City Commission Packet Archive 01-13-2009

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  CITY OF MUSKEGON
    CITY COMMISSION MEETING
                     JANUARY                13,      2009
 CITY        COMMISSION                CHAMBERS               @    5:30     P.M.

                                  AGENDA

CALL TO ORDER:

PRAYER:

PLEDGE OF ALLEGIANCE:

ROLL CALL:

HONORS AND AWARDS:

INTRODUCTIONS/PRESENTATION:

CONSENT AGENDA:

  A. Approval of Minutes. CITY CLERK

   B.    Risk Avoidance Program (RAP) Grant. PUBLIC SAFETY

  c. Rezoning Request for Properties Located at 1264 Terrace Street and 185
         E. Isabella Avenue. PLANNING & ECONOMIC DEVELOPMENT

         Amendment to the Zoning Ordinance - Temporary Buildings, Structures
         and Uses. PLANNING & ECONOMIC DEVELOPMENT

         Metro PCS Tower Lease Agreement. PUBLIC WORKS

         Response Agreement-Department of Veteran Affairs Police.                  PUBLIC
         SAFETY

        . Budgeted Vehicle Replacement - Two 2009                 Ford F-150s.     PUBLIC
         WORKS

        . Budgeted Vehicle Replacement - Seven 2009 Crown Victorias. PUBLIC
         WORKS

         Special   Events   -   Multiple   Liquor   License   Request     for    Racquets
         Downtown Grill. LEISURE SERVICES

   J.    Recommendations for the Various Boards and Committees. CITY CLERK

         Gaming License Request for USS LST 393 Preservation Association. CITY
         CLERK
               L. Liquor License Transfer Request for CJ's on the Beach, LLC, 1601 Beach
                    Street, CITY CLERK

a          PUBLIC HEARINGS:

               A. Request for _an_               Industrial     Facilities     Exemption Certificate for AFI
                    Machining. PLANNING & ECONOMIC DEVELOPMENT
               B. Request for an Industrial Facilities Exemption Certificate for AFl Hole
                    Drill, PLANNING & ECONOMIC DEVELOPMENT

a          COMMUNICATIONS:

a          CITY MANAGER'S REPORT:

a          UNFINISHED BUSINESS:

a          NEW BUSINESS:

               A. Liquor License Request for Muskegon Athletic Club, LLC, 333 Western,
                    Suite B. CITY CLERK

           ANY OTHER BUSINESS:
ao




           PUBLIC PARTICIPATION:
O




           Reminder: Individuals who would like to address the City Commission shall do the following:
VVVVVVVV




           Fill out a request to speak form attached fo the agenda or located in the back of the room.
            Submit the form to the City Clerk.
           Be recognized by the Chair,
           Step forward to the microphone.
           State name and address,
           Limit of 3 minutes to address the Commission.
           (Speaker representing a group may be allowed 10 minutes if previously registered with City Clerk.)

           CLOSED SESSION:
Oo




a          ADJOURNMENT:
ADA POLICY: THE City OF MUSKEGON WILL PROVIDE NECESSARY AUXILIARY AIDS AND SERVICES TO INDIVIDUALS WHO
WANT TO ATTEND THE MEETING UPON TWENTY FOUR HOUR NOTICE TO THE CITY OF MUSKEGON. PLEASE CONTACT ANN
MARIE BECKER, CITY CLERK, 933 TERRACE STREET, MUSKEGON, Mi 49440 or BY CALLING (231) 724-6705 oR TDD:
 (231) 724-4172.
Date:      January 13, 2009

To:        Honorable Mayor and City Commissioners

From:      Ann Marie Becker, City Clerk

RE:        Approval of Minutes




SUMMARY OF REQUEST: To approve minutes for the December 8"
Commission Worksession, and the December 9" Regular Commission
Meeting.




FINANCIAL IMPACT:   None.




BUDGET ACTION REQUIRED: None.




STAFF RECOMMENDATION: Approval of the minutes.
                                        City of Muskegon
                                   City Commission Worksession
                                        December 8, 2008
                                    City Commission Chambers
                                             5:30 PM


                                          MINUTES



2008-106
Present: Commissioners Wierengo, Wisneski, Gawron, Carter (arrived 5:35 p.m.), Spataro
(arrived 5:37 p.m.), and Clara Shepherd (arrived 5:40 p.m.).
Absent:     Mayor Warmington.


Indian Cemetery Request. John McGarry
Mr. McGarry is in possession of Indian remains and is seeking permission to lay the remains to
rest at the Old Indian Cemetery.


The City Commission can give formal approval contingent that all legal ramifications are met.


Motion by Commissioner Wisneski, seconded by Commissioner Wierengo, to proceed with
the burial of Indian remains in the possession of the Muskegon County Museum at the Old
Indian Cemetery contingent upon all legal ramifications being met.


                                                                   ROLL CALL VOTE:


Ayes:   Spataro, Wierengo, Wisneski, Carter, Gawron, and Shepherd.
Nays: None.


                                                                   MOTION PASSES.


2009 User Fee Update. Finance
Tim Paul, Finance Director, presented the proposed 2009 User Fees. Few changes are proposed
for 2009.


It is recommended that the fee for the hanging of banners be raised from $50 to $450.
Commissioner Carter suggested that the City continue charging $50 to hang banners, but the
organization contract with a private source to hang the banners.


Commissioner Carter suggested to raise the fee to $450 until a policy can be developed to
privatize the service.


2009 Salary Schedule and Fringe Benefits for Non-Represented Employees and the 2009
Salary Schedule for Part-Time and Limited-Term Employees. City Manager
City Manager, Bryon Mazade, presented the 2009 proposed salary schedule for non-represented
employees, part-time, and limited-term employees.
Final Amendments to 2008 Budget. Finance
Income Tax revenue will be higher than projected. Building permits were strong as well. We
did not need $300,000 transfer from budget stabilization fund. $250,000 will be transferred to
the budget stabilization fund.


Large expenses are expected in the future from pension and health insurance costs.

Adjournment
Motion by Commissioner Carter, seconded by Commissioner Wierengo to adjourn at 6:05
p-m.



                                                                   MOTION PASSES.




                                                             Ann Marie Becker, MMC
                                                                   City Clerk
      CITY OF MUSKEGON
        CITY COMMISSION MEETING
                       DECEMBER                 9,   2008
     CITY     COMMISSION              CHAMBERS          @   5:30   P.M.
                                   MINUTES

   The Regular Commission Meeting of the City of Muskegon was held at City Hall,
933 Terrace Street, Muskegon, Michigan at 5:30 p.m., Tuesday, December 9, 2008.
   Mayor Warmington opened the meeting with a prayer from Pastor Tim Cross
from the Living Word Church of Muskegon after which the Commission and public
recited the Pledge of Allegiance to the Flag.

ROLL CALL FOR THE REGULAR COMMISSION MEETING:

   Present: Mayor Stephen    Warmington,    Vice   Mayor Stephen      Gawron,
Commissioners Sue Wierengo, Steve Wisneski, Chris Carter, Clara Shepherd, and
Lawrence Spataro, City Manager Bryon Mazade, City Attorney John Schrier, and
Cily Clerk Ann Marie Becker.

2008-101 HONORS AND AWARDS:

      A. Muskegon High School Big Reds Football Team.

      B. Muskegon Catholic Central Crusaders Football Team,

Mayor Warmington and the Commission congratulated Coach Holmes and
Coach Fairfield and their teams for the championships. He thanked them for their
sportsmanship, enthusiasm, and hard work and presented them with a Certificate
of Recognition and a sign.

2008-102 CONSENT AGENDA:

      A. Approval of Minutes. CITY CLERK

SUMMARY OF REQUEST:       To approve minutes for the November 18!" Commission
Worksession, and the November 25'h Regular Commission Meeting.

FINANCIAL IMPACT: None.

BUDGET ACTION REQUIRED: None.

STAFF RECOMMENDATION: Approval of the minutes.

      C. SECOND READING: Adoption of the 2006 Building Code. PUBLIC SAFETY

SUMMARY OF REQUEST: The Director of Public Safety is requesting thal the City
Commission adopt the 2006 Michigan Building Code and repeal all other
ordinances and parts of the ordinances that may conflict with the new code.

FINANCIAL IMPACT: None.

BUDGET ACTION REQUIRED: None.

STAFF RECOMMENDATION: Approval of the request.

      E. Service Agreement with Professional Med Team Inc. PUBLIC SAFETY

SUMMARY OF REQUEST: The Director of Public Safety is requesting approval to
enter into a service agreement (calendar year 2009) with Professional Med Team
(Pro-Med) to provide a paramedic for the purpose of performing a blood draw,
when needed, of suspected intoxicated drivers.             The paramedic will be
dispatched directly to the jail to perform the draw. This service will be utilized by all
law enforcement agencies within Muskegon County.

FINANCIAL IMPACT: The cost to the department will be $75 per blood draw.
BUDGET ACTION REQUIRED: None.

STAFF RECOMMENDATION: Approval of the agreement.

      F.   Adding Property to the Lease with Option            to   Purchase   Program.
           COMMUNITY & NEIGHBORHOOD SERVICES

SUMMARY OF REQUEST: To have fhe Commission approve the CNS office request
to add the Cily-owned home at 451 Isabella to the Lease with Option to Purchase
program.     The lessee will have a three-year period (36 months) to obtain a
mortgage. If the lessee is able to obtain a mortgage after the first year, the
purchaser will be able to receive a nine percent decrease in the purchase price.
If the lessee is able to obtain a mortgage in the second year, the property will be
sold at a five percent decrease from the present asking price. If the lessee is not
atbble to obtain a mortgage until the third year, the home will sell for the current
asking price. The lessee will be responsible for all the utilities and upkeep of the
property. The current price of 451 Isabella is $60,000.
Two homes owned by the City are currently in this program: 435 Monroe and 867
Williams. Both are currently occupied.

FINANCIAL IMPACT: This will eliminate some of the overhead costs the City has
because of the length of time these houses have been on the market. Costs
include utilities, alarm system, grass cutting, snow removal, etc.
BUDGET ACTION REQUIRED: None at this time.

STAFF RECOMMENDATION: To approve the request.

COMMITTEE RECOMMENDATION: The activity has been approved by the Citizen's
District Council.

       G. Combining of Liens. COMMUNITY & NEIGHBORHOOD SERVICES

SUMMARY OF REQUEST:         To have the Commission approve for the CNS office to
begin combining liens on Emergency Repair and Vinyl Siding projecis that
aggregate costs total $3,500 or more. Currently the CNS office only establishes
liens on Emergency Repair and/or Vinyl! Siding projects if the individual activity
meets or exceeds $3,500. Because of the age of some of the housing and lack of
long-term maintenance, some clients have received multiple assistance.           The
individual cost of the repair may be less than $3,500; but the combined cost may
exceed the established threshold. In order to insure the citizens’ investment in the
properly, the City would like to combine the cost and establish a lien on the
property under the CNS office established guidelines.

FINANCIAL IMPACT: None at this time.

BUDGET ACTION REQUIRED: None at this time.

STAFF RECOMMENDATION: To approve the request.

COMMITTEE RECOMMENDATION:            This request was approved by the Citizen's
District Council.

       H. Elimination of First-Time Home-Buyer Requirement for CNS Home-Buyer
          Program. COMMUNITY & NEIGHBORHOOD SERVICES

SUMMARY OF REQUEST: To have the Commission approve for the CNS office to
eliminate the First-Time Home-Buyer requirement from both the CNS office Infill and
Total Rehabilitation Home-Buyer programs. Currently, to be eligible for the City’s
home-buyer program, an individual or family could not have owned a home in the
last three years.    Because of the current fragileness of the local economy,
especially as it related to the housing market, the CNS office would like to
eliminate the first-time home-buyer requirement, although the stipulation that the
home be owner-occupied is not being eliminated.

All of the homes in the CNS office inventory have been on the market for atleast 8-
12 months.

FINANCIAL IMPACT: Hopefully, this will increase the market of potential home-
buyers for the City-owned homes, eliminating the overhead and maintenance
cost that the City and CNS are trying to maintain.

BUDGET ACTION REQUIRED: None at this time.

STAFF RECOMMENDATION: To approve the change to the current policy.

COMMITTEE RECOMMENDATION:            The change was presented to the Citizen's
District Council and was approved.

       1.   Appointment to the Local Development Finance Authority. CITY CLERK

SUMMARY OF REQUEST:         To appoint Andrew Cirner to the Local Development
Finance Authority.

FINANCIAL IMPACT: None.
BUDGET ACTION REQUIRED: None.

STAFF RECOMMENDATION: Approval.
COMMITTEE RECOMMENDATION:          The Community Relations              Committee
recommended the appoiniment at their November 18" meeting.
     J. Consideration of Bids/Contract Award - Remodeling of Men's Locker
          Room for MPD. ENGINEERING

SUMMARY OF REQUEST: Authorize staff to enter into an agreement with Buck
Construction, of Muskegon, fo completely remodel the men’s locker room in the
Police Department since they were the lowest responsible bidder with a bid price
of $26,614 unless the City removes the exisling lockers at which fime the price
would be $25,498.

FINANCIAL IMPACT: The construction cost of $26,614.
BUDGET ACTION REQUIRED: None. This project was budgeted for in the 2009 CIP.
STAFE RECOMMENDATION: Authorize staff to enter into an agreement with Buck
Construction to remodel the locker room.
Motion by Commissioner Carter, second by Commissioner Wierengo to approve
the Consent Agenda as read minus ifems K, D, and B.
ROLL VOTE: Ayes:    Wierengo, Wisneski, Carter, Gawron, Shepherd, Spataro, and
              Warmington

              Nays: None

MOTION PASSES

2008-103 ITEMS REMOVED FROM THE CONSENT AGENDA:
        D. SECOND READING: Amend Chapter 30 of the Code of Ordinances - Fire
          Prevention. PUBLIC SAFETY

SUMMARY OF REQUEST: The Director of Public Safety is requesting that the City
Commission amend Chapter 30 of the Code of Ordinances concerming Fire
Prevention and Protection. This includes the adoption of the 2006 International Fire
Code.

FINANCIAL IMPACT: None.

BUDGET ACTION REQUIRED: None.

STAFF RECOMMENDATION: Approval of the request.
Motion by Commissioner Carter, second by Commissioner Wierengo to approve
the second reading to amend Chapter 30 of the Code of Ordinances for fire
prevention.

ROLL VOTE: Ayes: Wisneski, Carter, Gawron, Shepherd, Spataro, Warmington, and
              Wierengo
              Nays:    None

MOTION PASSES

       K.   2009 User Fee Update. FINANCE

SUMMARY OF REQUEST:           City departments have reviewed and updated their user
fees and these have been incorporated into the Master Fee Resolution.

New fees and fee changes proposed for 2009 include the following:

   e   Adjustments to certain sanitation fees;

   e   Adjustments to cat license fees to maintain consistency with County dog
       license fees;

   e   Increase in the fee to hang street banners to reflect our actual costs;

   «   New marina fees for storage of boats and kayaks and other miscellaneous
       services not previously provided;

   e   Increases in some recreation fees to reflect increased officiating charges;

   e   Increases in certain treasury fees to reflect our increased costs;

   e   Increases in certain zoning fees to reflect our increased cosis;

   e   Elimination of taxi licensing fees.

FINANCIAL IMPACT: Increased revenue for fee supported activities.

BUDGET ACTION REQUIRED:           None at this time.   Adoption of the 2009 Master Fee
Resolution will help the City attain its budgeted revenue estimates.

STAFF RECOMMENDATION: Approval.

Motion by Commissioner Carter, second by Commissioner Spataro to approve the
2009 User Fee update.

ROLL VOTE: Ayes:        Carter, Gawron, Shepherd, Spataro, Warmington, Wierengo,
               and Wisneski

               Nays:   None

MOTION PASSES

       B. SECOND _ READING:              Vacant    Building   Registration   _ Ordinance
            Amendments,       PLANNING & ECONOMIC DEVELOPMENT

SUMMARY OF REQUEST:           Request to amend the Code of Ordinances Chapter 10,
Section 107, Annual Registration of Vacant Buildings and Registration Fees, for the
purpose of making the ordinance easier for property owners fo comply with and
easier for staff to administer.

FINANCIAL IMPACT: None.

BUDGET ACTION REQUIRED: None.
STAFF RECOMMENDATION: Staff recommends amendment of Chapter 10, Section
107 Annual Registration of Vacant Buildings and Registration Fees, specifically to
amend sub-section (b}(2} Applicability, sub-section (b)(3} Registration statement
and fees; local agent, sub-section {b}(4) Appeal rights, sub-section ()(6} Two-Year
waiver, subsection (0) (7}(d} Exceptions.

Motion by Commissioner Spataro, second by Vice Mayor Gawron to approve the
second reading of the Vacant Building Registration Ordinance amendments.

ROLL VOTE: Ayes:       Gawron, Shepherd, Spataro, Warmington, Wierengo, Wisneski,
               and Carter

               Nays:   None

MOTION PASSES

2008-104 UNFINISHED BUSINESS:

      A. Concurrence with the Housing Board of Appeals Notice and Order to
         Demolish 254 Amity Avenue. PUBLIC SAFETY

SUMMARY OF REQUEST: This is to request that the City Commission concur with the
findings of the Housing Board of Appeals that the structure located at 254 Amity
Ave. is unsafe, substandard, a public nuisance and that it be demolished within 30
days. It is further requested that administration be directed to obtain bids for the
demolition of the structure and that the Mayor and Cily Clerk be authorized and
directed to execute a contract for demolition with the lowest responsible bidder.

FINANCIAL IMPACT: CDBG Funds.

BUDGET ACTION REQUIRED: None.

STAFF RECOMMENDATION: To concur with the Housing Board of Appeals decision
to demolish.

Motion by Commissioner Carter, second by Commissioner Spataro to concur with
the Housing Board of Appeals notice and order to demolish 254 Amity Avenue.

Motion by Commissioner Shepherd, second by Commissioner Spataro to table the
concurrence of the Housing Board of Appeals notice and order to demolish 254
Amity to the second meeting in January, 2009.

ROLL VOTE: Ayes:        Shepherd, Spataro, Warmington, Wierengo, Wisneski, Carter,
               and Gawron

               Nays: None

MOTION TO TABLE PASSES

2008-105 NEW BUSINESS:

      A. 2009 Salary Schedule and Fringe Benefits for Non-Represented Employees
         and the 2009 Salary Schedule for Part-Time and Limited-Term Employees.
          CITY MANAGER
SUMMARY OF REQUEST:

      1. To   establish    the   2009   salary ranges   for part-time   and   limited-term
           employees;

     2. To approve and adopt the proposed salary ranges and salary schedules
        for the non-represented administrative, technical, professional, and
        supervisory employees for 2009 (2.5% increase};

     3. Increase the lifetime major medical health plan maximum from $325,000
           to $500,000 per covered individual.

FINANCIAL IMPACT:

      1.   Minimal. There are minor changes to steps and pay grades;

     2. The salary increases will cost approximately $68,500 plus approximately
           $17,125 in added fringe benefit costs;

     3.    Minimal cost.

BUDGET ACTION REQUIRED:        To authorize the necessary 2009 budgetary
amendments and transfer of money from the affected City funds (Contingency
Account for General Fund) to the appropriate salary and fringe benefit accounts
to accommodate the salary increases and fringe benefit adjustments.

STAFF RECOMMENDATION:

      1. To approve the proposed 2009 salary ranges for part-time and limited-
           term employees;

      2. To approve and adopt the proposed 2009 salary ranges, salary
         schedules, and fringe benefit changes for non-represented employees.

Motion by Commissioner Spataro, second by Vice Mayor Gawron to approve the
2009 Salary Schedule and Fringe Benefits for Non-Represented Employees and the
2009 Salary Schedule for Part-Time and Limited-Term Employees.

ROLL VOTE: Ayes: Spataro, Warmington, Wierengo, Wisneski, Carter, Gawron, and
              Shepherd

              Nays: None

MOTION PASSES

      B.   Final Amendments to 2008 Budget. FINANCE

SUMMARY OF REQUEST: Provided under separate cover are proposed year-end
amendments to the City's 2008 Budget to assure compliance with the State
Uniform Budget Act. The state requires that final budget amendments (as reported
in the annual CAFR) be formally adopted by the governing body prior to the end
of the fiscal year (December 31}. As there will only be one meeting in December,
it is necessary to approve final 2008 budget armendments at this time.
FINANCIAL IMPACT: These budget amendments establish the final 2008 revenue
estimates and authorized spending limits for the various City departments and
funds.

BUDGET ACTION REQUIRED: Self-explanatiory.
STAFF RECOMMENDATION: Approval.

Motion by Vice Mayor Gawron, second by Commissioner Carter to approve the
final amendments to the 2008 Budget.

ROLL VOTE: Ayes:   Warmington, Wierengo, Wisneski, Carter, Gawron, Shepherd,
           and Spataro

            Nays: None

MOTION PASSES

ANY OTHER BUSINESS: Various comments were mace.
ADJOURNMENT: The City Commission Meeting adjoumed at 6:35 p.m.


                                        Respectfully submitted,




                                        Ann Marie Becker, MMC
                                         City Clerk
                             City Commission Meeting
                               Tuesday January 13, 2009




TO:             Honorable Mayor and City Commissioners


FROM:          Anthony L. Kleibecker, Director of Public Safety


DATE:           December 8, 2008

SUBJECT:     — Risk Avoidance Program (RAP) Grant



Summary of Request:


The Director of Public Safety is requesting approval to accept a Risk Avoidance Grant
(RAP) in the amount of $2,625.      This grant will be utilized to purchase Ready Buckle
Restraints for all of the marked police cruisers. This grant represents 50% of the funding
for the restraint system.


