HomeMy WebLinkAboutResolutions - 2018.12.06 - 30917MISCELLANEOUS RESOLUTION #18421
BY: Commissioner Philip Weipert, Chairperson, Planning and Building Committee,
IN RE: DEPARTMENT OF FACILITIES MANAGEMENT - RESOLUTION AUTHORIZING THE
OAKLAND COUNTY BUILDING AUTHORITY TO FINANCE THE RETROFITTING OF COUNTY
BUILDINGS TO ADD SECURITY, LIFE SAFETY, FIRE SUPPRESSION AND BARRIER FREE
SYSTEMS
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"), documents describing the project to finance the retrofitting of
County buildings to add security, life safety, fire suppression and barrier free systems -(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 December 15, 2018 (the "Lease Contract"), pursuant to which the Authority will construct, furnish and
equip the Project as set forth in the Lease Contract and 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 25 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 $37,000,000 which will be provided by the proceeds from the sale of
bonds by the Authority pursuant to Act 31; and
WHEREAS, there has been prepared and attached hereto as APPENDIX I a form of Lease Contract and
as APPENDIX II a form of notice entitled "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" (the "Notice of Intention").
NOW THEREFORE BE IT RESOLVED BY THE BOARD OF COMMISSIONERS OF THE COUNTY OF
OAKLAND, MICHIGAN, as follows.
1. The 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.
3. It is hereby determined that the Notice of Intention provides information sufficient to adequately
inform the electors and taxpayers of the County of the nature of the contractual obligations to be
undertaken by the County in the Lease Contract and of their right under Act 31 to file a petition
requesting a referendum election on the Lease Contract.
4. The form and content of the Notice of Intention, set forth in APPENDIX II, are hereby approved,
and the County Clerk is hereby authorized and directed to cause the Notice of Intention to be
published once in the Oakland Press, Pontiac, Michigan, a newspaper of general circulation within
the County which is hereby determined to be the newspaper reaching the largest number of
electors and taxpayers of the County. The Notice shall be at least one third of a page in size.
5. The Treasurer of the County is hereby authorized to declare official intent of the County with
respect to reimbursement.
6. Each declaration of official intent shall be substantially in the form set forth in APPENDIX III
attached hereto and by this reference incorporated herein, and said form may be modified from
time to time on the advice of bond counsel to the County and as necessary to conform to
requirements of our reimbursement regulations as the same may be adopted by the Internal
Revenue Service or amended from time to time, or with the requirements of applicable rulings or
regulations relating to tax-exempt borrowings.
7. The Treasurer is hereby directed to file each declaration of official intent in the office of the
Oakland County Clerk, which location constitutes the customary location of the records of the
Authority which are available to the general public.
8. The Oakland County Clerk is further directed to assure that each declaration of intent is
continuously available during normal business hours of the County on every business day of the
Motion carried to directly refer to the Finance Committee on a voice vote.
PLANNING AND BUILDING COMMITTEE
Motion carried unanimously on a roll call vote with Tietz absent.
period beginning the earlier of 10 days after the date of execution of said declaration of intent and
ending on the date of issuance of the Reimbursement Bonds.
Chairperson, on behalf of the Planning and Building Corrgnittee, I move the adoption of the foregoing
resolution.
Cokmissir3her ilip Weipert, District #8
Chalrperson, Planning and Building Committee
APPENDIX I
LEASE CONTRACT
THIS FULL FAITH AND CREDIT GENERAL OBLIGATION LEASE CONTRACT ("Lease") made as of
December 15, 2018, 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 retrofitting
of County buildings to add security, life safety, fire suppression and barrier free systems, 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 all or a portion of 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, the
Parties agree to the following terms and conditions:
1. Authorization and Issuance of Bonds. (a) 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 $37,000,000 (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 May 1, 2019 or the first day of any later month in 2019,
2020, 2021, 2022 and 2023 and the final maturity may be at any time up to and including December 1,
2043 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 7% 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.
(b) 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 7% per annum) actually borne by the Bonds.
(c) 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.
(d) 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 a
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.
(e) 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 $25,000,000, 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 Parties acknowledge that the
Authority owns the real property and buildings comprising the Project, except for the following: (1) 97W —
Parks and Recreation Administration building, (2) portions of the 8 E East Annex and 10 E County Jail and
Sheriffs Records buildings, and (3) 52-3 District Court building, The Project, except as set forth in the
previous sentence, is already leased to the County and shall continue to be leased to the County pursuant
to the previous lease(s) (leases approved by Miscellaneous Resolutions #12035, #12100, and #15250).
