City Commission Packet Archive 02-12-2019

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      CITY OF MUSKEGON
        CITY COMMISSION MEETING
         FEBRUARY 12, 2019 @ 5:30 P.M.
     MUSKEGON CITY COMMISSION CHAMBERS
    933 TERRACE STREET, MUSKEGON, MI 49440
                                  AGENDA
□      CALL TO ORDER:
□      PRAYER:
□      PLEDGE OF ALLEGIANCE:
□      ROLL CALL:
□      HONORS AND AWARDS:
□      INTRODUCTIONS/PRESENTATION:
□      CITY MANAGER’S REPORT:
□      CONSENT AGENDA:
    A. Approval of Minutes      City Clerk
    B. Medicaid CHIP Community Development Lead Hazard Control Program –
       2019 Community & Neighborhood Services
    C. Water Main Repair        Department of Public Works
    D. 2019 User Fee Addition – Commercial Launch Ramp Permit          Department
       of Public Works
    E. Municipal Vehicle Purchase     DPW/Equipment
    F. Water Service Line Replacements          Department of Public Works
    G. Sanford/Peck Traffic Signal Design       Engineering
    H. Muskegon Fire Department Equipment Request (Turnout Gear)
       Public Safety
    I. Short Term Vacation Rentals    Public Safety
    J. Approval of Several Neighborhood Enterprise Zone Certificates
       Planning & Economic Development
    K. Rezoning of 1021 Jefferson Street        Planning & Economic Development
    L. Restrictive Covenant for 350 Shoreline Drive Planning Department
    M. Sale of City Owned Property to Damfino Development, LLC         City

                                            Page 1 of 2
       Manager
    N. Approval of Contract for Critical Dune Enforcement                             Planning &
       Economic Development
    O. Organizational Changes City Manager
    P. Sale of City Owned Property                Planning & Economic Development
□   PUBLIC HEARINGS:
□ COMMUNICATIONS:
□ UNFINISHED BUSINESS:
□ NEW BUSINESS:
    A. Sale of City Owned Lot at 1021 Jefferson Street                       Planning & Economic
       Development
    B. PILOT-Gencap 1021 Jefferson Limited Dividend Housing Association, LLC
       Planning & Economic Development
□ ANY OTHER BUSINESS:
□ PUBLIC PARTICIPATION:
►      Reminder: Individuals who would like to address the City Commission shall do the following:
►      Fill out a request to speak form attached to 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:
□ 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 MEISCH, CITY CLERK, 933 TERRACE STREET, MUSKEGON, MI 49440 OR BY CALLING (231) 724-
6705 OR TTY/TDD DIAL 7-1-1-22 TO REQUEST A REPRESENTATIVE TO DIAL (231) 724-6705.




                                                       Page 2 of 2
Memorandum
To:      Mayor and Commissioners

From: Frank Peterson

Re:      City Commission Meetings

Date: February 7, 2019

Here is a quick outline of the items on our once again very full agenda(s):

WORK SESSION

      1. We would like to discuss the proposed contract with Prism Science and Technology for
         enforcement of our Critical Dune Ordinance. Representatives from Prism will be in
         attendance to explain the process.
      2. We would like to discuss the proposed development at 1021 Jefferson, our current
         employee parking lot. Gencap 1021 Jefferson Limited Dividend Housing Association, LLC
         will be presenting their plans for the mixed use development which focuses on affordable
         housing. Gencap is requesting a payment in lieu of taxes for the project.
      3. We would like to provide an opportunity for the Lakeside neighborhood to discuss funding
         options for utility relocations along Lakeshore Drive. Our expectation is that a decision
         can be made on whether to move forward with a special assessment to cover the costs.
      4. We would like to discuss the sale of a small land-locked parcel to Damfino Development,
         LLC for inclusion in their development, The Docks. A map showing the parcel size and
         location is included in your packet.
      5. We would like to share with you our proposal for converting Peck and Sanford to 2 way
         streets. The limits of work are from Hackley in Muskegon Heights to Apple Avenue. We
         are coordinating with Muskegon Heights and have their agreement to move forward.
      6. We would like to develop topics of discussion for our upcoming joint meeting with the
         Muskegon Public Schools Board. Your packet includes some items staff have been
         considering.
      7. We would like to discuss our Short Term Vacation Rental Ordinance and propose that you
         adopt it at the regular meeting.
      8. We would like to discuss recommendations to change staffing at the city. We are seeking
         to expand our focus on economic development efforts. This change warrants a separation
         of duties at the division level. In addition, we are proposing to on-board arena staff to
         city government rather than use a staffing agency.
Memorandum – City Commission Meetings
February 7, 2019


REGULAR MEETING

   1. Under the Consent Agenda, we are asking the Commission to consider the following:
         a. Approval of meeting minutes from the most-recent City Commission meeting.
         b. Authorization to hire contractors to monitor and abate lead within homes
             approved under our Lead Safe Muskegon Program funded by the Michigan
             Department of Health and Human Services.
         c. Approval to enter into an agreement with Jackson-Merkey Contractors to repair
             the water main in Roberts Street in the Ryerson Creek gully. City staff are unable
             to complete the repair work due to the high water table in the area.
         d. Approval to add user fees for commercial launch permits.
         e. Approval to purchase a replacement trackless municipal vehicle due to fire
             damage to our current vehicle. We are grateful that Matt Beerman, who was
             driving the vehicle when it caught fire, was unharmed.
         f. Approval to award a contract for the replacement of water service lines to the low
             bidder, Goyette Mechanical. Funding for this work is covered by a grant from the
             DEQ. We used an innovative bidding process for this project where we asked
             bidders to vary the amount of work completed within a fixed budget.
         g. Approval to enter into an agreement with Wade Trim to design traffic signal
             upgrades for the conversion of Peck and Sanford to 2 way streets.
         h. Approval to purchase turnout gear for the 13 new fire fighters.
         i. Approve the Short Term Vacation Rental ordinance.
         j. Approve Neighborhood Enterprise Zone certificates for several properties within
             the Terrace Point Landing development. All local and state requirements have
             been met by each applicant.
         k. Approval to rezone the property at 1021 Jefferson Street (the city hall employee
             parking lot) to Form Based Code, Neighborhood Core. The rezoning sets the stage
             for the proposed mixed use development of affordable housing and supporting
             commercial space.
Memorandum – City Commission Meetings
February 7, 2019


          l.   Authorization for the mayor and clerk to sign a restrictive covenant on 350
               Shoreline Drive. The property currently serves as a parking lot for the Shoreline
               Inn and the adjacent marina and dock. Environmental remediation of the
               groundwater will continue.
          m.   Approval to sell a small landlocked parcel to Damfino Development LLC.
          n.   Approval of the contract with Prism Science and Technology and the associated
               fee schedule for enforcement of our Critical Dune ordinance.
          o.   Approval of the staff recommended organizational changes.
          p.   Approval to sell the bike path parcel adjacent to the Hartshorn Village
               development. The developer will relocate the bike path to the approximate
               alignment of the current roadway to the launch ramp within the charter park, and
               access to the launch ramp will be relocated to the west of Fricano’s.

   2. Under the New Business, we are asking the Commission to consider the following:
         a. We are seeking authorization to sell the city hall employee parking lot at 1021
             Jefferson Street.
         b. We are seeking approval of a Payment in Lieu of Taxes for the proposed
             development at 1021 Jefferson Street. The Contract for Housing Exemption and
             Professional Services Agreement will need to be signed by the mayor and clerk.

Let me know if you have any questions/comments/concerns
Date:     February 5, 2019
To:       Honorable Mayor and City Commissioners
From:     Ann Marie Meisch, City Clerk
RE:       Approval of Minutes




SUMMARY OF REQUEST: To approve minutes of the January 22, 2019
Regular Meeting.


FINANCIAL IMPACT: None.


BUDGET ACTION REQUIRED: None.


STAFF RECOMMENDATION: Approval of the minutes.
     CITY OF MUSKEGON
       CITY COMMISSION MEETING
          JANUARY 22, 2019 @ 5:30 P.M.
   MUSKEGON CITY COMMISSION CHAMBERS
  933 TERRACE STREET, MUSKEGON, MI 49440


                                 MINUTES

The Regular Commission Meeting of the City of Muskegon was held at City Hall,
933 Terrace Street, Muskegon, MI at 5:30 p.m., Tuesday, January 22, 2019. Pastor
Tim Cross, Living Word Church, opened the meeting with prayer, after which the
Commission and public recited the Pledge of Allegiance to the Flag.
ROLL CALL FOR THE REGULAR COMMISSION MEETING:
Present:     Mayor Stephen J. Gawron, Commissioners Ken Johnson (arrived at
5:35 p.m.), Byron Turnquist, Debra Warren, Willie German, Jr., and Dan Rinsema-
Sybenga, City Manager Frank Peterson, City Attorney Brian Lieberman, and City
Clerk Ann Meisch.
Absent:     Vice Mayor Eric Hood
HONORS AND AWARDS:
Public Safety Director, Jeff Lewis, presented Pastor Time Cross with a plaque to
show appreciation for the support that Pastor Cross and Living Word Church has
shown to the Muskegon Police Department.
2019-05     CONSENT AGENDA:
   A. Approval of Minutes      City Clerk
SUMMARY OF REQUEST: To approve the minutes of the January 7, 2019
Worksession and January 8, 2019 Regular Meeting.
FINANCIAL IMPACT:       None
BUDGET ACTION REQUIRED:        None
STAFF RECOMMENDATION:          Approval of the minutes.
   B. Adopt a Resolution Approving the Liquor License Application for Rake
      Beer Project, LLC City Clerk
SUMMARY OF REQUEST: To adopt a resolution approving the request for a

                                        Page 1 of 8
Liquor License for Rake Beer Project, LLC to be issued a Micro Brewer’s License
and Small Wine Maker’s License.
FINANCIAL IMPACT:        None
BUDGET ACTION REQUIRED:          None
STAFF RECOMMENDATION:            Adopt a resolution approving the request.
   C. Citizen’s Police Review Board By-laws Amendment              City Clerk
SUMMARY OF REQUEST: To amend the Citizen Police Review Board bylaws and
have the Minority Based organizations state:
The following organizations shall qualify as Minority Based Organizations pursuant
to Section II A (1) of the Citizen’s Police Review Board Policy:
   1. Muskegon Urban League (inactive/no longer exists)
   2. NAACP – Muskegon Chapter
   3. Latinos Working for the Future (inactive/no longer exists)
   4. Hispanic Community Services Coalition
   5. Nation of Islam
   6. Ad Hoc Committee for Equality and Justice (inactive/no longer exists)
FINANCIAL IMPACT:        None.
BUDGET ACTION REQUIRED:          None.
STAFF RECOMMENDATION:            To amend the Citizen Police Review Board
bylaws as stated.
   D. 2019 Dozer Rental for Beach Leveling              Department of Public Works
SUMMARY OF REQUEST: Staff is requesting permission to enter into a rental
agreement with Contractors Rental Corporation out of Grand Rapids, Michigan
for a John Deere 850K WLT Dozer for leveling sand at Pere Marquette Beach.
FINANCIAL IMPACT:         Estimated cost of the 2019 Dozer rental is $9,800 (which
includes $550 for delivery and pickup).
BUDGET ACTION REQUIRED:          None.
STAFF RECOMMENDATION:            Approval.
   E. Administrative Vehicle Replacement                Department of Public
      Works/Equipment
SUMMARY OF REQUEST: Authorize staff to purchase two (2) Chevy Impalas from
Berger Chevrolet off of the Oakland County Contract. This will replace the two
oldest administrative vehicles currently being used. Cost to the City will be
$23,078.00 per vehicle.


                                          Page 2 of 8
FINANCIAL IMPACT:         $23,078.00 x 2, for a total price of $46,156.00.
BUDGET ACTION REQUIRED:          None. This is the amount budgeted.
STAFF RECOMMENDATION:         Authorize staff to purchase two (2) Chevy
Impala’s from Berger Chevrolet.
   F. SP 91820 Pere Marquette Park Recreational Improvements             Department
      of Public Works
SUMMARY OF REQUEST: To award contract (SP 91820) for park recreational
improvements of the Pere Marquette Park bath house and playground area,
along with alternates 1, 3, and 4.
Six contractors submitted bids for this as follows:
      Tridonn Construction Co.                 $466,026.00
      Patron Construction Inc                  $487,808.77
      Muskegon Quality Builders, Inc           $498,363.00
      JKB Construction Inc                     $548,725.00
      Griffith Builders Inc                    $558,337.00
      TJM Services                             $640,073.20

FINANCIAL IMPACT:         $466,026.00
BUDGET ACTION REQUIRED:          None. Initially budgeted for $385,000.00 from the
CIP but will be adjusted in the next budget reforecast.

STAFF RECOMMENDATION:            Award the project to the low bidder, Tridonn
Construction, Inc.