The Ready Buckle Restraint system makes it easier and is safer for the police officers
when they are securing a handcuffed individual in the rear seat of a police cruiser.


Financial Impact:


The remainder of the funds will be drawn from the Equipment Fund.


Budget Action Required:


None


Staff Recommendation:


Approval of the agreement.
                                                                          MICHIGAN MUNICIPAL
                                                                          RISK MANAGEMENT
                                                                          AUTHORITY




           November 12, 2008




            Dennis Lord
            City of Muskegon
            933 Terrace Street
            Muskegon, Mi 49440

                         RE:            RAP


            Dear Mr. Lord:


            Lam pleased to inform you that your RAP application was approved. The Committee authorized 50%
            funding up to $2,625 for your purchase of Ready Buckle Restraints.

             Payment will be based upon confirmation from the City     of Muskegon of their payment of their portion of
             the expense. Please send a copy of your paid invoice or other documentation of the expenditure. Such in
             documentation is needed in order to verify that the grant allotted is being used for the project described
             your application.

                                                                                                of MMRMA and
             Payment of RAP funds are contingent upon the City of Muskegon remaining a Membermonths
             in compliance with the Joint Powers Agreement. Your reimbursement is valid for six      from the
             date of this letter.

              Sincerely,


              Charles Schwab
              Director of Risk Management


              CSicle


              cet          Timothy Paul, Finance Director
                           Ibex Insurance Agency




                                                                                    BOARD OF OLRECTORS

JAMES KOHMESCHER JANES SCHARRET          MICHAEL WELSCH | MICHAEL BOSANAC | RICHARD BURKE         MICHAEL DORNAN         CINDY KING      LEONARD PETERS | ROBERT SEETERLIN     THOMAS YACK
  ; Chair ;            Vice Chair            Secretary      Monroe County   City of Ishpeming       City of Wixom     Charter Township     Eaton County   Charter Township | Charter Township
 City of Wyoming | City of Southfield     Au Sable Valley                                                               of Van Buren                         of Waterford        of Canton
                                          Mental Health
                                                                              MICHAEL L. RHYNER, Executive Director

                         14001 Merriman Road © Livonia, MI 48154 ® 734.513.0300 « 800.243.1324 © FAX 734.513.0318 * www.mmrma.org
            Commission Meeting Date: January 13, 2009




Date:        January 2, 2009

To:          Honorable Mayor and City Commissioners

From:        Planning & Economic Development CHC
RE:          Rezoning request for properties located at 1264 Terrace
             Street and 185 E. Isabella Avenue




SUMMARY OF REQUEST:

Request to rezone the properties located at 1264 Terrace Street and 185 E. Isabella
Avenue, from R, One Family Residential District to OSR, Open Space Recreation
District.

FINANCIAL IMPACT:

None

BUDGET ACTION REQUIRED:

None

STAFF RECOMMENDATION:

Staff recommends approval of the request.

COMMITTEE RECOMMENDATION:

The Planning Commission recommended approval of the request at their 12/11
meeting. The vote was unanimous, with B. Mazade, B. Smith and John Aslakson
absent.
                              CITY OF MUSKEGON


                          MUSKEGON COUNTY, MICHIGAN


                              ORDINANCE NO.


An ordinance to amend the zoning map of the City to provide fora zone change for
a certain properties from R “One Family Residential” district to OSR “Open Space
                                  Recreation” district.


THE CITY COMMISSION OF THE CITY OF MUSKEGON HEREBY ORDAINS:

The zoning map of the City of Muskegon is hereby amended to change the zoning of the
following described property from R, “One Family Residential” district to OSR “Open
Space Recreation” district:

         CITY OF MUSKEGON REVISED PLAT OF 1903 N 40 FT LOT 2 & LOT | BLK 252
                                           And
                  CITY OF MUSKEGON REVISED PLAT OF 1903 LOT 12 BLK 252


This ordinance adopted:
Ayes:


Nayes:


Adoption Date:


Effective Date:


First Reading:

Second Reading:

                                                    CITY OF MUSKEGON


                                                    By:
                                                          Ann Marie Becker, MMC
                                                          City Clerk
    CERTIFICATE        (Rezoning of 1264 Terrace & 185 E. Isabella from R to OSR)


       The undersigned, being the duly qualified clerk of the City of Muskegon,
Muskegon County, Michigan, does hereby certify that the foregoing is a true and
complete copy of an ordinance adopted by the City Commission of the City of
Muskegon, at a regular meeting of the City Commission on the 13" day of January, 2009,
at which meeting a quorum was present and remained throughout, and that the original of
said ordinance is on file in the records of the City of Muskegon. I further certify that the
meeting was conducted and public notice was given pursuant to and in full compliance
with the Michigan Zoning Enabling Act, Public Acts of Michigan No. 33 of 2008, and
that minutes were kept and will be or have been made available as required thereby.

DATED:                            , 2009.
                                              Ann Marie Becker, MMC
                                              Clerk, City of Muskegon




Publish:       Notice of Adoption to be published once within ten (10) days of final
               adoption.
                                       CITY OF MUSKEGON
                                      NOTICE OF ADOPTION


      Please take notice that on January 13, 2009, the City Commission ofthe City of
      Muskegon adopted an ordinance amending the zoning map to provide for the change of
      zoning of the following property from to R “One Family Residential” district to OSR
      “Open Space Recreation” district:


               CITY OF MUSKEGON REVISED PLAT OF 1903 N 40 FT LOT 2 & LOT | BLK 252
                                            And
                        CITY OF MUSKEGON REVISED PLAT OF 1903 LOT 12 BLK 252


      Copies ofthe ordinance may be viewed and purchased at reasonable cost at the Office of
      the City Clerk in the City Hall, 933 Terrace Street, Muskegon, Michigan, during regular
      business hours.


              This ordinance amendment is effective ten days from the date of this publication.

      Published                           , 2009           CITY OF MUSKEGON

                                                           By
                                                                  Ann Marie Becker, MMC
                                                                  City Clerk




PUBLISH ONCE WITHIN TEN (10) DAYS OF FINAL PASSAGE,


Account No.   101-80400-5354
                                       Staff Report [EXCERPT]
                                        CITY OF MUSKEGON
                                      PLANNING COMMISSION
                                         REGULAR MEETING


                                           December 11, 2008




Hearing; Case 2008-31: Request to rezone the properties located at 1264 Terrace Street and
185 E. Isabella Avenue from R-1, Single Family Residential District to OSR, Open Space
Recreation District, by Tom Pastoor, 1291 Terrace Street, McLaughlin Neighborhood
Association.


BACKGROUND


Applicant:                                Tom Pastoor, McLaughlin Neighborhood Association
Property Address/Location:                1264 Terrace Street and 185 E. Isabella Avenue

Request:                                  Rezone from R-1, Single Family Residential District to
                                          OSR, Open Space Recreation District

Present Land Use:                         Vacant

Zoning:                                   R-1, Single Family Residential District



STAFF OBSERVATIONS


l.     The properties that are the subject of this request are presently vacant, but being used by
       the McLaughlin Neighborhood Association for neighborhood gatherings. They have a
          long term lease with the City for 1264 Terrace, and a maintenance agreement with the
          City for 185 E. Isabella.
          Since the McLaughlin Neighborhood does not have their own park, they wish to develop
          the property into a neighborhood park. Their plans include erecting a picnic shelter, as
          well as adding other upgrades to the property. Since those improvements aren’t allowed
          ona   lot zoned R-1 without a principal structure, rezoning to OSR seems to be a good
          solution for them.
          The Zoning Ordinance allows “parks, playgrounds and playfields” in the OSR zoning
          district as principal uses, and the district language states that these districts “are intended
          for permanent open spaces in the City”.
          The 1997 Master Plan Future Land Use Map identified this property as “Residential”,
          however since parks are meant to serve residential area, this use is complementary.
          Minimum size for a lot in OSR is 21,780 square feet, with 75 feet of frontage on a street.
          These two lots together are 22,704 square feet, and has more than the required frontage.
          The areas surrounding these two properties are all zoned R-1. However, Staff does not
          believe this request would result in a spot zone, since it isn’t inconsistent with other uses
          in the area, and it would not benefit an individual land owner rather than the broad public
          interest.
          Staff has received no comments regarding this request.
         See med                  a

       View of 1264 Terrace Street.                View of 185 E. Isabella Street.


   City of Muskegon
   Planning Commission
   Case # 2008-31
                                                                            Selected Property

                                                                           ' Properties win 3C0 fl




                                                                           ingle F amily Residential
                                                                            LowDensity Muti-Famity Residential
                                                                            miled Business




     A fs
    PS
                         IRWin AVENUE,




STAFF RECOMMENDATION
Staff recommends approval of the request to rezone the subject property from R-1, Single Family
Residential district to OSR, Open Space Recreation district, because the request conforms to the
goals and recommendation of the City’s 1997 Master Plan and Future Land Use Plan and zoning
district intent.
                                                                                                                 6
DELIBERATION


Criteria-based questions typically asked during a rezoning include:

1.     What, if any, identifiable conditions related to the petition have changed which justify
       the petitioned change in zoning.


2.     What are the precedents and the possible effects of precedent that might result from the
       approval or denial ofthe petition?


3.     What is the impact of the amendment on the ability of the city to provide adequate
       public services and facilities and/or programs that might reasonably be required in the
       future if the petition is approved?


4.     Does the petitioned zoning change adversely affect the environmental conditions or value
       of the surrounding property?


5.     Does the petitioned zoning change generally comply with the adopted Future Land
       Use Plan of the City?


6.     Are there any significant negative environmental impacts which would reasonably
       occur if the petitioned zoning change and resulting allowed structures were built such as:

       a.      Surface water drainage problems
       b.      Waste water disposal problems
       c.      Adverse effect on surface or subsurface water quality
       d.      The loss of valuable natural resources such as forest, wetland, historic sites,
               or wildlife areas.


       7.      Is the proposed zoning change a “Spot Zone”?

       a.      Is the parcel small in size relative to its surroundings?
       b.      Would the zoning change allow uses that are inconsistent with those allowed in
               the vicinity?
       c.      Would the zoning change confer a benefit to the property owner that is not
               generally available to other properties in the area?
       d.      A spot zone is appropriate if it complies with the Master Plan.

DETERMINATION


The following motion is offered for consideration:

I move that the request to rezone the properties located at 1264 Terrace Street and 185 E. Isabella
Avenue from R-1, Single Family Residential district to OSR, Open Space Recreation district, as
described in the public notice, be recommended for (approval/denial) to the City Commission
pursuant to the City of Muskegon Zoning Ordinance, and the determination of (compliance/lack
of compliance) with the intent of the City Master Land Use and zoning district intent.
                  Commission Meeting Date: January 13, 2009




Date:          January 2, 2009

To:            Honorable Mayor and City Commissioners

From:          Planning & Economic Development C4c

RE:            Amendment to the Zoning Ordinance - Temporary Buildings,
               Structures and Uses




SUMMARY OF REQUEST:


Request to amend Section 2334, #1 (Temporary Buildings, Structures, and Uses) of Article
XXIII (General Provisions) to include “movie production” structures as permitted temporary
buildings.


FINANCIAL IMPACT:

None


BUDGET ACTION REQUIRED:

None


STAFF RECOMMENDATION:

Staff recommends amendment of the Zoning Ordinance to include “movie production”
structures as permitted temporary buildings.

COMMITTEE RECOMMENDATION:

The Planning Commission recommended approval of the request at their 12/11 meeting. The
vote was unanimous with B.Mazade, B. Smith, and J. Aslakson absent.




1/2/2009                                                                                     1
                                      Staff Report (EXCERPT)
                                        CITY OF MUSKEGON
                                     PLANNING COMMISSION
                                         REGULAR MEETING


                                           December 11, 2008




Hearing:   Case 2008-33:        Staff-initiated request to    amend    Section 2334,     #1   (Temporary
Buildings, Structures, and Uses) of Article XXIII, to include “movie production” structures as
permitted temporary buildings.


BACKGROUND


With recent tax abatements passed by the State of Michigan, Muskegon, along with all of West
Michigan is beginning to experience much movie industry interest in working in the City.               For
example, the Watermark is in the planning process for a large movie studio.


When movie companies come to a location to shoot films, they often need to erect temporary
buildings of one sort of another as part of their sets, or to provide shelter and protection for equipment.
Our present zoning ordinance does allow for temporary buildings for many kinds of temporary uses,
such as classrooms, Christmas tree sales, and real estate offices.      It doesn’t provide for temporary
buildings for movie production.


Temporary structures require a “Temporary Zoning Permit”, which is issued by the Zoning
Administrator, and signed by either the property owner, the property lessee, or in this case someone
authorized to sign from the production company.



NEW LANGUAGE
Deletions are eressed-out and additions are in bold:


Changes to Section 2324, #1, of Article XXIII, General Provisions:


g.      Movie Production: Temporary buildings which are part of a movie production project
        are allowed.    All conditions of the City’s “Film & Music Events Policy” must be met
        before the temporary buildings are put in place. The buildings must be removed from
        the site within fifteen (15) days of the completion of the project. Maximum time allowed
        shall be approved by the Zoning Administrator on a case by case basis.


DELIBERATION
I move that the amendment to Section 2324, #1, of Article XXIII, General Provisions, of the City of
Muskegon Zoning Ordinance to include “movie production” structures as permitted temporary
buildings, be recommended to the City Commission for (approval/denial).
                                     CITY OF MUSKEGON


                              MUSKEGON COUNTY, MICHIGAN


                                     ORDINANCE NO.


An ordinance to amend Section 2334, #1 (Temporary Buildings, Structures, and Uses) of Article
XXII (General Provisions), to include “movie production” structures as permitted temporary
buildings.


THE CITY COMMISSION OF THE CITY OF MUSKEGON HEREBY ORDAINS:

Amendment to Article XXIII, Section 2334, #1: Temporary Buildings, Structures, and Uses

NEW LANGUAGE
Deletions are eressed-out and additions are in bold:

g.       Movie Production: Temporary buildings which are part of a movie production project
         are allowed. All conditions of the City’s “Film & Music Events Policy” must be met
         before the temporary buildings are put in place. The buildings must be removed from
         the site within fifteen (15) days of the completion of the project. Maximum time allowed
         shall be approved by the Zoning Administrator on a case by case basis.

This ordinance adopted:


Ayes:


Nayes:


Adoption Date:


Effective Date:


First Reading:


Second Reading:


                                                       CITY OF MUSKEGON



                                                       By:
                                                             Ann Marie Becker, MMC, City Clerk
           Commission Meeting Date: January 13, 2009 - Zoning Ordinance Amendment — Temporary Buildings



                                                CERTIFICATE


        The undersigned, being the duly qualified clerk of the City of Muskegon, Muskegon County,
Michigan, does hereby certify that the foregoing is a true and complete copy of an ordinance adopted
by the City Commission of the City of Muskegon, at a regular meeting of the City Commission on the
13" day ofJanuary, 2009, at which meeting a quorum was present and remained throughout, and that
the original of said ordinance is on file in the records of the City of Muskegon. I further certify that
the meeting was conducted and public notice was given pursuant to and in full compliance with the
Michigan Zoning Enabling Act, Public Acts of Michigan No. 33 of 2008, and that minutes were kept
and will be or have been made available as required thereby.

DATED:                                , 2009.
                                                     Ann Marie Becker, MMC
                                                     Clerk, City of Muskegon




Publish:          Notice of Adoption to be published once within ten (10) days of final adoption.
                                     CITY OF MUSKEGON
                                     NOTICE OF ADOPTION


Please take notice that on January 13, 2009, the City Commission of the City of Muskegon adopted an
ordinance to amend Section 2334, #1 (Temporary Buildings, Structures, and Uses) of Article XXIII
(General Provisions) amending language to include “movie production” structures as permitted
temporary buildings.

Copies of the ordinance may be viewed and purchased at reasonable cost at the Office of the City
Clerk in the City Hall, 933 Terrace Street, Muskegon, Michigan, during regular business hours.


       This ordinance amendment is effective ten days from the date of this publication.


Published                          2009.              CITY OF MUSKEGON


                                                      By
                                                              Ann Marie Becker, MMC
                                                              City Clerk




PUBLISH ONCE WITHIN TEN (10) DAYS OF FINAL PASSAGE.


Account No. 101-80400-5354
Date:        January 5", 2009

To:          Honorable Mayor and City Commission


From:        Department of Public Works


RE:          Metro PCS Tower Lease Agreement




SUMMARY OF REQUEST: Metro PCS Michigan, Inc. a Delaware
Corporation and the Department of Public Works have been in negotiations
to enter into agreement to allow Metro PCS to lease space and install
antennas and communication equipment on the Nims Street Water Tower.



FINANCIAL IMPACT: Monthly rental will begin at $1,200 per month to
be escalated at the rate of 3% per year starting in 2009, including any
renewal terms. Revenue generated from the rental of the space shall be used
to offset Water Tank Maintenance Projects.


BUDGET ACTION REQUIRED: None:



STAFF RECOMMENDATION: To approve of the Lease Agreement and
to authorize the Mayor and Clerk to sign the agreement.
                         COMMUNICATIONS SITE LEASE AGREEMENT
       THIS COMMUNICATIONS SITE LEASE AGREEMENT (“Lease Agreement”) dated as of
                  , is made by and between MetroPCS Michigan, Inc., a Delaware corporation
(“Lessee”) and City of Muskegon, a Michigan municipal corporation (“Lessor”).


        For good and valuable consideration, the receipt and sufficiency of which is hereby
acknowledged, the parties hereto agree as follows:


        1,       Grant of Lease. Lessor leases to Lessee, and Lessee hires from Lessor, on the terms
and subject to the conditions contained herein, space at the top of an existing water tower located at 715
Nims Street, Muskegon, Michigan ("Water Tower"), and the use of a 240 square foot area at the base of
the Water Tower which is required for an equipment shelter, together with a nonexclusive use for cable
runs to connect Lessee’s equipment and an easement for the right of access thereto and for a suitable
service of electricity, telephone and other utility facilities under the property described on attached
Lxhibit A (collectively, the "Premises''). The parties acknowledge and agree that Lessor’s execution of
this Lease constitutes a permit for Lessee to use the Premises and that Lessee intends to locate at the
Premises shown on the attached Exhibit A, the equipment listed on the attached xhibit B ("Lessee’s
Facilities,” as defined below). Lessee may locate up to six antennas on the Water Tower, so long as there
is adequate space on the Water Tower, and Lessee’s antennas do not interfere with other third party
antennas.


        2,      Permitted Uses.


                a.       The   Premises   may be     used   by   Lessee   for the   operation of a wireless
        communications site. Under this Lease Agreement, Lessee may install, place, use and operate on
        the Premises such antennas, radio transmitting and receiving equipment, conduits, wires,
        batteries, back-up generators, utility lines and facilities, supporting structures, storage facilities,
        and related equipment (collectively, “Lessee’s Facilities”) as Lessee deems necessary for the
        operation of its wireless communications site at the Premises or as required by any county, state
        or federal agency or department. Further, Lessee may perform construction, maintenance, and
        repairs of Lessee’s Facilities as necessary and appropriate for its ongoing business to
        accommodate Lessce’s Facilities and as required for Lessee’s communications operations at the
        Premises,
                b.       Lessee may update or replace the Lessee’s Facilities from time to time provided
        that the replacement facilities do not increase the number or size of the antennas on the Water
        Tower and that any change in their location on the Water Tower and/or the Premises is
        satisfactory to Lessor. Lessee, at Lessee’s sole expense, shall submit to Lessor a detailed
        proposal for any such replacement facilities and any supplemental materials as may be requested
        for Lessor’s evaluation and approval. Any upgrades to Lessee’s Facilities that do not exceed the
        dimensions of the Premises or do not increase the loading on the Water Tower, do not constitute
        a change in Lessee’s use of the Premises requiring the renegotiation of Rent indicated above.
        Notwithstanding the foregoing, nothing contained herein shall prohibit Lessee from making
        repairs or replacements in the ordinary course of Lessee’s business, provided that such changes
        do not increase the loading on the Water Tower or exceed the dimensions ofthe Premises.

       3.      Conditions Precedent: Prior Approvals.     This Lease Agreement is conditioned upon
Lessee obtaining all governmental licenses, permits and approvals enabling Lessee to construct and

                                                                                                   Page | of 17
Site No.: MUS2815B
Site Address: 715 Nims     Street
operate wireless communications facilities at the Water Tower and on the Premises. Lessor agrees to
cooperate with Lessee’s reasonable requests for Lessor’s signatures as real property owner on permit
applications, for allowing site inspections by governmental agencies required in connection with
reviewing permit applications, and for assistance in obtaining such necessary approvals, provided that
such cooperation and assistance shall be at no expense to Lessor.


