pernick,
Powers, Quarles, Schmid, Taub, Wolf, Amos, Crake, Devine, Uingeldey, Douglas,
Garfield, Holbert, Huntoon, Jacobs, Jensen, Johnson. (23)
NAYS: None. (0)
A sufficient majority having voted therefor, the resolution was adopted.
STATE OF MICHIGAN)
COUNTY OF OAKLAND)
1, Lynn D. Allen. 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 April 4, 1996 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 4th day of April 1396.
Allen, County Clerk