   G. LC Walker Arena – HVAC Upgrades          City Manager
SUMMARY OF REQUEST: City staff is requesting approval of the proposal to
undertake significant upgrades to the HVAC system at the LC Walker Arena. The
Arena’s current steam boiler system is original to the building and is both
inefficient and unreliable. The upgrade will result in significant utility savings
annually. This improvement will be combined with recently approved
improvements to the roof and dehumidification system and staff will be
presenting Commissioners with financing options at the February Work Session.
The DDA has indicated initial support of $215,000 annually to assisting with the
annual debt payment associated with these improvements.
FINANCIAL IMPACT:         $697,894
BUDGET ACTION REQUIRED:          None at this time.
STAFF RECOMMENDATION:        To authorize the City Manager to accept the
proposal from Hurst Mechanical.
Motion by Commissioner Turnquist, second by Commissioner German, to

                                           Page 3 of 8
approve the consent agenda as presented, except item G.
ROLL VOTE: Ayes: Gawron, Warren, German, Rinsema-Sybenga, Turnquist, and
           Johnson
            Nays: None
MOTION PASSES
2019-06    ITEMS REMOVED FROM CONSENT:
   H. Management Agreement Between City of Muskegon and Parkland
      Acquisition Two, LLC City Manager
SUMMARY OF REQUEST: City staff is requesting approval of the management
agreement with Parkland Acquisitions Two. Parkland will be operating the
convention center on behalf of the City of Muskegon.
FINANCIAL IMPACT:        None.
BUDGET ACTION REQUIRED:          None at this time.
STAFF RECOMMENDATION:            To approve the agreement and authorize the
Mayor and Clerk to sign.
Parkland Acquisition Two, LLC owner, Jon Rooks, addressed the City Commission
regarding this item.
Motion by Commissioner Warren, second by Commissioner Rinsema-Sybenga,
to approve the agreement and authorize the Mayor and Clerk to sign.
ROLL VOTE: Ayes: Johnson, Gawron, Warren, German, Rinsema-Sybenga, and
           Turnquist
            Nays: None
MOTION PASSES
2019-07   PUBLIC HEARINGS:
   A. Request to Establish an Obsolete Property District – 285 West Western
      Avenue      Planning & Economic Development
SUMMARY OF REQUEST: Pursuant to Public Act 146 of the Michigan Public Acts
of 2000, Parkland Muskegon, Inc, has requested the establishment of an
Obsolete Property District for their property at 285 W Western Avenue. The
establishment of the Obsolete Property District would allow them to apply for an
Obsolete Property Rehabilitation Exemption Certificate.
FINANCIAL IMPACT:        None
BUDGET ACTION REQUIRED:          None
STAFF RECOMMENDATION:            Staff recommends approval of the creation of
the district.


                                          Page 4 of 8
PUBLIC HEARING COMMENCED:
John Rooks, 285 W. Western property owner explained the Obsolete Property
District.
Michael Haueisen, 903 Turner, encouraged commissioners to approve the
District and Certificate.
Motion by Commissioner Turnquist, second by Commissioner Rinsema-Sybenga,
to close the public hearing and approve the creation of the district.
ROLL VOTE: Ayes: Warren, German, Rinsema-Sybenga, Turnquist, Johnson, and
           Gawron
            Nays: None
MOTION PASSES
   B. Request to Issue an Obsolete Property Certificate – Parkland Muskegon,
      Inc – 285 West Western Avenue        Planning & Economic Development
SUMMARY OF REQUEST: Pursuant to Public Act 146 of the Michigan Public Acts
of 2000, Parkland Muskegon, Inc. has requested the issuance of an Obsolete
Property Certificate for their property located at 285 W Western Avenue. Total
capital investment for this project is estimated to be $508,450 and tenants will
include a market and a credit union. The investment amount qualifies the
applicant for a 12-year abatement.
FINANCIAL IMPACT:       If an Obsolete Property Certificate were issued, the
property taxes would be frozen at the pre-rehabilitated rate for the duration of
the certificate.
BUDGET ACTION REQUIRED:        None
STAFF RECOMMENDATION:          Staff recommends approval of the Obsolete
Property Rehabilitation Exemption Certificate.
PUBLIC HEARING COMMENCED:
No public comments were received.
Motion by Commissioner Warren, second by Commissioner German, to close
the public hearing and approve the Obsolete Property Rehabilitation Exemption
Certificate for 285 W. Western.
      Motion by Commissioner Johnson, second by Commissioner Warren, to
      amend the motion to have the certificate be for a duration of six years
      rather than twelve years.
      ROLL VOTE: Ayes: Johnson
                  Nays: German, Rinsema-Sybenga, Turnquist, Gawron, and
                  Warren


                                         Page 5 of 8
MOTION FAILS
ROLL VOTE ON ORIGINAL MOTION:           Ayes: Warren, German, Rinsema-Sybenga,
           Turnquist, Gawron
            Nays: Johnson
MOTION PASSES
2019-08     NEW BUSINESS:
   A. Convention Center Construction Management Services – Preconstruction
      Agreement City Manager
SUMMARY OF REQUEST: City staff is requesting approval of the agreement with
Clark Construction Company to assist in the preconstruction phase of the
convention center development. It is important to bring the preferred
construction manager onto the project during the final design phases to help
ensure a quality project that can be completed on time and on budget. Staff
anticipates returning to the Commission in the coming weeks with the contract
to award the Construction Management Services contract to the same
contractor.
FINANCIAL IMPACT:         None
BUDGET ACTION REQUIRED:          None
STAFF RECOMMENDATION: To approve the agreement and authorize the Mayor
and Clerk to sign.
Jeff Salowitz, Clark Construction Company, explained the process and their role.
Motion by Commissioner Rinsema-Sybenga, second by Commissioner Warren,
to approve the agreement and authorize the Mayor and Clerk to sign.
ROLL VOTE: Ayes: Rinsema-Sybenga, Turnquist, Johnson, Gawron, Warren, and
           German
            Nays: None
MOTION PASSES
   B. Concurrence with the Housing Board of Appeals Notice and Order to
      Demolish  Public Safety
      157 Allen Avenue
      1934 Hudson Street
      1505 Sixth Street
      1853 Sanford Street
      2555 Morton Avenue
SUMMARY OF REQUEST: This is to request that the City Commission concur with

                                          Page 6 of 8
the findings of the Housing Board of Appeals that the structures are unsafe,
substandard, a public nuisance and that they be demolished within thirty (30)
days or infraction tickets may be issued. It is further requested that administration
be directed to obtain bids for the demolition of the structures and that the
mayor and City Clerk be authorized and directed to execute contracts for
demolition with the lowest responsible bidder or staff may issue infraction tickets
to the owner, agent or responsible party if they do not demolish the structure.
FINANCIAL IMPACT:
BUDGET ACTION REQUIRED:          None
STAFF RECOMMENDATION:            To concur with the Housing Board of Appeals
decision to demolish.
Motion by Commissioner Turnquist, second by Commissioner Johnson, to concur
with the Housing Board of Appeals decision to demolish 157 Allen, 1934 Hudson,
2555 Morton, and 1853 Sanford.
ROLL VOTE: Ayes: Turnquist, Johnson, Gawron, Warren, German, and Rinsema-
           Sybenga
             Nays: None
MOTION PASSES
Motion by Commissioner German, second by Commissioner Warren, to concur
with the Housing Board of Appeals decision to demolish 1505 6th Street.
ROLL VOTE: Ayes: German, Rinsema-Sybenga, Turnquist, Johnson, and Gawron
             Nays: Warren
MOTION PASSES
   C. Amendment to the Medical Marihuana Facilities Licensing Overlay District
      Planning & Economic Development
SUMMARY OF REQUEST: The property owner at 185 W. Laketon Avenue is
requesting to amend the Medical Marihuana Licensing Facilities Act (MMFLA)
Overlay District to include their property within the district.
FINANCIAL IMPACT:         None
BUDGET ACTION REQUIRED:          None
STAFF RECOMMENDATION:            Staff does not recommend approval of the
amendment.
COMMITTEE RECOMMENDATION:          At the January 10 Planning Commission
meeting, a motion was made to approve the amendment as presented. The
Planning Commission voted 6-2 against the motion.
Motion by Commissioner Rinsema-Sybenga, second by Commissioner Johnson,

                                          Page 7 of 8
to include the property at 185 W. Laketon Avenue into the Medical Marihuana
overlay district.
ROLL VOTE: Ayes: Rinsema-Sybenga, Johnson, and Warren
           Nays: Turnquist, Gawron, and German
MOTION FAILS (NO ACTION)
ANY OTHER BUSINESS:
PUBLIC PARTICIPATION: Public Comments were received.
ADJOURNMENT: The City Commission meeting adjourned at 9:05 p.m.


                                   Respectfully Submitted,




                                   Ann Marie Meisch, MMC – City Clerk




                                      Page 8 of 8
Commission Meeting Date:          February 12, 2019

Date:          February 5, 2019
To:            Honorable Mayor and City Commission
From:          Community and Neighborhood Services Department
RE:            Medicaid CHIP Community Development Lead Hazard Control Program
               -2019



SUMMARY OF REQUEST: Community and Neighborhood Services Department has budget
provisions to hire Abatement Contractors and a Lead Abatement Contractor team to monitor
the lead abatement projects for our Lead Safe Muskegon Program; funded by the Michigan
Department of Health and Human Services (MDHHS). A list of Lead Abatement Contractors
have expressed an interest in working with the city to serve an expected 25 households.

Below are the proposed Abatement Contractors enlisted for abatement work:

Tony Beattie              Beattie Bros.
Curtis Holden             Gray Space Construction
Viv Jaunais               Great Lakes Builders
Francena DePung           Nassau Construction
Chuck McCloud             TK Construction
Joe Fehler                Midwest Builders
Joe Ferrier               4 Star Builders
Vicki Luthy               External Consultant

Catherine Phelps          AAA Lead Inspections

FINANCIAL IMPACT: $ 880,005.00

BUDGET ACTION REQUIRED: NONE

STAFF RECOMMENDATION: Support the hiring of the proposed Abatement Contractors for the
Lead Safe Muskegon Program.
Date:        2/12/19

To:          Honorable Mayor and City Commission

From:        Department of Public Works

RE:          Water Main Repair


SUMMARY OF REQUEST:

Authorize Staff to enter into an agreement with Jackson-Merkey
Contractors, the lowest responsible bidder, to perform water main repairs in
the Roberts Street ROW behind Steel School in the Ryerson Creek gully.

Due to the location and depth of the water main along with a high-water
table, our in-house work force is unable to perform the repair.

Two (2) contractors submitted bids for this project as follows:

Jackson-Merkey Contractors……………………………. $30,150
McCormick Sand………………………………………... $49,500



FINANCIAL IMPACT:

Total Cost $30,150.00

BUDGET ACTION REQUIRED:

None at this time. Funds will come from the water fund.


STAFF RECOMMENDATION:

To authorize Staff to enter into an agreement for water main repairs with
Jackson-Merkey Contractors.
                              AGENDA ITEM NO._____________

                  CITY COMMISSION MEETING ___________________



TO:            Honorable Mayor and City Commission


FROM:          Department of Public Works


DATE:          February 12, 2019


SUBJECT:       2019 User Fee Addition-Commercial Launch Permit


SUMMARY OF REQUEST:
Staff is requesting permission to add to the User Fee Schedule a Commercial Launch Ramp
Sticker and fee of $250.00 per permit plus $50.00 for each additional permit, per calendar year.


FINANCIAL IMPACT:
Revenue generated from fee.


BUDGET ACTION REQUIRED:
None.


STAFF RECOMMENDATION:
Approve request.


COMMITTEE RECOMMENDATION:
Date:    2/12/2019

To:      Honorable Mayor and City Commissioners

From: DPW/Equipment
RE:      Municipal Vehicle Purchase


SUMMARY OF REQUEST:

The Equipment Division is requesting permission to purchase one (1) Trackless
Municipal Vehicle from Bell Equipment Co. from the Mi-Deal State Contract. Cost for
this item is $125,782.85 coming from the Equipment Division fund.

FINANCIAL IMPACT:
$125,782.85
BUDGET ACTION REQUIRED:
This purchase will be added into the Equipment Budget and reflected in the third quarter re-
forecast.

STAFF RECOMMENDATION:
Authorize staff to purchase one (1) Trackless Municipal Vehicle from Bell Equipment Co.




O:\CLERK\Common\Word\Agenda Items for Next Meeting\2019\021219\06a_2019Trackless.doc
Date:        February 12th, 2019

To:          Honorable Mayor and City Commissioners

From:        Department of Public Works

RE:          W-91838.1 Water Service Line Replacements


SUMMARY OF REQUEST:

To award contract (W-91838.1) for replacement of water service lines at various
locations within the city of Muskegon

Two (2) contractors submitted bids for this project as follows:

Goyette Mechanical...................................................... 21 Each
McCormick Sand .......................................................... 15 Each

Bids were selected based on a fixed budget and variable scope. Bidders were
instructed to bid based on how much work they could complete within a fixed budget
with the winning bid going to the company that could complete the most work.

FINANCIAL IMPACT:

$100,000.00

BUDGET ACTION REQUIRED:

None. Funded through grant revenue from MDEQ.

STAFF RECOMMENDATION:

Award the project to the low bidder, Goyette Mechanical.
Date:        February 12th, 2019

To:          Honorable Mayor and City Commissioners

From:        Engineering

RE:          Sanford / Peck Traffic Signal Design


SUMMARY OF REQUEST:

Authorize staff to enter into an engineering services agreement with Wade Trim, Inc. to
complete engineering for traffic signal upgrades along Peck and Sanford Streets. The
upgrades would include modifications to the existing signals that would allow for the
eventual conversion of Peck and Sanford Street to 2-way traffic.

Requests for Proposals were solicited for this contract with three firms submitting
proposals. Proposals were reviewed by staff and the Wade Trim proposal is
recommended.