        4,      Term, The term of this Lease Agreement (“Term”) shall be five (5) years commencing
on the date that Lessee commences the construction of the Lessee Facilities at the Premises or six (6)
months from the date of full execution of this Lease Agreement, whichever occurs first
(“Commencement Date”). Lessee shall promptly deliver written notice to Lessor of the Commencement
Date. Lessee shall have the right to extend the Term of this Lease Agreement for four (4) additional
terms (cach a “Renewal Term”) of five (5) years each. The terms and conditions for each Renewal Term
shall be the same terms and conditions as in this Lease Agreement, except that the Rent shall be
increased as set forth hereinbelow. ‘This Lease Agreement shal! automatically be extended for each
successive five (5) year Renewal Term(s) unless Lessee notifies Lessor in writing of Lessee’s intention
not to extend this Lease Agreement at least ninety (90) days prior to the expiration of the first five (5)
year Term or any successive Renewal Term,


         5.      Rent, Within fifteen (15) days of the Commencement Date, Lessee shall pay Lessor, as
rent, the sum of ONE THOUSAND TWO HUNDRED _ and 00/100 Dollars                     ($_1200.00_) (“Rent”)
per month. Rent shall be payable on the first day of each month, in advance, to Lessor or Lessor’s
alternate payee specified in Section 22, Notices and Deliveries. If the Commencement Date of this Lease
Agreement is other than the first day of a calendar month, Lessee may pay on the first day of the Term
the prorated Rent for the remainder of the calendar month in which the Term commences, and thereafter
Lessee shall pay a full month’s Rent on the first day of each calendar month, except that payment shall be
prorated for the final fractional month ofthis Lease Agreement, or if this Lease Agreement is terminated
before the expiration of any month for which Rent should have been paid. Rent shall increase 3% per
year for each year of the Term and any Renewal Terms.


         6.      Due Diligence Contingency and Pre-Commencement Date Access to Premises.
Lessee shall have the right (but not the obligation) at any time following the full execution ofthis Lease
Agreement and prior to the Commencement Date, to enter the Premises for the purpose of making
necessary inspections, taking measurements and conducting engineering surveys (and soil tests where
applicable) and other reasonably necessary tests to determine the suitability of the Premises for Lessec’s
Facilities (“Due Diligence”), and for the purpose of preparing the Premises for the installation or
construction of Lessee’s Facilities. During any Due Diligence activities or pre-construction work, Lessee
shall have insurance which covers such activities as set forth in Section 16, Insurance. Lessee will notify
Lessor of any proposed tests, measurements or pre-construction work and will coordinate the scheduling
of such activities with Lessor. If, in the course of its Due Diligence, Lessee determines that the Premises
are unsuitable for Lessee’s contemplated use, then Lessee shall have the right to terminate this Lease
Agreement prior to the Commencement Date by delivery of written notice thereof to Lessor as set forth
in Section 13, Termination, but shall remain responsible for all payments under Section 23, Attorney
Fees.


         7.      Ongoing Access to Premises, Throughout the Term and any Renewal Term of this
Lease Agreement, Lessee shall have the right of access to the Premises for its employees and agents
twenty-four (24) hours a day, seven (7) days per week, at no additional charge to Lessee. In exercising
its right of access to the Premises herein, Lessee agrees to cooperate with any reasonable security

                                                                                               Page 2 of 17
 Site No.: MUS2815B
 Site Address: 715 Nims   Street
procedures utilized by Lessor at Lessor’s Real Property and further agrees not to unduly disturb or
interfere with the business or other activities of Lessor or of other tenants or occupants of the Water
Tower and Lessor’s Real Property.      Lessor shall maintain all existing access roadways or driveways
extending from the nearest public roadway to the Premises in a manner sufficient to allow for Lessee’s
commercially reasonable access to the Premises. Lessor shall be responsible for maintaining and
repairing such roadways and driveways at Lessor’s sole expense, except for any damage caused by
Lessee’s use of such roadways or driveways. If Lessee causes any such damage, Lessee shall promptly
repair the same at its sole expense.


         8.      Lessee’s Work, Maintenance and Repairs.             All of Lessee’s construction and
installation work at the Premises shall be performed at Lessee’s sole cost and expense and in a good and
workmanlike manner. Notwithstanding anything contained herein to the contrary, in order to protect the
health, welfare and safety of its residents, Lessor shall have the right to have a technician and/or
inspector witness all work done, excepting immediate emergency repairs to its equipment not atop the
Water Tower, necessary to ensure continuous operation of Lessee’s Facilities. Lessee shall exercise
reasonable precaution to avoid damage to the Water Tower and/or Premises, including contamination of
the water supply; and, hereby assumes all responsibility for any and all loss or damage to such facilities
caused by Lessee. Lessee shall maintain Lessee’s Facilities and the Premises in neat and safe condition
in compliance with all applicable codes and governmental regulations. Lessee shail be required to make
any repairs to the Premises caused by Lessee, its employees, agents, contractors or subcontractors.
Should Lessee cause or have cause to terminate this Lease, Lessor shall have the right to cause Lessee to
remove any foundation supports for Lessee’s Facilities or conduits which have been installed by Lessee,
according to the terms of Section 13, Termination,


         9,        Title to Lessee’s Facilitics, Title to Lessee’s Facilities and any equipment placed on
the Premises by Lessee shall be held by Lessee. All of Lessee’s Facilities shall remain the property of
Lessee. Lessor waives any and all lien rights it may have, statutory or otherwise, concerning the Lessee
Facilities or any portion thereof and Lessee has the right to remove all or any portion of the Lessce’s
Facilities at its sole expense on or before the expiration or termination of this Lease Agreement, provided
that Lessee repairs any damage caused to the Premises or Water Tower by Lessce’s removal. Lessor
acknowledges that Lessee may enter into financing arrangements including promissory notes and
financial and security agreements for the financing of Lessee’s Facilities (the “Collateral”) with a third
party financing entity and may in the future enter into additional financing arrangements with other
financing entities. In connection therewith, Lessor (i) consents to the installation of the Collateral to the
extent that the Collateral is part of the approved Lessee’s Facilities;; and (ii) agrees that the Collateral
shall be exempt from execution, foreclosure, sale, levy, attachment, or distress for any Rent due or to
become due.


         10.      Utilities. Electrical power and utilities for use by Lessee at the Premises shall be
separately metered for Lessee 's account at Lessee 's expense. Lessee shall be responsible for the timely
payment of all charges for the electrical power and other utilities metered to Lessee, and Lessee shall
hold Lessor wholly harmless from any such charges. The costs to maintain, repair, operate and replace
the electric facilities and utilities, upgrades, extensions or meters on the Premises requested by Lessee
shall be paid by Lessee. Lessee shall promptly repair at Lessee 's expense any damage occasioned by
said construction or maintenance on the Premises, and Lessee shall hold Lessor wholly harmless from
any such charges.




                                                                                                 Page 3 of 17
Site No.: MUS2815B
Site Address: 715 Nims     Street
         11.         Interference with Communications.                      Lessee warrants and represents to Lessor that
Lessee’s     Facilities      and     operations       shall   not   interfere   with the   communications configurations,
frequencies or operating equipment which exist at the Water Tower and Lessor’s Real Property on the
effective date of this Lease Agreement (“Pre-existing Communications”), and Lessee’s Facilities and
operations shall comply with all non-interference rules of the Federal Communications Commission
(“FCC”).         Upon written notice from Lessor of apparent interference by Lessee with Pre-existing
Communications, Lessee shall have the responsibility to promptly terminate such interference or
demonstrate to Lessor with competent information that the apparent interference in fact is not caused by
Lessee’s Facilities or operations. In the event the Lessee’s Facilities are subject to any interference from
any user of the Lessor’s Real Property whose equipment is installed or modified subsequent to Lessee’s
installation of its Lessee’s Facilities (“Subsequent User”), Lessee shall notify the Subsequent User to
take all steps necessary to correct and eliminate the interference.                   If such Subsequent User is unable to
eliminate the interference, or reduce it to a level acceptable to Lessce, within a period ofthirty (30) days,
then Lessee may, in addition to any other rights it may have, terminate this Agreement. Lessor agrees to
use reasonable efforts to assist Lessee in resolving any respective interference and agrees not to enter
into subsequent leases or agreements which would otherwise interfere with Lessee’s use of the Water
Tower.       Lessee’s installation, operation, and maintenance of its Lessee’s Facilities shall not damage or
interfere in any way with Lessor’s Water Tower operations or related repair and maintenance activities or
with such activities of other tenants of the Water Tower. Lesser, at all times during this Lease, reserves
the right to take any action it deems necessary, in its sole discretion, to repair, maintain, alter or improve
the Water Tower in connection with the Water Tower operations as may be necessary, including leasing
parts of the Water Tower and/or the Lessor Real Property and surrounding ground space to others.


           12.       Taxes.         Lessee shall pay personal property taxes assessed against Lessee’s Facilities.

           13.       Termination.


                     a.             This Lease Agreement may be terminated by Lessee effective immediately
           without        further    liability   by    delivery     of written    notice   thereof to   Lessor   prior   to   the
           Commencement Date for any reason during the course of Lessee’s Duc Diligence as provided for
           in Section 6 above.           This Lease may also be terminated without further liability on thirty (30)
           days prior written notice as follows:                    (i) by either party upon a default of any covenant,
           condition, or term hereof by the other party, which default is not cured within sixty (60) days of
           receipt of written notice of default; (ii) by Lessee if it does not obtain licenses, permits or other
           approvals necessary to the construction or operation of Lessce’s Facilities or is unable to
           maintain such licenses, permits or approvals despite reasonable efforts to do so; (iii) by Lessee if
           Lessee is unable to occupy or utilize the Premises due to ruling or directive of the FCC or other
           governmental or regulatory agency, including, but not limited to, a take back of frequencies; or
           (iv) by Lessee if Lessee determines that the Premises are not appropriate for its operations for
           economic, environmental or technological reasons, including, without limitation, signal strength
           or interference,


                     b.             Lessor may terminate this Lease if Lessee ceases operations at the Premises
           continuously for more than one (1) year; in the event that Lessee does not, for any reason
           including bankruptcy, pay Rent within 60 days following wrilten notice that the first Rent
           Payment is due; or if, for any other reason, Lessor, in its sole discretion, determines after the at
           any time following the tenth (10") year of this Lease Agreement, that the Premises cannot be


                                                                                                                   Page 4 of 17
Site No.: MUS2815B
Site Address:     715      Nims      Street
       used for the use intended by this Lease, so long as Lessor provides Lessee with 120 days written
       notice of Lessor's intent to terminate this Lease.


                c.      Upon termination of this Lease, if requested to do so by Lessor, Lessee shall
       remove the Lessee’s Facilities and all support structures that are not shared or used by another
       user of the Water Tower and/or the Premises.           Such removal shall be performed in a
       workmanlike and careful manner and without interference or damage to the water in the Water
       Tower, the Water Tower, or any other equipment, structures or operations on the Premises,
       including use of the Premises by Lessor or any of Lessor's assignees or lessees. Lessee agrees
       that in addition to any removal required by Lessor pursuant to this paragraph, Lessee shall also
       restore the Premises to the reasonable satisfaction of Lessor. All costs and expenses for the
       removal and restoration performed by Lessee pursuant to this paragraph shall be borne solely by
       Lessee, and Lessee shall hold Lessor harmless from any portion thereof. If Lessee fails to
       remove all Lessee’s Facilities within 60 days of the termination of the lease, Lessor shall have
       the right to remove and dispose of such Lessee’s Facilities. Lessee shall reimburse Lessor for the
       cost of removal and disposal of Lessee’s Facilities under this section, and Lessee shall bear sole
       responsibility for any unintentional damage caused by the removal and disposal of the Lessee’s
       Facilities.


                 d.      Upon execution of this Lease, Lessee shall deliver to Lessor the amount of
       $20,000. Lessor shall place these funds in escrow. Lessce shall not be entitled to-any claim of
       interest on the funds in escrow, which shall accrue in favor of Lessor. Upon termination ofthis
       Lease, or upon Lessee's failure to assume the Lease and cure any defaults in the event of the
       filing of a petition in bankruptcy, and upon Lessee’s failure to timely comply with Section 13(c)
       of this Lease, Lessor may use these funds to remove and dispose of the Lessee’s Facilities,
       support structures, and any other fixtures. Lessor shall account for the disposition of the funds
       and remit to Lessee or its successor any remainder. Otherwise, Lessor shall remit the funds to
       Lessee or its successor upon Lessee's compliance with Section 13(c). Lessee acknowledges that
       it is relinquishing control of these funds, specifically grants Lessor a security interest in the funds
        for the purpose set forth in this Section, and shall execute any documents required to perfect
        Lessor's security interest.


        14,     Destruction of Premises.       If the Premises or Water Tower is destroyed or damaged so
as in Lessee’s judgment to hinder its effective use of the Premises for the ongoing operation of a wireless
communications site, Lessee may elect to terminate this Lease Agreement as ofthe date of the damage or
destruction by so notifying Lessor no more than ninety (90) days following the date of such damage or
destruction. In such event, all rights and obligations of the parties which do not survive the termination
of this Lease Agreement shall cease as ofthe date of the damage or destruction.

        15,      Condemnation,        Intentionally deleted.

         16,     Insurance. Lessee shall maintain the following insurance: (1) Commercial General
Liability insuring Lessee against liability for personal injury, death or damage to personal property
arising out of the use, occupancy and maintenance ofthe Premises by Lessee or its contractors and
agents, with limits of not less than One Million Dollars ($1,000,000.00) per occurrence, Three Million
Dollars ($3,000,000.00) in the aggregate (2) Automobile Liability with a combined single limit of One
Million Dollars ($1,000,000.00) per accident, (3) Workers.Compensation as required by law, and (4)
Employer’s Liability with limits of One Million Dollars ($1,000,000.00) per occurrence. Lessor, at

                                                                                                  Page 5 of 17
Site No.: MUS2815B
Site Address: 715    Nims   Street
Lessor’s sole cost and expense, shall procure and maintain on the Property, bodily injury and property
damage liability insurance or Risk Authority Coverage with a combined single limit of at least One
Million Dollars ($1,000,000.00) per occurrence. Such insurance shall insure, on an occurrence basis,
against liability of Lessor, its employees and agents arising out of or in connection with Lessor’s use,
occupancy and maintenance of the Property. Each party shall be named as an additional insured on the
other’s policy. Each party shall provide to the other a certificate of insurance evidencing the coverage
required by this paragraph within thirty (30) days of the Commencement Date. Lessee’s certificate shall
provide that Lessee’s insurance shall not be cancelable, modifiable, or reduced in coverage except on
thirty (30) days notice to Lessor. Notwithstanding the foregoing, Lessee shall not be an additional
insured on Lessor’s retainage obligation in connection with its Risk Authority Contract. The fact that
Lessee is required to furnish insurance in accordance with this paragraph or the fact that such insurance
is furnished does not and shall not relieve Lessee from its obligations to Lessor under the provisions of
Section 20 Indemnification for any deficiency amount of which Lessee is responsible to Lessor. The
coverage amounts set forth above may be met by a combination of underlying (primary) and umbrella
policies so long as in combination the limits equal or exceed those stated.

       Each party waives any rights of recovery against the other for injury or loss due to hazards
covered by their property insurance, and each party shall require such insurance policies to contain a
waiver of recovery against the other.


         17.     Assignments or Transfers,        Lessor may assign or transfer this Lease Agreement to any
person or entity without any requirement for prior approval by Lessee, provided that such assignee or
transferee agrees in writing to fulfill the duties and obligations of the Lessor in said Lease Agreement,
including the obligation to respect Lessee’s rights to non-disturbance and quiet enjoyment of the
Premises during the remainder of the Term and any Renewal Term hereof. Lessee may assign or transfer
this Lease Agreement without prior approval by Lessor to any of Lessee’s partners, shareholders,
members, subsidiaries, or affiliates, to any entity in which Lessee or any of its affiliates holds a
controlling interest, to a person or entity acquiring by purchase, merger or operation of law all or
substantially all of the assets of Lessee. Upon such assignment, Lessee and assignee shall be jointly and
severally liable for performance under this Lease Agreement and all obligations hereunder, and Lessee
shall send written notice to Lessor, which notice shall include the contact information for the assignee
and confirmation signed by the assignee that it shal! be jointly and severally liable for performance under
this Lease Agreement and all obligations hereunder. Except as otherwise provided for herein, Lessee
shall not assign or transfer this Lease Agreement to any other person or entity without the prior written
approval of Lessor, which approval shall not be unreasonably withheld, conditioned, or delayed, Upon
such assignment, Lessee shall be relieved of all liabilitics and obligations hereunder and Lessor shall
look solely to the assignee for performance under this Lease Agreement and all obligations hereunder.
Lessce may, without cost or obligation to Lessor, assign, mortgage, pledge, hypothecate or otherwise
transfer without consent its interest in this Lease Agreement to any financing entity, or agent on behalf of
any financing entity to whom Lessee (i) has obligations for borrowed money or in respect of guaranties
thereof, (ii) has obligations evidenced by bonds, debentures, notes or similar instruments, or (iii) has
 obligations under or with respect to letters of credit, bankers acceptances and similar facilities or in respect
 of guaranties thereof, so long as Lessee continues to remain responsible for all liabilities and obligations
 hereunder.


         18.      Subleases.      This Lease may be sublet by Lessee only upon the written consent of Lessor.
 Lessee shall retain joint and several liability for any activity by any future sublessee under this Lease. Upon
 Owner’s written consent, any sublessee will assume all applicable rights and obligations ofthis Lease.

                                                                                                     Page 6 of 17
 Site No.: MUS2815B
 Site Address: 715 Nims     Street
         19,    Non-Disturbance and Quiet Enjoyment; Subordination; Estoppel Certificates.

                  (a)    Lessor covenants and warrants to Lessee that (i) it has good and unencumbered
title to the Premises free and clear of any liens or mortgages which will interfere with Lessee's rights to
or use of the Premises; (ii) that the execution and performance of this Lease Agreement by Lessor will
not violate any laws, ordinances, covenants, or the provisions of any lease or other agreement binding on
Lessor; and (iii) so long as Lessee is not in default under this Lease Agreement, Lessee shall be entitled
to quiet enjoyment of the Premises during the term of this Lease Agreement or any Renewal Term, and
Lessee shall not be disturbed in its occupancy and use ofthe Premises.


                 (b)      At any time upon not less than ten (10) days’ prior written notice from either
Lessor  or Lessee,  the other shall execute, acknowledge and deliver to the requesting party or any other
party specified a statement in writing certifying that this Lease Agreement is in full force and effect and
the status of any continuing defaults under this Lease Agreement.


         20.    Indemnifications,


                 (a)     Lessee’s Indemnity. Lessee hereby agrees to indemnify and hold Lessor and
Lessor’s elected officials, officers, directors, partners, shareholders, employees, agents, contractors or
subcontractors harmless from and against any and all losses, claims, liabilities, damages, costs and
expenses (including reasonable attorney’s fees and costs) and injuries (including personal injuries or
death) arising from or in connection with (i) Lessee’s use, operation, maintenance or repair of Lessee’s
Facilities at the Premises or access over Lessor’s Real Property or Lessce’s shared use of Lessor’s
easements for access to the Premises; or (ii) a breach by Lessee of any obligation under this Lease
Agreement, except those resulting from the negligent acts or willful misconduct of Lessor or Lessor’s
agents or employees.


                 (b)     Survival of Indemnity Provisions. The indemnity provisions of this section
shal! survive the expiration, cancellation or expiration of this Lease Agreement and shall not extend to
indirect, special, incidental or consequential damages, including, without limitation, loss of profits,
income or business opportunities to the indemnified party or anyone claiming through the indemnified
party.



        21.      Environmental Issues; Hazardous Materials.             Lessor represents that it has no
knowledge of any environmental conditions, adverse impacts, or mitigation monitoring programs
resulting from any prior environmental assessments conducted under the National Environmental Policy
Act (NEPA) which could unreasonably forbid, interfere with, or complicate Lessee’s proposed use of the
Premises. Lessee shall not be responsible for handling, removal, or treatment of any Hazardous
Materials, hazardous substance or hazardous wastes which is present prior to the delivery of the Premises
to Lessee, or which is brought onto the Lessor’s Real Property by some party outside the control of
Lessee, and no costs incurred in connection with the clean-up, removal, or treatment of hazardous
materials, hazardous substances or hazardous wastes shall be allocated to Lessee. Lessee shall not bring
any hazardous materials onto the Premises except for those contained in its back-up power batteries (lead
acid batteries) and common materials used in telecommunications operations, such as cleaning solvents.
Lessee shall handle any hazardous materials it brings onto the Premises in accordance with all applicable
federal, state and local laws and regulations. Lessor shall be responsible for, and shall promptly conduct
any investigation and remediation as required by any applicable environmental laws or statutes or any

                                                                                                Page 7 of 17
 Site No.: MUS2815B
 Site Address: 715 Nims    Street
spill or release of hazardous materials, hazardous substances or hazardous waste substance not caused by
Lessee, that have occurred or which may occur at the Premises or Water Tower. Lessor and Lessee each
agree to defend, indemnify and hold harmless the other and the other's partners, affiliates, agents and
employees against any and all losses, liabilities, claims and/or costs (including reasonable attorneys’ fees
and costs) arising from any breach of any representation, warranty or agreement contained in this
paragraph. This paragraph shall survive termination of this Lease Agreement.


      22.     Notices and Deliyeries. Any notice or demand required to be given herein shall be
made by certified or registered mail, return receipt requested, confirmed fax, or reliable overnight
delivery service to the address of the respective parties set forth below:


        Lessor:           City of Muskegon
                          PO Box 536,     933 Terrace St.
                          Muskegon, MI 49443
                          Attn: Public Works Director
                          Telephone: 231-724-4100


         With a copy to: John C. Schrier
                          Parmenter O’ Toole, PLC
                          601 Terrace Street
                          Muskegon MI 49440


         Lessee:          MetroPCS Michigan, Inc.
                          28505 Schoolcraft, Building #6
                          Livonia, MI 48150
                          Attn: Property Manager
                          Telephone: 734-444-0100
                          Facsimile: 734-444-0503


         With a copy to: MetroPCS Michigan, Inc.
                         c/o MetroPCS Communications, Inc.
                          2250 Lakeside Blvd.
                          Richardson, Texas 75082-4304
                              Attn: Property Manager
                          Telephone: 214-570-4883
                              Facsimile: 866-947-3507


 Lessor or Lessee may from time to time designate any other address for notices or deliveries by written
 notice to the other party.


