HomeMy WebLinkAboutResolutions - 2000.12.14 - 25970December 14, 2000
MISCELLANEOUS RESOLUTION#00327
BY: PLANNING AND BUILDING COMMITTEE, CHARLES E. PALMER, CHAIRPERSON
IN RE: PLANNING AND ECONOMIC DEVELOPMENT SERVICES DIVISION RESOLUTION
APPROVING PROJECT PLAN (THE CHRISTIAN BROTHERS INSTITUTE OF MICHIGAN PROJECT)
- BLOOMFIELD CHARTER TOWNSHIP
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 Bloomfield Charter Township, 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
Planning & Building Committee Vote:
Motion carried on unanimous roll call vote with Jensen and Sever absent
THE ECONOMIC DEVELOPMENT CORPORATION
OF THE COUNTY OF OAKLAND
Oakland County, Michigan
The Christian Brothers Institute of Michigan, Inc. Project
PROJECT PLAN
CONTENTS
1. Summary Description of Project (Page 1)
2. Project Plan Certification by Company (Page 2)
3. Statutorily Required Information (Page 3)
4. Exhibits
"A" - Project Area Legal Description
"B" - Letter of Credit or Bond Purchaser's Commitment Letter
"C" - Company Certificate Regarding Transfer of Employment
- Company Certificate Regarding Payment of Prevailing Wages
Other
PROJECT PLAN
SUMMARY DESCRIPTION OF
THE CHRISTIAN BROTHERS INSTITUTE OF MICHIGAN, INC. PROJECT
OWNER OF PROJECT: The Christian Brothers Institute of Michigan, Inc., a Michigan not
for profit corporation
CONTACT PERSON: Margaret I. Tanghe
Tanghe & Associates
2064 Kristin
Troy, MI 48084
(248) 649-4795
LOCATION OF PROJECT: Bloomfield Township, MI
PROJECT AREA/DISTRICT AREA: See Exhibit A
NATURE OF PROJECT: The project consists of refinancing existing term debt that was
originally put in place prior to January 1, 1991 — the
proceeds of which were used for a building expansion — and
the construction of an approximately 7,000 square foot
addition to the existing facility (the "Project").
EMPLOYMENT CREATED OR RETAINED: Employment Retained: 81
Employment Created: 4
TOTAL PROJECT COST: $1,300,000
BONDS TO BE ISSUED: $1,100,000
LETTER OF CREDIT ISSUER OR BOND PURCHASER: Comerica Bank
DATE AND EXPIRATION DATE OF LETTER OF CREDIT OR BOND PURCHASE
COMMITMENT: Letter of Credit Commitment is dated , 2000 and will expire
, 2000.
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.
THE CHRISTIAN BROTHERS INSTITUTE OF
MICHIGAN, INC., a Michigan not for profit
corporation
-
By: .7iVil1ianak
Its: President
2
PROJECT PLAN
STATUTORILY REQUIRED INFORMATION REGARDING
THE CHRISTIAN BROTHERS INSTITUTE OF MICHIGAN, 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 land that will be used as a part of the Project is currently developed and utilized for
educational purposes by the Owner. The additional space will be an expansion of this existing
facility.
Legal description of Project Area 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:
Not Applicable
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:
The Christian Brothers Institute of Michigan. Inc. is a Michigan not for profit corporation
formed to facilitate the education of high school students under a college preparatory curriculum.
The Project consists of refinancing existing term debt that was originally put in place prior to
January 1, 1991 - the proceeds of which were used for a building expansion - and the construction
of an approximately 7,000 square foot addition to the existing facility
The existing debt is equal to approximately $600,000. The building expansion, including
all site work and professional fees, is expected to cost $700,000. The expansion began May, 2000
and is expected to be completed by January, 2001.
(See also IV for more detail)
3
IV. A DESCRIPTION OF THE CONSTRUCTION OR STAGES OF
CONSTRUCTION PLANNED, AND THE ESTIMATED TIME OF COMPLETION OF EACH
STAGE:
Began construction of expansion: May, 2000
Complete expansion: January, 2001
(See also III)
V. A DESCRIPTION OF THE PARTS OF THE PROJECT AREA TO BE LEFT AS
OPEN SPACE AND THE USE CONTEMPLATED FOR THE SPACE:
Green areas, less ingress and egress to the road and areas set aside for a parking lot, will
surround the building after completion. There is no other intended use for the open space.