Upon expiration or termination of the previous lease(s), the Project shall be leased pursuant to this Lease.
As set forth herein, the Authority shall construct, furnish, and equip the Project, which shall be leased, as
set forth in the previous sentence, 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.
The Authority shall not disclose or permit the disclosure of the plans to construct, furnish and/or equip the
Project. The Authority acknowledges that such Project plans are confidential, shall be marked confidential
and are exempt from disclosure under the Michigan Freedom of Information Act, MCL 15.243(1)(y).
3. Increased Project Costs. In the event that it shall appear, upon determining the costs for
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 art
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.
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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
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. Bond 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: Reconveyance. (a) As set forth in and consistent with
Paragraph 2, 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, 2043, 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) To the extent necessary and as set forth in and consistent with Paragraph 2, the County shall,
upon the terms and conditions set forth in this Lease, convey to the Authority any and all rights to all lands,
buildings, towers, tenements, hereditaments, easements, rights-of-way, licenses and personal property
necessary to enable the Authority to complete the Project in accordance with the plans.
7. Cash Rental; Pledge of Full Faith and Credit. (a) 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.
(b) 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 obiigation 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.
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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
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.
14. Use of Project by Third-Parties. The County may, through written agreement, permit the
Project to be used by third parties, set forth in Exhibit A, without the prior approval of the Authority.
15. Indemnification/Hold Harmless. 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
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regulation or order and shall save the Authority harmless and free from all costs or damages with respect
thereto.
16. 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.
17. 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; provided, that during such inspections of the Project, the County may, in its sole
discretion, require the Authority's officers, employees, and/or agents to be accompanied by certain County
officers, employees, and/or agents or public officials as determined by the County.
18. 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
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.
19. Appurtenant Facilities. The sites 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.
20. 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.
21. 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, 2023, 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.
22. 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.
23. 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
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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.
24. 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.
25. 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
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
220609091.1 22632/342284
By:
County Clerk
220609091,122632/342284
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.
/s/
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.
/s/
Notary Public
State of Michigan, County of Oakland
My commission expires
Acting in the County of Oakland
(Seal)
Instrument Drafted By:
John R. Axe
Clark Hill PLC
500 Woodward Avenue, Suite 3500
Detroit, Michigan 48226
220609091.1 22632/342284
EXHIBIT A to LEASE CONTRACT
PROJECT DESCRIPTION
[SEE ATTACHMENT I]
Projected Cost Summary for retrofitting of County buildings to add security, life safety, fire
suppression and Barrier Free systems:
Total Project Construction Costs Including:
• Furnishings/fixtures/equipment, Land Acquisition - misc.,
and Contingency: $35,000,000.00
Financing Costs Including
Bond Discount and Project Contingency:
$ 2,000,000.00
Maximum Estimated Bond Issue Size:
$37,000,000.00
1
220609091.1 22632/342284
Attachment I
BOND PROJECT DESCRIPTION
The project will consist of:
• Installation of fire suppression systems in Children's Village J and A buildings
• Implementation of ADA enhancements
• Implementation of life safety enhancements
• Implementation of security enhancements
The project will impact nearly two million square feet of Oakland County building space on the Oakland
County campus in Waterford and Pontiac, Michigan, as well as County buildings in Southfield, Troy, and
Rochester Hills, Michigan — see Exhibit B below. Primary examples of the enhancements to be made are
presented in Exhibit A below. These are only examples; other related enhancements will be performed as
well. An estimated cost summary is presented below. These are only estimates; no formal bidding has
occurred to provide contractual-level costing.
Total Project Construction Cost:
• Fire suppression systems
• ADA enhancements
• Life safety enhancements
• Security enhancements
$32,669,783
$3,000,000
$16,206,592
$4,836,553
$8,626,638
Bond Discount Financing Costs, and Contingency: $4,330,217
Total Estimated Bond Issue Size: $37,000,000
Exhibit A — Primary examples of the ADA enhancements, life safety enhancements, and security
enhancements included in this project.
ADA Enhancements
▪ Adding or renovating ramps
• Adding curb cuts in sidewalks and entry areas
• Relocating shelves within reach-ranges
• Moving tables, chairs, display racks, and other furniture and equipment to enhance accessibility
• Providing raised markers on elevator controls
• Adding alarm strobe lights
• Widening doors for accessibility
220609091.1 22632/342284
• Eliminating turnstiles or providing alternative entry paths
• Installing accessible door hardware
• Installing grab bars
• Rearranging restrooms to allow for maneuvering space and placing counters, sinks, paper tower
dispensers, etc., within reach-ranges
• Installing raised toilet seats
• Adding handicap and van parking
• Widening aisleways in courtrooms, file rooms, etc.