         23.     Attorney Fees, Lessee agrees to reimburse Lessor for any legal expense incurred in
 connection with the Lease, including but not limited to its review, negotiation, revision, and execution of
 the original Lease and advice and enforcement of this Lease, said fee shall be One Thousand Five
 Hundred Dollars ($1,500.00) and is due 30 days after lease is fully executed.




                                                                                                  Page 8 of 17
 Site No.: MUS2815B
 Site Address: 715 Nims        Street
        24,     Miscellaneous.


               (a)     Severability, If any provision of the Lease Agreement is held to be invalid or
unenforceable by a court of competent jurisdiction with respect to any party, the remainder ofthis Lease
Agreement or the application of such provision to persons other than those as to whom it is held invalid
or unenforceable shall not be affected, and each provision of this Lease Agreement shall be valid and
enforceable to the fullest extent permitted by law.


                (b)      Binding Effect. Each party represents and warrants that said party has full
power and authority, and the person(s) executing this Lease Agreement have full power and authority, to
execute and deliver this Lease Agreement, and that this Lease Agreement constitutes a valid and binding
obligation of each party, enforceable in accordance with its terms. This Lease Agreement shall be
binding on and inure to the benefit of the successors and permitted assignees ofthe respective parties.

               (c)     Waivers. No provision of this Lease Agreement shall be deemed to have been
waived by a party unless the waiver is in writing and signed by the party against whom enforcement of
the waiver is attempted. No custom or practice which may develop between the partics in the
implementation or administration of the terms of this Lease Agreement shall be construed to waive or
lessen any right to insist upon strict performance of the terms ofthis Lease Agreement.

                 (d)      Venue, Jurisdiction, and Governing Law. The parties agree that for purposes
of any dispute in connection with this Lease, the Muskegon County Circuit Court shall have exclusive
persona! and subject matter jurisdiction and venue. This Lease shall be governed by and construed in
accordance with the laws of the State of Michigan.

                 (e)      Attorneys’ Fees and Costs.      The prevailing party in any legal claim arising
hereunder shall be entitled to its reasonable attorneys’ fees and court costs.

                 (f)      Survival. Terms and conditions of this Lease Agreement which by their sense
and context survive the termination, cancellation or expiration of thisLease Agreement will so survive.

               (g)      Memorandum of Lease.           Lessor acknowledges that a Memorandum of
Agreement substantially in the form annexed hereto as Exhibit C will be recorded by Lessee in the Official
Records of the County where the Premises are located.


                (h)      Entire Agreement; Amendments, With the specific exception of the terms of
the Entry and Testing Agreement executed by the parties, this Lease Agreement constitutes the entire
agreement and understanding between the parties regarding Lessce’s lease of the Premises and
supersedes all offers, negotiations and other agreements concerning the subject matter contained herein,
There are no representations or understandings of any kind not set forth herein. Any amendments to this
Lease Agreement must be in writing and executed by authorized representatives of both parties.




                                                                                               Page 9 of 17
 Site No.: MUS2815B
 Site Address: 715     Nims   Street
       IN WITNESS WHEREOF, the parties have executed this Lease Agreement on the dates set
forth below and acknowledge that this Lease Agreement is effective as of the date first above
written,
                                           LESSOR:

                                           City of Muskegon,

                                           a Michigan municipal corporation



                                           By:
                                                                           (Signature)


                                           Print Name:


                                           Title:                                                  _—

                                           Date:




                                           By:
                                                                           (Signature)


                                           Print Name:


                                           Title:


                                           Date:




                                           LESSEE:

                                           MetroPCS Michigan, Inc,
                                           a Delaware corporation

                                            By:               —hbo—     0 (Signature)

                                            Print Name: Glen4¥Elowers


                                            Title:          Vid & General Manages


                                            Date:                ltr bl-I%

                                                     Larry Blackburn, RVP Finance & Operations
                                                     On behalf of:
                                                     Glen W Flowers, Regional VP & GM
                                                     MetroPCS Michigan, Inc.

                                                                                                 Page 10 of 17

 Site No.: MUS2815B
 Site Address: 715 Nims Street
                                        EXHIBIT A




                        DESCRIPTION OF LESSOR’S REAL PROPERTY


        to the Communications Site Lease Agreement dated                     , 2008, by and between
The City of Muskegon, as Lessor, and MetroPCS Michigan, Inc., a Delaware corporation, as Lessee.

Lessor’s Real Property of which the Premises are a part is described as follows:




A triangular piece of land bounded my Mims Street, Superior Street, and
Dale Avenue, Section 29, Township 10 North, Range 16 West, Muskegon County
Records,




Assessors Parcel Number: 61-24-129-400-0002-00




                                                                                        Page 1} of 17
Site No: MUS2815B
Site Address: 715   Nims   Street
                                             EXHIBIT B




                                   DESCRIPTION OF PREMISES


          to the Communications Site Lease Agreement dated                      , 2008, by and
between The City of Muskegon, as Lessor, and MetroPCS Michigan, Inc., a Delaware  corporation, as
Lessee.




The Premises consist of those specific areas depicted below or attached where Lessce’s communications
antennae, equipment and cables occupy Lessor’s Real Property and/or the Water Tower. The Premises
and the associated utility connections and access, including easements, ingress, egress, dimensions, and
locations as described/shown, are approximate only and may be adjusted or changed by Lessee at the
time of construction to reasonably accommodate sound engineering criteria and the physical features of
Lessor’s Real Property and/or the Water Tower,




              (A final drawing or copy of a property survey or site plan depicting the above
            shall replace this Exhibit B when initialed by Lessor or Lessor’s designated agent
            and may be modified from time to time when initialed by both Lessor and Lessee.)




                                                                                                 Page 12 of 17
 Site No.: MUS2815B
 Site Address: 715 Nims   Street
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          A-1B            AELVNTIDO   WSHET   ‘ADSRHE:         MUS2815                                                                                                 REVISON
                                                                                                                                                                                                   2F734A-<8C1):0 4FBMIA8NR0GiH2S5, IASNOCD.,WCHZRIASTOPNEY MetroPCS
                                                 EXHIBIT C
CLERK: Please return this document to:
Drafted by: Andrew Mah
MetroPCS Michigan, Inc.
28505 Schoolcraft, Bldg. 6
Livonia, MI 48150
Attn.: Property Manager
Site: MUS2815B



                                 MEMORANDUM OF AGREEMENT


       This Memorandum of Agreement is entered into on this day of                                     :
            , by and between The City of Muskegon, with an office at PO Box 536,       933 Terrace St.,
Muskegon, MI 49443 (hereinafter referred to as Lessor"), and MetroPCS Michigan, Inc., a Delaware
corporation, c/o MetroPCS, Inc. with an office at 28505 Schoolcraft, Bldg. 6, Livonia, Michigan 48150
(hereinafter referred to as "Lessee").


       1,   Lessor and Lessec entered into a Communications Site Lease Agreement ["Agrecment"] on
            the      day of                        :            , for the purpose of installing, operating
            and maintaining a communications facility and other improvements. All of the foregoing are
            set forth in the Agreement.


       2.   The term of the Agreement is for five (5) years commencing on the issuance of a local
            governmental building permit allowing Lessee to construct Lessee’s Facilities on the Premises
            or six (6) months from the date of full execution of this Lease Agreement, whichever occurs
            first and terminating on the 5” anniversary of the Commencement Date, with four
            (4) successive five (5) year options to renew.

       3.   The Land which is the subject of the Agreement is described in Exhibit A annexed hereto.

       IN WITNESS WHEREOEF, the parties have executed this Memorandum of Agreement as ofthe day
and year first above written,                    a                                 :


LESSOR:                                                           LESSEE:
 City of Muskegon, a Michigan municipal                           MetroPCS Michigan, Inc., a Delaware corporation
corporation




 By:                                                         By:                                               .

 Name:                                                            Name:

 Title:                                                           Title:

 Date:                                                            Date:



                                                                                              Page 15 of 17
 Site No.: MUS2815B
 Site Address: 715 Nims      Street
                                           LESSOR NOTARY


STATE OF


COUNTY OF


 On _                                         , before me,                                          , Notary
Public, personally appeared                                           , personally known   to me (or  proved
to me on the basis of satisfactory evidence) to be the   person(s) whose   name(s)  is/are subscribed  to the
within instrument and acknowledged to me that he/she/they executed the same in his/her/their      authorized
IGapacity(ies), and that by his/her/their signature(s) on the instrument, the person(s), or the entity upon
behalf of which the person(s) acted, executed the instrument.

WITNESS my hand and official seal.

                                                                   (SEAL)
Notary Public



                                            LESSEE NOTARY


STATE OF MICHIGAN


COUNTY OF


On                                          , before me,                                          , Notary
Public, personally appeared Glen W. Flowers, VP and General Manager, Metro            PCS  Michigan,  Inc.,
personally known to me (or proved to me on the basis of satisfactory evidence) to be the person(s) whose
name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the
same in his/her/their authorized capacities), and that by his/her/their signature(s) on the instrument, the
person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.

WITNESS my hand and official seal.

                                                                    (SEAL)
Notary Public




                                                                                                 Page 16 of 17
 Site No.: MUS2815B
 Site Address: 715 Nims    Street
                                        EXHIBIT A



                        DESCRIPTION OF LESSOR’S REAL PROPERTY

       to the Communications Site Lease Agreement dated                      , 2008, by and between
The City of Muskegon, as Lessor, and MetroPCS Michigan, Inc., a Delaware corporation,  as Lessee.

Lessor’s Real Property of which the Premises are a part is described as follows:



A triangular piece of land bounded my Mims Street, Supoerior Street, and
Dale Avenue, Section 29, Township 10 NOrth, Range 16 West, Muskegon County
Records.




 Assessors Parcel Number: 61-24-129-400-0002-00




                                                                                         Page 17 of 17
 Site No.: MUS2815B
 Site Address: 715 Nims    Street
                                  MEMORANDUM OF AGREEMENT


         This    Memorandum           of   Agreement        is       entered   into      on __ this               day   of
                                              , by and between The City of Muskegon, with an office at
PO Box 536, 933 Terrace St., Muskegon, MI 49443 (hereinafter referred to as "Lessor"), and
MetroPCS Michigan, Inc., a Delaware corporation, with an office at 28505 Schoolcraft, Bldg. 6,
Livonia, Michigan 48150 (hereinafter referred to as "Lessee").


         1.     Lessor    and   Lessee     entered   into        a   Communications          Site     Lease     Agreement
                ["Agreement"] on the day of                                                     ;                , for the
                purpose of installing, operating and maintaining a communications facility and other
                improvements. All of the foregoing are set forth in the Agreement.


                The term of the Agreement is for five (5) years commencing on the issuance of a local
                governmental building permit allowing Lessee to construct Lessee’s Facilities on the
                Premises or six (6) months from the date of full execution of this Lease Agreement,
                whichever occurs first and terminating on the 5" anniversary of the Commencement
                Date, with four (4) successive five (5) year options to renew.


                The Land which is the subject of the Agreement is described in Exhibit A annexed
                hereto.


         IN WITNESS WHEREOF, the parties have executed this Memorandum of Agreement as of
the day and year first above written.


LESSOR:                                                                          LESSEE:
City of Muskegon, a Michigan municipal                                           MetroPCS Michigan, Inc.,
corporation                                                                      a Delaware Corporation



By:                                                                              woe,be
                                                                                                      O
Name:                                                                            Name:        Gter-¥+-Flowers


Title:                                                                           Title: VP-&-GeneraHvtanager

                                                                                  Larry Blackburn, RVP Finance & Operations
                                                                                  On behalf of:
                                                                                  Glen W Flowers, Regional VP & GM
                                                                                      MetroPCS Michigan, Inc.




Site          No.:   MUS2815B
Site          Address:          715    Nims    Street
                                         LESSOR NOTARY


STATE OF


COUNTY OF


 On                                             , before me,                                                :
Notary Public, personally appeared                                                      , personally known to
me (or proved to me on the basis of satisfactory evidence) to be the person(s) whose name(s)
is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the
same   in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the
instrument, the person(s), or the entity upon behalf of which the person(s) acted, executed the
Instrument.


WITNESS my hand and official seal.


                                                                         (SEAL)
Notary Public




                                         LESSEE NOTARY


STATE OF MICHIGAN                           Larry Blackburn, RVP Finance & Operations
                                            On behalf of:
                                            Glen W Flowers, Regional VP & GM
COUNTY OF WAYNE                             MetroPCS Michigan, Inc,
On     jl-2/.0 ¢                                , before me, Kimberly Harden, Notary Public,
personally appeared Glen-WFtowers,“VP-and-General-Manager, Metro PCS Michigan, Inc.,
personally known to me (or proved to me on the basis of satisfactory evidence) to be the
person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that
he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their
signature(s) on the instrument, the person(s), or the entity upon behalf of which the person(s)
acted, executed the instrument.


WITNESS my hand and official seal.


      Kann bh, bance                                                     (SEAL)
Notary Public           ,

                                    KIMBERLY HARDEN
                            NOTARY PUBLIC - STATE OF MICHIGAN
                                  COUNTY OF OAKLAND
                          My Commission expires Au gust 30,
                                                            2012
                        Acting in the County of we




Site    No.:    MUS2815B
Site    Address:            715   Nims   Street
                                         EXHIBIT A



                     DESCRIPTION OF LESSOR’S REAL PROPERTY




Lessor’s Real Property of which the Premises are a part is described as follows:




A triangular piece of land bounded my Mims Street, Superior Street, and Dale
Avenue, Section 28, Township 10 North, Range 16 West, Muskegon County
Records.




Assessors Parcel Number: 61-24-129-400-0002-00




CLERK: Please return this document to:
Drafted by: Andrew Mah
MetroPCS Michigan, Inc.
28505 Schoolcraft, Bldg. 6
Livonia, MI 48150
Attn.: Property Manager
Site: MUS2815B




Site    No.:    MUS2815B
Site   Address:           715   Nims   Street
                             City Commission Meeting
                                 Tuesday January 13, 2009




TO:            Honorable Mayor and City Commissioners


FROM:          Anthony L. Kleibecker, Director of Public Safety


DATE:          January 6, 2009

SUBJECT:       Response Agreement-Department of Veteran Affairs Police




Summary of Request:


The    Director of Public   Safety   is   requesting approval to   enter into a cooperative
agreement with the United States Department of Veteran Affairs Police. This agreement,
known as a “threshold agreement”, coordinates public safety response to Veterans Affairs
offices within the city, specifically: 165 East Apple Avenue, Suite 201.      There are no
costs associated with this agreement.




Financial Impact:


None


Budget Action Required:


None


Staff Recommendation:


Approval ofthe agreement.
                                 DEPARTMENT OF VETERANS AFFAIRS                                   R F ¢ FE | V E D
                                                 Police Department
                                               5500 Armstrong Road                                    JAN 0 2 2099
                                               Battle Creek, MI 49037                           ALE meet ote     wre   cee
                                                                                               MUONS GUN PUL
                                                                                                             IVE DEPT.
                                                                                                     CHIFof
                                                                                                         F DOL ICE

                                                                                   In Reply Refer To: 515/07
                                                                                   12/10/08


Chief Anthony Kleibecker
Muskegon Public Safety
980 Jefferson St
Muskegon, Michigan 49443


Chief Kleibecker:


The Department of Veterans Affairs Policy requires each VA Chief
                                                             of Police to establish liaison/threshold
agreements with appropriate Federal, State and local law enforcement agencies. It also requires us to maintain a
current support agreement on file. With that in mind, I’d like first to give you a brief background of the VA Police,
and then explain the nature of our requests.


Our mission is to protect Federal property and provide law enforcement and security to patients, visitors, vendors,
contractors, employees and others who work at or use this facility. Our jurisdiction is limited to Federal property
but includes a 206-acre Medical Center with 54 buildings and also a 750-acre National Cemetery, of which only a
small portion is developed.


The Department of Veterans Affairs Police are granted police authority to charge and arrest for violations of Federal
law and regulations by Section 1.218 of Title 38, Code of Federal Regulations, United States Code. Under Section
13 of Title 18 United States Code, The Assimilative Crimes Act, violations of State law become Federal offenses,
which may also be enforced by Veterans Affairs Police.


1 believe we have an excellent working relationship with the Muskegon Department of Public Safety and appreciate
your continued support and assistance.


I'd like to address areas where your assistance is requested:


1.       In the event that police response to the Clinic located at 165 E. Apple Ave. Suite 201 is needed, that your
agency responds.


2.      An annual physical security inspections will be completed on a yearly bases by VA Police and copies will
be provided to your office if requested. Annual hazard vuleralbility assessments are also completed and will also be
provided.



I'd like to take this opportunity to thank you for your continued support and for considering our requests. If there is
aneed for further discussion, I can be reached at (269) 223-6786. If there is no need for further discussion, please
sign this document indicating your acknowledgement and concurrence with its content and return it to me. An
envelope has been provided for your convenience.

Sincerely,                                                                Concur




ANTHONY T.             CE                                                 Anthony L, Kleibecker
Chief, Veterans Affairs Police                                            Chief-Muskegon Dept ofPublic Safety
Date:     01/13/09

To:       Honorable Mayor and City Commission

From:     DPW

RE:       Budgeted Vehicle Replacement




SUMMARY OF REQUEST: Approval to purchase two 2009 Ford F-150s.




FINANCIAL IMPACT: $45,324.00




BUDGET ACTION REQUIRED: None.




STAFF RECOMMENDATION: Approve purchase using State of Michigan
Purchasing Program.
Memorandum

To:     Honorable Mayor and City Commissioners
From: DPW

Date: 01/13/09

Re:     Budgeted Vehicle Replacement




   The Equipment Division has scheduled the replacement oftwo vehicles assigned
to the Engineering Department. These vehicles will be used to transport survey
equipment and to inspect construction site throughout the city.


   We have requested prices from area dealers as well as the statewide purchasing
contracts. Macomb County Purchasing is the bid the equipment division is
recommending. Attached is a summary of the bids.


   In accordance with established purchasing policy, we are requesting permission
to purchase two F-150s using Macomb County Purchasing.
Date:        01/13/09

To:          Honorable Mayor and City Commission

From:        DPW

RE:          Budgeted Vehicle Replacement




SUMMARY       OF   REQUEST:   Approval   to   purchase   seven   2009   Crown
Victorias.




FINANCIAL IMPACT: $149,079.00




BUDGET ACTION REQUIRED: None.




STAFF RECOMMENDATION: Approve purchase from Great Lakes Ford.
Memorandum

To:       Honorable Mayor and City Commissioners

From: DPW

Date: 01/13/09

Re:       Budgeted Vehicle Replacement




   The Equipment Division has scheduled the replacement of seven Crown Victoria
Police Interceptors for 2009. These vehicles will be set up with video systems, light
bars, and radar units and be used as police patrol vehicles.


   We have requested prices from area dealers as well as the statewide purchasing
contracts. Great Lakes Ford is the bid the equipment division is recommending.
Attached is a summary of the bids.


      In accordance with established purchasing policy, we are requesting permission
to purchase seven Ford Crown Victorias from Great Lakes Ford.
T$1o53t,94a.0l   IntPeroclpis V7C|irctowna   |      I   |




                                                                     L|Wa3ns9.i4g2|CoMuacnmtby
"$149,07.                     $21,97.0

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                                                                      AE2p4v6.le9 FLGarokedst
                                                                                                 Eq2Puir0-pcmheans9t
                                                                   |47MN3W81ti.5FVrandeohmyt
                                             |
DATE:         January 6, 2009

TO:           Honorable Mayor and City Commissioners

FROM:         Cathy Brubaker-Clarke, Community and Economic Development
              Director, Leisure Services


RE:           Special Events-Multiple Liquor License Request
              Racquets Downtown Grill



SUMMARY OF REQUEST: Racquets Downtown Grill (in partnership with the
Muskegon Jaycees) is requesting an extension oftheir liquor license to host their annual
SnowFest event on February 5, 6, and 7”. (The first license is held by Linne Lodge #57,
Independent Order of Vikings for their Winterfest event on February 6", 7", and 3h
2009)


FINANCIAL IMPACT:             None.


BUDGET ACTION REQUIRED:               None.


STAFF RECOMMENDATION:                 None.


COMMITTEE RECOMMENDATION:                     The Leisure Services Staff approved this
request in December 2008.
Date:        January 13, 2009

To:           Honorable Mayor and City Commissioners

From:        Ann Marie Becker, City Clerk

RE:           Recommendations for the Various Boards and
             Committees




SUMMARY OF REQUEST:          To concur with the recommendations from the
Community Relations Committee regarding appointments and resignations.




FINANCIAL IMPACT: None




BUDGET ACTION REQUIRED:          None




STAFF RECOMMENDATION: The Community Relations Committee recommended
approval at their January 5, 2009 meeting.




COMMITTEE RECOMMENDATION:
Board of Review
Donald Haas, Georgia Strube, Ralph Burr

Citizen’s Police Review Board
William Muhammad, Barbara Kuipers, Dollie Hippchen, Ann Craig

Civil Service Commission
Shontea Jenkins

Community Development Block Grant-Citizen’s District Council
Patricia Montney, Marcia Hovey-Wright, Dan Rinsema-Sybenga
Accept resignations of James A. Daium and G. Ellouise Hieftje and Ryan McCabe
Appoint Amy Varnado to the Ward 3 seat.

