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HomeMy WebLinkAboutResolutions - 1998.09.24 - 25534AND BUILDIN TTEE September 24, 1998 # MISCELLANEOUS RESOLUTION 98223 BY: PLANNING AND BUILDING COMMITTEE, CHARLES E. PALMER, CHAIRPERSON IN RE: DEVELOPMENT AND PLANNING DIVISION RESOLUTION APPROVING PROJECT PLAN (DETROIT COUNTRY DAY SCHOOL PROJECT) - VILLAGE OF BEVERLY HILLS To Oakland County Board of Commissioners Chairperson, Ladies and Gentlemen: WHEREAS The Economic Development Corporation of the County of Oakland (the "EDC") has recommended that the Board of Commissioners approve the Project Plan required by the Economic Development Corporations Act (the "Act") for the captioned Project, a copy of which has been presented to this meeting (the "Project Plan"); and WHEREAS the EDC's recommendations to the Board of Commissioners were based upon its determinations that the Project is reasonable and necessary to effectuate the purposes of the Act and that the Project Plan satisfies all of the requirements of the Act regarding project plans; and WHEREAS the governing body of the Village of Beverly Hills, Oakland County, Michigan, has also approved the Project Plan and given its consent to the exercise of jurisdiction over the Project by the EDC; and WHEREAS the Board of Commissioners has held a public hearing to consider whether the Project Plan constitutes a public purpose as contemplated by the Act; and WHEREAS the Board of Commissioners, following such public hearing and its review of the Project Plan, concurs in the determinations of the EDC with respect thereto; NOW THEREFORE BE IT RESOLVED that the Project Plan is hereby determined to constitute a public purpose as contemplated by the Act and is hereby approved; and BE IT FURTHER RESOLVED that the EDC is hereby authorized to take such steps as are necessary to implement the Project and the financing thereof by the issuance of its limited obligation revenue bonds as contemplated by the Project Plan; and BE IT FURTHER RESOLVED that the County Clerk is hereby directed to provide four certified copies of this resolution to the Assistant Secretary of the Board of the EDC. Chairperson, on behalf of the Planning and Building Committee, I move the adoption of the foregoing resolution. Planning and Building Committee vote: Motion carried unanimously on a roll call vote. 4; X. A LIST OF PERSONS WHO WILL MANAGE OR BE ASSOCIATED WITH THE MANAGEMENT OF THE PROJECT FOR A PERIOD OF NOT LESS THAN I (ONE) YEAR FROM THE DATE OF APPROVAL OF THE PROJECT PLAN: Gerald T. Hansen, Headmaster 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: Owner, Detroit Country Day School 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 6 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 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 TIIE 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 7 n 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 8 .40 Exhibit A PROJECT AREA LEGAL DESCRIPTION Part of the Northeast Y. of Northeast V. of S Beverly Hills, Oakland County, Michigan. mo Northwest corner of the Northeast % of Northi line of said section 9, 145 feet to a point; then 225 feel to a point; thence Westerly parallel to on West line of Northeast % of Northeast % corner of Northeast % of Northeast % of said Northeast % of Northeast % of Section 9, 226 It motion 9, town .1 North, range 10 Erie'. village of re particularly described as commencing at the last % of Section 9, thence East along the North ce South 2 degrees 12 minutes 30 seconds West be North line of said section 9, 145 feet to a point I Section 9. located 225 feet South of Northwest Section 9; thence North along the West line of tel to the point of beginning. Part of the Northeast quarter of Northeast quarter of Section 8, town 1 north, range 10 East, Village of Beverly Hills, Oakland County Michigan, more particularly described as commencing at a point on the North line of said Section 9, located 145 feet East of the Northwest corner of the Northeast quarter or Northeast quarter of said Section 9; thence Easterly along the North One of said Section 9, 195 feet to a point: thence South 2 degrees 12 minutes 30 seconds West 325 feet to a point; thence Westerly on a line parallel to North line of said Section 