• Lowering drinking fountains
Life safety enhancements
• Adding egress exit signage
• Adding emergency battery-powered lighting
• Changing out door hardware and swings
• Enhancing fire detection and alarm systems
• Enhancing door controls and ensuring egress route doors default open when alarms are activated
• Building stairwell enclosures and fire walls
Security enhancements
• Building access controls
• Securing roof hatch and air intakes
• Building alarm system expansion
• CCTV camera expansion and use of analytics software
• Construction of a central Command Center
• Remodeling to provide layered security between outer doors and the interiors of buildings
• Adding security fencing and gates
• Centralizing all package deliveries to one location for screening
• Bolstering security doors
• Expansion of panic/duress alarms
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220609091.1 22632/342284
• Adding door/gate intercoms and remote controls
• Adding or expanding use of generators
• Enhancing exterior campus lighting
• Adding emergency address PA systems
• Expanding use of ballistic glass in windows and doors
Exhibit B — Buildings that may be included in the project are listed below and depicted in the attached
map.
Main Campus
• 41 W Executive Office Building
• 43 W Oakland County Market
• 47 W Homeland Security
• 57 W Sheriff's Patrol Services
• 63 W Children's Village Administration
• 95 W Public Works Building
• 97 W Parks & Recreation Administration
• 8 E East Annex
• 10 E County Jail & Sheriff Records
• 12 E Court Tower Complex
• 14 E West Wing Extension
• 16 E Vehicle Operations
• 18 E Administrative Annex II
• 20 E Grounds East
• 26 E North Office Building
• 28 E Medical Examiners Facility
• 34 E North Oakland Health Center
• 36 E Medical Control Authority / Pontiac Health Center
• 38 E Sheriff's Office Administration
• 42 E Animal Shelter & Pet Adoption Center
Note: Other campus buildings may be affected by the project as well,
Remote Buildings
• Oakland Pointe — 250 and 230 Elizabeth Lake Road, Pontiac, MI 48341
• South Oakland Health Center 27725 Greenfield Rd., Southfield, MI 48076
• South Oakland Office Building — 1151 Crooks Rd., Troy, MI 48083
• 52nd District Court - Rochester Hills — 700 Barclay Circle, Rochester Hills, MI 48307
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220609091.1 22632/342284
Parks & Recnention Administration 97W County Jail & Sheriff Records 10E 0 8E . 0 OakVand 0. I Prant.-, Elltabeth Lake Rd. taZZ1E/ZE9?2 I'L606090ZZ Pontiac Lake Rd 95W Children's Administration V„. West Campus Road Commission CD Complex 0 59W 57W0 N 14/ \ 4R, °43W 0 Sheriffis Office 38E Administration °Court' 28E AO' \likt N.rth 26E a0f, 0 360) CoUdhouse "12013 Building' 14E 0 Center Dr. E. 0 East Campus 12E West Campus 41W Executive Office Braiding 43W Oskisad Calmly Market 47W Homeland Secocity 49W Administrative Annex I 51 W Oakland County Credit Union 54W EASY& Seats Society 57W Sheriffs Patrol Services SOW Road Commission Complex 63W Children's Village Agmt&strartion 93W US Annv Reserve Center 95W Public Wcilm Building 97W Parks & Recreation? dv,iaristration East Campus SE East Annes 10 E County Jail & Sheiiff Records 12£ Court-Tower Complex 14£ West Wing Extension 162 Cental Gmage 18£ Adminictrarive rrsers 202 Grounds BuiltlinE 24E D Raildtax 26 E North Office Bnildin a" 21 E Medical Examinms Facility 32£ Resource Crisis Center 34£ North Health Canter 36 E Medical Control Authority 31£ Sheriff's Office Administrative Executive Office Building 41W
EXHIBIT B to LEASE CONTRACT
OAKLAND BUILDING AUTHORITY PROJECT
SCHEDULE OF PRINCIPAL AND INTEREST
DUE
AMOUNT
TOTAL
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220609091,1 22632/342284
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 (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 $37,000,000.00 and will
mature not later than twenty-one (21) years from the date of issuance, 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 7% 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 taxing 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 electors 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 to NOTICE OF INTENTION
PROJECT DESCRIPTION
[SEE ATTACHMENT I]
Projected Cost Summary for retrofitting of County buildings to add security, life safety, fire
suppression and Barrier Free systems:
Total Project Construction Costs Including:
• Furnishings/fixtures/equipment, Land Acquisition - misc.,
and Contingency: $35,000,000.00
Financing Costs Including
Bond Discount and Project Contingency: $ 2,000,000.00
Maximum Estimated Bond Issue Size: $37,000,000.00
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220609091.1 22632/342284
Attachment I
BOND PROJECT DESCRIPTION
The project will consist of:
• Installation of fire suppression systems in Children's Village J and A buildings
• Implementation of ADA enhancements
• Implementation of life safety enhancements
• Implementation of security enhancements
The project will impact nearly two million square feet of Oakland County building space on the Oakland
County campus in Waterford and Pontiac, Michigan, as well as County buildings in Southfield, Troy, and
Rochester Hills, Michigan — see Exhibit B below. Primary examples of the enhancements to be made are
presented in Exhibit A below. These are only examples; other related enhancements will be performed as
well. An estimated cost summary is presented below. These are only estimates; no formal bidding has
occurred to provide contractual-level costing.