Construction Code Board of Appeals
Vicki Webster, Kevin Donovan, Matthew Tighe

Downtown Development Authority/Brownfield Redevelopment Authority
Board/Tax Increment Finance Authority
Eugene Fethke, Mike Johnson Sr.

Election Commission
John Bronsema


Equal Opportunity Committee
Willie German Jr.
Appoint Michael Johnson
Remove Ofelia Jimenez due to lack of attendance

Historic District Commission
Jackie Hilt, Linda Wood

Housing Code Board of Appeals
Kirk Kolberg, Randy Mackie

Housing Commission
 Edward Horne

 Income Tax Board of Review
 Steve Warmington Jr.

 Land Reutilization Committee
 Robert Hill
Leisure Services Board
Laura Kolberg, Stephanie Marion


Local Development Finance Authority
Phillip Okerlund


Planning Commission
Tom Harryman, Timothy Michalski, Bill Larson


Public Relations Committee
John Vanwyck


Zoning Board of Appeals
Raymond Hilt, Bill Larson
Date:      January 13, 2009

To:        Honorable Mayor and City Commissioners
From:      Ann Marie Becker, City Clerk

RE:        Gaming License Request - USS LST 393
           Preservation Association




SUMMARY OF REQUEST:                The USS LST 393 Preservation
Association is requesting a resolution recognizing them as a non-profit
organization operating in the City for the purpose of obtaining a Gaming
License. They have been recognized as a 501(c)(3) organization by the
State.




FINANCIAL IMPACT: None



BUDGET ACTION REQUIRED: None



STAFF RECOMMENDATION: Approval
                        Preservation Association
              AST              560 Mart St., Muskegon, MI 49440 - Phone 231.730.1477

                               E mail: 82airbn@comcast.net - Internet: www.|st393.org


           LST 393

 Board of Directors

     Dick Borgeson     Ann Becker                                15 Dec 2008
    Duane Buckner
                       Clerk
     Norm Erickson

        Nancy Frye     City of Muskegon
       Ron Gossett

   Kimberly Grimm

       Fred Nielson    Dear Ms. Becker;
       John Noling
                       | represent the USS LST 393 Preservation Association. We
         Don Swick
                       are located at 560 Mart Street, Muskegon. We are a Michigan
      Daniel Weikel
                       chartered 501-C-3, non-profit corporation.
       Bob Wygant

                       | was referred to you by Duane Buckner, one of our BOD
                       members. Duane indicated that perhaps you could get the
 Gift Shop Directors   attached form presented to the appropriate persons for
         JoAnn Bos     completion, and then return it to us. We are applying to the
Jean Mary Duplissis    State Gaming Commission for a license to participate in
        Pat Wagner     Texas Hold’em Gamming events.
    Barbara Weikel
                       We thank you for your assistance. | can, of course, provide
 Margaret Wickham
                       verification for our “charitable,” and/or “non profit” legal;
       Mary Wygant
                       status... should that be required.

                       | may be reached at 231.730.1477. If | could be contacted
                       once the form is completed, | would be happy to pick it up.

                       Thanks again, Duane said to say “hi” to you.



                        Venu ( tlarhel
                       Daniel Weikel

                       President, USS LST 393 Preservation Association.
MICHIGAN     Charitable Gaming Division
   wt        Box 30023, Lansing, MI 48909
             OVERNIGHT DELIVERY:
  4.         401 E. Hillsdale, Lansing MI 48933
 “See        (517) 335-5780
LOTTERY www.michigan.govicg


        LOCAL GOVERNING BODY RESOLUTION FOR CHARITABLE GAMING LICENSES
                                                               (Required by MCL.432.103(9))




        Ata                                                                meeting of the
                                  REGULAR OR SPECIAL                                                   TOWNSHIP, CITY, OR VILLAGE COUNCILIBOARD



        called to order by                                                                                   on
                                                                                                                                 DATE




        at                                a.m./p.m. the following resolution was offered:
                     TIME.




        Moved by                                                           and supported by


        that the request from                                                                           of                                                 :
                                                            NAME OF GRGANIZATION                                               CITY



        county of                                                                         , asking that they be recognized as a
                                                   COUNTY NAME




        nonprofit organization operating in the community for the purpose of obtaining charitable


        gaming licenses, be considered for
                                                                         APPROVAL/DISAPPROVAL




                                          APPROVAL                                          DISAPPROVAL

                                 Yeas:                                                   Yeas:

                                 Nays:                                                   Nays:

                                 Absent:                                                 Absent:




        | hereby certify that the foregoing is a true and complete copy of a resolution offered and

        adopted by the                                                                        ata
                                          TOWNSHIP, CITY, OR VILLAGE COUNCIL/BOARD                                 REGULAR OR SPECIAL



        meeting held on
                                                             DATE




        SIGNED:
                                                                    TOWNSHIP, CITY, OR VILLAGE CLERK




                                                                        PRINTED NAME AND TITLE




                                                                               ADDRESS


                                                                                                                     COMPLETION: Required.
                                                                                                                     PENALTY: Possible denial of apptication.

                                                                                                                                   BSL-CG-1153(R10/06)
86/86/2886       15:55          8471619                                           MKB&S                                                     PAGE      81




    INTERNAL       REVENUE          SERVICE
                                                                                                      DEPARTMENT         OF   THE       TREASURY
    P.O.     BOX       2508
    CINCINNATI,          OH        45201


                                                                           Employer          Identification Number:
    Date:        MAY 20 2006                                                   20-4531853
                                                                           DLN:
    USS    LST    393    PRESERVATION                                          17053110027036
     ASSOCIATION             INC                                           Contact       Person:
                                                                               GARY    MUTHERT                                IDH       31518
                                                                           Contact       Telephone          Number:
                                                                               (877)    829-5500
                                                                           Accounting          Period Ending:
                                                                                December       31
                                                                           Public       Charity Status:
                                                                                170 (b) (1) (A) (vi)
                                                                           Form       990 Required:
                                                                                Yes
                                                                           Effective Date of Exemption:
                                                                                May    18,    2005
                                                                           Contribution Deductibility:
                                                                                Yea
                                                                           Advance       Ruling Ending Date:
                                                                                December       31,    2009



    Dear    Applicant:


    We    are pleased to inform you                      that upon             review of       your application for                 tax
    exempt       etatua       we   have     determined            that     you    are    exempt       from    Federal      income         tax
    under    section          $021(¢) (3)        of   the     Internal          Revenue       Code.        Contributions           to you       are
    deductible under                section       170    of
                                                          the Code.  You are also qualified to receive
    tax deductible bequests,                      devisees, transfers or gifts under section 2055, 2106
    or    2522    of    the    Code.        Because          this       letter    could       help    resolve      any   questiona
    regarding your exempt                   status,          you should keep             it    in your permanent              recorde.

    Organizations    exempt under section 501(c) (3) of the Code are further classified
    as    either public charities or private foundations.   During your advance ruling
    period,       you will          be    treated       as    a   public        charity.        Your       advance    ruling period
    begins with the effective date of your exemption and ends with advance ruling
    ending date          shown in          the    heading          of    the    letter.


    Shortly before the end of your advance ruling period,                                                 we will send you Form
    8734,    Support          Schedule       for      Advance           Ruling    Period.           You    will   have   90    days      after
    the    end    of    your       advance       ruling       period       to    return       the    completed       form.         We   will
    then notify you,                in writing,          about          your public          charity       status.

    Please       see    enclosed          Information             for    Exempt       Organizations          Under Section
    501(¢)(3)          for    some       helpful      information              about    your    responsibilities              aa    an exempt
    organization.




                                                                                                                  Letter      1045       (DO/CG)
96/06/2806   15:55       8471619                         MKB&S                                    PAGE     682



                                                 “2+



    USS   LST   393   PRESERVATION




    We have     sent a   copy of   thie   letter to your representative as         indicated   in your
    power of     attorney.


                                                       Sincerely,



                                                                     :
                                                                              tJ




                                                       Lois G.    Lerner
                                                       Director,    Exempt   Organizationa
                                                       Rulinga    and Agreemente

     Snclosuree:      Information    for Organizations   Exempt    Under Section 501({¢) (3)
                      Statute Extension




                                                                                   Letter 1045   (DO/CG)
Date:       January 13, 2009

To:         Honorable Mayor and City Commissioners

From:       Ann Marie Becker, City Clerk

RE:         Liquor License Transfer Request
            CJ’s on the Beach, LLC
            1601 Beach Street




SUMMARY OF REQUEST: The Liquor Control Commission is seeking
local recommendation on a request from CuJ’s on the Beach, LLC to
transfer ownership of the 2008 Class C and SDM Licensed Business
with Outdoor Service (2 Areas), Dance-Entertainment Permit, Drive-up
Window without Alcohol Beverage Sales and 2 Bars located at Pere
Marquette Park, 1601 Beach Street, Pavilion Bldg, from BLMC
Enterprises, Inc.




FINANCIAL IMPACT: None.




BUDGET ACTION REQUIRED: None.




STAFF RECOMMENDATION:           All departments are recommending
approval.
                          Muskegon Police Department
                                         Anthony L. Kleibecker
                                        Director of Public Safety




          980 Jefferson                wiww.muskegonpolice.com      Phone: 231-724-6750
          Muskegon, Michigan                                        FAX:   231-722-5140
          49443-0536




December 18, 2008




To:             City Commission through the City Manager

From:             i ae 1< QO, 0.
                Anthony L. Kleibecker, Director of Public Safety

Re:             Liquor License Investigation — 1601 Beach Street
                Transfer of 2008 Class C and SDM Licensed Business with Permits




The Muskegon Police Department has received a request from the Michigan Liquor Control
Commission for an investigation from applicant CJ’s on the Beach, LLC. of 1601 Beach Street,
Muskegon, MI. 49441.


CJ’s on the Beach, LLC. is requesting to transfer ownership of 2008 Class C and SDM Licensed
Business with Outdoor Service (2 Areas), Dance-Entertainment Permit, Drive-up Window
without Alcohol Beverage Sales and 2 Bars, located at Pere Marquette Park, 1601 Beach Street,
Pavilion Bldg, Muskegon, MI. 49441 from BLMC Enterprises, Inc.


The applicant, Alison Johnson of 2108 Marlin NE. Grand Rapids, MI, has no experience in the
alcohol service industry but has been made aware of the Muskegon Police Departments position
on enforcing local alcohol laws and ordinances. The applicant has also been made aware of the
following two websites for additional training opportunities; the Michigan Licensed Beverage
Association and the Liquor Control Commission.


A check of Muskegon Police Department records and criminal history showed no reason to deny
this request.




ALK/kd
                                           Michigan Department of Labor & Economic Growth
                                                                                                                                                                 IGSOSS
                                    MICHIGAN LIQUOR CONTROL COMMISSION (MLCC)                                                                                    JD               POS
                                                         7150 Harris Drive, P.O. Box 30005
                                                            Lansing, Michigan 48909-7505                                                                                THIS

                                       POLICE INVESTIGATION REQUEST
                                                             [Authorized by MCL 436.1201(4)]




 November 5, 2008


MUSKEGON POLICE DEPARTMENT .
CHIEF OF POLICE
980 JEFFERSON STREET, PO BOX 536
MUSKEGON, MI 49443-0536


Request ID #485685


Applicant:              CJ’S ON THE BEACH LLC, REQUESTS TO TRANSFER OWNERSHIP OF 2008 CLASS C AND
SDM LICENSED BUSINESS WITH OUTDOOR SERVICE (2 AREAS), DANCE-ENTERTAINMENT PERMIT,
DRIVE-UP WINDOW WITHOUT ALCOHOLIC BEVERAGE SALES AND 2 BARS, LOCATED AT PERE
MARQUETTE PARK, 1601 BEACH, PAVILION BLDG, MUSKEGON, MI 49441, MUSKEGON COUNTY,
FROM BLMC ENTERPRISES, INC.



 STOCKHOLDER:
ALISON M JOHNSON, 2108 MERLIN NE,                                   GRAND RAPIDS, MI 49525, (231-755-1555) OR (616-
361-1443)




Please make an investigation of the application. If you do not believe that the applicants are qualified
for licensing, give your reasons in detail. Complete the Police Inspection Report on Liquor License
Request, LC-1800, or for Detroit police, the Detroit Police Investigation of License Request, LC-1802. If
there is not enough room on the front of the form, you may use the back.



Forward your report, along with fingerprint cards (if requested) and $30.00 for each card to the Michigan Liquor
Control Commission.




If you have any questions, contact the appropriate unit (On Premises, Off Premises or Manufacturers &
Wholesalers) at (517) 322-1400.




UC-1972(Rev. 09/05)                      The Department of Labor & Economic Growth will not discriminate against any individual or group because of race, sex, religion, age
Authority: MCL 436.1201(4)               national origin, color, marital status. disability, of political beliefs. if you need help wilh reading. writing. hearing, etc..   under the Americans
Completion: Mandatory                    with Disabilities Act_you may make your needs known to this agency.
Penalty:   No License
                                                     Michigan Department of Labor & Economic Growth                                                            FOR MLCC USE ONLY
                                         MICHIGAN LIQUOR CONTROL COMMISSION (MLCC)                                                                             a
                                                            7150 Harris Drive, P.O. Box 30005
                                                               Lansing, Michigan 48909-7505                                                                Request ID # 485685 __
                                                                                                                                                           Business          ID # 214680
                                                 POLICE INVESTIGATION REPORT                                                                                  noo                                        snd
                                                      [Authorized by MCL 436.1217 and R 436.1105; MAC]                                                     JP -“P- OF                          7of?
       Please conduct your               investigation as soon as possible, complete all four sections of this report and return the
       completed report and fingerprint cards to the MLCC

| LICENSEE/APPLICANT NAME, BUSINESS ADDRESS AND LICENSING REQUEST:
     CJ'S ON THE BEACH LLC, REQUESTS TO TRANSFER OWNERSHIP OF 2008 CLASS C AND SDM
     LICENSED BUSINESS WITH OUTDOOR SERVICE (2 AREAS), DANCE-ENTERTAINMENT PERMIT, DRIVE-UP
     WINDOW WITHOUT ALCOHOLIC BEVERAGE SALES AND 2 BARS, LOCATED AT PERE MARQUETTE PARK,
     1601 BEACH, PAVILION BLDG, MUSKEGON, MI 49441, MUSKEGON COUNTY, FROM BLMC ENTERPRISES,
     INC.
 | Section 1.                                                            APPLICANT INFORMATION                                                                                                                     |
     APPLICANT #1:              CONTACT                                                                    APPLICANT #2:            CONTACT
     ALISON M JOHNSON, 2108 MERLIN NE,
     GRAND RAPIDS, MI 49525, (231-755-1555) OR
A (616-361-1443)
 | DTE FINGERPRINTED: 12-18 -OF                                                                            DATE FINGERPRINTED:
     DATE OF BIRTH:                                                                                        DATE OF BIRTH:
     Is the applicant a U.S. Citizen:                ja_Yes               O No*                            Is the applicant a U.S. Citizen:                          O       Yes           O        No*
     *Does the applicant have permanent Resident Alien status?                                             *Does the applicant have permanent Resident Alien status?
            0 Yes              01 No*                                                              :             OYes             CO No*
     *Does the applicant have a Visa? Enter status:                                                        *Does the applicant have a Visa? Enter status:


 [               “Attach the fingerprint card and $30.00 for each card and mail to the Michigan Liquor Control Commission**
     ARREST RECORD:                     [1 Felony     _ (1) Misdemeanor                                    ARREST RECORD:                      [1] Felony           _ (1 Misdemeanor
     Enter record of all arrests & convictions (attach a signed and dated                                  Enter record of all arrests & convictions (attach a signed and dated
     report if more space is needed)                                                                       report if more space is needed)


 [ Section 2.                                        INVESTIGATION OF BUSINESS AND ADDRESS TO BE LICENSED
     Does applicant intend to have dancing, entertainment, topless activity, or extended hours permit?
     CINo         PRYes, complete LC-1636
     Are gas pumps on the premises or directly adjacent?                          $Z.No                    O Yes, explain relationship:



 | Section 3.                    LOCAL AND STATE CODES AND ORDINANCES, AND GENERAL RECOMMENDATIONS                                                                                                                 |
     Will the applicant’s proposed location meet all appropriate state and local building, plumbing, zoning, fire, sanitation and health laws
     and ordinances, if this license is granted?                4’ Yes             [1 No
     If you are recommending approval subject to certain conditions, list the conditions: (attach a signed and dated report if more space is needed)



 [ Section 4.                                                                       RECOMMENDATION                                                                                                                     ]
     From your investigation:
       1. Is this applicant qualified to conduct this business if licensed?                                            Kl Yes               O1No
        2. Is the proposed location satisfactory for this business?                                    :                A Yes               O1No
        3. Should the Commission grant this request?                                                                   BLYes                C1 No
        4. If any of the above 3 questions were answered no, state your reasons: (Attach a signed and dated report if more space is needed)



                                                                            *» DAE. KQO- 2                                                                                             62-6 BOS
                                                                             Signatyte (Sheriff-or Chief of Police)                                                                            Date

                                                                             MUSKEGON POLICE DEPARTMENT

       LC-1800 (Rev. 07/06)                                 The Department of Labor & Economic Growth will not discriminate against any individual or group because of race, sex, religion, age,
       Authority: MCL 436.1217 and R 436.1105; MAC          national origin, color, marital status, disability, or political beliefs. If you need help with reading, wriling, hearing, etc., under the Americans
       Completion: Mandatory                                with Disabilities Act, you may make your needs known to this agency
       Penalty: No License
                               Michigai, Department of Labor & Economic Growth                       FOR MLCC USE ONLY
                             MICHIGAN LIQUOR CONTROL COMMISSION (MLCC)                               =         a
                                        7150 Harris Drive, P.O. Box 30005                          Request ID # _ 485685
                                           Lansing, Michigan 48909-7505                                         as
                       \                                                                       ‘   Business ID# 214680
                       LAW ENFORCEMENT RECOMMENDATION                                              /2-2-0§          Tuy
                               [Authorized by MCL 436.1916, R 436.1105(2)(d) and R 436.1403]


                                                         November 5, 2008


TO:     MUSKEGON POLICE DEPARTMENT

  Re:    CJ'S ON THE BEACH LLC


  CONTACT:      ALISON M JOHNSON, 2108 MERLIN NE, GRAND RAPIDS, MI 49525, (231-755-1555)
  OR (616-361-1443)

We have received a request from the above licensee for the type of permit indicated below. Please make an investigation
and submit your report and/or recommendation to the offices of the MLCC at the above address. Questions about this
request should be directed to the MLCC Licensing Division at (517) 322-1400.



 LC] OFFICIAL PERMIT FOR EXTENDED HOURS OF OPERATION FOR:
         Weekdays _                 A.M. to                 AM.

          Sundays             __.   AM. to                  A.M./P.M.


 Ty] Recommended           C] Recommended, subject to final inspection             C] Not Recommended
  NOTE: If the applicant is requesting two separate extended hours permits and the permits are for different hours you
  must complete the box below. If additional space is needed please use reverse side of this form.


  CJ OFFICIAL PERMIT FOR EXTENDED HOURS OF OPERATION FOR:
          Weekdays                  A.M. to                 AM.

          Sundays                   A.M. to                 A.M./P.M.