9, 340 feet to the Westerly line of Northeast quarter of Northeast quarter of Section 9; thence North along said West line of Northeast quarter of Northeast quarter of Section 9, 100 feet to a point, thence Eaaterty on a line parallel to North line of said Section 9, 145 feet to a point thence North 2 degrees 12 minutes 30 seconds East 225 feet to the point of beginning. Land In the Township of Southfield, Oakland County, Michigan, Northeast % of the Northeast % Section 9. Town 1 North, Range 10 East, except a rectangular parcel in the Northwest corner thereof which excepted parcel is more particularly described as commencing In the Northwest comer of the northeast % of the Northeast of said Section 9, thence Easterly along center of 13 Mile Road (the Norte -tarty line of Section 9) 340 feet to a point; thence South 2 degrees 12 minutes 30 seconds West 325 feet to a point; thence Westerly on a line parallel to the Northerly line of said Section 9, 340 feet to the Westerly line of the Northeast Y. of the Northeast 'A of said Section 9, thence Northerly along said Westerly line 325 feet to place of beginning, and except a parcel of land in the Northeast % of section 9, Town 1 North, Range 10 East, described as beginning at a point on the East line of said Section, 1,348.09 feet distant South of the Northeast corner of said Section, which said point of beginning is the Southeast corner of the Northeast % of the Northeast % of said Section; running thence North along the East line of said 100 feet, thence south 89 degrees 48 minutes West parallel with the North, East and West 118 line of said Section as occupied 183 feet, thence South parallel with the East line of said Section 100 feet to the north, East and West 1/8 line as occupied, thence North 89 degrees 48 minutes East along the North, East and West 1/8 line as occupied 183 feet to the place of beginning. SUBJECT TO EASEMENTS AND RESTRICTIONS OF RECORDS. A-1 eb, Exhibit B BOND INSURER'S COMMITMENT LETTER Arabic Amman= Corporation Ono State Street Plaza New York, NY 10004 212668.0340 A member of Ambac Financial Group, Int COMMITMENT FOR MUNICIPAL BOND INSURANCE Issuer: THE ECONOMIC DEVELOPMENT CORPORATION OF THE COUNTY OF OAKLAND, MICHIGAN Commitment Number: 17064 Commitment Date: August 4, 1998 Expiration Date: November 2, 1998 Bonds: $10,000,000' Limited Obligation Revenue Bonds (Detroit Country Day School Project), Series 1998, dated July 1, 1998, maturing on July 1 in the years 2000 through 2018, both inclusive. Insurance premium: 0.68% of the total principal and interest due on the Bonds (Fitch D3CA, Inc., Moody's Investors Service and Standard & Poor's Ratings Services assess separate rating fees which are payable directly to them. Each rating agency will bill separately and all questions regarding the payment of such fees must be addressed to the applicable agency.) Ambac Assurance Corporation (Ambac) A Wisconsin Stock Insurance Company hereby commits to issue a Municipal Bond Insurance Policy (the "Policy") relating to the above-described debt obligations (the "Bonds"), substantially hi the form imprinted in this Commitment, subject to the terms and conditions contained herein or added hereto (see conditions set forth herein). To keep this Commitment in effect after the expiration date set forth above, a request for renewal must be submitted to Ambac prior to such expiration date. Ambac reserves the right to refuse wholly or in part to grant a renewal. The Municipal Bond Insurance Policy shall be issued if the following conditions are satisfied: 1. The documents to be executed and delivered in connection with the issuance and sale of the Bonds shall not contain any untrue or misleading statement of a material fact and shall not fail to state a material fact necessary in order to make the information contained therein not misleading. 2. No event shall occur which would permit any purchaser of the Bonds, otherwise requited, not to be required to purchase the Bonds on the date scheduled for the issuance and delivery thereof. 