Wade Trim.................................................................... $21,000.00
Progressive AE ............................................................ $22,000.00
Prein & Newhof ............................................................ $104,000.00

FINANCIAL IMPACT:

$21,000.00

BUDGET ACTION REQUIRED:

None, this will be addressed during a future reforecasting.

STAFF RECOMMENDATION:

Authorize staff to enter into an engineering services agreement with Wade Trim.
                                                                                                                                  
                                                
                                                                
                                                               Wade Trim, Inc. 
                                                               2851 Charlevoix Drive SE, Suite 108 • Grand Rapids, MI  49546 
                                                               616.956.3304 • www.wadetrim.com 

    December 13, 2018



    City of Muskegon
    1350 East Keating Avenue
    Muskegon, MI 49442

    Attention: Mr. Leo Evans, City Engineer

    Re: Proposal for Traffic Signal Design Services for the Sanford Street and Peck Street
        Two-Way Conversion Project, City of Muskegon

    Dear Leo:

    Thank you for the opportunity to propose on the traffic signal design services for the Sanford
    Street and Peck Street Two-Way Conversion Project. Wade Trim has a well-established
    Michigan Department of Transportation (MDOT)-prequalified traffic signal design team with
    experience preparing traffic signal plans for two-way street conversion projects, as well as
    experience previously designing signals at four of the six project locations. Following is a brief
    description of our proposed Scope of Services, Schedule, and Fee.

    Scope of Services

    The design for this project entails the preparation of traffic signal modification plans at the six
    intersections listed below to accommodate two-way traffic on Sanford Street and Peck Street.

       1.   Sanford Street at Apple Avenue (M-46)
       2.   Peck Street at Apple Avenue (M-46)
       3.   Sanford Street at Laketon Avenue
       4.   Peck Street at Laketon Avenue
       5.   Sanford Street at Hackley Avenue
       6.   Peck Street at Hackley Avenue

    The traffic signals will be modified to accommodate two-way traffic along Sanford Street and
    Peck Street, including adding and adjusting signal heads and adding vehicle detection as
    needed, but will not include new poles or controllers. The signal design scope includes traffic
    signal modifications only and does not include full traffic signal modernization. The signal
    modifications will meet City of Muskegon and MDOT design standards. If full signal
    modernization becomes required at any of the project locations based on MDOT or City of
    Muskegon review, we will prepare a separate scope and fee for this additional effort.

    Since the work scope assumes that all existing poles will be reused, our Scope of Services does
    not include any geotechnical services for soil borings for steel strain pole foundations. Sidewalk
    ramp design is also not included in the work scope.

    The traffic signal modification plans will be developed using existing CAD files and base
    drawings. Wade Trim has previously designed the signals at the first four project locations and
    have these CAD files readily available. Collecting topographic survey is not included in our
    Scope of Services. Per our email discussion, if survey is required at any of the project locations,
    the City of Muskegon will collect the survey and provide it to the designer.
City of Muskegon 
December 13, 2018 
Page 2 



The traffic signal modification plans for each intersection will include a removal plan, removal
cabling diagram, installation plan, installation cabling diagram, materials list, and updated span
and wattage calculations. The plan set will also include a legend sheet, notes sheet, and traffic
signal detail sheets, as well as special provisions for construction and an Engineer’s Estimate.

A set of preliminary plans will be provided to the City of Muskegon for review. The two traffic
signals along Apple Avenue (M-46) will require coordination with and review by MDOT. Per the
Request for Pricing (RFP), the City of Muskegon will lead the coordination effort with MDOT on
obtaining the Signal Layout Request and all permitting. All comments from the City of Muskegon
and MDOT will be incorporated into the final plan set.

Our Scope of Services does not include any traffic capacity analysis or the development of
updated timing plans. Based on our email discussion, the City of Muskegon will handle these
work items internally. If requested, these services may be provided by Wade Trim for an
additional fee.

During construction, we will review shop drawings, answer questions, and revise drawings as
needed. The City of Muskegon will complete the construction engineering and site inspection.

Schedule

Per the RFP, the preliminary signal modification plans are due by March 1, 2019 with final plans
due by May 1, 2019. We will work with the City to perform the design work and provide project
deliverables to meet these deadlines.

Fee

We estimate the cost to provide the traffic signal design services, as outlined in this proposal,
will be billed on an Hourly Basis for a Not to Exceed Fee of $21,000. Any requested additional
services not included in our work scope will be billed on an Hourly Basis in addition to our stated
Not to Exceed Fee.

We have enclosed our Short Form Professional Services Agreement. If this proposal meets
your approval, please return a signed and dated copy to our office. Our receipt of the executed
Agreement will serve as our Notice to Proceed.

If you have any questions or wish to make changes to the Scope of Services, please feel free to
contact us any time. We look forward to hearing from you.

Sincerely,

Wade Trim, Inc.



Jill N. Bosserd                                      Aimée L. Giacherio, PE
Traffic Engineer / Project Manager                   Vice-President

JNB:ALG:jlb
AAA 8180.18N
20181213_EVANS-LTR.DOCX
Enclosure
COMMISSION MEETING DATE February 12, 2019




Date:          February 1, 2019

To:            Honorable Mayor and City Commissioners

From:          Jeffrey Lewis, Director of Public Safety
RE:      MUFD Equipment Request (turnout gear)
_______________________________________________________

SUMMARY OF REQUEST:

The Director of Public Safety requests that the Commission authorize the amount of
$34,051.42 for thirteen (13) sets of turnout gear for full-time firefighters in which have been in-
service since January 2019. The safety equipment is personalized to each firefighter and
will be issued when received. The cost of the turnout gear per set is $2,012.95 through
Phoenix Safety Outfitters.


FINANCIAL IMPACT:

n/a



BUDGET ACTION REQUIRED:

Equipment to impact the Fire General Fund



STAFF RECOMMENDATION:

Staff recommends approval of this purchase request.




                                                                                        1|P a g e
COMMISSION MEETING DATE February 12, 2019




Date:         February 5, 2019

To:           Honorable Mayor and City Commissioners

From:         Jeffrey Lewis, Director of Public Safety
RE:      Short Term Vacation Rentals
_______________________________________________________

SUMMARY OF REQUEST:

The Director of Public Safety requests that the Commission consider approving a stand-alone
ordinance “Short Term Vacation Rentals” regulation. The city has experienced an increase
in short term vacation rentals over the past couple of years. These specialty rental offerings
are not regulated in our current “Housing Rental” ordinance. The ordinance will address
applying and receiving a short term rental certificate and a safety inspection of the unit(s).
Certificate holders will be responsible for insuring tenants are aware and complies with
relevant city ordinances, with a focus on number of occupants, recreational fires, parking,
fireworks, noise, and trash to name a few noted problem areas that staff has experienced in
an attempt to regulate short term rentals. The requested ordinance will improve neighborhood
relations where short term rentals are now located, create a safer and peaceful environment
for short term tenants and residents.

FINANCIAL IMPACT:

Revenue generated will be put into a separate account to be used for expenses and
purchasing amenities for parks.

BUDGET ACTION REQUIRED:

None

STAFF RECOMMENDATION:

Staff recommends approval of the short term vacation rentals ordinance.




                                                                                    1|P a g e
                             CITY OF MUSKEGON
                         MUSKEGON COUNTY, MICHIGAN
                             ORDINANCE NO. ____



THE CITY COMMISSION OF THE CITY OF MUSKEGON HEREBY ORDAINS:


   1. Chapter 10, Article VI of the Code of Ordinances of the City of Muskegon,
      Michigan, Section 353 is adopted to read as follows:


Sec. 10-353. Short Term Vacation Rentals.

(a) Purpose. This section, concerning the registration of short term vacation rentals in
    the city, is enacted to protect the health, safety and welfare of persons in the city by
    providing the city with the information necessary to ensure compliance with safety,
    structure and fire laws, identify business activities and establishments which affect or
    involve matters related to traffic, congestion, occupancy and density of occupancy,
    the physical condition of places where persons are renting as short term vacation
    rentals, and the enforcement of the law, including local, state and federal laws, rules
    and regulations, applying to short term vacation rentals located in the city.

(b) Definitions. In addition to the definitions provided for in Section 10-281, the
    following terms shall mean:

       Business Activity shall mean the advertising for lease or rental of any structure for
       a short term vacation rental.

       Family shall mean

       (1) An individual or group of two (2) or more persons related by blood, marriage,
       or adoption, together with foster children and attendants of the principal
       occupants who are domiciled together as a single housekeeping unit in a dwelling
       unit; or

       (2) A collective number of individuals domiciled together in one (1) dwelling
       unit whose relationship is of a continuing, non-transient domestic character and
       who are cooking and living as a single nonprofit housekeeping unit. This
       definition shall not include any society, club, fraternity, sorority, association, half-
       way house, lodge, coterie, organization, group of students, or other individuals
       whose domestic relationship is of a transitory or seasonal nature, or is otherwise


                                                                                    1|Page
       not intended to be of a permanent nature. Said definition shall not apply in
       instances of group care centers or state licensed residential facilities as established
       under P.A. 395 of 1976.

       (3) Living arrangements which would otherwise comply with the description of a
       family shall not constitute a family if the said arrangements have occurred as a
       result of commercial or other advertising, or the offering of rooms for rent. Any
       financial arrangement, except a true sharing of the expenses of all the facilities in
       the single household unit shall be presumed to constitute renting a room or rooms
       and to have resulted from the offering of rooms for rent or commercial or other
       advertising. Where rooms have been rented, or persons live in the house in
       response to commercial advertising or the offering of rooms for rent, the living
       arrangement shall be presumed to constitute a rooming house and not a family. A
       person claiming the status of family shall have the burden of proof of each of the
       elements set forth in the relevant definitions of this ordinance.

       Remuneration shall mean the act of paying or compensating a person for use of a
       short term vacation rental.

       Short term vacation rental means a commercial use which is subordinate to the
       residential use of a dwelling unit, in which a tenant is allowed to lease the
       dwelling unit or a portion of the dwelling unit for periods of less than one
       calendar month but more than 24 hours in return for remuneration. The rental of
       transitional houses operated by a charitable organization, group homes such as
       nursing homes, and adult foster care homes, substance abuse rehabilitation clinics,
       mental health facilities and other similar health care related facilities shall not be
       considered short term vacation rentals.

       Short term vacation rental unit means a dwelling unit used for at least one short
       term rental within a calendar year.


(c) Requirements. No person shall operate or conduct, maintain or manage or advertise
    for lease a short term vacation rental establishment without first obtaining a certificate
    of short term vacation rental registration in the manner provided in this chapter and if
    the owner has more than three short term vacation rental establishments a business
    registration.

(d) Application procedure. An applicant for a certificate of short term vacation rental
    registration shall make application to the Director of Public Safety or his designee on
    a form prescribed by the Director of Public Safety or his designee, which shall
    contain at least the following information:

       (1) The full names, business addresses and residence addresses of the owners,
       proprietors, officers and local addresses of all owners, proprietors and officers and
       managers of the applicant's business; the names and addresses of each officer, if


                                                                                   2|Page
       the applicant is a corporation; the names and addresses of all partners, if a
       partnership; and the names and addresses of all members, if a limited liability
       corporation.

       (2) A list of all assumed, trade or firm names under which the registered applicant
       intends to do business.

       (3) The location of the short term vacation rental.

       (4) The name, telephone number, address, e-mail address and cell phone number
       for text messages of the person to notify in the event of an emergency.

(e) Terms. Each certificate of short term vacation rental registration issued pursuant to
this chapter shall be for a duration not to exceed one year and shall terminate on April 30,
following issuance thereof.

(f) Renewal. Any certificate of short term vacation rental registration issued under this
section must be renewed in the manner set forth in this article on or before April 30 of
each year of existence of the short term vacation rental. Applications for renewal of a
certificate of short term vacation rental registration shall be filed, considered and issued
in the same manner as an original application.

(g) Fees. The fee for a certificate of short term vacation rental registration and the fees
for annual renewals thereof shall be set from time to time by resolution of the city
commission. Registration fees not paid within 30 days of the due date will be subject to a
late fee of $15.00 per month for each month up to a maximum of six months, at which
time all fees and late fees are due. Municipal civil infraction violation may be issued
each day after May 31 until the registration is submitted and fees are paid.

The City may use the fee only for expenses relating to issuance of the certificate short
term vacation rental registration and the purchasing of amenities located in the City’s
parks likely to be used by tenants of short term vacation rentals. Any fees not expended
within the fiscal year from collection shall be held in a separate City account which may
only be used for amenities or located in the City’s parks likely to be used by tenants of
short term vacation rentals.

(h) Display. Any certificate of short term vacation rental registration issued pursuant to
this Section shall be prominently displayed in the business establishment on the back of
the front door or the back of the door at the main entrance.

(i)    General conditions for issuance and continuing in effect.

       (1) Compliance with other governmental requirements; preemption. No certificate
       of short term vacation rental registration shall be issued or continued in effect for
       any person who has failed to pay the Excise Tax on Business of Providing
       Accommodations pursuant to MCL Section 141.861. The fact that a person has


                                                                                   3|Page
      received a license or permit from the United States, the state, the county, or other
      governmental entity for the short term vacation rental shall not exempt such
      person from the requirements of this chapter.

      (2) Compliance with all other laws. A holder of a certificate of short term
      vacation rental registration must be in continuing compliance with all local,
      county, state and federal laws relating to rental properties as a condition of
      issuance or continued effect of a certificate of registration under this chapter.