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:
None
VIII. A DESCRIPTION OF THE PROPOSED METHOD OF FINANCING THE
PROJECT, INCLUDING ATTACHMENT OF A COPY OF THE LETTER OF CREDIT OR
BOND PURCHASER'S COMMITMENT LETTER:
The Project is anticipated to be financed with tax-exempt bonds issued by the Economic
Development Corporation of the County of Oakland and secured by a Comerica Bank direct pay
letter of credit.
Copy of Letter of Credit commitment attached as Exhibit B.
4
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):
Owner certificate regarding payment of prevailing wages attached as Exhibit D.
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:
Margaret I. Tanghe
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:
The Project is being undertaken for the benefit of The Christian Brothers Institute of
Michigan, Inc., which will own the Project.
MI. 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
5
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 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
6
Exhibit C
COMPANY CERTIFICATE REGARDING
TRANSFER OF EMPLOYMENT
(The Christian Brothers Institute of Michigan, Inc. Project)
The undersigned, The Christian Brothers Institute of Michigan, Inc., a Michigan not for
profit 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 Christian Brothers Institute of Michigan, 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 will 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 Bloomfield Township, Michigan, the municipality in which the Project will
be located.
THE CHRISTIAN BROTHERS INSTITUTE OF
MICHIGAN, INC., a Michigan not for profit
corporation
By: William A. Dogan
Its: President
Dated: , 2000
C-1
Exhibit D
COMPANY CERTIFICATE REGARDING
PAYMENT OF PREVAILING WAGES
(The Christian Brothers Institute of Michigan, Inc. Project)
The undersigned, The Christian Brothers Institute of Michigan, Inc., a Michigan not for
profit corporation (the "Company"), hereby certifies to The Economic Development Corporation
of the County of Oakland (the "EDC") as follows:
1. 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 Christian Brothers Institute of
Michigan, 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.
2. 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.
THE CHRISTIAN BROTHERS INSTITUTE OF
MICHIGAN, INC., a Michigan not for profit
corporation
By: William A. Dogan
Its: President
Dated: .2000
EXHIBIT A
LEGAL DESCRIPTION 1-,_ -SU- I:VtiY NULIEIER G"' 0. o S 5 - 2
PREL. ,
FlUAL $ /.- /7.- 14-
sC ALE 1 1"." 2.1..ac.'
DECAL DRSCRIFTION: (73P.r.7.711.F.P. !!!.CTI SCR)OL) 1.6.CC6 ACRES.
PART OF THE WEST 1/2 OF SECTION 34, T. 2 N., 10 E., BLOOMFIELD TWP. , OAKLAND
COUNTY MICHIGAN , DESCRIBETTAS COMMENCING AT A POINT ON TIIE WE,ST LINE OF SECTION
34 (ALSO BEING TILE CENTER LINE OF LANSER RD. 120 FT. WIDE) DISTANT S )1 DF.GBEES
22 MINUTES 40 SECONDS W. 588.13 I:T. FROM THE W. 1/4 CORNER OF SAID SECTION 34;
THENCE N. 86 DEGREES 55 MINUTES 30 SECONDS E. 852.51 Fr.; THENCE N. 04 DEGREES
22 MINUTES 40 SECONDS E. 310.26 FT, TO THE CENTERLINE OF LINCOLN AVE, 60 FT.
WIDE; TIIIENCE • ALONG SAID CENTERLINE N. 86 DEGREES 55 MINUTES 30 SECONDS E. 200.00
F. TO A POINT; THENCE S. 04 DEGREES 22 MINUTES. 40 SECONDS W. 237.00 FT; THENCE
N. 86 DEGREES 55 MINUTES 30 SECONDS E. .229.55 FT. TO THE WEST LINE OF VIESTCHESTE;
VILLAGE NO. 14 AS RECORDED LIBER 99, PAGE 15 OF PLATS, O.C.R. THENCE ALONG SA2D
WEST LINE S. 04 DEGREES 22 MINUTES 40 SECONDS W. 670.83 *FT. TO A POINT; TUNCE
N. 85 DEGREES 37 imam 20 SECONDS W. 1271.23 FT. .TO THE CENTERLINE OF SAID
LANSER RD.; THENCE 'N. oh DEGREES 22 MINUTES 40 SECONDS E. 431.24 Fr. TO Puityr
OF BEGINIZING. CONTAINING 16.806 ACRES OF LAND AND RESERVING THE WEST 60 rr.