3. There shall be no material change in or affecting the Bonds (including, without limitation, the security for the Bonds) or the financing documents or the official statement (or any similar disclosure document) to be executed and delivered in connection with the issuance and sale of the Bonds from the descriptions thereof heretofore provided to Ambac. sal al 4. The Bonds shall contain no reference to Ambac, the Policy or the immicipal bond insurance evidenced thereby except as may be approved by Ambac. 5. Ambac shall be provided with: (a) Executed copies of all &lam.— -ing documents, the official statement (or any similar disclosure document) and the various legal opinions delivered in connection with the issuance and.sale of the Bonds, including, without limitation, the unqualified approving opinion of bond counsel rendered by a law firm acceptable to Ambac. The form of Bond Counsel's approving opinion shall also indicate, if applicable, that the Bonds are exempt from federal income taxation, that the issuer must comply with certain covenants under and pursuant to the new tax law and that the issuer has the legal power to comply with such covenants. Such opinion of bond counsel shall be addressed to Arnbac or, in lieu thereof, a letter shall be provided to Ambac to the effect that Ambac may rely on such opinion as if it were addressed to Ambac. (b) Evidence of a wire transfer in an amount equal to the insurance premium at the time of the issuance and delivery of the Bonds. 6. Unless expressly waived in whole or in part by Ambac, the financing documents and the Official Statement shall contain (a) the terms and provisions provided in the Ambac Assurance STANDARD PACKAGE transmitted herewith, and (b) any additional oral or written provisions or comments submitted by Ambac. - - 7. Ambac shall receive a copy of any insurance policy, surety bond, guaranty or indemnification or any other policy, contract or agreement which provides for payment of all or any portion of the debt, the costs of reconstruction, the loss of business income or in any way secures, ensures or enhances the income stream anticipated to pay the bonds. 8. Any provisions or requirements of the Purchase Contract or Bond Purchase Agreement referencing Ambac must be sent to the attention of Danielle Brackett not less than five (5) business days prior to closing. If such provisions or requirements are not received within that time, compliance may not be possible. 9. The Bonds will be secured by the General Obligation of the School, with a pledge of gross receipts. 10. Additional Bonds may be issued to the extent that (a) Maximum Annual Debt Service on all outstanding and proposed debt is less than or equal to 10% of Unrestricted Revenues; and (b) Liquid Unrestricted Net Assets is greater than or equal to 100% of total outstanding and proposed debt. President 6d-t Secretary aiei&t a/dem_ Ambac Assurance Corporation a CT Corporation Systems 44 East Mifflin Street. Madison. Wisconsin 5371)3 Administrative Office: One State Street Plaza, New York, New York 10004 Telephone: ( 212) 668-0340 Ambac Municipal Bond Insurance Policy Issuer: Bonds: Policy Number: Premium: Ambac Assurance Corporation (Ambac) A Wisconsin Stock Insurance Company in consideration of the payment of the premium and sublect to the terms of this Policy, hereby agrees co pay to United Stares Trust Company of New York, as trustee, or its successor (the "Insurance Trustee -). for the benefit of Bondholders, that portion of the prins0t1 of and interest on the above-described debt obligations (the -Bonds-) which shall become Due for Payment but shall be unpaid by reasoc)f Xonpayment by the Issuer. Ambac will make such payments to the Insurance Trustee within one (I) business day following notification c a Bondholder's presentation and surrender to the Insurance Trustee of such unpaid Bonds or appurtenan form and free of any adverse claim, the Insurance Truster will disburse to the Bondholder the face a then Due for Payment but is unpaid. Upon such disbursement, Ambac shall become the owner shall be fully subrogated to all of the Bondholder's right to payment. nr. Upon n bearer ich is s and . the Insurance Aerthe unpaid Bond, surance Trustee, duly Bond to be regisrered in r to registered Bondholders resNAtion to the Insurance Trustee of Insurance Trustee of an instrument of hoKr or such Bondholder's duly authorized t of which the insurance disbursement was BYnds to the extent of the insurance disbursements In