      (3) Conditions and activities on the premises. The holder of a certificate of short
      term vacation rental registration shall maintain a clean, neat and orderly
      establishment, take reasonable steps to provide security on the premises, and
      prevent unlawful conduct thereon. The holder of the certificate of short term
      vacation rental registration shall be responsible for insuring that everyone staying
      at the short term rental unit is aware of and complies with all relevant city
      ordinance, especially relating to recreational fires, parking, fireworks, noise and
      trash.

      (4) Payment of amounts owed city. All personal property taxes and outstanding
      debts to the city, including, without limitation, fees for inspections or property
      services, water or sewer bills, municipal civil infraction fines applicable to the
      business or its premises, current special assessment installments, but not including
      real property or income taxes, due at the time of issuance or renewal of a
      certificate related to the business activity or establishment must be paid in full.

      (5) Standards in chapter. Each holder of a certificate of short term vacation rental
      registration shall comply with the requirements found in additional applicable
      Sections of this Chapter.

(j)   Additional conditions for issuance.

      (1) Compliance with applicable codes and regulations. Any person applying for or
      holding a certificate of short term vacation rental registration under this Section
      shall demonstrate to authorized city personnel that the business establishment
      registered under this chapter complies with all construction and fire and safety
      codes of the city, all applicable health and safety laws, zoning laws and
      environmental laws and regulations of the city, the county, the state, or the United
      States, and including all provisions of this chapter. Further, affiant shall comply
      with special conditions promulgated pursuant to Section 10-353(j)(2).

      (2) Special conditions. In connection with the registrations pursuant to this
      Section, regulations which are particularly adapted and appropriate to the business
      activity or establishment so registered shall be promulgated by the city, approved
      by the city commission, and attached to or printed upon the registration issued.
      Such attachments and adoptions shall not be required for codes, ordinances and
      other regulations of general applicability which are in effect from time to time in


                                                                                 4|Page
        the city and which affect the registered business. These regulations shall be
        uniform for all short term vacation rentals.

        Campers, recreational vehicles, tents or any other temporary housing shall be
        prohibited at a short term vacation rental, except the structure inspected and
        permitted by the City. Non-compliance with this sub-section may result in a civil
        infraction for the renter, owner and/or revocation of the certificate of short term
        vacation rental registration.

(k) Inspections. Every business establishment registered shall afford authorized
personnel from the city full access to the premises for the purpose of inspection to
determine compliance with the registration which has been issued, for determination in
connection with the application for the issuance of the registration, and to determine
continuing compliance with all ordinances, codes and statutes applicable to the premises,
the business establishment or the business activity. In the case of a proposed revocation
or suspension, the holder of the registration shall afford reasonable opportunity for
inspection by the city.

(l) Denial, revocation, suspension and procedure for revocation or suspension. Holders
of a certificate of short term vacation rental registration may be denied, suspended, or
revoked by the Director of Public Safety and the business registration by the city clerk,
both of whom shall follow the procedures provided for in City Code Section 50-43.

2.      This Ordinance is to become effective ten (10) days after adoption.

This ordinance adopted: February 12, 2019

Ayes:

Nays:

First Reading:

Second Reading:



                                                      CITY OF MUSKEGON



                                                      By: ___________________
                                                      Ann Marie Meisch, MMC
                                                      City Clerk




                                                                                 5|Page
                                   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 12th day of February,
2019, at which meeting a quorum was present and remained throughout, and that the
meeting was conducted and public notice was given pursuant to and in full compliance
with Act No. 267, Public Acts of Michigan of 1976, as amended, and that minutes were
kept and will be or have been made available as required thereby.

Date:_______________________, 2019


                                    ________________________________
                                    Ann Marie Meisch, MMC
                                    City Clerk


Publish:      Notice of Adoption to be published once within ten (10) days of final
adoption.




                                                                              6|Page
                                      CITY OF MUSKEGON
                                     NOTICE OF ADOPTION

TO: ALL PERSONS INTERESTED


        Please take notice that on ___________________, 2019, the City Commission of
the City of Muskegon amended Chapter 10, Article VI, by adopting Section 10-353 of the
Muskegon City Code, summarized as follows:


                                        INSERT SUMMARY



       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 (10) days from the date of this
publication.

Published: _________________, 2019                             CITY OF MUSKEGON

                                                               By________________________
                                                                 Ann Marie Meisch, MMC
                                                                 City Clerk

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




                                                                                               7|Page
                   Commission Meeting Date: February 5, 2019




Date:         February 7, 2019
To:           Honorable Mayor and City Commissioners
From:         Planning & Economic Development
RE:           Approval of Several Neighborhood Enterprise Zone Certificates


SUMMARY OF REQUEST:

Applications for Neighborhood Enterprise Zone (NEZ) certificates have been received
for homes at the Terrace Point Landing development. The applications are for the
following addresses: 302, 304, 306, 308, 310, 312, 320, 330, 332, 338, 340, 351, 353,
654, 672, 674, 679, 681, 688, and 690 Terrace Point. All applicants have met local and
state requirements for the issuance of the NEZ certificates.


FINANCIAL IMPACT:

Taxation will be applied as one-half of the previous year’s state average principal residence
millage rate to the value of the facility.

BUDGET ACTION REQUIRED:

None

STAFF RECOMMENDATION:

Approval of the NEZ certificates.

COMMITTEE RECOMMENDATION:

None




2/7/2019
                                    Resolution No. ________

                             MUSKEGON CITY COMMISSION

                     RESOLUTION TO APPROVE THE ISSUANCE
               OF A NEIGHBORHOOD ENTERPISE ZONE CERTIFICATE



WHEREAS, an application for a Neighborhood Enterprise Zone Certificate has been filed with
the City Clerk by Terrace Point Landing, LLC to construct a new home at 302 Terrace Point in
the Terrace Point Condominium neighborhood, and;

WHEREAS, the applicant has satisfied both the local and state eligibility criteria for a
Neighborhood Enterprise Zone Certificate;

WHEREAS, the local unit of government is allowing the six (6) month grace period after
construction commencement to apply, which is allowed under the law;

WHEREAS, the Neighborhood Enterprise Zone Certificate has been approved for twelve (12)
years;

NOW, THEREFORE, BE IT RESOLVED that the application for a Neighborhood Enterprise
Zone Certificate for the new construction of a home by Terrace Point Landing, LLC be
approved.

Adopted this 12th day of February, 2019.



Ayes:

Nays:

Absent:


                                                     By: __________________________
                                                         Stephen J. Gawron, Mayor


                                                     Attest: _________________________
                                                             Ann Meisch
                                                             City Clerk




2/6/2019
                                       CERTIFICATION

I hereby certify that the foregoing constitutes a true and complete copy of a resolution adopted
by the City Commission of the City of Muskegon, County of Muskegon, Michigan at a regular
meeting held on February 12, 2019.

                                                                By: ________________________
                                                                          Ann Meisch
                                                                          City Clerk




2/6/19
                                    Resolution No. ________

                             MUSKEGON CITY COMMISSION

                     RESOLUTION TO APPROVE THE ISSUANCE
               OF A NEIGHBORHOOD ENTERPISE ZONE CERTIFICATE



WHEREAS, an application for a Neighborhood Enterprise Zone Certificate has been filed with
the City Clerk by Terrace Point Landing, LLC to construct a new home at 304 Terrace Point in
the Terrace Point Condominium neighborhood, and;

WHEREAS, the applicant has satisfied both the local and state eligibility criteria for a
Neighborhood Enterprise Zone Certificate;

WHEREAS, the local unit of government is allowing the six (6) month grace period after
construction commencement to apply, which is allowed under the law;

WHEREAS, the Neighborhood Enterprise Zone Certificate has been approved for twelve (12)
years;

NOW, THEREFORE, BE IT RESOLVED that the application for a Neighborhood Enterprise
Zone Certificate for the new construction of a home by Terrace Point Landing, LLC be
approved.

Adopted this 12th day of February, 2019.



Ayes:

Nays:

Absent:


                                                     By: __________________________
                                                         Stephen J. Gawron, Mayor


                                                     Attest: _________________________
                                                             Ann Meisch
                                                             City Clerk




2/6/2019
                                       CERTIFICATION

I hereby certify that the foregoing constitutes a true and complete copy of a resolution adopted
by the City Commission of the City of Muskegon, County of Muskegon, Michigan at a regular
meeting held on February 12, 2019.

                                                                By: ________________________
                                                                          Ann Meisch
                                                                          City Clerk




2/6/19
                                    Resolution No. ________

                             MUSKEGON CITY COMMISSION

                     RESOLUTION TO APPROVE THE ISSUANCE
               OF A NEIGHBORHOOD ENTERPISE ZONE CERTIFICATE



WHEREAS, an application for a Neighborhood Enterprise Zone Certificate has been filed with
the City Clerk by Terrace Point Landing, LLC to construct a new home at 306 Terrace Point in
the Terrace Point Condominium neighborhood, and;

WHEREAS, the applicant has satisfied both the local and state eligibility criteria for a
Neighborhood Enterprise Zone Certificate;

WHEREAS, the local unit of government is allowing the six (6) month grace period after
construction commencement to apply, which is allowed under the law;

WHEREAS, the Neighborhood Enterprise Zone Certificate has been approved for twelve (12)
years;

NOW, THEREFORE, BE IT RESOLVED that the application for a Neighborhood Enterprise
Zone Certificate for the new construction of a home by Terrace Point Landing, LLC be
approved.

Adopted this 12th day of February, 2019.



Ayes:

Nays:

Absent:


                                                     By: __________________________
                                                         Stephen J. Gawron, Mayor


                                                     Attest: _________________________
                                                             Ann Meisch
                                                             City Clerk




2/6/2019
                                       CERTIFICATION

I hereby certify that the foregoing constitutes a true and complete copy of a resolution adopted
by the City Commission of the City of Muskegon, County of Muskegon, Michigan at a regular
meeting held on February 12, 2019.

                                                                By: ________________________
                                                                          Ann Meisch
                                                                          City Clerk




2/6/19
                                    Resolution No. ________

                             MUSKEGON CITY COMMISSION

                     RESOLUTION TO APPROVE THE ISSUANCE
               OF A NEIGHBORHOOD ENTERPISE ZONE CERTIFICATE



WHEREAS, an application for a Neighborhood Enterprise Zone Certificate has been filed with
the City Clerk by Terrace Point Landing, LLC to construct a new home at 308 Terrace Point in
the Terrace Point Condominium neighborhood, and;

WHEREAS, the applicant has satisfied both the local and state eligibility criteria for a
Neighborhood Enterprise Zone Certificate;

WHEREAS, the local unit of government is allowing the six (6) month grace period after
construction commencement to apply, which is allowed under the law;

WHEREAS, the Neighborhood Enterprise Zone Certificate has been approved for twelve (12)
years;

NOW, THEREFORE, BE IT RESOLVED that the application for a Neighborhood Enterprise
Zone Certificate for the new construction of a home by Terrace Point Landing, LLC be
approved.

Adopted this 12th day of February, 2019.



Ayes:

Nays:

Absent:


                                                     By: __________________________
                                                         Stephen J. Gawron, Mayor


                                                     Attest: _________________________
                                                             Ann Meisch
                                                             City Clerk




2/6/2019
                                       CERTIFICATION

I hereby certify that the foregoing constitutes a true and complete copy of a resolution adopted
by the City Commission of the City of Muskegon, County of Muskegon, Michigan at a regular
meeting held on February 12, 2019.

                                                                By: ________________________
                                                                          Ann Meisch
                                                                          City Clerk




2/6/19
                                    Resolution No. ________

                             MUSKEGON CITY COMMISSION

                     RESOLUTION TO APPROVE THE ISSUANCE
               OF A NEIGHBORHOOD ENTERPISE ZONE CERTIFICATE



WHEREAS, an application for a Neighborhood Enterprise Zone Certificate has been filed with
the City Clerk by Terrace Point Landing, LLC to construct a new home at 310 Terrace Point in
the Terrace Point Condominium neighborhood, and;

WHEREAS, the applicant has satisfied both the local and state eligibility criteria for a
Neighborhood Enterprise Zone Certificate;

WHEREAS, the local unit of government is allowing the six (6) month grace period after
construction commencement to apply, which is allowed under the law;

WHEREAS, the Neighborhood Enterprise Zone Certificate has been approved for twelve (12)
years;

NOW, THEREFORE, BE IT RESOLVED that the application for a Neighborhood Enterprise
Zone Certificate for the new construction of a home by Terrace Point Landing, LLC be
approved.

Adopted this 12th day of February, 2019.



Ayes:

Nays:

Absent:


                                                     By: __________________________
                                                         Stephen J. Gawron, Mayor


                                                     Attest: _________________________
                                                             Ann Meisch
                                                             City Clerk




2/6/2019
                                       CERTIFICATION

I hereby certify that the foregoing constitutes a true and complete copy of a resolution adopted
by the City Commission of the City of Muskegon, County of Muskegon, Michigan at a regular
meeting held on February 12, 2019.