  CJ Recommended           | Recommended, subject to final inspection C] Not Recommended



  (x Recommended           C] Recommended, subject to final inspection C] Not Recommended



  [xX] Recommended         C] Recommended, subject to final inspection C] Not Recommended

  [-]   TOPLESS ACTIVITY PERMIT

  CL) Recommended          [| Recommended, subject to final inspection C] Not Recommended
                                                                                                                                                                         YSSEES
 Law Enforcement Recommendation \cont’d)
 Page 2                                                                                                                                                     [2-2 -OS                             ld
 November 5, 2008




 XI Recommended                       C] Recommended, subject to final inspection C] Not Recommended

 [-]      PARTICIPATION PERMIT

 C] Recommended                       C] Recommended, subject to final inspection | Not Recommended



 < Recommended                        C] Recommended, subject to final inspection C] Not Recommended



 X¢ Recommended                       C] Recommended, subject to final inspection C] Not Recommended
CJ'S ON THE BEACH LLC
REQUEST ID # 485685

Signed:

YX A_L 1h OQ 20 Catae= ore [cic
     U                  Signature and Title


Driwony L, INCETBECER Quree or SUCK
                        Print Name and Title

MUSKEGON POLICE DEPARTMENT


Date:              jusape we




  C1636 (Rev 08/2006)                              ‘The Deparment of Labor & Economic Growth will not discriminate against any individual or group because of race, sex. religion, age,
  Authority: MCL 436 1916, R 436.1105(2)(d) and    national origin, color, marital status, disability, or political beliefs. If you need help with reading, writing, hearing, etc., under the Americans
  R436.1403                                        with Disabilities Act, you may make your needs known to this agency
  Completion: Mandatory
  Penalty: No License and/or Permit
                                                                                                                                                                   Request ID #485685 dh
                                                                                                                                                                     f-3&__       TUttg

                                                              RESOLUTION

                                                             meeting of the
Ata
                   (Regular or Special)                                                        (Township Board, City or Village Council)
                                                                       on                                                             at                                  P.M.
called to order by
The following resolution was offered:

Moved by                                                        and supported by
                 TO TRANSFER OWNATE ERSHIP OF 2008 CLA                                  WITH
                                                           SS C LICENSED BUSBEAINECH,SS PAV
THAT THE REQUESTMEN                           PERE MARQUE
                    T PERMIT, MLOCBLMC DENTATERP            TTE PARK, THE BEACH LLC.ILION
                                                                        1601
          ERTAIN 4944
DANCE-ENTKEG                                     RISES, INC. TO CJ’S ON
BLDG, MUS ON, MI 1, FRO
be considered for
                                                               (Approval or Disapproval)

                                          APPROVAL                                                                        DISAPPROVAL

                     Yeas:                                                                        Yeas:

                     Nays:                                                                         Nays:
                     Absent:                                                                       Absent:


 It is the consensus of this legislative body that the application be:
                                                                                                                                                                for issuance

                                         (Recommended or Not Recommended)
  State of Michigan                               )

  County of                                           }
                                                                                                                                     offered and
  | hereby certify that the foregoing is a true and complete copy of a resolution
  adopted by the                                                                                 ata
                                  (Township Board, City or Village Council)                                                   (Regular or Special)
   meeting held on
                                         (Date)

                                                                                                                       (Signed)
                                                                                                                                       (Township, City or Village Clerk)
                                  SEAL

                                                                                                                       (Mailing address of Township, City or Village)




                                                               Departm  ent  of Labor  & Econom   ic  Growth    will not discrimi naleif against anyhelpIndividua               because
                                                                                                                                                                  l of groupwriting,     of race,etc,sex,underreligion,
                                                                                                                                                                                     hearing,                    the    age, ns
                                                                                                                                                                                                                      America
      16-1305: (Rev. 08/2006 )1                           The
                                                          ational  origin, color, marital stalus,  disabilit y, or pottical beliefs.     you need          wih  ceading,
      Authority MCL  436.150
      Completion: Mandat ory                              with Disabilities Act, you may make your needs known to this agency.
      Penalty: No License
                   Commission Meeting Date:            January 13, 2009




Date:         January 7, 2009

To:           Honorable Mayor and City Commissioners

From:         Planning & Economic Development

RE:           Public Hearing - Request for an Industrial Facilities Exemption
              Certificate — AFl Machining




SUMMARY OF REQUEST:

Pursuant to Public Act 198 of 1974, as amended, AFI Machining, 1920 Port City Bivd., has
requested the issuance of an Industrial Facilities Tax Exemption Certificate. The total capital
investment will be $1,366,766 in personal property and will create between four to eight jobs
within the first two years of project completion. This qualifies them for a tax abatement of
seven years under the current City policy. However, since this project has the potential of
creating 50-75 jobs within the next three to five years, the applicant would like to apply for a
twelve year abatement.

FINANCIAL IMPACT:

The City will capture certain additional property taxes generated by the expansion (see
attached Summary Sheet).

BUDGET ACTION REQUIRED:

None

STAFF RECOMMENDATION:

Approval of the attached resolution granting an Industrial Facilities Exemption Certificate for
a term of twelve (12) years for personal property.




COMMITTEE RECOMMENDATION:

None




1/7/2009
Michigan Deparment of Treasury
1012 (Rev. 7/05)


Application for Industrial Facilities Tax Exemption Certificate
Issued under authority of    P.A. 198 of 1974, as amended. Filing is mandatory.

INSTRUCTIONS: File the original and two copies of this form and the required attachments (three complete sets) with the clerk of the
locat government unit. The State Tax Commission (STC) requires two complete sets (one original and one copy). One copy is retained
by the clerk. if you have any questions regarding the completion of this form or would like to request an informational packet, call (617)
373-3272.

                                                          To be’ completed by Clerk of Local Government Unit
Signature of Clerk                                                                            Date received by Local Unit
               :                                                                                                              12 -/P-          200P

                                                                                    STC Use Only
Application Number                                              .                             Date Received by STC


APPLICANT INFORMATION
All boxes must be completed.
1a. Company Name (Applicant must be the occupant/operator of the facility)                     4b. Standard Industriat Classification (SIC) Code - Sec. 2(10) (Four Digit Code)
     AFI Machining Inc                                                                             3724
te. Address of Facility (real properly or personal property jocation)                          (eae nat omen lage                             1e. County
     1920 Port City Blvd.                                                                                        Muskegon                          Muskegon
2. Type of Approval Requested                                                                  3a. School District where facility is located | 3b. School Code
      New (Sec. 2(4))                    C] Transfer (1 copy to only)        Orchard View                             61190
   [| Speculative Building (Sec. 3(8))   [_] Rehabilitation (Sec. 3(1)) [4 amount of years requested for exemption (1-12 Years)
   L] Research and Development (Sec. 2(9})                                   12
5. Thoroughly describe the project for which exemption is sought: Real Property (Type of improvements to Land, Building, Size of Addition); Personal Property (Explain New,
Used, Transferred from Out-of-State, etc.) and Proposed Use of Facility. (Please attach additional page(s) if more room is needed).

     Personal Property - 1 new Campbell Grinder, 5-axis model ES-930 - $899,000.00.
                         1 new Matsurra twin pallet horizontal machining center, Model H. Plus - $407,766.00.
                         Total Personal Property Investment - $1,306,766.00. Please see attached explanation.
                         Total building improvements as a tease-hold agreement. - $60,000.00.

 6a. Cost of land and building improvements (excluding cost of land)
         * Attach list of improvements and associated costs.                                                                                    Real Property Costs
         * Also attach a copy of building permit if project has already begun.
 6b. Cost of machinery, equipment, furniture and fixtures                                                                                      $1,366,766.00
         * Attach itemized listing with month, day and year of beginning of installation plus total costs                                       Personal Property Costs
                                                                                                                                                $1,366,766.00
 6c. Total Project Costs
                                                                                                                                                Total of Real & Personal Costs

 7. Indicate the time schedule for start and finish of construction and equipment installation. Projects must be completed within a two year period of the effective date of the
certificate unless otherwise approved by the STC.

                                                     Begin Date (M/D/Y’                       End Date (M/D/Y)

   Real Property Improvements                                                                                                      EF] Owned C Leased
   Personal Property Improvements                              11/4/08                               1/30/09                       CO Owned Xl Leased
 8. Are State Education Taxes reduced or abated by the Michigan Economic Development Corporation (MEOC)? If yes, applicant must attach a signed MECC Letter of
 Committment to receive this exemption.       oO
                                                    Yes

 @. Number                                                                                        10. Number
           of existing jobs at this facility that will be retained as a result of this project. | project      of new jobs at this facility expected to be created within two years of
      28                                                                                                  completion. 4to8

 71. Rehabillation applications only. Complete a, b and c of this séction. You must attach the assessor's statement of valuation for the entire plant rehabilitation district. The
 SEV data below must be as of December 31 of the year prior to the rehabilitation.

   a. SEV of Real Property (excluding land)
   b. SEV of Personal Properly (excluding inventory)
   ¢. Total SEV

 12a. Check the type of District the facility is located in:

                       industrial Development District                   Ol Piant Rehabilitation District
 42b. Date district was established by jocal government unit (contact lacal unit)               42c. Is this application for a speculative builiding (Sec. 3(8))?

                   PLACLAIES                                                                               ves
                                                                                                         CL]
Form 1012, Page 2


APPLICANT CERTIFICATION - complete all boxes.
The undersigned, authorized officer of the company making this application certifies that, to the best of his/her knowledge, no information contained
herein or in the attachments hereto is false in any way and that all are truly descriptive of the industrial property for which this application is being
submitted.

Itis further certified that the undersignedis familiar with the provisions of P.A. 198 of 1974, as amended, being Sections 207.551 to 207.572, inclusive,
of the Michigan Compiled Laws; and to the best of his/her knowledge and belief, (s)he has complied or will be able to comply with all of the
requirements thereof which are prerequisite to the approval of the application by the local unit of government and theissuance of an Industrial Facilities
Exemption Certificate by the State Tax Commission.

13a. Preparer Name                           13b. Phone Number                         13c. Fax Number                                13d. E-mail Address

      Stephen Kutches                             (231) 773-0200                            (231) 773-0210                            skutches@afiusa.net

 14a. Name of Contact Person                 14b. Phone Number                         14c. Fax Number                                14d. E-mail Address

      Stephen Kutches                             (231) 773-0200                            (231) 773-0210                             skutches@afiusa.net

 15a. Name of Company Officer (No Authorized Agents)
      Stephen Kutches (President)
 15b. Signatur 3 come)     CON                  ized Xgents)                           15c. Fax Number                                15d. wi

                                                                                            (231) 773-0210                                     Le (ok
 15e. Mailing Teas (Street, City, State, ZIP)                                          15f. Phone Number                              15g. E-mail Address

      1920 Port City Blvd.                                                                 (231) 773-0200                              skutches@afiusa.net

LOCAL GOVERNMENT ACTION & CERTIFICATION - complete all boxes.
This section must be completed by the clerk of the local governing unit before submitting application to the State Tax Commission. Check items on file
at the Local Unit and those included with the submittal.

 16. Action taken by local government unit                                             416b. The State Tax Commission Requires the following documents be filed for an
                                                                                       administratively complete application:

     L] Abatement Approved for       Years (1-12)                                        Check or Indicate N/A if Not Applicable
           After Completion ClYes LINo                                                       1. Original Application plus attachments, and one complete copy
                                                                                                  . Resolution establishing district
                                                                                              OONDARWN




     LE] Denied (Include Resolution Denying)                                                      . Resolution approving/denying application.
                                                                                                  . Letter of Agreement (Signed by local unit and applicant)
 46a. Documents Required to be on file with the Local Unit
                                                                                                  . Affidavit of Fees (Signed by local unit and applicant)
   Check or Indicate N/A if Not Applicable
         1. Notice to the public prior to hearing establishing a district.                               Building Permit for real improvements if project has already begun
                                                                                                   . Equipment List with dates of beginning of installation
         2. Notice to taxing authorities of opportunity for a hearing.
                                                                                                   . Form 3222 (if applicable)
         3. List of taxing authorities notified for district and application action.
         4. Lease Agreement showing applicants tax liability.                                      . Speculative building resolution and affidavits (if applicable)

 17. Name of Local Government Body                                                     18. Date of Resolution Approving/Denying this Application


Attached hereto is an original and one copy of the application and all documents listed in 16b. | also certify that all documents listed in 16a
 are on file at the local unit for inspection at any time.

 19a. Signature of Clerk                                       19b. Name of Clerk                                        19c. E-mail Address


 19d. Clerk's Mailing Address (Street, City, State, ZIP Code)


 19e. Phone Number                                                                     19f. Fax Number



 State Tax Commission Rule Number 57: Complete applications approved by the local unit and received by the State Tax Commission by October 31
 each year will be acted upon by December 31. Applications received after October 31 may be acted upon in the following year.
 Local Unit: Mail one original and one copy of the completed application and all required attachments to:
 State Tax Commission
 Michigan Department of Treasury
 P.O. Box 30471
 Lansing, Ml 48909-7971




                                                                               STC USE ONLY
  LUCI Code                                   Begin Date                                End Date                                       End Date2
                                                               AERO FOIL
_l                                                             INTERNATIONAL
  i                                                            1920 Port City Blvd
 (ess                                                          Muskegon, MI 49442
                                                               Telephone: (231) 773-0200
                                                               Facsimile: (231) 773-0210


December 16, 2008


Mike Franzak
Planner II
City Of Muskegon
933 Terrace Street
PO Box 536
Muskegon, MI 49443-0536


Subject: AFI Machining Inc Explanation for IFT Application


Dear Mike,
I am attaching this explanation for my IFT request for AFI Machining Inc.
Upon review you will see that I plan on investing $1,306,766.00 in personal property
equipment to grow AFI Machining. I will also need to invest approximately $60,000 (as
a lease-hold agreement) into my building for electrical upgrades, wiring, cement pads,
paint and insulation.
This current investment will provide the latest technology machining capabilities for AFI
Machining to become a major player in the turbine engine component manufacturing
market. We have been working with turbine engine OEM’s (GE, Rolls Royce, Siemens,
Pratt & Whitney, etc.) to obtain long term component machining contracts.
This is my first major step to capture a significant percentage of this annual business.
I started Aero Foil International in late 2004 and it took 4 years to move into the black
and to the 28 full time employees that we now have. I am requesting this IFT to support
AFI Machining moving in the same direction.
I started up AFI Machining in 2007 using Aero Foil International equipment. 2007 sales
were $1.1M of combined aerospace and IGT (Industrial Gas Turbine) component
machining. 2008 sales for AFI Machining will exceed $2.0M and we have an excellent
opportunity to double the sales for 2009. My goal is to obtain long term contracts worth
$20M annual sales within 3 to 5 years and employ 50 to 75 personnel.
I am committed to Muskegon County to invest in all 3 divisions with a goal of 50 to 75
employees at each division.


Sincerely,



 Stephen L Mh.
President




                 AFI 1920 Port City Blvd. Muskegon, Michigan 49442
                                                                    AERO FOIL
d                                                                   INTERNATIONAL
|                                                                   1920 Port City Blvd
(as                                                                 Muskegon, MI 49442
                                                                    Telephone: (231) 773-0200
                                                                    Facsimile: (231) 773-0210


December 16, 2008


Mike Franzak
Planner II
City Of Muskegon
933 Terrace Street
PO Box 536
Muskegon, MI 49443-0536


Subject: AFI Machining Inc Explanation for IFT Application for Building Improvements

Dear Mike,
1 am attaching this explanation for my IFT request for AFI Machining Inc.
Upon review you will see that the $1,306,766.00 investment in personal property
equipment to grow AFI Machining will require some building improvements. I will also
need to invest approximately $60,000 into my building for the following:
        Electrical upgrades (Consumers going from 400 AMPS 480 to 1500 AMPS 480).
      AARYNS




        Additional wiring within the plant for the upgrade and new machines.
               Removal of the old Mills MFG foundry equipment.
               New insulation and paint for the foundry area.
               Cement pads for the two new machines.
               Grit Blasting and epoxy of old foundry area floor.
These building improvements will be performed by AFI Machining as a lease-hold
agreement with Aero Foil International.
All electrical permits were obtained by J & J Electrical Services for Aero Foil
International.


Sincerely,




President




                        AFI 1920 Port City Blvd. Muskegon, Michigan 49442
                                             Resolution No.


                                        MUSKEGON CITY COMMISSION

                           RESOLUTION APPROVING APPLICATION FOR ISSUANCE
                            OF INDUSTRIAL FACILITIES EXEMPTION CERTIFICATE
                                                 AFI MACHINING.



WHEREAS, pursuant to P.A. 198 of 1974 as amended, after duly noticed public hearing held on July 26,
      1983, this Commission by resolution established an Industrial Development District as requested
      by the City of Muskegon for Port City Industrial Park, including the property leased by AFI
      Machining, 1920 Port City Blvd., Muskegon, Michigan 49442; and

WHEREAS, AFI Machining has filed an application for the issuance of an Industrial Facilities Tax Exemption
      Certificate with respect to new machinery and equipment has been installed within said Industrial
         Development District ; and

WHEREAS, said application was filed no later than six months after project completion and the Muskegon City
      Commission held a public hearing on January 13, 2009, at the Muskegon City Hall in Muskegon,
      Michigan at 5:30 p.m. at which hearing the applicant, the assessor and representatives of the affected
      taxing units were given written notice and were afforded an opportunity to be heard on said application;
         and


WHEREAS, the installation of machinery and equipment is calculated to and will have the reasonable likelihood
      to retain, create, or prevent the loss of employment in Muskegon, Michigan; and

WHEREAS, the aggregate SEV of real property exempt from ad valorem taxes within the City of Muskegon, will
      not exceed 5% of an amount equal to the sum of the SEV of the unit, plus the SEV of personal and real
         property thus exempted.

NOW, THEREFORE, BE IT RESOLVED by the Muskegon City Commission of the City of Muskegon,
         Michigan that:


         1)    The Muskegon City Commission finds and determines that the Certificate considered together with
               the aggregate amount of certificates previously granted and currently in force under Act No. 198 of
               the Public Act of 1974 as amended and Act No. 255 of the Public Acts of 1978 as amended shall
               not have the effect of substantially impeding the operation of the City of Muskegon or impairing the
               financial soundness of a taxing unit which levies ad valorem property taxes in the City of
               Muskegon.


         2)    The application of AFI Machining , for the issuance of an Industrial Facilities Tax Exemption
               Certificate with respect to the installation of new machinery and equipment on the following
               described parcel of real property situated within the City of Muskegon to wit:

         CITY OF MUSKEGON PORT CITY INDUSTRIAL CENTER LOTS 4-6 EXC SLY 45 FT LOT 6 ALSO
         EXC N 66 FT LOT 4 DESC AS FOLS COM @ NW COR SD LOT FOR POB TH S 1D 12M 30S W
         ALG W LN SD LOT 66.33 FT TH S 89D 42M 48S E 300 FT TO ELN SD LOT THN 1D 12M 30S E
         ALG SD E LN 66.29 FT TO NW COR SD LOT THN 89D 42M 20S W ALG SD N LN 300 FT TO POB

         3)    The Industrial Facilities Tax Exemption Certificate is issued and shall be and remain in force and
               effect for a period of         years on personal property.




1/6/09
Adopted this 13th Day of January 2009.



Ayes:


Nays:


Absent:


                                                    BY:
                                                            Stephen J. Warmington
                                                            Mayor


                                              ATTEST:
                                                            Ann Marie Becker
                                                            Clerk




                                               CERTIFICATION

| hereby certify that the foregoing constitutes a true and complete copy of a resolution adopted by the Muskegon
City Commission, County of Muskegon, Michigan, at a regular meeting held on January 13, 2009.



                                                            Ann Marie Becker
                                                            Clerk




1/6/09
MUSKEGON
              v                       City of Muskegon
         :                            Industrial Facilities Exemption Application
                                      Summary Sheet
     A

Wesl Michigan's Shoreline City



Project Summary:


       AFI Machining, a new entity owned by Aerofoil International, located at 1920 Port City Blvd.,
Muskegon, Michigan, will be installing new machinery at its location to diversify its operation. The
company is applying for a twelve (12) year abetment because they feel this equipment will be able to
create up to 75 jobs within the next few years.

Employment Information:                     0 employees

             Racial Characteristics:
                                 White            0
                                 Minority         0
                                 Total            0

             Gender Characteristics:
                                 Male             0
                                 Female           0
                                 Total            0

             Total No. of Anticipated New Jobs:           50-75 (within 3-5 years)

Investment Information:


             Real Property:                               $0
             Personal Property                            $1,366,766
             Total:                                       $1,366,766

Property Tax Information: (Annual)                        All   Jurisdictions        City Only
       Total New Taxes Generated                          $     22,665               $ 7,567
       Value of Abatement                                 $     11,333               $ 3,784
       Total New Taxes Collected                          $     11,333               $ 3,784


Income Tax Information: (Annual)
             Total Additional Income Tax Generated:        $ 7,800 (based on 50 new jobs)

Company Requirements:


             Adopted Affirmative Action Policy                       i, Yes          GO No
             Meeting w/ City Affirmative Action Director             f Yes           oO No
             Signed Tax Abatement Contract                           uw Yes          Oo   No
             Taxes Paid In Full                                      &Y Yes          Oo   No
             Zoning Conflicts                                         )   Yes        oe No

   <2                                                     Awan Bonoien/
Mike Franzak                                                wana Thompson
Planner II                                                Affirmative Action Director
                                  CITY OF MUSKEGON


                          CONTRACT FOR TAX ABATEMENT
                              Act 198 Public Acts of 1974



       AGREEMENT between CITY OF MUSKEGON, a municipal corporation of 933
Terrace Street, Muskegon, Michigan 49441, (“City”) and AFI Machining (“Company”).

                                           Recitals:


A.     The Company has applied to City for the establishment of an industrial
development district or industrial rehabilitation district pursuant to the provisions of Act
198 of the Public Acts of 1974, as amended, which act requires a contract between the
City and the Company to be agreed and submitted with the Company’s subsequent
anticipated application for an industrial facilities exemption certificate.

B.      That in addition to the statutory requirement, the City has determined that it is in
the best interests of the taxpayers, property owners and residents of the City that this
Agreement be approved and executed prior to the establishment of the requested district,
and the City deems this Contract, together with the conditions set forth in the said Act to
constitute a necessary element in the City’s determination whether or not to create the
district.


C.     The Company intends to install the project set forth in its application (“project”)
which it believes qualifies for the process of establishing the district and the application
for industrial facilities exemption certificate.

D.      The City, provided this Agreement is executed, will determine whether to create
the district based upon the potential for the production of permanent jobs, the
continuation or increase of economic activity, planning and zoning considerations and the
City’s general plan and intentions regarding economic development. In addition to the
City policy considerations and predictions that the Company’s proposed district and
certificate benefit the community in those ways, the City has further determined that the
contractual commitments made by the Company to thereby assist the community shall be
binding on the Company and necessary to continue the tax exemption made possible by
the certificate.


            NOW THEREFORE THE PARTIES AGREE:

1.     COMPANY AGREEMENT. The Company irrevocably commits to the
investment, job retention and job creation promises made in its application, a copy of
which is attached hereto and incorporated herein. In particular the Company agrees:




                                                                                        Page |
1.1 That 100% of the jobs shall be filled and in existence with full-time
employees by a date no later than two (2) years from the date of the granting of
the certificate by the State Tax Commission.