AND THE NORTH 30 Yr. FOR RD. PURPOSE., BEING SUBJECT TO ALL EASEVENTS AND ilA7rrEris
OF RECORD. ALSO BEING SUB.IECT..v;), A 13.5' .WIp.4_,•.4s.grp:r FOR INOItESS AND EGRESS
WhiCh IS .DESCIURED_AS :FOLLOWS: BEGINNING AT A POINT DISTANT S. 04 DEGREES 22
MINUTES rio.7sEdoiii5S' ..88.13 ?r., AND . . 56 DIGREES 5 MINUTES 30 SECONDS
E. 60,51 yr.; FROM THE WEST 3./4 CORNER OF ,SECTION 34; CONTINUING 1) M DEGREES
55 PinWiss 30 sECONbS E. 792.00 FT. , TO A POINT TiCENCE N. 04 DEGhERS 2 I.121;UTES
40 SECONDS E. 279.97 I., THENCE N. 86 DEGREES 55 MINUTES 30 SECONDS E. 13.5
31T. TilEnCE S. 04 DEGREES 22 M1NU1V.S 40 SECONDS 14ST 293.47 Fr., THENCE S. 86
DECREES 55 MINUTES 30 SECONDS WEST (35.5 mi., THENCE N. 04 DEGREES 22 MINUTES
40 SECONDS E. 13.5 Fr., TO poin OF BEGINNING.
Z3tE iZZ M:911 1101:1130 TIVIIS 80: II f PH) 00 I - *:10N 100
mama
November 17, 2000
Christian Brother
7101 Lahser Roa
Bloomfield Hills,
Attention: Br
Dear Brother Do
We are pl
credit facility for
financing the Be
Institute of' Michigan
ichigan 48301
ther William A. Dogan
ased to advise you that Comerica Bank ("Bank") has approved the following
hristian Brothers Institute of Michigan ("Borrower") for the purpose of
ower's capital expenditures and refinancing existing indebtedness to Bank.
A. LETTER F CREDIT
The Bank
up to $1,200,000
acceptable to the
principal and eert
Economic Devclo
the financing of c
Bloomfield Hills,
owed by BOTTOWC
Bank, shall be v
to the Bank.
as approved an irrevocable and unconditional direct pay Letter of Credit for
o be issued in favor of a financial institution having Mist powers which is
ank (acting as Trustee for the bondholders) as security for the payment of
in accrued interest with regard to a $1,100,000 bond issue to be issued by The
ment Corporation of the County of Oakland (the "Bonds") in connection with
am n capital expenditures for Borrower's operating facilities located in
ichigan and refinancing of certain indebtedness in the amount of $585,655
to Bank. The Bonds are to be sold through an underwriter acceptable to the
able rate demand bonds and shall be issued on terms and conditions acceptable
The Lette
Letter of Credit w
Credit ("Letter of
to pay to the Ban
initial stated arno
Bank a fee of $10
of Credit will be issued for five years from the date the Bonds are issued. The
!carry a fee of 1% per annum on the outstanding balance of the Letter of
redit Fee") payable quarterly in advance. The Borrower shall also be required
at closing a commitment Fee equal to one half of one percent (V2%) of the
rit of the letter of credit. The Borrower shall also be required to pay to the
for each draw under the Letter of Credit submitted by the Trustee to the Bank,
If the Bon
below, the commi
only at the sole di
s have not been issued and sold on or before the Expiration Date, as defined
ents set forth herein with respect to the Letters of Credit may be renewed
cretion of the Bank.
A financi
the life of the Be
transaction for th
r:ISmb\COMDEv\Alexa
institution with trust powers approved by the Bank shall act as Trustee during
ds to make disbursements, to collect payments, and to administer the
benefit of the Bank as issuer of the Letter of Credit and for the benefit of the
er Pet \RECAPS \CHRISIIRthcommitment lcncr.wpd
NOV. -17' 00 (FRI) 10:59 SMALL BUS. DETROIT. L:313 222 3452 P.002
IMMNI
Christian Brothers Institute of Michigan
November 17, 2000
Page 2
bondholders. The Trustee's fees and expenses will be separately quoted to you and paid pursuant
to your arrangements with the Trustee.