Total Project Construction Cost:
• Fire suppression systems
• ADA enhancements
• Life safety enhancements
• Security enhancements
$32,669,783
$3,000,000
$16,206,592
$4,836,553
$8,626,638
Bond Discount Financing Costs, and Contingency: $4,330,217
Total Estimated Bond Issue Size: $37,000,000
Exhibit A — Primary examples of the ADA enhancements, life safety enhancements, and security
enhancements included in this project.
ADA Enhancements
• Adding or renovating ramps
• Adding curb cuts in sidewalks and entry areas
• Relocating shelves within reach-ranges
• Moving tables, chairs, display racks, and other furniture and equipment to enhance accessibility
• Providing raised markers on elevator controls
• Adding alarm strobe lights
• Widening doors for accessibility
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220609091.1 22632/342284
• Eliminating turnstiles or providing alternative entry paths
• Installing accessible door hardware
• Installing grab bars
• Rearranging restrooms to allow for maneuvering space and placing counters, sinks, paper tower
dispensers, etc., within reach-ranges
• Installing raised toilet seats
• Adding handicap and van parking
• Widening aisleways in courtrooms, file rooms, etc.
• Lowering drinking fountains
Life safety enhancements
• Adding egress exit signage
• Adding emergency battery-powered lighting
• Changing out door hardware and swings
• Enhancing fire detection and alarm systems
• Enhancing door controls and ensuring egress route doors default open when alarms are activated
• Building stairwell enclosures and fire walls
Security enhancements
• Building access controls
• Securing roof hatch and air intakes
• Building alarm system expansion
• CCTV camera expansion and use of analytics software
• Construction of a central Command Center
• Remodeling to provide layered security between outer doors and the interiors of buildings
• Adding security fencing and gates
• Centralizing all package deliveries to one location for screening
• Bolstering security doors
• Expansion of panic/duress alarms
• Adding door/gate intercoms and remote controls
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220609091.1 22632/342284
• Adding or expanding use of generators
• Enhancing exterior campus lighting
• Adding emergency address PA systems
• Expanding use of ballistic glass in windows and doors
Exhibit B — Buildings that may be included in the project are listed below and depicted in the attached
map.
Main Campus
• 41 W Executive Office Building
• 43 W Oakland County Market
• 47 W Homeland Security
• 57 W Sheriff's Patrol Services
• 63 W Children's Village Administration
• 95 W Public Works Building
• 97 W Parks & Recreation Administration
• 8 E East Annex
• 10 E County Jail & Sheriff Records
• 12 E Court Tower Complex
• 14 E West Wing Extension
• 16 E Vehicle Operations
• 18 E Administrative Annex II
• 20 E Grounds East
• 26 E North Office Building
• 28 E Medical Examiners Facility
• 34 E North Oakland Health Center
• 36 E Medical Control Authority / Pontiac Health Center
• 38 E Sheriff's Office Administration
• 42 E Animal Shelter & Pet Adoption Center
Note: Other campus buildings may be affected by the project as well.