1.2 The Company shall meet the affirmative action goal included in the
application or in any documents supplied by the City and utilized by the
Company, including any additional representations made to the City Commission
on or before the date two (2) years after the granting of the certificate by the State
Tax Commission. It shall maintain the said levels of employment diversity during
the period of the certificate.

1.3. The Company, by the end of two (2) years from the date of the grant of the
certificate by the State Tax Commission shall have completed the investment of
$1,366,766 in the equipment and improvements as shown in the application.

1.4 That the improvements and equipment to receive the tax abatement treatment
shall be completed on or before the date two (2) years from the date of granting of
the certificate by the State Tax Commission.

1.5 The Company shall pay its specific taxes required by the act in a timely
manner, and shall not delay payments so as to incur any penalties or interest.

1.6 The Company shall fully cooperate with the City representatives in
supplying all requested and required documentation regarding jobs, investment,
the meeting of all goals and the timely installation and utilization of equipment
and improvements. The City shall be entitled to inspect at reasonable hours the
Company’s premises where the said improvements and equipment have been
installed and where the said jobs are performed.

1.7. The Company shall maintain, during the entire period for which the tax
abatement is granted, the level of jobs, affirmative action goals, production and
utilization of the improvements and equipment at the site where the district has
been created and for which the tax exemption has been granted.

1.8 The Company shall not cause or fail to cure the release of any hazardous
substance, or the violation of any environmental law on its premises in the City.
It shall report any releases to the appropriate governmental authority in a timely
and complete manner, and provide copies of said report documentation to the
City. It shall comply with all orders and actions of any governmental agency
having authority.


 1.9 The Company shall maintain the equipment and improvements so as to
 minimize physical or functional obsolescence.

 1.10 The Company shall continue to operate its business location in the City,
 containing the same number of and type of jobs, for the term of the certificate.



                                                                                 Page 2
2.      AGREEMENT BY THE CITY. Provided this contract has been executed and
further provided all applications to create the district and achieve the industrial facility
exemption certificate have been properly filed, the City shall, in a timely manner,
determine in a public meeting to create the district and receive, process, and approve
thereafter the Company’s application for an industrial facilities exemption certificate.
The City may consider this contract in a meeting separate from and prior to the meeting
in which the City considers the creation of the district and approval of the application for
certificate. Further, the City shall require the submission of this contract signed by the
Company together with its applications, before creating the district.

3.      EVENTS OF DEFAULT. The following actions or failures to comply shall be
considered events of default by the Company:

        3.1 Failure to meet any of the commitments set forth above.

        3.2. The closing of the Company’s facilities in the City. Closing shall mean for
        purpose of this Agreement, the removal, without transfer to another site within the
        City of substantially all of the production facilities, and the elimination of
        substantially all the jobs created or retained thereby, which are set forth in the
        Company’s application.

        3.3 Failure to afford to the City the documentation and reporting required.

        3.4 The failure to create or retain jobs, meet affirmative action goals or expend
        the funds on equipment and improvements as represented in the application
        within the times required hereby.

        3.5 The bankruptcy or insolvency of the Company.

        3.6 The failure to pay any and all taxes and assessments levied on the
        Company’s property or any other taxes, local, state or federal, including but not
        limited to City income taxes and the withholding of said City income taxes from
        employees as required by the City Income Tax Ordinance.

        3.7. The performance or omission of any act which would lead to revocation
        under MCLA 207.565, being §15 of the Act.

         3.8 The violation of any provisions, promises, commitments, considerations or
         covenants of this Agreement.

 4. REMEDIES ON DEFAULT. In the event of any of the above defaults the City
 shall have the following remedies which it may invoke without notice, except as may be
 reasonably required by the Company’s rights to due process:




                                                                                         Page 3
4.1 In the event of closing as determined after investigation of the facts and a
public hearing, the Company shall be immediately liable for penalties to be paid
forthwith to the city as determined as follows:

       4.1.1 The Company shall pay to the City for prorata distribution to the
       taxing units experiencing the abatement, an amount equal to the difference
       between the industrial facilities tax which it has paid, and the total
       property taxes to the relevant taxing units which it would have paid, given
       its installations of improvements and equipment, during the years for
       which the certificate was in effect.


       4.1.2 Immediate Revocation, The Company hereby consents to
       revocation to the IFT certificate before the State Tax Commission, without
       hearing, and the City shall submit a copy of this Agreement to the State
       Tax Commission in connection with its revocation procedure, giving
       notice that the default has occurred and immediate revocation should
       occur,



4.2 In the event the improvements and equipment have not been installed before
the two (2) year period, in addition to the revocation procedures before the State
Tax Commission, the abatement should immediately be reduced by the City
proportionately, and any installations which have not been finished at the end of
said two (2) year period shall not be eligible for the abatement thereafter and shall
be placed on the regular tax roll.

4.3 Failure to Expend the Funds Represented. In the event, (whether or not the
installations have been completed), the Company has not expended the funds it
has represented on its application that it would invest for the installation of
equipment, the abatement shall be reduced prorata, and any remaining value of
equipment shall be placed on the regular tax roll.

4.4 Job Creation and Retention. In the event the promised number of jobs have
not been created or retained at the end of the two (2) years after the grant of the
certificate by the State Tax Commission, the abatement shall be proportionately
reduced.


4.5 Affirmative Action Goals. In the event, after one (1) year from the grant of
the certificate by the State Tax Commission, the affirmative action goals of the
City for additional jobs have not been met on a prorata basis, the abatement shall
be revoked.


4.6 For other violations of this Agreement or for actions or omissions by the
Company amounting to grounds for revocation by statue, the City shall
recommend to the State Tax Commission immediate revocation of the certificate.




                                                                               Page 4
     4.7 Special Assessment. For any amount due to be paid to the City, under this
     Section 4, the Company consents that the City shall have a personal action against
     the Company for the said amount, and in addition, cumulatively, and not by
     election, the City shall have a special assessment lien on all the property of the
     Company personal and real, located in the City, for the collection of the amounts
     due as and in the manner of property taxes and in such case the collection of the
     said special assessment shall be accomplished by addition by the City to the
     Company’s property tax statement regularly rendered.

5. Governing Law. This Agreement shall be construed and enforced in accordance
with the laws of the State of Michigan applicable to contracts made and to be
performed within the State of Michigan.

6. Counterparts. This Agreement may be executed in one or more counterparts.
Notwithstanding such execution all such counterparts shall constitute one and the same
Agreement.


7. Benefit. This Agreement shall be binding upon and inure to the benefit of the
respective parties, their successors and personal representatives.

8. Effective Date. This Agreement shall be effective on the date the State of
Michigan Tax Commission grants the company at Industrial Facilities Exemption
Certificate.

                                                  CITY OF MUSKEGON



                                                  By
                                                          Steve Warmington, Mayor

                                                   Date




                                                   and
                                                          Ann Marie Becker, Clerk

                                                   Date




                                                   ny Lp [LL
                                                          Stephen Kutches
                                                                      cA




                                                     Its President


                                                   Date     December 16, 2008




                                                                                   Page 5
                   Commission Meeting Date:            January 13, 2009




Date:         January 7, 2009

To:           Honorable Mayor and City Commissioners

From:         Planning & Economic Development

RE:           Public Hearing - Request for an Industrial Facilities Exemption
              Certificate — AFI Hole Driil




SUMMARY OF REQUEST:

Pursuant to Public Act 198 of 1974, as amended, AFI Hole Drill, 1920 Port City Bivd., has
requested the issuance of an Industrial Facilities Tax Exemption Certificate. The total capital
investment will be $576,536 in personal property and will create between two to four jobs
within the first two years of project completion. This qualifies them for a tax abatement of six
years under the current City policy. However, since this project has the potential of creating
50-75 jobs within the next three to five years, the applicant would like to apply for a twelve
year abatement.

FINANCIAL IMPACT:

The City will capture certain additional property taxes generated by the expansion (see
attached Summary Sheet).

BUDGET ACTION REQUIRED:

None

STAFF RECOMMENDATION:

Approval of the attached resolution granting an Industrial Facilities Exemption Certificate for
a term of twelve (12) years for personal property.




COMMITTEE RECOMMENDATION:

None




1/7/2009
Michigan Department of Treasury
1012 (Rev. 7/05}


Application for Industrial Facilities Tax Exemption Certificate
Issued under authority of P.A. 198 of 1974, as amended. Filing is mandatory.

INSTRUCTIONS: File the original and two copies of this form and the required attachments (three complete sets) with the clerk of the
local government unit. The State Tax Commission (STC) requires two complete sets (one original and one copy). One copy is retained
by the clerk. If you have any questions regarding the completion of this form or would like to request an informational packet, call (617)
373-3272.

                                                           “To be completed by Clerk of Local Government Unit
Signature of Clerk                                                                                Date received by Local Unit

                                                                                                                                      18-18 -         ROOF



Application Number                                                                                Date Received by STC




APPLICANT INFORMATION
All boxes must be completed.

1a, Company Name (Applicant must be the occupant/operator of the facility)                        1b. Standard Industrial Classification (SIC) Code - Sec. 2(10) (Four Digit Code)

     AFI Hole Drill Inc                                                                                  3724
‘tc. Address of Facility (real property or personal property location)                            (edna     rerantt TownshipNiliage               te. Counly
     1920 Port City Blvd.                                                                                           Muskegon                          Muskegon
2. Type of Approval Requested                                                                     3a. School District where facility is tocated   |3b. School Code

                                        im Transfer (1 copy to onty)        Orchard View                             61190
  [_] Speculative Building (Sec. 3(8))  [~] Rehabilitation (Sec. 3(1)) [4 Amount of years requested for exemplion (1-12 Years)
  im Research and Development (Sec. 2(9))                                   12
5. Thoroughly describe the project for which exemption is sought: Real Property (Type of Improvements to Land, Building, Size of Addition); Personal Property (Explain New,
Used, Transferred from Out-of-State, etc.) and Proposed Use of Facility. (Please attach additional page(s) if more room is needed),

     Personal Property - 1 new Beaumont FH60 Series EDM Hole Driller - $250,000.00
                                      1 new Beaumont FH60 Series EDM Hole Driller with Tool Changer - $326,536.00
                                      Total Personal Property Investment - $576, 536.00. Please see attached explanation.



 6a. Cost of land and building improvements (excluding cost of land).
         * Attach list of improvements and associated costs.
                                                                                                                                                   Real Property Costs
         * Also attach a copy of building permit if project has already begun.
 6b. Cost of machinery, equipment, furniture and fixtures                       pose vunetcees      os                      .     :                $576,536.00
         * Attach itemized listing with month, day and year of beginning of installation plus total costs                                          Personal Property Costs

 6c. Total Project Costs          .                    .        .                                                         ao.                      $576,536.00
                                                                                                                                                   Total of Real & Personal Costs

7. Indicate the time schedule for start and finish of construction and equipment installation. Projects must be completed within a two year period of the effective date of the
certificate unless otherwise approved by the STC.


                                                    Begin Date (M/D/Y)                           End Date (M/D/Y’

  Real Property Improvements                                                                                                          im Owned Cl Leased
  Personal Property improvements                              11/1/08                                    1/30/09                      Cj Owned              Leased

8. Are State Education Taxes reduced or abated by the Michigan Economic Development Corporation (MEDC)? If yes, applicant must attach a signed MEDC Letter of
Committment to receive this exemption.       Oo
                                                   Yes

9. Number of existing jobs at this facility that will be retained as a result of this project. | 10. Number of new jobs at this facility expected to be created within two years of
    28                                                                                            project completian. 2104
11. Rehabilitation applications only: Complete a, b and c of this section. You must altach the assessors statement of valuation for the entire plant rehabilitation district.
                                                                                                                                                                              The
SEV data below must be as of December 31 of the year prior to the rehabilitation

  a. SEV of Real Property (excluding land) |

  6. SEV of Personal Property (excluding inventory)

  ¢. Total SEV ......

12a. Check the type of District the facility is !ocated in:

                        Industrial Devetopment District                  O Plant Rehabilitation District
42b, Date district was established by local government unit (contact local unit)                  tac. Is this application for a speculative builiding (Sec. 3(8)}?

                71 4O/1423                                                                                 [] ves [x] no
Form 1012, Page 2


APPLICANT CERTIFICATION - complete all boxes.
The undersigned, authorized officer of the company making this application certifies that, to the best of his/her knowledge, no information contained
herein or in the attachments hereto is false in any way and that all are truly descriptive of the industrial property for which this application is being
submitted.

It is further certified that the undersigned is familiar with the provisions of P.A. 198 of 1974, as amended, being Sections 207.551 to 207.572, inclusive,
of the Michigan Compiled Laws; and to the best of his/her knowledge and belief, (s)he has complied or will be able to comply with all of the
tequirements thereof which are prerequisite to the approval of the application by the local unit of government and the issuance of an Industrial Facilities
Exemption Certificate by the State Tax Commission.

13a. Preparer Name                           13b. Phone Number                         13c. Fax Number                            13d. E-mail Address

      Stephen Kutches                              (231) 773-0200                           (231) 773-0210                         skutches@afiusa.net

14a. Name of Contact Person                  14b. Phone Number                         14c. Fax Number                            14d. E-mail Address

      Stephen Kutches                              (231) 773-0200                           (231) 773-0210                         skutches@afiusa.net
15a. Name of Company Officer (No Authorized Agents)

      Stephen Kutches (President)
15b. Nie                    I    uste?               Agents)                           15c. Fax Number                            15d. Date
                                                                                            (231) 773-0210                             1-MC (CF
15e. Mailing Address (Street Clty, State, ZIP)                                         15f. Phone Number                          15g. E-mail Address

      1920 Port City Blvd.                                                                 (231) 773-0200                            skutches@afiusa.net

LOCAL GOVERNMENT ACTION & CERTIFICATION - complete all boxes.
This section must be completed by the clerk of the local governing unit before submitting application to the State Tax Commission. Check items on file
at the Local Unit and those included with the submittal.

 16. Action taken by local government unit                                             16b. The State Tax Commission Requires the following documents be filed for an
                                                                                       administratively complete application:

     [__]Abatement Approved for__ Years (1-12)                                           Check or Indicate N/A if Not Applicable
              After Completion LyYes []No                                                     1. Original Application plus attachments, and one complete copy
                                                                                              2 . Resolution establishing district
     LE] Denied (Include Resolution Denying)                                                  3.     Resolution approving/denying application.

                        7             Sa                   ;                                  4
                                                                                                  . Letter of Agreement (Signed by local unit and applicant)
 16a. Documents Required to be on file with the Local Unit                                                 5            .                  P        ‘i
   Check or Indicate N/A if Not Applicable                                                    5. . Affidavit of Fees (Signed by local unit and applicant)

         1. Notice to the public prior to hearing establishing a district.                    6. Building Permit for real improvements if project has already begun
         2. Notice to taxing authorities of opportunity for a hearing.                        7. - Equipment List with dates of beginning of installation
         3. List of taxing authorities notified for district and application action.          8.   Form 3222 (if applicable)
         4. Lease Agreement showing applicants tax liability.                                 9. . Speculative building resolution and affidavits (if applicable)

 17. Name of Local Government Body                                                     18. Date of Resolution Approving/Denying this Application



Attached hereto is an original and one copy of the application and all documents listed in 16b. | also certify that all documents listed in 16a
are on file at the local unit for inspection at any time.

 19a. Signature of Clerk                                       19b. Name of Clerk                                    19c. E-mail Address



 419d. Clerk's Mailing Address (Street, City, State, ZIP Code)



 19e. Phone Number                                                                     19f. Fax Number




State Tax Commission Rule Number 57: Complete applications approved by the local unit and received by the State Tax Commission by October 31
each year will be acted upon by December 31. Applications received after October 31 may be acted upon in the following year.

Local Unit: Mail one original and one copy of the completed application and all required attachments to:
State Tax Commission
Michigan Department of Treasury
P.O. Box 30471
Lansing, Ml 48909-7971




                                                                               STC USE ONLY
 LUCI Code                                    Begin Date                               End Date                                    End Date2
                                                               AERO FOIL
                                                               INTERNATIONAL
a                                                              1920 Port City Blvd
iJ AERO FOR. INTERNATIONAL]                                     Muskegon, MI 49442
                                                               Telephone: (231) 773-0200
                                                               Facsimile: (231) 773-0210


December 16, 2008


Mike Franzak
Planner II
City Of Muskegon
933 Terrace Street
PO Box 536
Muskegon, MI 49443-0536


Subject: AFI Hole Drill Inc Explanation for IFT Application


Dear Mike,
I am attaching this explanation for my IFT request for AFI Hole Drill Inc.
Upon review you will see that I am investing $526,536.00 in personal property to grow
AFI Hole Drill. I will also need to invest close to $50,000 into my building for electrical
upgrades, wiring, epoxy, paint and insulation.
This investment will provide the latest technology machining capabilities for AFI Hole
Drill to become a major player in the turbine engine component speed hole EDM market.
We have been working with turbine engine OEM’s (GE, Rolls Royce, Siemens, Pratt &
Whitney, etc.) to obtain long term component machining contracts.
This is my first major step to capture a significant percentage of this $1B annual business.
I started Aero Foil International in late 2004 and it took 4 years to move into the black
and to the 28 full time employees that we now have. I am requesting this IFT to support
AFI Hole Drill moving in the same direction.
I am starting up AFI Hole Drill in 2008 to help AFI and AFI Machining become a one-
stop-shop for aerospace and IGT (Industrial Gas Turbine) component machining. There
are only 15 to 20 companies within the USA that can high speed hole EDM. Of this
group there are 3 major players with annual sales in excess of $150M. They have grown
to the point that their pricing, quality and delivery is suffering such that the OEM’s are
looking for new sources. AFI Hole Drill will have a competitive advantage over all
others with our one-stop-shop capability along with superior quality, pricing and delivery.
We project 2009 sales for AFI Hole Drill will exceed $1.5 M and we have an excellent
opportunity to triple the sales for 2010 with additional investment. My goal is to obtain
long term contracts worth +$20 M annual sales within 3 to 5 years and employ 50 to 75
personnel.
Iam committed to Muskegon County to invest in all 3 divisions with a goal of 50 to 75
employees at each division.


Sincerely,




Stephen Kutches
President




                        AFI 1920 Port City Blvd. Muskegon, Michigan 49442
                                               Resolution No.


                                          MUSKEGON CITY COMMISSION

                            RESOLUTION APPROVING APPLICATION FOR ISSUANCE
                             OF INDUSTRIAL FACILITIES EXEMPTION CERTIFICATE
                                                    AFI Hole Drill



WHEREAS, pursuant to P.A. 198 of 1974 as amended, after duly noticed public hearing held on July 26,
         1983, this Commission by resolution established an Industrial Development District as requested
         by the City of Muskegon for Port City Industrial Park, including the property leases by AFI Hole
         Drill, 1920 Port City Blvd., Muskegon, Michigan 49442: and


WHEREAS, AFI Hole Drill has filed an application for the issuance of an Industrial Facilities Tax Exemption
         Certificate with respect to new machinery and equipment has been installed within said Industrial
         Development District ; and


WHEREAS, said application was filed no later than six months after project completion and the Muskegon City
         Commission held a public hearing on January 13, 2009, at the Muskegon City Hall in Muskegon,
         Michigan at 5:30 p.m. at which hearing the applicant, the assessor and representatives of the affected
         taxing units were given written notice and were afforded an opportunity to be heard on said application;
         and


WHEREAS, the installation of machinery and equipment is calculated to and will have the reasonable likelihood
         to retain, create, or prevent the loss of employment in Muskegon, Michigan; and

WHEREAS, the aggregate SEV of real property exempt from ad valorem taxes within the City of Muskegon, will
         not exceed 5% of an amount equal to the sum of the SEV of the unit, plus the SEV of personal and real
         property thus exempted.


NOW, THEREFORE, BE IT RESOLVED by the Muskegon City Commission of the City of Muskegon,
         Michigan that:


         1)    The Muskegon City Commission finds and determines that the Certificate considered together with
               the aggregate amount of certificates previously granted and currently in force under Act No. 198 of
               the Public Act of 1974 as amended and Act No. 255 of the Public Acts of 1978 as amended shall
               not have the effect of substantially impeding the operation of the City of Muskegon or impairing the
               financial soundness of a taxing unit which levies ad valorem property taxes in the City of
               Muskegon.


         2)    The application of AFI Hole Drill, for the issuance of an Industrial Facilities Tax Exemption
               Certificate with respect to the installation of new machinery and equipment on the following
               described parcel of real property situated within the City of Muskegon to wit:


         CITY OF MUSKEGON PORT CITY INDUSTRIAL CENTER LOTS 4-6 EXC SLY 45 FT LOT 6 ALSO
         EXC N 66 FT LOT 4 DESC AS FOLS COM @ NW COR SD LOT FOR POB TH S 1D 12M 30S W
         ALG W LN SD LOT 66.33 FT TH S 89D 42M 48S E 300 FT TOE LN SD LOT THN                      1D 12M 30S E
         ALG SD E LN 66.29 FT TO NW COR SD LOT THN                89D 42M 20S W ALG SD N LN 300 FT TO POB

         3)    The Industrial Facilities Tax Exemption Certificate is issued and shall be and remain in force and
               effect for a period of         years on personal property.




1/6/09
Adopted this 13th Day of January 2009.



Ayes:


Nays:


Absent:


                                                    BY:
                                                            Stephen J. Warmington
                                                            Mayor


                                              ATTEST:
                                                            Ann Marie Becker
                                                            Clerk




                                               CERTIFICATION

| hereby certify that the foregoing constitutes a true and complete copy of a resolution adopted by the Muskegon
City Commission, County of Muskegon, Michigan, at a regular meeting held on January 13, 2009.