The Bank will require execution by the Borrower of a Reimbursement Agreement which
..i shall provide, among other things, for reimbursement by the Borrower of any amounts drawn by
the Trustee under the Letter of Credit and other amounts relating to the Bond and the Letter of
Credit, including the Letter of Credit Fee, which are customarily paid for by e Bank's
customers. The Reimbursement Agreement shall include affirmative, negativ and financial
covenants acceptable to the Bank in its sole discretion.
rrti The Reimbursement Agreement will require, among other things, that the Borrower
optionally redeem bonds each year (beginning two years after closing) based n an 18 year
mortgage style amortization. Each month, the Borrower will be required to d posit to a cash
collateral account with the Bank an amount equal to 1/12 of the next occu • annual
redemption.
The Reimbursement Agreement will also contain the following provi4ions:
(a) Standard default clauses, including, a provision cross Qefaulting the
Reimbursement Agreement to all of the Borrower's obligations to the Bank and providing that
any default under any of the provisions of the Borrower's loan agreement with the Bank will be a
default under the Reimbursement Agreement (regardless of any termination of such loan
agreement).
(b) A clause which provides for a default in the event therle should be any
material change for any reason whatsoever in the management. ownership oi control of the
Borrower which shall in the reasonable judgment of the Bank adversely affet future prospects
for the successful operation of the Borrower. ,
The Bank reserves the right to approve bond counsel acting with respect to the issuance
of the Bonds_ The Bank will require note counsel's opinion on matters relatd to the issuance of
the Bonds. The Bank will also require legal opinions from attorneys accepta le to the Bank on
behalf of the Borrower as to such legal matters as are deemed necessary by te Bank and its legal
counsel. All documentation is subject to the review and approval by the Ba '5 designated legal
counsel. The Bank may require such certificates, instruments and other doc merits that are
customarily included as part of transactions of the type described by this le ter in form and
substance acceptable to the Bank,
TASmb1COMDEVIAI•Xander PKIRECAPSICHRf SIIRCA commitment fencr.wpd
w, flood) insurance
ompany
aunt satisfactory to
Mortgaged
Lk. The Bank must
NOV.-17001FR') 10:59 SMALL BUS. DETROIT TEL:515 222 5452 P. 003
111111111111
Christian Brothers Institute of Michigan
November 17, 2000
Page 3
B. SECT.JR1TY
Security for the credit facilities will consist of the following:
1. A first priority mortgage by Borrower in favor of Bank with re
estate and improvements located at 7101 Lahser Road, Bloomi
Michigan ("Mortgaged Property") securing all obligations and
Borrower to Bank.
ipect to the real
ield Hills,
liabilities of
s and liabilities of 2. A security interest in any Bond proceeds securing all obligatio
Borrower to Bank.
C. CONDIIIONS
As a condition to closing the loans, the Bank shall have received, revi
the following:
wed and approved
1. Evidence of casualty and public liability (and, if required by I
all satisfactory to the Bank as to form, amount and insurer.
2. ALTA mortgage title insurance policies from a title insurance
satisfactory to the Bank, without standard exceptions, in an
the Bank, insuring the Bank's mortgage to be a first lien on th
Property subject only to those exceptions acceptable to the B
receive either a title policy or marked-up commitment effectiVel as of closing. The
policy shall contain zoning compliance, usury, comprehensivei, and any other
endorsements required by the Bank.
is factory to and
roved by the Bank,
'acceptable to Bank
ing the Mortgaged
d plain area, and
sts, all in
3. Minimum detail ALTA survey for the Mortgaged Property sal
certified to the Bank and the title company, by a surveyor app
showing no encroachments or adverse rights, other than those
and showing ingress and egress, all recorded easements affect
Property, whether or not the Mortgaged Property lies in a floc
such other information as the Bank or the title company requl
compliance with the Bank's survey requirements.
T:NSmbNCOMDEVNAlexander Pat\RECAPSlCIIRISBROtcommitment lener.wpti
including, but not
.25 to 1.0 and a
o 1.0.
it other information
by the Bank, the
after and as at the
iancial statements
ilic accountants
NOV.-17'00(FRI) 11:00 SMALL BUS. DETROIT TEL:313 222 3452 P.004
Christian Brothers Institute of Michigan
November 17,2000
Page 4
4. A written Phase I environmental audit or risk assessment with respect to the
Mortgaged Property acceptable to the Bank, prepared at Borrower's expense by an
engineer or company experienced in such matters acceptable to the Bank with
respect to the Mortgaged Property.