                                                                By: ________________________
                                                                          Ann Meisch
                                                                          City Clerk




2/6/19
                                    Resolution No. ________

                             MUSKEGON CITY COMMISSION

                     RESOLUTION TO APPROVE THE ISSUANCE
               OF A NEIGHBORHOOD ENTERPISE ZONE CERTIFICATE



WHEREAS, an application for a Neighborhood Enterprise Zone Certificate has been filed with
the City Clerk by Terrace Point Landing, LLC to construct a new home at 312 Terrace Point in
the Terrace Point Condominium neighborhood, and;

WHEREAS, the applicant has satisfied both the local and state eligibility criteria for a
Neighborhood Enterprise Zone Certificate;

WHEREAS, the local unit of government is allowing the six (6) month grace period after
construction commencement to apply, which is allowed under the law;

WHEREAS, the Neighborhood Enterprise Zone Certificate has been approved for twelve (12)
years;

NOW, THEREFORE, BE IT RESOLVED that the application for a Neighborhood Enterprise
Zone Certificate for the new construction of a home by Terrace Point Landing, LLC be
approved.

Adopted this 12th day of February, 2019.



Ayes:

Nays:

Absent:


                                                     By: __________________________
                                                         Stephen J. Gawron, Mayor


                                                     Attest: _________________________
                                                             Ann Meisch
                                                             City Clerk




2/6/2019
                                       CERTIFICATION

I hereby certify that the foregoing constitutes a true and complete copy of a resolution adopted
by the City Commission of the City of Muskegon, County of Muskegon, Michigan at a regular
meeting held on February 12, 2019.

                                                                By: ________________________
                                                                          Ann Meisch
                                                                          City Clerk




2/6/19
                                    Resolution No. ________

                             MUSKEGON CITY COMMISSION

                     RESOLUTION TO APPROVE THE ISSUANCE
               OF A NEIGHBORHOOD ENTERPISE ZONE CERTIFICATE



WHEREAS, an application for a Neighborhood Enterprise Zone Certificate has been filed with
the City Clerk by Jerel and Pamela Vanderwalle to construct a new home at 320 Terrace Point in
the Terrace Point Condominium neighborhood, and;

WHEREAS, the applicant has satisfied both the local and state eligibility criteria for a
Neighborhood Enterprise Zone Certificate;

WHEREAS, the local unit of government is allowing the six (6) month grace period after
construction commencement to apply, which is allowed under the law;

WHEREAS, the Neighborhood Enterprise Zone Certificate has been approved for twelve (12)
years;

NOW, THEREFORE, BE IT RESOLVED that the application for a Neighborhood Enterprise
Zone Certificate for the new construction of a home by Jerel and Pamela Vanderwalle be
approved.

Adopted this 12th day of February, 2019.



Ayes:

Nays:

Absent:


                                                     By: __________________________
                                                         Stephen J. Gawron, Mayor


                                                     Attest: _________________________
                                                             Ann Meisch
                                                             City Clerk




2/6/2019
                                       CERTIFICATION

I hereby certify that the foregoing constitutes a true and complete copy of a resolution adopted
by the City Commission of the City of Muskegon, County of Muskegon, Michigan at a regular
meeting held on February 12, 2019.

                                                                By: ________________________
                                                                          Ann Meisch
                                                                          City Clerk




2/6/19
                                    Resolution No. ________

                             MUSKEGON CITY COMMISSION

                     RESOLUTION TO APPROVE THE ISSUANCE
               OF A NEIGHBORHOOD ENTERPISE ZONE CERTIFICATE



WHEREAS, an application for a Neighborhood Enterprise Zone Certificate has been filed with
the City Clerk by Terrace Point Landing, LLC to construct a new home at 330 Terrace Point in
the Terrace Point Condominium neighborhood, and;

WHEREAS, the applicant has satisfied both the local and state eligibility criteria for a
Neighborhood Enterprise Zone Certificate;

WHEREAS, the local unit of government is allowing the six (6) month grace period after
construction commencement to apply, which is allowed under the law;

WHEREAS, the Neighborhood Enterprise Zone Certificate has been approved for twelve (12)
years;

NOW, THEREFORE, BE IT RESOLVED that the application for a Neighborhood Enterprise
Zone Certificate for the new construction of a home by Terrace Point Landing, LLC be
approved.

Adopted this 12th day of February, 2019.



Ayes:

Nays:

Absent:


                                                     By: __________________________
                                                         Stephen J. Gawron, Mayor


                                                     Attest: _________________________
                                                             Ann Meisch
                                                             City Clerk




2/6/2019
                                       CERTIFICATION

I hereby certify that the foregoing constitutes a true and complete copy of a resolution adopted
by the City Commission of the City of Muskegon, County of Muskegon, Michigan at a regular
meeting held on February 12, 2019.

                                                                By: ________________________
                                                                          Ann Meisch
                                                                          City Clerk




2/6/19
                                    Resolution No. ________

                             MUSKEGON CITY COMMISSION

                     RESOLUTION TO APPROVE THE ISSUANCE
               OF A NEIGHBORHOOD ENTERPISE ZONE CERTIFICATE



WHEREAS, an application for a Neighborhood Enterprise Zone Certificate has been filed with
the City Clerk by Terrace Point Landing, LLC to construct a new home at 332 Terrace Point in
the Terrace Point Condominium neighborhood, and;

WHEREAS, the applicant has satisfied both the local and state eligibility criteria for a
Neighborhood Enterprise Zone Certificate;

WHEREAS, the local unit of government is allowing the six (6) month grace period after
construction commencement to apply, which is allowed under the law;

WHEREAS, the Neighborhood Enterprise Zone Certificate has been approved for twelve (12)
years;

NOW, THEREFORE, BE IT RESOLVED that the application for a Neighborhood Enterprise
Zone Certificate for the new construction of a home by Terrace Point Landing, LLC be
approved.

Adopted this 12th day of February, 2019.



Ayes:

Nays:

Absent:


                                                     By: __________________________
                                                         Stephen J. Gawron, Mayor


                                                     Attest: _________________________
                                                             Ann Meisch
                                                             City Clerk




2/6/2019
                                       CERTIFICATION

I hereby certify that the foregoing constitutes a true and complete copy of a resolution adopted
by the City Commission of the City of Muskegon, County of Muskegon, Michigan at a regular
meeting held on February 12, 2019.

                                                                By: ________________________
                                                                          Ann Meisch
                                                                          City Clerk




2/6/19
                                    Resolution No. ________

                             MUSKEGON CITY COMMISSION

                     RESOLUTION TO APPROVE THE ISSUANCE
               OF A NEIGHBORHOOD ENTERPISE ZONE CERTIFICATE



WHEREAS, an application for a Neighborhood Enterprise Zone Certificate has been filed with
the City Clerk by Terrace Point Landing, LLC to construct a new home at 338 Terrace Point in
the Terrace Point Condominium neighborhood, and;

WHEREAS, the applicant has satisfied both the local and state eligibility criteria for a
Neighborhood Enterprise Zone Certificate;

WHEREAS, the local unit of government is allowing the six (6) month grace period after
construction commencement to apply, which is allowed under the law;

WHEREAS, the Neighborhood Enterprise Zone Certificate has been approved for twelve (12)
years;

NOW, THEREFORE, BE IT RESOLVED that the application for a Neighborhood Enterprise
Zone Certificate for the new construction of a home by Terrace Point Landing, LLC be
approved.

Adopted this 12th day of February, 2019.



Ayes:

Nays:

Absent:


                                                     By: __________________________
                                                         Stephen J. Gawron, Mayor


                                                     Attest: _________________________
                                                             Ann Meisch
                                                             City Clerk




2/6/2019
                                       CERTIFICATION

I hereby certify that the foregoing constitutes a true and complete copy of a resolution adopted
by the City Commission of the City of Muskegon, County of Muskegon, Michigan at a regular
meeting held on February 12, 2019.

                                                                By: ________________________
                                                                          Ann Meisch
                                                                          City Clerk




2/6/19
                                    Resolution No. ________

                             MUSKEGON CITY COMMISSION

                     RESOLUTION TO APPROVE THE ISSUANCE
               OF A NEIGHBORHOOD ENTERPISE ZONE CERTIFICATE



WHEREAS, an application for a Neighborhood Enterprise Zone Certificate has been filed with
the City Clerk by Terrace Point Landing, LLC to construct a new home at 340 Terrace Point in
the Terrace Point Condominium neighborhood, and;

WHEREAS, the applicant has satisfied both the local and state eligibility criteria for a
Neighborhood Enterprise Zone Certificate;

WHEREAS, the local unit of government is allowing the six (6) month grace period after
construction commencement to apply, which is allowed under the law;

WHEREAS, the Neighborhood Enterprise Zone Certificate has been approved for twelve (12)
years;

NOW, THEREFORE, BE IT RESOLVED that the application for a Neighborhood Enterprise
Zone Certificate for the new construction of a home by Terrace Point Landing, LLC be
approved.

Adopted this 12th day of February, 2019.



Ayes:

Nays:

Absent:


                                                     By: __________________________
                                                         Stephen J. Gawron, Mayor


                                                     Attest: _________________________
                                                             Ann Meisch
                                                             City Clerk




2/6/2019
                                       CERTIFICATION

I hereby certify that the foregoing constitutes a true and complete copy of a resolution adopted
by the City Commission of the City of Muskegon, County of Muskegon, Michigan at a regular
meeting held on February 12, 2019.

                                                                By: ________________________
                                                                          Ann Meisch
                                                                          City Clerk




2/6/19
                                    Resolution No. ________

                             MUSKEGON CITY COMMISSION

                     RESOLUTION TO APPROVE THE ISSUANCE
               OF A NEIGHBORHOOD ENTERPISE ZONE CERTIFICATE



WHEREAS, an application for a Neighborhood Enterprise Zone Certificate has been filed with
the City Clerk by Terrace Point Landing, LLC to construct a new home at 351 Terrace Point in
the Terrace Point Condominium neighborhood, and;

WHEREAS, the applicant has satisfied both the local and state eligibility criteria for a
Neighborhood Enterprise Zone Certificate;

WHEREAS, the local unit of government is allowing the six (6) month grace period after
construction commencement to apply, which is allowed under the law;

WHEREAS, the Neighborhood Enterprise Zone Certificate has been approved for twelve (12)
years;

NOW, THEREFORE, BE IT RESOLVED that the application for a Neighborhood Enterprise
Zone Certificate for the new construction of a home by Terrace Point Landing, LLC be
approved.

Adopted this 12th day of February, 2019.



Ayes:

Nays:

Absent:


                                                     By: __________________________
                                                         Stephen J. Gawron, Mayor


                                                     Attest: _________________________
                                                             Ann Meisch
                                                             City Clerk




2/6/2019
                                       CERTIFICATION

I hereby certify that the foregoing constitutes a true and complete copy of a resolution adopted
by the City Commission of the City of Muskegon, County of Muskegon, Michigan at a regular
meeting held on February 12, 2019.

                                                                By: ________________________
                                                                          Ann Meisch
                                                                          City Clerk




2/6/19
                                    Resolution No. ________

                             MUSKEGON CITY COMMISSION

                     RESOLUTION TO APPROVE THE ISSUANCE
               OF A NEIGHBORHOOD ENTERPISE ZONE CERTIFICATE



WHEREAS, an application for a Neighborhood Enterprise Zone Certificate has been filed with
the City Clerk by Raymond and Belinda Stacey to construct a new home at 353 Terrace Point in
the Terrace Point Condominium neighborhood, and;

WHEREAS, the applicant has satisfied both the local and state eligibility criteria for a
Neighborhood Enterprise Zone Certificate;

WHEREAS, the local unit of government is allowing the six (6) month grace period after
construction commencement to apply, which is allowed under the law;

WHEREAS, the Neighborhood Enterprise Zone Certificate has been approved for twelve (12)
years;

NOW, THEREFORE, BE IT RESOLVED that the application for a Neighborhood Enterprise
Zone Certificate for the new construction of a home by Raymond and Belinda Stacey be
approved.

Adopted this 12th day of February, 2019.



Ayes:

Nays:

Absent:


                                                     By: __________________________
                                                         Stephen J. Gawron, Mayor


                                                     Attest: _________________________
                                                             Ann Meisch
                                                             City Clerk




2/6/2019
                                       CERTIFICATION

I hereby certify that the foregoing constitutes a true and complete copy of a resolution adopted
by the City Commission of the City of Muskegon, County of Muskegon, Michigan at a regular
meeting held on February 12, 2019.

                                                                By: ________________________
                                                                          Ann Meisch
                                                                          City Clerk




2/6/19
                                    Resolution No. ________

                             MUSKEGON CITY COMMISSION

                     RESOLUTION TO APPROVE THE ISSUANCE
               OF A NEIGHBORHOOD ENTERPISE ZONE CERTIFICATE



WHEREAS, an application for a Neighborhood Enterprise Zone Certificate has been filed with
the City Clerk by Scott Penhorwood to construct a new home at 654 Terrace Point in the Terrace
Point Condominium neighborhood, and;

WHEREAS, the applicant has satisfied both the local and state eligibility criteria for a
Neighborhood Enterprise Zone Certificate;

WHEREAS, the local unit of government is allowing the six (6) month grace period after
construction commencement to apply, which is allowed under the law;

WHEREAS, the Neighborhood Enterprise Zone Certificate has been approved for twelve (12)
years;

NOW, THEREFORE, BE IT RESOLVED that the application for a Neighborhood Enterprise
Zone Certificate for the new construction of a home by Scott Penhorwood be approved.

Adopted this 12th day of February, 2019.