cases where the Bonds are issuable only in a form whereby principal is payable to re Trustee shall disburse principal to a Bondholder as aforesaid only upon presentation an uncanceled and free of any adverse claim, together with an instrument of assignme executed by the Bondholder or such Bondholder s duly authorized representa the name of Ambac or its nominee. In cases where the Bonds are issuable or their assigns, the Insurance Trustee shall disburse interest to a Borliiho proof that the claimant is the person entitled to the payment of in assignment. in form satisfactory to the Insurance Trustee, duly ex representative, transferring to Ambac all rights under sus made. Ambac shall be subrogated to all the Bondhold so made. In the event the trustee or paying agent for rhs,Bon for Payment and which is made to a Bo theretofore recovered from its registe of a court of competent jurisdictio funds are not otherwise available. interest on a Bond which has become Due been deemed a preferential transfer and cordance with a final, nonappealable order to the extent of such recovery if sufficient pavenlof principal of or e Is%i6 of the Bonds has re's Bankruptcy Code in ac red to payment from Ambac As used herein, the term a coupon appertainin date or a mandat earlier date on will acceleraci has pay This This Bond, oi In witnes officers in authorized representative. other than the Issuer who, at the time of Nonpayment, is the owner of a Bond or of r Payment", when referring to the principal of bonds, is when the stated maturity of a required sinking fund installment has been reached and does not refer to any e by n r N k/ call for redemption (other than by application of required sinking fund installments), I matur -r nd, when referring to interest on the Bonds, is when the stated date for payment of interest 'II, "Nonpayment" means the failure of the Issuer to have provided sufficient funds to the paying agent for land interest on the Bonds which are Due for Payment. remium on this Policy is not refundable for any reason, including payment of the Bonds prior to maturity. loss of any prepayment or other acceleration payment which at any time may become due in respect of any le option of Arnbac, nor against any risk ocher than Nonpayment. c has caused this Policy to be affixed with a facsimile of its corporate seal and to be signed by its duly authorized ii become effective as its original seal and signatures and binding upon Ambac by virtue of the countersignature of its duly St #0,o.soce 41r, PiNe4 I • •n••••••• % • • %SO SE 11 1 AL 1% ••n••• if N SCOW."' 1411114%,1111110.4° Effective Date: UNITED STATES TRUST COMPANY OF NEW YORK acknowledges that it has agreed to perform the duties of Insurance Trustee under this Policy. Form No 66-000i t - 9-) A- Authorized Representative Authorized Officer Its: Headmaster 1111" • S, Exhibit C COMPANY CERTIFICATE REGARDING TRANSFER OF EMPLOYMENT (Detroit Country Day School Project) The undersigned, Detroit Country Day School, a Michigan nonprofit corporation (the "Company"), hereby certifies to The Economic Development Corporation of the County of Oakland (the "EDC") as follows: I. 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 Detroit Country Day School 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 the City of Beverly Hills, Michigan, the municipality in which the Project will be located. 5. 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. DETROIT COUNTRY DAY SCHOOL Dated: Val qc42 D. Allen, County Clerk 1V11,64 Resolution #98223 (item b.) September 24, 1998 Moved by Palmer supported by Law that Planning and Building Committee agenda items b, c and d be adopted. AYES: Law, McCulloch, McPherson, Millard, Moffitt, Obrecht, Palmer, Schmid, Taub, Wolf, Amos, Coleman, Dingeldey, Douglas, Garfield, Gregory, Hoffman, Holbert, Huntoon, Jacobs, Jensen, Johnson, Kaczmar, Kingzett. (24) NAYS: None. (0) A sufficient majority having voted therefor, the resolutions were adopted. FOR Frr'N'r; RE 7/2_4/sr Des OLUTION / I HEREBY 411 "r11140' Brooks P EtRE _,..vw,dive -mon. County Executive STATE OF MICHIGAN) COUNTY OF OAKLAND) I, 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 September 24, 1998 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 24th day of September 1998.