5. An appraisal of the Mortgaged Property prepared by appraiser S satisfactory to
Bank in its sole discretion, indicating a loan to value ratio of 44 greater than 75%.
rig terms and The Bank's obligation to make the loans shall be subject to the folio
conditions, in addition to all of the terms and conditions stated above:
The loans shall be evidenced and secured by loan documents
commitment and otherwise in form satisfactory to the Bank at
loan documents shall include warranties, representations and
indemnify the Bank from any cost associated with any violatit
laws or regulations. The loan documents shall contain, in addi
covenants and default clauses acceptable to the Bank, the folk
onsistent with this
d its counsel. The
greements to
.na of environmental
;ion to the other
wing provisions:
(i) Financial covenants which are acceptable to the Bank,
limited to, a cash flow coverage ratio of not less than
debt to tangible net worth ratio of not greater than 4.0
(ii) The loan documents will provide that in addition to su
as may be required in the loan documents or requestc
Borrower will furnish the Bank within ninety (90) da
end of each of the Borrower's fiscal years, reviewed
for the Borrower prepared by independent certified p
satisfactory to the Bank.
(iii) The loan documents shall contain customary default
not limited to:
anses, including but
1. Failure to pay any interest, principal, or fees N
2. Failure to meet covenants;
3. Representations or warranties false in any ma
made;
4. Cross default to other indebtedness of the Bor
5. Change of management, ownership or control
TAtimb1COMDEVIAlexanda PatlRECARS\CHRISBRthcommitment letsetwpd
hen due;
.hiaIrespect when
ower;
r, including but
lent defaults.
counsel in form
ts, warranties and
ems of any
is a party.
shall automatically
re December 31,
Lses shall survive
NOV. -17' 00 (FRI) 11:00 SMALL BUS. DETROIT TEL:3I5 222 3452 F. 005
titA
Christian Brothers Institute of Michigan
November 17, 2000
Page 5
•
6. Other usual defaults with respect to the Borrow
not limited to insolvency, bankruptcy and judgr
2. The Bank shall have received an opinion of the Borrower's le,
and substance satisfactory to the Bank.
3. There shall have been no material adverse change in the finan
Borrower from the dare of the loan application.
4. The Borrower shall have supplied to the Bank such financial i
respect to the Borrower, all of which financial information shi
the Bank.
5. Whether or not the loan facilities close, the Borrower shall pa'
incurred by the Bank in connection with the preparation of thi
negotiation and preparation of the loan documents, and all oth
expenses.
ial condition of the
formation with
I be acceptable to
all expenses
letter, the
r out-of-pocket
6. The transactions contemplated hereby, including the agreemet
representations referred to herein, shall not violate any of thei
agreement, including loan agreements, to which the Borrower
This commitment and the Bank's obligation to close the loan facilitie
expire and become mill and void if the loan facilities are not closed on or bef
2000. The provisions in this letter regarding the Borrower's payment of expe
any termination of this letter.
This loan commitment is made further subject to (a) the usual condit
continued to be satisfied with the affairs of Borrower and (b) the absence of
change in the business, condition (financial or otherwise), operations, perfor
prospects of Borrower since the date of the most recent financial statements
Bank,
in that we
material adverse
lance, properties or
rovided to the
This commitment shall automatically expire unless a counterpart executed by the
Borrower is delivered to the Bank on or before November 30, 2000 ("Expirv,tion Date").
manner as the Bank This commitment may be terminated at the Bank's option, and in an
may determine if:
TASmIACOMOEV\Alexander PaARECAPS\CHRISBRO1commitment Itttenwpd
and conditions
petition in
ie appointment of a
assignment for the
ment by the
established for the
NOV. -17 00 (FRI ) 11:01 SMALL BUS. DETROIT TEL: 51.7, 222 3452 P 006
• FT-n(7meg icA
Christian Brothers Institute of Michigan
November 17, 2000
Page 6
(i) The Borrower shall fail to comply with any of the term
hereof; or
In the event of the filing by or against the Borrower of
bankruptcy or insolvency or for reorganization, or for t
receiver of trustee or the making by the Borrower of an
benefit of creditors or the filing of a petition for arrang
Borrower, which may exist at the time now or hereaftel
closing of the loan facility contemplated hereunder; or
(iii) any material adverse changes in the financial conditio
business prospects of the Borrower occur.