Ayes:

Nays:

Absent:


                                                     By: __________________________
                                                         Stephen J. Gawron, Mayor


                                                     Attest: _________________________
                                                             Ann Meisch
                                                             City Clerk




2/6/2019
                                       CERTIFICATION

I hereby certify that the foregoing constitutes a true and complete copy of a resolution adopted
by the City Commission of the City of Muskegon, County of Muskegon, Michigan at a regular
meeting held on February 12, 2019.

                                                                By: ________________________
                                                                          Ann Meisch
                                                                          City Clerk




2/6/19
                                    Resolution No. ________

                             MUSKEGON CITY COMMISSION

                     RESOLUTION TO APPROVE THE ISSUANCE
               OF A NEIGHBORHOOD ENTERPISE ZONE CERTIFICATE



WHEREAS, an application for a Neighborhood Enterprise Zone Certificate has been filed with
the City Clerk by Terrace Point Landing, LLC to construct a new home at 672 Terrace Point in
the Terrace Point Condominium neighborhood, and;

WHEREAS, the applicant has satisfied both the local and state eligibility criteria for a
Neighborhood Enterprise Zone Certificate;

WHEREAS, the local unit of government is allowing the six (6) month grace period after
construction commencement to apply, which is allowed under the law;

WHEREAS, the Neighborhood Enterprise Zone Certificate has been approved for twelve (12)
years;

NOW, THEREFORE, BE IT RESOLVED that the application for a Neighborhood Enterprise
Zone Certificate for the new construction of a home by Terrace Point Landing, LLC be
approved.

Adopted this 12th day of February, 2019.



Ayes:

Nays:

Absent:


                                                     By: __________________________
                                                         Stephen J. Gawron, Mayor


                                                     Attest: _________________________
                                                             Ann Meisch
                                                             City Clerk




2/6/2019
                                       CERTIFICATION

I hereby certify that the foregoing constitutes a true and complete copy of a resolution adopted
by the City Commission of the City of Muskegon, County of Muskegon, Michigan at a regular
meeting held on February 12, 2019.

                                                                By: ________________________
                                                                          Ann Meisch
                                                                          City Clerk




2/6/19
                                    Resolution No. ________

                             MUSKEGON CITY COMMISSION

                     RESOLUTION TO APPROVE THE ISSUANCE
               OF A NEIGHBORHOOD ENTERPISE ZONE CERTIFICATE



WHEREAS, an application for a Neighborhood Enterprise Zone Certificate has been filed with
the City Clerk by Terrace Point Landing, LLC to construct a new home at 674 Terrace Point in
the Terrace Point Condominium neighborhood, and;

WHEREAS, the applicant has satisfied both the local and state eligibility criteria for a
Neighborhood Enterprise Zone Certificate;

WHEREAS, the local unit of government is allowing the six (6) month grace period after
construction commencement to apply, which is allowed under the law;

WHEREAS, the Neighborhood Enterprise Zone Certificate has been approved for twelve (12)
years;

NOW, THEREFORE, BE IT RESOLVED that the application for a Neighborhood Enterprise
Zone Certificate for the new construction of a home by Terrace Point Landing, LLC be
approved.

Adopted this 12th day of February, 2019.



Ayes:

Nays:

Absent:


                                                     By: __________________________
                                                         Stephen J. Gawron, Mayor


                                                     Attest: _________________________
                                                             Ann Meisch
                                                             City Clerk




2/6/2019
                                       CERTIFICATION

I hereby certify that the foregoing constitutes a true and complete copy of a resolution adopted
by the City Commission of the City of Muskegon, County of Muskegon, Michigan at a regular
meeting held on February 12, 2019.

                                                                By: ________________________
                                                                          Ann Meisch
                                                                          City Clerk




2/6/19
                                    Resolution No. ________

                             MUSKEGON CITY COMMISSION

                     RESOLUTION TO APPROVE THE ISSUANCE
               OF A NEIGHBORHOOD ENTERPISE ZONE CERTIFICATE



WHEREAS, an application for a Neighborhood Enterprise Zone Certificate has been filed with
the City Clerk by Terrace Point Landing, LLC to construct a new home at 679 Terrace Point in
the Terrace Point Condominium neighborhood, and;

WHEREAS, the applicant has satisfied both the local and state eligibility criteria for a
Neighborhood Enterprise Zone Certificate;

WHEREAS, the local unit of government is allowing the six (6) month grace period after
construction commencement to apply, which is allowed under the law;

WHEREAS, the Neighborhood Enterprise Zone Certificate has been approved for twelve (12)
years;

NOW, THEREFORE, BE IT RESOLVED that the application for a Neighborhood Enterprise
Zone Certificate for the new construction of a home by Terrace Point Landing, LLC be
approved.

Adopted this 12th day of February, 2019.



Ayes:

Nays:

Absent:


                                                     By: __________________________
                                                         Stephen J. Gawron, Mayor


                                                     Attest: _________________________
                                                             Ann Meisch
                                                             City Clerk




2/6/2019
                                       CERTIFICATION

I hereby certify that the foregoing constitutes a true and complete copy of a resolution adopted
by the City Commission of the City of Muskegon, County of Muskegon, Michigan at a regular
meeting held on February 12, 2019.

                                                                By: ________________________
                                                                          Ann Meisch
                                                                          City Clerk




2/6/19
                                    Resolution No. ________

                             MUSKEGON CITY COMMISSION

                     RESOLUTION TO APPROVE THE ISSUANCE
               OF A NEIGHBORHOOD ENTERPISE ZONE CERTIFICATE



WHEREAS, an application for a Neighborhood Enterprise Zone Certificate has been filed with
the City Clerk by Terrace Point Landing, LLC to construct a new home at 681 Terrace Point in
the Terrace Point Condominium neighborhood, and;

WHEREAS, the applicant has satisfied both the local and state eligibility criteria for a
Neighborhood Enterprise Zone Certificate;

WHEREAS, the local unit of government is allowing the six (6) month grace period after
construction commencement to apply, which is allowed under the law;

WHEREAS, the Neighborhood Enterprise Zone Certificate has been approved for twelve (12)
years;

NOW, THEREFORE, BE IT RESOLVED that the application for a Neighborhood Enterprise
Zone Certificate for the new construction of a home by Terrace Point Landing, LLC be
approved.

Adopted this 12th day of February, 2019.



Ayes:

Nays:

Absent:


                                                     By: __________________________
                                                         Stephen J. Gawron, Mayor


                                                     Attest: _________________________
                                                             Ann Meisch
                                                             City Clerk




2/6/2019
                                       CERTIFICATION

I hereby certify that the foregoing constitutes a true and complete copy of a resolution adopted
by the City Commission of the City of Muskegon, County of Muskegon, Michigan at a regular
meeting held on February 12, 2019.

                                                                By: ________________________
                                                                          Ann Meisch
                                                                          City Clerk




2/6/19
                                    Resolution No. ________

                             MUSKEGON CITY COMMISSION

                     RESOLUTION TO APPROVE THE ISSUANCE
               OF A NEIGHBORHOOD ENTERPISE ZONE CERTIFICATE



WHEREAS, an application for a Neighborhood Enterprise Zone Certificate has been filed with
the City Clerk by Terrace Point Landing, LLC to construct a new home at 688 Terrace Point in
the Terrace Point Condominium neighborhood, and;

WHEREAS, the applicant has satisfied both the local and state eligibility criteria for a
Neighborhood Enterprise Zone Certificate;

WHEREAS, the local unit of government is allowing the six (6) month grace period after
construction commencement to apply, which is allowed under the law;

WHEREAS, the Neighborhood Enterprise Zone Certificate has been approved for twelve (12)
years;

NOW, THEREFORE, BE IT RESOLVED that the application for a Neighborhood Enterprise
Zone Certificate for the new construction of a home by Terrace Point Landing, LLC be
approved.

Adopted this 12th day of February, 2019.



Ayes:

Nays:

Absent:


                                                     By: __________________________
                                                         Stephen J. Gawron, Mayor


                                                     Attest: _________________________
                                                             Ann Meisch
                                                             City Clerk




2/6/2019
                                       CERTIFICATION

I hereby certify that the foregoing constitutes a true and complete copy of a resolution adopted
by the City Commission of the City of Muskegon, County of Muskegon, Michigan at a regular
meeting held on February 12, 2019.

                                                                By: ________________________
                                                                          Ann Meisch
                                                                          City Clerk




2/6/19
                                    Resolution No. ________

                             MUSKEGON CITY COMMISSION

                     RESOLUTION TO APPROVE THE ISSUANCE
               OF A NEIGHBORHOOD ENTERPISE ZONE CERTIFICATE



WHEREAS, an application for a Neighborhood Enterprise Zone Certificate has been filed with
the City Clerk by Terrace Point Landing, LLC to construct a new home at 690 Terrace Point in
the Terrace Point Condominium neighborhood, and;

WHEREAS, the applicant has satisfied both the local and state eligibility criteria for a
Neighborhood Enterprise Zone Certificate;

WHEREAS, the local unit of government is allowing the six (6) month grace period after
construction commencement to apply, which is allowed under the law;

WHEREAS, the Neighborhood Enterprise Zone Certificate has been approved for twelve (12)
years;

NOW, THEREFORE, BE IT RESOLVED that the application for a Neighborhood Enterprise
Zone Certificate for the new construction of a home by Terrace Point Landing, LLC be
approved.

Adopted this 12th day of February, 2019.



Ayes:

Nays:

Absent:


                                                     By: __________________________
                                                         Stephen J. Gawron, Mayor


                                                     Attest: _________________________
                                                             Ann Meisch
                                                             City Clerk




2/6/2019
                                       CERTIFICATION

I hereby certify that the foregoing constitutes a true and complete copy of a resolution adopted
by the City Commission of the City of Muskegon, County of Muskegon, Michigan at a regular
meeting held on February 12, 2019.

                                                                By: ________________________
                                                                          Ann Meisch
                                                                          City Clerk




2/6/19
        Commission Meeting Date: February 12, 2019


Date:         February 7, 2019
To:           Honorable Mayor and City Commissioners
From:         Planning & Economic Development
RE:           Rezoning of 1021 Jefferson Street


SUMMARY OF REQUEST:

Staff-initiated request to rezone the property at 1021 Jefferson St from Form Based Code,
Urban Residential to Form Based Code, Neighborhood Core.

FINANCIAL IMPACT:

None

BUDGET ACTION REQUIRED:

None

STAFF RECOMMENDATION:

Staff does recommends approval of the rezoning

COMMITTEE RECOMMENDATION:

The Planning Commission unanimously (6-0) recommended approval of the rezoning, with
three members absent.




                                                                                            1
Note: Notice was mailed to properties within 300 feet of this property 15 days before the public
hearing. Two phone calls were received from property owners on Jefferson St that wanted
more information, but had no opinion on the request. D. Gregerson (241 W Muskegon Ave)
attended the public hearing, he lives in the area and was concerned about the effect on the
neighborhood. He stated that other low-income developments in the area had struggled with
their tenants.

                  December 13, 2018 Planning Commission Packet Excerpt:

       SUMMARY
          1. The property is owned by the City and is currently being used as the employee
             parking lot.
          2. The property is currently zoned Form Based Code, Neighborhood Residential. This
             zoning designation allows for single-family homes, duplexes, rowhomes and small
             multi-plexes (3-6 units).
          3. The City is in negotiations with a developer that would like to construct 73 units of
             affordable apartments along with 5,000 sf of commercial space on the first floor. It
             would also include 59 spaces of underground parking. This would require a
             rezoning to Form Based Code, Neighborhood Core.
          4. Please see the zoning ordinance excerpt for Form Based Code, Neighborhood Core.

                                           1021 Jefferson St




                                                                                                 2
    Current Zoning of Area




Proposed Development Renderings




                                  3
4
                                CITY OF MUSKEGON

                            MUSKEGON COUNTY, MICHIGAN

                                 ORDINANCE NO.

  An ordinance to amend the zoning map of the City to provide for a zone change for 1021
         Jefferson St from FBC, Urban Residential to FBC, Neighborhood Core.

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 for 1021
Jefferson St from FBC, Urban Residential to FBC, Neighborhood Core.
CITY OF MUSKEGON REVISED PLAT OF 1903 ALL OF BLOCK 355 EXC LOT 4 AND THE W 1/2 OF
LOT 3

This ordinance adopted:

Ayes:

Nayes:

Adoption Date:

Effective Date:

First Reading:

Second Reading:

                                                 CITY OF MUSKEGON

                                                 By: __________________________
                                                        Ann Meisch, MMC
                                                        City Clerk




                                                                                           5
             CERTIFICATE (Rezoning 1021 Jefferson St from FBC, UR to FBC, NC)

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 12th day of February, 2019, 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 2006, and that minutes were kept and will be or have been made available as required thereby.

DATED: ___________________, 2019             ________________________________
                                             Ann Meisch, MMC
                                             Clerk, City of Muskegon



Publish        Notice of Adoption to be published once within ten (10) days of final adoption.