Remote Buildings
• Oakland Pointe — 250 and 230 Elizabeth Lake Road, Pontiac, MI 48341
• South Oakland Health Center — 27725 Greenfield Rd., Southfield, MI 48076
• South Oakland Office Building —1151 Crooks Rd., Troy, MI 48083
• 52 nd District Court - Rochester Hills — 700 Barclay Circle, Rochester Hills, MI 48307
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220609091.1 22632/342284
P- Bizabeth Lake Rd. Oakland Pointe 0 Co 1ST21'E/Z£9ZZ 1'1606090ZZ ▪ 0- 44.. Drain Commission Septtage Depository / Station Sheriffs Office 38EAdministration Children's Village Administration Center Dr. E. °Coun 24E 22E 20E Parks & Recreation Administration Ida:toilets Monownont \ 1155 'Aldan a Ave. 32E North ealth Center 28E 0 26E NN,fy D3w Pontiac Lake Rd, West 571Al Campus 0 ` 365 -----\55W r 1151W Road COMM-1E54M CP COMpfaX. $9- 49W0 -D .D) 47W 043W 0 34E 0 36E 0 Cour-thouse 4E"I200 12E County Jail & Sheriff Records West Campus 41 W Executive °face Building 43 W Oakland Counry2riarket 47W Honaelaud Security 49W A6ative4n.e I 51W Ot5CyCrodistIcion 55 W Easter Seals Society 57W Sheriff's Patrol Services 59W Road Commisqiou Coroplem 63W Childrea's %Tillage Administration 93W LIS Anny Reserve Canner 95W Public Works Buildinn 91W Parka &Recreation Abistratioa East Campus E East Annea 10 E County Tail & SheriffRecords 12 E Court Tow= Complem 14 E West Wine- Ecteasion 16E Central Garage 18 E Administrative 20 E Grounds Building 24E D Building 26 E North Office Building 28 E Medical Ezanainers Facility 32 E Resource Crisis Cent= 34 E North Health Center 36 E Medical ContrclAuthority 385 Sheriff's 031ceArTanUiistrahve --- East Campus 41W 1-1 Executive Office Builcfing
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, (B) 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
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220609091.122632/342284
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. I 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
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220609091.1 22632/342284
Kn
FISCAL NOTE (MISC. #184211 December 6, 2018
BY: Commissioner Thomas Middleton, Chairperson, Finance Committee
IN RE: DEPARTMENT OF FACILITIES MANAGEMENT - RESOLUTION AUTHORIZING THE
OAKLAND COUNTY BUILDING AUTHORITY TO FINANCE THE RETROFITTING OF COUNTY
BUILDINGS TO ADD SECURITY, LIFE SAFETY, FIRE SUPPRESSION AND BARRIER FREE
SYSTEMS
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
resolution and finds:
1. The resolution authorizes the Oakland County Building Authority to issue Building Authority
Bonds in the aggregate principal amount not to exceed $37,000,000 for the purpose of
constructing, furnishing, and equipping as noted in the project description.
2. The statutory limit for county debt is $7,187,135,885 (10% of current State Equalized
Value). As of November 16, 2018 the total outstanding County pledged credit is
$670,971,686, or approximately .9335% of the S.E.V.
3. The Building Authority bonds shall bear interest at a rate or rates that will result in net
interest costs not exceeding 7% per annum.
4. The term of the bonds to be issued in one or more series shall not exceed 21 years with
funding for the principal and interest payment provided initially from the General Fund for
the first several years and thereafter from the Delinquent Tax Revolving Fund as noted in
the FY 2018 —2023 Fiscal Plan document dated April 20, 2018.
5. A budget amendment will be completed, if necessary, at the time of the issuance of bonds
and approval of the contract with the Building Authority.
6. No budget amendment is required at this time.
CoMmissioner Thomas Middleton, District #4
Chairperson, Finance Committee
FINANCE COMMITTEE VOTE:
Motion carried unanimously on a roll call vote with KowaII absent.
Resolution #18421 December 6, 2018
Moved by Kochenderfer supported by Bowman the resolutions (with fiscal notes attached) on the
amended Consent Agenda be adopted (with accompanying reports being accepted).
AYES: Crawford, Gershenson, Gingell, Hoffman, Jackson, Kochenderfer, KowaII, McGillivray,
Middleton, Quarles, Spisz, Taub, Tietz, Weipert, Woodward, Zack, Berman, Bowman. (18)
NAYS: None. (0)
A sufficient majority having voted in favor, the resolutions (with fiscal notes attached) on the amended
Consent Agenda were adopted (with accompanying reports being accepted).
I HEREBYAPPROVE THIS RESOLUTIO.,
CHIEF DEPUTY COUNTY EXECUTIVE
ACTING PURSUANT TO MCL 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 December 6,
2018, 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 6th day of December, 2018.
Lisa Brown, Oakland County