                                                            Ann Marie Becker
                                                            Clerk




1/6/09
MUSKEGON
                                          City of Muskegon
                                          Industrial Facilities Exemption Application
                                          Summary Sheet

 Wesl Michigan's Shoreline City




Project Summary:


        AFI Hole Drill, a new entity owned by Aerofoil International, located at 1920 Port City Blvd.,
Muskegon, Michigan, will be installing new machinery at its location to diversify its operation. The
company is applying for a twelve (12) year abetment because they feel this equipment will be able to
create up to 75 jobs within the next few years.


Employment Information:                      0 employees


          Racial Characteristics:
                                  White
                                                   om




                                  Minority
                                  Total


          Gender Characteristics:
                                  Male
                                                   ooo




                                  Female
                                  Total

          Total No. of Anticipated New Jobs:               50-75 (within 3-5 years)


Investment Information:


           Real Property:                                  $0
           Personal Property                               $576,536
          Total:                                           $576,536

Property Tax Information: (Annual)                         All Jurisdictions          City Only
          Total New Taxes Generated                        $    9,561                 $ 3,192
          Value of Abatement                               $    4,780                 $ 1,596
          Total New Taxes Collected                        $    4,780                 $ 1,596


Income Tax Information: (Annual)
           Total Additional Income Tax Generated:              $ 7,800 (based on 50 new jobs)

Company Requirements:


           Adopted Affirmative Action Policy                         ri Yes
                                                                        f             O    No
           Meeting w/ City Affirmative Action Director               wo Yes           O No
           Signed Tax Abatement Contract                             u      Yes       oO   No
           Taxes Paid In Full                                        uw     Yes       Oo   No
           Zoning Conflicts                                          Oo     Yes       #% No

   BO                                                      Prune      Lampard
Mike Franzak                                               Dwana Thompson
Planner II                                                 Affirmative Action Director
                                     CITY OF MUSKEGON


                             CONTRACT FOR TAX ABATEMENT
                                    Act 198 Public Acts of 1974



            AGREEMENT between CITY OF MUSKEGON, a municipal corporation of 933
Terrace Street, Muskegon, Michigan 49441, (“City”) and AFI Hole Drill (“Company”).

                                              Recitals:


A.          The Company has applied to City for the establishment of an industrial
development district or industrial rehabilitation district pursuant to the provisions of Act
198 of the Public Acts of 1974, as amended, which act requires a contract between the
City and the Company to be agreed and submitted with the Company’s subsequent
anticipated application for an industrial facilities exemption certificate.


B.          That in addition to the statutory requirement, the City has determined that it is in
the best interests of the taxpayers, property owners and residents of the City that this
Agreement be approved and executed prior to the establishment of the requested district,
and the City deems this Contract, together with the conditions set forth in the said Act to
constitute a necessary element in the City’s determination whether or not to create the
district.


C.          The Company intends to install the project set forth in its application (“project”)
which it believes qualifies for the process of establishing the district and the application
for industrial facilities exemption certificate.


Dz.         The City, provided this Agreement is executed, will determine whether to create
the district based upon the potential for the production of permanent jobs, the
continuation or increase of economic activity, planning and zoning considerations and the
City’s general plan and intentions regarding economic development. In addition to the
City policy considerations and predictions that the Company’s proposed district and
certificate benefit the community in those ways, the City has further determined that the
contractual commitments made by the Company to thereby assist the community shall be
binding on the Company and necessary to continue the tax exemption made possible by
the certificate.


            NOW THEREFORE THE PARTIES AGREE:


1.          COMPANY AGREEMENT.                The Company irrevocably commits to the
investment, job retention and job creation promises made in its application, a copy of
which is attached hereto and incorporated herein. In particular the Company agrees:




                                                                                           Page 1
1.1    That 100% of the jobs shall be filled and in existence with full-time
employees by a date no later than two (2) years from the date of the granting of
the certificate by the State Tax Commission.


1.2.   The Company shall meet the affirmative action goal included in the
application or in any documents supplied by the City and utilized by the
Company, including any additional representations made to the City Commission
on or before the date two (2) years after the granting of the certificate by the State
Tax Commission. It shall maintain the said levels of employment diversity during
the period of the certificate.


1.3.   The Company, by the end of two (2) years from the date of the grant of the
certificate by the State Tax Commission shall have completed the investment of
$576,536 in the equipment and improvements as shown in the application.

1.4    That the improvements and equipment to receive the tax abatement treatment
shall be completed on or before the date two (2) years from the date of granting of
the certificate by the State Tax Commission.


1.5    The Company shail pay its specific taxes required by the act in a timely
manner, and shall not delay payments so as to incur any penalties or interest.


1.6    The Company shall fully cooperate with the City representatives in
supplying all requested and required documentation regarding jobs, investment,
the meeting of all goals and the timely installation and utilization of equipment
and improvements. The City shall be entitled to inspect at reasonable hours the
Company’s premises where the said improvements and equipment have been
installed and where the said jobs are performed.


1.7.   The Company shall maintain, during the entire period for which the tax
abatement is granted, the level of jobs, affirmative action goals, production and
utilization of the improvements and equipment at the site where the district has
been created and for which the tax exemption has been granted.


1.8    The Company shall not cause or fail to cure the release of any hazardous
substance, or the violation of any environmental law on its premises in the City.
It shall report any releases to the appropriate governmental authority in a timely
and complete manner, and provide copies of said report documentation to the
City. It shall comply with all orders and actions of any governmental agency
having authority.


1.9    The Company shall maintain the equipment and improvements so as to
minimize physical or functional obsolescence.


1.10 The Company shall continue to operate its business location in the City,
containing the same number of and type of jobs, for the term of the certificate.




                                                                               Page 2
2.     AGREEMENT BY THE CITY.                 Provided this contract has been executed and
further provided all applications to create the district and achieve the industrial facility
exemption certificate have been properly filed, the City shall, in a timely manner,
determine in a public meeting to create the district and receive, process, and approve
thereafter the Company’s application for an industrial facilities exemption certificate.
The City may consider this contract in a meeting separate from and prior to the meeting
in which the City considers the creation of the district and approval of the application for
certificate. Further, the City shall require the submission of this contract signed by the
Company together with its applications, before creating the district.


3.      EVENTS OF DEFAULT.            The following actions or failures to comply shall be
considered events of default by the Company:


       3.1    Failure to meet any of the commitments set forth above.


       3.2.   The closing of the Company’s facilities in the City. Closing shall mean for
       purpose of this Agreement, the removal, without transfer to another site within the
       City of substantially all of the production facilities, and the elimination of
       substantially all the jobs created or retained thereby, which are set forth in the
       Company’s application.


       3.3    Failure to afford to the City the documentation and reporting required.


       3.4    The failure to create or retain jobs, meet affirmative action goals or expend
       the funds on equipment and improvements as represented in the application
       within the times required hereby.


       3.5    The bankruptcy or insolvency of the Company.


       3.6    The failure to pay any and all taxes and assessments levied on the
       Company’s property or any other taxes, local, state or federal, including but not
       limited to City income taxes and the withholding of said City income taxes from
       employees as required by the City Income Tax Ordinance.


       3.7    The performance or omission of any act which would lead to revocation
       under MCLA 207.565, being §15 ofthe Act.


       3.8    The violation of any provisions, promises, commitments, considerations or
       covenants of this Agreement.


4.   REMEDIES ON DEFAULT.             In the event of any of the above defaults the City
shall have the following remedies which it may invoke without notice, except as may be
reasonably required by the Company’s rights to due process:




                                                                                        Page 3
4.1    In the event of closing as determined after investigation of the facts and a
public hearing, the Company shall be immediately liable for penalties to be paid
forthwith to the city as determined as follows:


         4.1.1    The Company shall pay to the City for prorata distribution to the
         taxing units experiencing the abatement, an amount equal to the difference
         between the industrial facilities tax which it has paid, and the total
         property taxes to the relevant taxing units which it would have paid, given
         its installations of improvements and equipment, during the years for
         which the certificate was in effect.


         4.1.2    Immediate Revocation. The Company hereby consents to
         revocation to the IFT certificate before the State Tax Commission, without
         hearing, and the City shall submit a copy of this Agreement to the State
         Tax Commission in connection with its revocation procedure, giving
         notice that the default has occurred and immediate revocation should
         occur.



4.2    In the event the improvements and equipment have not been installed before
the two (2) year period, in addition to the revocation procedures before the State
Tax Commission, the abatement should immediately be reduced by the City
proportionately, and any installations which have not been finished at the end of
said two (2) year period shall not be eligible for the abatement thereafter and shall
be placed on the regular tax roll.


4.3.   Failure to Expend the Funds Represented.      In the event, (whether or not the
installations have been completed), the Company has not expended the funds it
has represented on its application that it would invest for the installation of
equipment, the abatement shall be reduced prorata, and any remaining value of
equipment shall be placed on the regular tax roll.


4.4    Job Creation and Retention.    In the event the promised number of jobs have
not been created or retained at the end of the two (2) years after the grant of the
certificate by the State Tax Commission, the abatement shall be proportionately
reduced.


4.5    Affirmative Action Goals.     In the event, after one (1) year from the grant of
the certificate by the State Tax Commission, the affirmative action goals of the
City for additional jobs have not been met on a prorata basis, the abatement shall
be revoked.


4.6    For other violations of this Agreement or for actions or omissions by the
Company amounting to grounds for revocation by statue, the City shall
recommend to the State Tax Commission immediate revocation of the certificate.




                                                                                  Page 4
      4.7   Special Assessment.     For any amount due to be paid to the City, under this
      Section 4, the Company consents that the City shall have a personal action against
      the Company for the said amount, and in addition, cumulatively, and not by
      election, the City shall have a special assessment lien on all the property of the
      Company personal and real, located in the City, for the collection of the amounts
      due as and in the manner of property taxes and in such case the collection of the
      said special assessment shall be accomplished by addition by the City to the
      Company’s property tax statement regularly rendered.


5. Governing Law. This Agreement shall be construed and enforced in accordance
with the laws of the State of Michigan applicable to contracts made and to be
performed within the State of Michigan.


6.   Counterparts.     This Agreement may be executed in one or more counterparts.
Notwithstanding such execution all such counterparts shall constitute one and the same
Agreement.


7.   Benefit.   This Agreement shall be binding upon and inure to the benefit of the
respective parties, their successors and personal representatives.


8.   Effective Date.    This Agreement shall be effective on the date the State of
Michigan Tax Commission grants the company at Industrial Facilities Exemption
Certificate.


                                                     CITY OF MUSKEGON




                                                      By
                                                             Steve Warmington, Mayor


                                                      Date




                                                      and
                                                             Ann Marie Becker, Clerk


                                                      Date




                                                        LG mes
                                                               . feeident
                                                      Date “Th lielov

                                                                                     Page 5
Date:       January 13, 2009

To:         Honorable Mayor and City Commissioners

From:       Ann Marie Becker, City Clerk

RE:         Liquor License Request
            Muskegon Athletic Club, LLC
            333 Western, Suite B




SUMMARY OF REQUEST: The Liquor Control Commission is seeking
local recommendation on a request from Muskegon Athletic Club, LLC
for a new Additional Bar Permit for a total of 2 Bars and a new SDM
License to be held in conjunction with the 2008 Class C License with
Sunday Sales Permit; Dance-Entertainment Permit; Outdoor Service (1
area); and Official Permit (food) located at 333 Western, Suite B.




FINANCIAL IMPACT:      None.




BUDGET ACTION REQUIRED:           None.




STAFF    RECOMMENDATION:           All   departments are   recommending
approval.
                         Muskegon Police Department
                                         Anthony L. Kleibecker
                                        Director of Public Safety




         980 Jefferson                 wwiw.muskegonpolice.com       Phone: 231-724-6750
         Muskegon, Michigan                                          FAX:     231-722-5140
         49443-0536




December 5, 2008




To:            City Commission through the City Manager


From:            oN.          i<2.On~ 2. =
               Anthony L. Kleibecker, Director of Public Safety

Re:            Liquor License Investigation — Muskegon Athletic Club
               Request for New Additional Bar Permit and New SDM License




The Muskegon Police Department has received a request from the Michigan Liquor Control
Commission for an investigation from applicant Muskegon Athletic Club, LLC. of 333 Western,
Suite B, Muskegon, MI. 49440.


Muskegon Athletic Club, LLC is requesting a new Additional Bar Permit for 2- total bars and a
new SDM license to be held in conjunction with the 2008 Class C license (MCL436.1521 (A)
(1) (B)) with Sunday Sales Permit; Dance-Entertainment Permit: Outdoor Service 1- Area: and
Official Permit (food). This establishment’s contact is Parmenter O’ Toole.


A check of Muskegon Police Department records showed no reason to deny this request.




ALK/kd
                                                      Michigan Department of Labor & Economic Growth                                                            FOR MLCC USE ONLY
                                        MICHIGAN LIQUOR CONTROL COMMISSION (MLCC)                                                                               TT
                                                             7150 Harris Drive, P.O. Box 30005
                                                                Lansing, Michigan 48909-7505                                                                Request ID # 488476 _
                                                 POLICE INVESTIGATION REPORT                                                                                Business
                                                                                                                                                               i
                                                                                                                                                                      ID
                                                                                                                                                                     ID#

                                                       [Authorized by MCL 436.1217 and R 436.1105; MAC]                                                    (2-58 -OS"                     TItiA.

       Please conduct your investigation as soon as possible, complete all four sections of this report and return the
       completed report and fingerprint cards to the MLCC,

[ LICENSEE/APPLICANT NAME, BUSINESS ADDRESS AND LICENSING REQUEST:

    Muskegon Athletic Club, LLC has requested a new Additional Bar Permit for 2- total bars and a new SDM license to be held
    in conjunction with the 2008 Class C license {MCL436.1521 (A) (1) (B)} with Sunday Sales Permit; Dance-Entertainment
     Permit; Outdoor Service 1-Area; and Official Permit (Food).

[ Section 1.                                                              APPLICANT INFORMATION                                                                                                                      |
    APPLICANT #1: No Fingerprints needed                                                              APPLICANT #2:




| DATE FINGERPRINTEDTM:                                                                               DATE FINGERPRINTEDTM:                                                                                          |
     DATE OF BIRTH:                                                                                   DATE OF BIRTH:
     Is the applicant a U.S. Citizen:  O Yes         1) No*                                           \s the applicant a U.S. Citizen:   O Yes        QO No*
     *Does the applicant have permanent Resident Alien status?                                        *Does the applicant have permanent Resident Alien status?
            DYes      CINot                                                                                  OYes      CNo*
     *Does the applicant have a Visa? Enter status:                                                   *Does the applicant have a Visa? Enter status:
[          *attach the fingerprint card and $30.00 for each card and mail to the Michigan Liquor Control Commission**
     ARREST RECORD:      [1] Felony ___[1] Misdemeanor           ARREST RECORD:         [1 Felony     __F-] Misdemeanor
     Enter record of ali arrests and convictions (Attach a signed and                                  Enter record of all arrests and convictions (Attach a signed and dated
     dated sheet if more space is needed)                                                              sheet if more space is needed)

[ Section 2.                        INVESTIGATION OF BUSINESS AND ADDRESS TO BE LICENSED
  Does applicant intend to have dancing, entertainment, topless activity, or extended hours permit?
     ONo        BM Yes, complete LC-1636
     Are motor vehicle fuel pumps at or directly adjacent to the establishment? yE-No                                                     O Yes, explain relationship:

[ Section 3.                     LOCAL AND STATE CODES AND ORDINANCES, AND GENERAL RECOMMENDATIONS                                                                                                                       |
     Will the applicant's proposed location meet all appropriate state and local building, plumbing, zoning, fire, sanitation and health laws
     and ordinances, if this license is granted?      Yes     [No If No, indicate which state and tocal ordinances the iocation does not
     meet:     [1] Building []  Plumbing    []  Zoning  LJ  Fire  [ Sanitation [-] Health
    [ Section 4.                                                                     RECOMMENDATION                                                                                                                 “|
        1. Is this applicant qualified to conduct this business if licensed?                                          wt Yes                 © No*
        2. Should the MLCC grant this request?                                                                        “yes                   [No*
        *If any of the above questions were answered No, you must state your reasons for MLCC consideration of this recommendation
        on the back of this form or on an attached signed and dated sheet.
        3. Is this recommendation subject to final inspection to determine that the proposed location meets all                                                                   D'Yes             GYNo
        building, plumbing, zoning, fire, sanitation and health laws and ordinances?
        4. Is this recommendation subject to any other conditions?                                                                                                                1 Yes TX(No
        If Yes, list the conditions below or on an attached signed and dated sheet if more space is needed


                                                                             wae K- IAQ Ono                                                                                            12-2
                                                                               Signgture (Sheriff or Chief of Police)                                                                           Date
                                                                               Muskegon Police Department



        UC-1800 (Rev. 08/2008}                                The Depariment of Labor & Economic Growth will not discriminate against any individual or group because of race, sex, religion, age,
        Authority: MCL 436.1217 and R 436.1105; MAC           national origin, color, marital status, disability, or political beliefs. If you need help with reading, writing, hearing, etc , under he Americans
        Completion: Mandatory                                 with Disabilities Act, you may make your needs known to this agency.
        Penalty: No License
                               Michigan Department of Labor & Economic Growth                      FOR MLCC USE ONLY
                             MICHIGAN LIQUOR CONTROL COMMISSION (MLCC)
                                        7150 Harris Drive, P.O. Box 30005                        Request ID # 488476
                                          Lansing, Michigan 48909-7505

                                                                                                 Business ID #   212537
                         LAW ENFORCEMENT RECOMMENDATION
                               [Authorized by MCL 436.1916, R 436.1105(2)(d) and R 436.1403]
                                                                                                L2-G-OF             vit

                                                        November 13, 2008


TO:       MUSKEGON POLICE DEPARTMENT
          CHIEF OF POLICE
          980 JEFFERSON STREET, PO BOX 536
          MUSKEGON, MI 49443-0536


Re: MUSKEGON ATHLETIC CLUB, LLC REQUESTS A NEW ADDITIONAL BAR PERMIT (FOR A TOTAL OF 2 BARS)
TO BE HELD IN CONJUNCTION WITH 2008 CLASS C LICENSED BUSINESS (MCL 436.1521.(A)(1)(B); NON-
TRANSFERABLE) WITH DANCE-ENTERTAINMENT PERMIT, OUTDOOR SERVICE (1 AREA), AND OFFICIAL PERMIT
(FOOD), LOCATED AT 333 WESTERN, SUITE B, MUSKEGON, MI 49440, MUSKEGON COUNTY.


CONTACT: (PARMENTER O'TOOLE), ATTENTION ATTORNEY JEFFERY A. JACOBSON, 601 TERRACE STREET, PO
BOX 786, MUSKEGON, MI 49443-0786 (231)722-5405



We have received a request from the above licensee for the type of permit indicated below. Please make an investigation
and submit your report and/or recommendation to the offices of the MLCC at the above address.         Questions about this
request should be directed to the MLCC Licensing Division at (517) 322-1400.




   CL      OFFICIAL PERMIT FOR EXTENDED HOURS OF OPERATION FOR:
             Weekdays                 A.M. to                A.M.

             Sundays                  A.M. to                A.M./P.M.


      | Recommended         [| Recommended, subject to final inspection             E] Not Recommended
      NOTE: If the applicant is requesting two separate extended hours permits and the permits are for different hours you
      must complete the box below. If additional space is needed please use reverse side of this form.


   CL OFFICIAL PERMIT FOR EXTENDED HOURS OF OPERATION FOR:
             Weekdays                 A.M. to                AM.

             Sundays                  A.M. to                A.M/P.M.


      | Recommended         | Recommended, subject to final inspection              | Not Recommended


  L_|     DANCE PERMIT

  | Recommended            | Recommended, subject to final inspection             | Not Recommended


  CT] ENTERTAINMENT PERMIT

  C] Recommended           | Recommended, subject to final inspection [| Not Recommended
                                                                                                                                                                     YSSSTE
 Law Enforcement Recommendation (cont’d)
 Page 2                                                                                                                                                               J         Z- SOX
 November 13, 2008                                                                                                                                                              7




 i        TOPLESS ACTIVITY PERMIT

 C] Recommended                       | Recommended, subject to final inspection                                im Not Recommended

 |]       OUTDOOR SERVICE

 LJ Recommended                       | Recommended, subject to final inspection LJ Not Recommended

 C] PARTICIPATION PERMIT

 LE] Recommended                      | Recommended, subject to final inspection LJ Not Recommended




 [| Recommended                       {| Recommended, subject to final inspection C] Not Recommended


 O
 C] Recommended                       im Recommended, subject to final inspection | Not Recommended



Signed:                     :


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        U                 Signature and Title



[dre tony C., 1M ce RALEC LEELEIN [i Ace CON Or (ieexe Sri Y
                                        ,                                                                            .                       .       ~~       oa   aoe




                          Print Name and Title



MUSKEGON POLICE DEPARTMENT




Dates        ¢2 -S ~O8
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  UC-1636 (Rev. 08/2006)                            The Department of Labor & Economic Growth will not discriminate against any individual or group because of race, sex, religion, age,
  Authority: MCL 436.1916, R 436.1105(2)(d) and     national origin, color, marital status, disability, or political beliefs. If you need help with reading, writing, hearing, etc., under the Americans
  R436. 1403                                        with Disabilities Act, you may make your needs known to this agency.
  Completion: Mandatory
  Penalty: No License and/or Permit

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