                                                                                                        6
                                             CITY OF MUSKEGON
                                            NOTICE OF ADOPTION

Please take notice that on February 12, 2019, the City Commission of the City of Muskegon
adopted an ordinance amending the zoning map to provide for the change of zoning for 1021
Jefferson St from FBC, UR to FBC, NC:

         CITY OF MUSKEGON REVISED PLAT OF 1903 ALL OF BLOCK 355 EXC LOT 4 AND THE W
         1/2 OF LOT 3

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 ____________________, 2019                           CITY OF MUSKEGON

                                                               By ___________________________
                                                                     Ann Meisch, MMC
                                                                     City Clerk

---------------------------------------------------------------------------------------------------------------------

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

Account No. 101-80400-5354




                                                                                                                        7
Date:     2/12/2019

To:       Honorable Mayor and City Commissioners

From:     Planning Department

RE:       Restrictive Covenant for 350 Shoreline Drive


SUMMARY OF REQUEST:

Authorize the mayor and clerk to sign the restrictive covenant for nonresidential
remedial action for the city owned property located at 350 Shoreline Drive. Various
contaminants remain within the soil and groundwater on site, and this restrictive
covenant is necessary to document those hazardous substances and direct any future
land owners with regard to preventing unacceptable exposure. DTE will continue to
operate a groundwater extraction system to treat groundwater on site.

FINANCIAL IMPACT:

None

BUDGET ACTION REQUIRED:

None.

STAFF RECOMMENDATION:

Authorize the mayor and clerk to sign the restrictive covenant.
    DECLARATION OF RESTRICTIVE COVENANT FOR A RESTRICTED NONRESIDENTIAL
                              REMEDIAL ACTION

                                 MDEQ Reference No.: RC-RRD-201-040-18

This Declaration of Restrictive Covenant (“Restrictive Covenant”) has been recorded with the Muskegon
County Register of Deeds for the purpose of protecting public health, safety, and welfare, and the environment
by prohibiting or restricting activities that could result in unacceptable exposure to environmental
contamination present at the Property that is located on a portion of 350 Shoreline Drive, Muskegon, Michigan,
portion of Property Tax ID Number 61-24-205-563-0010-00, owned by the City of Muskegon and legally
described in Exhibit 1 attached hereto (“Property”). Exhibit 1 also includes a survey of the Property.

The Property is associated with MichCon/Lakey Foundry Facility (Site ID 61000027) for which response
activitites were conducted pursuant to Part 201, Environmental Remediation, of the Natural Resources and
Environmental Protection Act, 1994 PA 451, as amended (NREPA), MCL 324.20101 et seq. The Property
described contains hazardous substances in excess of the concentrations developed as the unrestricted
residential criteria under Section 20120a(1)(a) or (17) of the NREPA.

Michigan Consolidated Gas Company (MichCon) (now DTE Gas Company (DTE Gas)) has submitted a No
Further Action (NFA) Report to the Michigan Department of Environmental Quality (MDEQ) that includes
nonresidential land use-based cleanup criteria as defined and set forth in Section 20120a, of Part 201 of the
Natural Resources and Environmental Protection Act (NREPA), 1994 PA 451, as amended, MCL 324.20101 et
seq., for the environmental remediation associated with the Property.

The restrictions contained in this Restrictive Covenant, recorded pursuant to Section 20121(2) of the NREPA,
are based upon information available at the time the response activities were implemented. Failure of the
response activities to achieve and maintain the criteria, exposure controls, and any requirements specified by the
response activities; future changes in the environmental condition of the Property or changes in the cleanup
criteria as defined in the NREPA; the discovery of environmental conditions at the Property that were not
accounted for during implementation of the response activities; or use of the Property in a manner inconsistent
with the restrictions described herein, may result in this Restrictive Covenant not being protective of public
health, safety, and welfare, and the environment.

Summary of Response Activities and Environmental Contamination

Soil and/or groundwater at the Property are contaminated primarily with benzene, ethylbenzene, xylenes, 1,2,4-
trimethylbenzene (TMB), 1,3,5-TMB, acenaphthene, benzo(a)pyrene, bis-2-ethylhexylphthalate, dibenzofuran,
fluoranthene, fluorene, 2-methylnaphthalene, naphthalene, phenanthrene and pyrene along with a few metals
and cyanide from historical industrial operations. Prior to the recording of this Restrictive Covenant, response

                                                        1
activities have been undertaken to install a one foot or thicker soil cover over the Property to remove the direct
contact pathway for soil to the elevations shown in Exhibit 2. In addition, a groundwater extraction system and
slurry wall were installed and will continue to be operated to hydraulically control affected groundwater. Some
hazardous substances remain present on the Property that require controls in the form of groundwater use
restrictions and soil management restrictions to prevent unacceptable exposure.

Residual Dense Non-aqueous Phase Liquid (DNAPL), related to historic foundry operations were properly
characterized and assessed, and will remain in place at the Property. The DNAPL exists below the ground
surface at a depth of approximately 20 to 30 feet below ground surface and is located within the southwest
central portion of the Property approximately where shown on Exhibit 3. The restrictions provided for in this
Restrictive Covenant serve to prevent unacceptable exposure to hazardous substances for the entire Property as
a result of the conditions created by the presence of the DNAPL, soil and/or groundwater contaminant
concentrations that exceed the unrestricted nonresidential criteria under Section 20120a(1)(a) of the NREPA.

Definitions
As used herein, the term “Owner” shall mean at any given time the then current title holder of the Property.

All other terms used in this document which are defined in Part 3, Definitions, of the NREPA; Part 201 of the
NREPA; or the Part 201 Administrative Rules, Michigan Administrative Code, 2013 AACS R 299.1 – R
299.50, shall have the same meaning in this document as in Parts 3 and 201 of the NREPA and the Part 201
Administrative Rules, as of the date of filing of this Restrictive Covenant.

NOW, THEREFORE, the City of Muskegon, of 933 Terrace Street, Muskegon, Michigan 49440, pursuant to
Section 20120a of NREPA, hereby imposes the following restrictions on the Property:

1.     The uses of the Property are restricted to any of the following: (1) use that is consistent with the
assumptions and basis of the nonresidential cleanup criteria established pursuant to Section 20120a; (2) uses
consistent with other criteria subsequently established pursuant to Section 20120a; (3) uses determined to be
acceptable according to paragraphs 3(A)(i) and 3(A)(ii) of this restrictive covenant; or, (4) other use as
approved by the MDEQ.

Specifically, the prohibited residential land uses include, but are not limited to, homes and surrounding yards,
condominiums, and apartments where people live and sleep for significant periods of time. Cleanup criteria and
associated land use descriptions are located in the Government Documents section of the State of Michigan
Library.

2.      Activities at the Property that may interfere with the remedial action, operation and maintenance,
monitoring, or other measures necessary to assure the effectiveness and integrity of the remedial action
described in the NFA Report are prohibited. The Soil Cover, required by the NFA Report and previously
placed on the Property, comprises a one foot or thicker exposure barrier to prevent direct contact with affected
subsurface soils, as defined in the NFA Report, and is to be inspected and maintained by DTE Gas as provided
in the NFA Report. DTE Gas has a June 27, 1994 agreement with the City of Muskegon to inspect and
maintain the Soil Cover through at least 2024. A figure that depicts the elevation of the top of the one foot or
thicker Soil Cover to be maintained at the Property is provided in Exhibit 2.




                                                        2
3.     Activities at the Property that may result in unacceptable exposures or that could result in the release of
a hazardous substance which was contained as part of the remedial action are prohibited.

       3(A). The subsurface soils and groundwater beneath the Soil Cover on the Property contain hazardous
substances, including volatile, semi-volatile, and heavy metal compounds, at concentrations that present a
potential threat to public health if exposure occurs.

        3(A)(i). With respect to the future use(s) of the Property, the owner shall conduct an appropriate
evaluation of the potential risks from exposure to contaminants identified within this Restrictive Covenant as
present in the subsurface soils and groundwater, if those uses would result in exposure, in order to assure that
unacceptable exposure to contaminants does not occur. The evaluation shall be consistent with Section 20120a
of Part 201 of NREPA. Appropriate control measures that are identified to be necessary to prevent
unacceptable exposure shall be incorporated into the construction plans and implemented.

         3(A)(ii).Construction of buildings in areas that are above the as built elevations of the Soil Cover are
allowed. Structures on the Property that are intended for occupancy do require vapor intrusion evaluation prior
to construction, even if they are entirely above the elevation of the Soil Cover. Construction of foundations,
utilities, and related structural components of buildings on the Property, and subsequent maintenance thereof,
may penetrate the approved Soil Cover into areas of existing contaminated soil so long as such activity does not
interfere with the implementation of hydraulic control as defined within the NFA Report and repair to the Soil
Cover is completed in a timely fashion consistent with its current construction, and so long as any utility
manhole or sump used in connection with such structural component is located outside of any building
structure. The elevations to be used as reference points for construction, to be completed in compliance with
this section, are those established by the as-built drawings for the Soil Cover that are on file with MDEQ and
the City of Muskegon Engineering Department and provided in Exhibit 2. A health and safety plan shall be
developed for persons involved in subsurface construction and maintenance activities to assure protection of
workers pursuant to all applicable worker safety laws.

       3(B). All contaminated surface and subsurface soils found on the Property must be managed in
accordance with the requirements of Section 20120c of NREPA and other applicable state and federal laws.

       3(C). Any use of groundwater beneath the Property is prohibited, except for the purposes of
environmental assessment, monitoring and remediation. Short-term dewatering for construction purposes is
permitted provided the dewatering, including management and disposal of the groundwater, is conducted in
accordance with all applicable local, state, and federal laws and regulations and does not cause or result in a
new release, exacerbation of existing contamination, or any other violation of local, state, and federal
environmental laws and regulations.

4.      Conveyance of Property Interest - Owner shall notify MDEQ and DTE Gas of the Owner’s intent to
convey any interest in the Property, no less than fourteen (14) days prior to consummating the conveyance.
Notice to the MDEQ will not be required for leasing of space unless breaching of the Soil Cover or construction
of an occupiable space may occur by the tenant. A conveyance of title, an easement, or other interest in the
Property shall not be consummated by the Owner without adequate and complete provision for compliance with
the terms and conditions of this Restrictive Covenant.




                                                         3
5.     Access - The Owner hereby grants to the MDEQ and its designated representatives the right to enter the
Property at reasonable times for the purpose of determining and monitoring compliance with the NFA Report,
including the right to take samples, inspect the operation of the remedial action measures and inspect records.

DTE Gas and its designated representatives reserve the right to enter the Property at reasonable times and on
reasonable notice to maintain the Soil Cover and conduct monitoring pursuant to the NFA Report.

DTE Gas retains, for itself and its designated representatives, the right to enter the Property at reasonable times
and on reasonable notice to implement response activities pursuant to the NFA Report.

6.      Enforcement - The State of Michigan, through the MDEQ and DTE Gas may enforce the restrictions set
forth in this Restrictive Covenant by legal action in a court of appropriate jurisdiction.

The restrictions shall run with the Property and shall be binding upon all owners, successors, lessees or assigns
and their authorized agents, employees, or persons acting upon their direction and control, and shall continue
until the MDEQ or its successor approves modifications or rescission of this Restrictive Covenant.

7.     Severability - If any provision of this Restrictive Covenant is held to be invalid by any court of
competent jurisdiction, the invalidity of such provision shall not affect the validity of any other provisions
hereof. All such other provisions shall continue unimpaired in full force and effect.




                                                         4
The undersigned persons executing this Restrictive Covenant on behalf of the City of Muskegon represent and
certify that they are duly authorized and have been empowered to execute and deliver this Restrictive Covenant.

IN WITNESS WHEREOF, the City of Muskegon has caused this Restrictive Covenant to be executed on this
________ day of ____________, 2019.

Signed in the presence of:                                        CITY OF MUSKEGON

                                                           By


                                                           By




STATE OF MICHIGAN
COUNTY OF MUSKEGON


The foregoing instrument was acknowledged before me on _______________, 2019, by
___________________ and __________________ of the City of Muskegon, pursuant to the authority of the
Muskegon City Commission.