The terms and conditions of this commitment shall survive the closin
except where superseded by the loan documents.
The commitments set forth herein shall not be assignable by the Derr
law, or otherwise, are not intended to create any rights in favor of and may n
any third party.
This commitment letter contains the entire agreement of the Borrowe
the date hereof and is not subject to or supplemented by any previous corres
discussions between the Borrower and the Bank or any other document not
herein. No change in this commitment letter shall be binding upon the Bank
writing and signed by the Bank.
, properties or
; of the loan facility,
wet by operation of
it be relied upon by
• and the Bank as of
ondence or
cpressly referenced
mless expressed in
It is a pleasure to offer this financing. Should you have any questio
feel free to call me.
Very truly yours,
COMERICA BANK
regarding this letter,
Its:
Patricia L. Aletand
TASmb\COMDEVNAlexander Pat\ REC APS \ CI-IRISBROkommilrnent lecter.wpd
NOV. -17' 00 (FRO 11:05 SMALL BUS. DETROIT TEL:3I3 222 3452 P. 007
Christian Brothers Institute orMichigan
November 17. 2000
Page 7
Accepted and Agreed:
CHRISTIAN BROTHERS INSTITUTE
OF MICHIGAN
Dated: November /7 , 2000
By:
TASnill\CONIDEVnAlexander Put\RECAPS \CHR153ROlcilmmitment lciter.wpd
Exhibit C
COMPANY CERTIFICATE REGARDING
TRANSFER OF EMPLOYMENT
(The Christian Brothers Institute of Michigan, Inc. Project)
The undersigned, The Christian Brothers Institute of Michigan, Inc., a Michigan not for
profit 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 statuary requirement which, if improperly made or
based upon any material misrepresentation or inaccuracy, might invalidate the proceedings
regarding The Christian Brothers Institute of Michigan, 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 will 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 Bloomfield Township, Michigan, the municipality in which the Project will be
located.
THE CHRISTIAN BROTHERS INSTITUTE OF
MICHIGAN, INC., a Michigan not for profit
corporation
By: William A_ Dogan
Its: President
Dated: t i .2000
1,1J;11;0,,, A Tr.er.n,1
C-1
Exhibit
COMPANY CERTIFICATE REGARDING
PAYMENT OF PREVAILING WAGES
(The Christian Brothers Institute of Michigan, Inc. Project)
The undersigned, The Christian Brothers Institute of Michigan, Inc., a Michigan not for
profit corporation (the "Company"), hereby certifies to The Economic Development Corporation
of the County of Oakland (the "EDC") as follows:
1. 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 Christian Brothers Institute of
Michigan, 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.
2. 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.
THE CHRISTIAN BROTHERS INSTITUTE OF
MICHIGAN, INC., a Michigan not for profit
corporation
By: William A. Dogan
Its: President
Dated: Il i I ‘s' . MOO
Resolution #00327 December 14, 2000
Moved by Taub supported by Law the resolutions on the Consent Agenda be
adopted, with the accompanying reports being accepted.
AYES: Buckley, Causey-Mitchell, Colasanti, Coleman, Dingeldey, Douglas,
Galloway, Gregory, Jensen, Law, McCulloch, McPherson, Melton, Millard,
Moffitt, Obrecht, Palmer, Patterson, Sever, Suarez, Taub, Amos, (22)
NAYS: None (0)
A sufficient majority having voted therefor, the resolutions on the
Consent Agenda were adopted, with accompanying reports accepted
1 HEREBY : -0V FOREGO RESOLtr
2-h S/61
Court ybiectftive L Brbokt Pan Date
STATE OF MICHIGAN)
COUNTY OF OAKLAND)
I, G. William Caddell, 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 December 14, 2000 with the original
record thereof now remaining in my office.
In Testimony Whereof, T have hereunto set my hand and affixed the seal of the
County of Oakland at Pontiac, Michigan this 14t11,day ofifDecember, 2000.
G. William Caddell, County Clerk