Drafted by and when
recorded return to:
Vincent E. Buening
TRC Environmental Corporation
1540 Eisenhower Place
Ann Arbor, MI 48108




                                                       5
          EXHIBIT 1

Legal Description of the Property
                                                                                                                                                                                                     TERRACE
                                                                                                                                                                                                    POINT DRIVE





                                                                                                                                                                                                            IVE
                                                                                                                                                                                                          DR
                                                                                                                                                                                                       INE
                                                                                                                                                                                                     EL
                                                                                                                                                                                                   OR




                                                                                                                                          N
                                                                                                                                          O
                                                                                                                                                                                                  SH




                                                                                                                                          R
                                                                                                                                          T
                                                                                                                                          H




                                                                                                                                   SCALE: 1" = 200'




                                                                                                                       FIELD SURVEY BY:               SUPERVISION BY:     Prepared By:

                                                                                                                       DRAWN BY:                      CHECKED BY:
                                                                                                                                                                        MOORE BRUGGINK, INC.
                                                                                                                                                                        Consulting Engineers
                                                                                                                                                                        2020 Monroe Avenue N.W.
                                                                                                                       DATE:                          PROJECT NO.:      Grand Rapids, Michigan 49505-6298
                                                                                                                                                                        Phone: (616) 363-9801 Web: www.mbce.com
                                  EXHIBIT 2

Elevation of Top of The One Foot or Thicker Soil Cover to be Maintained on Lot 10
                      8.5x11 --- USER: DStehle --- ATTACHED XREF'S: --- ATTACHED IMAGES:
Version: 2017-10-21
                      DRAWING NAME: J:\_TRC\DTE\Lakey Foundry\305066\0000\ 305066.0000.EXH02.dwg --- PLOT DATE: September 27, 2018 - 9:09AM --- LAYOUT: EXHIBIT 2




                                                                                582 585
                                                                                                                                                                                                          LEGEND



                                                          587
                                                               586                                                                                                           58




                                                                                            580
                                                                                                                                                                                 8




                                                                                                                                                                   588
                                                                                                                                                              7
                                                                                                                                                                                     9




                                                                                           58




                                                                                                                                                              58
                                                                                                                                                                                  58




                                                                                                                                             6
                                                                                                                                           58
                                                                                              5




                                                                                                                                6
                                                                                                                              58
                                                        835




                                                                                                                                                                             590
                                                    584 582




                                                                                                                                                              8
                                                                                                                                                              58
                                                                                                  58




                                                                                                                                                                                  591
                                                                                                             587
                                                                                                                              587                                                                        59


                                                                                                   6




                                                                                                                                                                                592
                                           580




                                                                                                                                                                                             595
                                                                                                                                                                                                           7
                                 578




                                                                                                                                                                              593
                                                                                                                                                 588




                                                                                                                                                                                           594
                                        5 581




                                                                                                                                                                                                   594
                                                                      586
                             9

                                      58




                                                                                                                                                  589                0
                           57




                                                                                                                                                                   59
                                                          586




                                                                                                                 58
                                                                                                                 58                                                                                593


                                                                                                                      7
                                                                                                                   7
                                                                                                                                                                                1




                                                                                                                                                                                                 59
                                                                                                                       58                                                     59CITY OF




                                                                                                                                                                                                  2
                                                                                                                          6
                                                                                                  58




                                                                                                                                                                              MUSKEGON
                                                                                                    6




                                                                                                                                          58




                                                                                                                                                                                                                                                   593



                                                                                                                                                                                                                                                                 592
                                                                                                                                                                              PROPERTY




                                                                                                                                           8
                                                                                                                                                                                Lot 10
                                                                                                                                                                                 2
                                                                                                                                                                              59
                                                                                                                                                                                                      593




                                                                                                                                                        58
                                                                                                                                          585




                                                                                                                                                         9




                                                                                                                                                                                                                                                            59
                                                                                                                                                                                                                                                             3
                       585




                                                                                                                                                                                     592
                                                                      58
                                                                       6




                                                                                                                                                                         59
                                                                                                                                                                                                               593




                                                                                                                                                                                                                                593
                                                                                                                                                                                                                                                       59




                                                                                                                                                                             0
                                                                                                                                                                                                                                                         3




                                                                                                                                                                                                            592
                                                                                                                                                                        58
                                                                                                                                                                          8 58 5                                                      94
                                                                                                                                                                              9 9      0                                            5




                                                                                                                                                                                                   2
                                                                                                                                                                                                                                       5
                                                                                                                                                                                                                                    59




                                                                                                                                                                                                   59
                                                                                                                                                                                                                                           59
                                                                                                                                                                                                                                             6
                                                                                                                                                        585                                 58
                                                                                                                                                                                              6
                                                                                                                                                                                                             59 593 5
                                                                                                                                                                                                         58 589 1   5 95
                                                                                                                                                                                                           7      59 92 59




                                                                                                                                                                                                                                                 594
                                                                                                                                    58




                                                                                                                                                                                                                  58 0    4
                                                                                                  587




                                                                                                                                      6




                                                                                                                                                                                                                    8
                       57
                         4

                                   58




                                                              58
                                      0
                                       58




                                                                  6                                                                                                586
                                            2




                                                                                                                                                                                           58
                                                 58




                                                                                                                                                                                             5
                                         57 5

                                                   5
                                           7 75




                                                                                                                                                                                                                      59 90 58587
                                                                                                                                                                                                                        2 59 9
                                                                                                                                                                                                                            1
                                                                                                                                                                                                                                                                                      0                100


                                                                                                                                                                                                                     588 86
                                                                                           58




                                                                                                                                                                                                                        5
                                                                                                                                                                                                                        5
                                                   57




                                                                                              7
                                                      4




                                                                                                                                                                                                                                                                                APPROXIMATE SCALE IN FEET
                                                                                                                                                                                                                          593

                                                                                                        PROJECT:                                                                                                                                                       DRAWN BY:                        D.STEHLE
                                                                                                                                                          DTE GAS COMPANY
                                                                                                                                                                                                                                                                       CHECKED BY:                     V.BUENING
                                                                                                                                                FORMER LAKEY FOUNDRY PART 201 FACILITY
                                                                                                                                                         MUSKEGON, MICHIGAN                                                                                            APPROVED BY:                              -
                                                                                                                                                                                                                                                                       DATE:                     SEPTEMBER 2018
                                                                                                        TITLE:
                                                        1540 Eisenhower Place                                                                                                                                                                                          PROJ. NO.:                      305066.0000
                                                           Ann Arbor, MI 48108                               ELEVATION OF TOP OF THE ONE FOOT OR THICKER SOIL COVER                                                                                                    FILE:                 305066.0000.EXH02.dwg
                                                          Phone: 734.971.7080                                               TO BE MAINTAINED ON LOT 10
                                                          www.trcsolutions.com                                                                                                                                                                                                            EXHIBIT 2
              EXHIBIT 3

Extent of Dense Non-Aqueous Phase Liquid
                      8.5x11 --- USER: DStehle --- ATTACHED XREF'S: bmc062508-Updated 2013-01dwg --- ATTACHED IMAGES: Gep 2013-09; Gep 2013-09 2; Google 2013-08-22;
                      DRAWING NAME: J:\_TRC\DTE\Lakey Foundry\305066\0000\ 305066.0000.EXH02-03.dwg --- PLOT DATE: September 26, 2018 - 11:46AM --- LAYOUT: EXH 03 Ext of DNAPL below WT
Version: 2017-10-21




                                                                                                                                                                                               CB #5                FORMER GATE 4
                                                                                                                                                                                                                                                                                                                                           ELECTRICAL SWITCH BOX (CONNECTS TO
                                                                                                                                                                                                                                                                                                                                           ELECTRICAL CABLE GOING TOWARD BACK
                                                                                                                                                                                                                                                                                                                                           OF SHORELINE INN HOTEL)                                LEGEND                                          SURVEY NOTES
                                                                                                                                                          CB #3

                                                                                                                                                                                                MH-6                                                            SHORELINE INN
                                                                                                                                       CB #1


                                                                                                                                                                                                                                                                                                                                                                                                                                                 1.    BASE MAP DEVELOPED FROM SITE PLAN PREPARED BY MOORE
                                                                                                                                                                                                                                                                   HOTEL

                                                                                                                                                                                                                                                                                                                                                                                                                 PROPERTY LINES
                                                                                                                                                                                                                                    MH-7
                                                                                                                                      MH-2                MH-4
                                                                                                                                                                                                                            MH-8

                                                                                             MH-17

                                                                                                                                                                                                                                                                                                                                                                                                                 R.O.W.                                & BRUGGINK, INC., PROJECT NO.: 023038.
                                                                                                     CB #1




                                                                                                                                                                                                                                                                                                                                                                                                                 SANITARY SEWER                   2.   DRAWING NO. 023038.DWG, DATED 05-30-2001.1.HORIZONATAL
                                                                                                                                                                              ABANDONED


                                                                                                                                                                                                                                                                                                                                                                                                                 STORM SEWER                           TOPOGRAPHICAL INFORMATION IS SHOWN IN U.S SURVEY FEET,
                                                                                                                                                                                  VAULT




                                                                                                                                                                                                                                                                                                                                                                                                                                                       IN THE STATE PLANE COORDINATE SYSTEM RELATIVE TO THE
                                                                                        FORMER GATE 3
                                                                                            4' x 4' WELLHEAD VAULT
                                                                                                                                                                                                                                                                                                                                                                                                                 GAS MAIN
                                                                                                                                                                                                                                                                                                                                                                                                                                                       NORTH AMERICAN DATUM OF 1983 (NAD 83).
                                                                                                1" HDPE SDR 11 PIPE MIN. 4 ft.
                                                                                                BELOW GRADE
                                                                                                                                                                                                                                                CB #9

                                                                                                                                                                                                                                                                CB #10
                                                                                                                                                                                                                                                                                                                                                                                                                 WATER MAIN
                                                                                      6' x 6' METERING VAULT
                                                                              CLEAN OUT
                                                                                                                                                                                              CITY OF MUSKEGON                                                                                                                    CB #25
                                                                                                                                                                                                                                                                                                                                           MH-26
                                                                                                                                                                                                                                                                                                                                                    CB #28

                                                                                                                                                                                                                                                                                                                                                 MH-27
                                                                                                                                                                                                                                                                                                                                                                                                                 ELECTRIC CABLE (UNDERGROUND)     3.   VERTICAL INFORMATION IS IN U.S SURVEY FEET, RELATIVE TO
                                                                                                                                                                                                  PROPERTY
                                                                             ELECTRICAL AND
                                                                             CONTROL PULL BOXES
                                                                                                                                                                                                                       LOT 10                                                                                                                                                                                    PHONE CABLE (UNDERGROUND)             NATIONAL GEODETIC VERTICAL DATUM OF 1929 (NGVD 29).
                                                                          3" HDPE SDR 11 PIPE MIN. 4 ft.
                                                                          BELOW GRADE                                                                                                                                                                                                                                                                                                                            FENCE
                                                                                                                                                                                                                                                                                                                                                                                                                                                  4.   GROUNDWATER EXTRACTION SYSTEM UNDERGROUND PIPING,
                                                               4' x 4' WELLHEAD VAULT                                                                                                                                                                                                                                                                                                                            SHEET PILE WALL                       UNDERGROUND ELECTRICAL, DISCHARGE MANHOLE, EXISTING
                                                               1" HDPE SDR 11 PIPE


                                                                                                                                                                                                                                                                                                                                                                                                                 HYDRANT (HYD)                         MH-18, AND ANCILLARY STRUCTURES WERE SURVEYED BY
                                                               MIN. 4 ft. BELOW GRADE

                                                                                                                                                                                                                                                                                                                                        CB #14


                                                                                                                                                                                                                                                                                                                                                                                                                                                       DRIESENGA & ASSOCIATES, INC. AS AN AS-BUILT SURVEY
                                                                   6' x 6' METERING VAULT
                                                                                                                                                                                                             CB #12
                                                                                                                                                                                                                                                                                                                                                                                                                 WATER VALVE (WV)
                                                                                                                                                                                                                                                                                                                                                                                                                                                       DATED 06-25-1008, PROJECT NO. 0810105.5A.
                                                                 ELECTRICAL AND
                                                   CLEAN OUT
                              FORMER GATE 2                      CONTROL PULL BOXES
                                                                                                                                                   WEST MICHIGAN DOCK
                                                                                                                                                           AND                                                                                                                                                                                                                                                   CATCH BASIN (CB)
                                                                                                                                                    MARKET PROPERTY
                                                                                                                                                          LOT 9                                                                                                                                                               CB #13                                                                             LIGHT POLE (LP)
                                                                                                                                                                                                                                                                                                                                                                                                                 YARD LIGHT (YL)
                                                                                                                                                                                                                                                                                                                                                                                                                 PHONE RISER (PR)
                                                                                                             4" HDPE SDR 11 PIPE
                                                                                                             MIN. 4 ft. BELOW GRADE




                                                                                                                                                                                                                                                                                                                                                                                                         MH-17   SANITARY OR STORM SEWER MANHOLE LOCATION AND NUMBER
                                                                                                                                                                                                                                                                                                                                                                                                                 AS-BUILT SLURRY WALL (FUNNEL) AND GATE SEALS




                                                                                                                                                                                                                                                                                                                                  IVE
                                                                                                                                                                                                                                                                                                                            DR
                                                                                                                                                                                                                                                                                                                                   )
                                                                                                                                                                                                                                                                                                                                  AY
                                                                                                                                                                                                                                                                                                                                                                                                                 HYDRAULIC CONTROL PIEZOMETER / MONITORING WELLS




                                                                                                                                                                                                                                                                                                                             F-W
                                                                                                                                                                                                                                                                                                                             -O
                                                                                                                                                                                                                                                                                                                INT
                                                                                                                                             CLEAN OUT




                                                                                                                                                                                                                                                                                                                           HT
                          MMUSKEGON
                            u s k e g o n L LAKE
                                            ake




                                                                                                                                                                                                                                                                                                                        RIG
                                                                                                                                                                                                                                                                                                              PO
                                                                                                                                                                                                                                                                                                                                                                                                                 FORMER FULL SCREENED OXYGEN TRANSFER TREATMENT WELL LOCATION
                                                                                                                                                         GROUNDWATER EXTRACTION




                                                                                                                                                                                                                                                                                                                     IC
                                                                                                                                                                                                                                                                                                                     BL
                                                                                                                                                         SYSTEM UNDERGROUND




                                                                                                                                                                                                                                                                                                                   PU
                                                                                                                                                         DISCHARGE PIPING




                                                                                                                                                                                                                                                                                                               IDE
                                                                                                                                                                                                                                                                                                                                                                                                                 ABANDONED FULL SCREENED OXYGEN TRANSFER TREATMENT WELL LOCATION




                                                                                                                                                                                                                                                                                                              'W
                                                                                                                                                                                                                                                                                                      E
                                                                                                                                                                                                                                                                                                    AC
                                                                                                                                                                                                                                                                                                          86
                                                                                                                                                                   ELECTRICAL AND




                                                                                                                                                                                                                                                                                                        (AN
                                                                                                                                                                                                                                                                                                   RR
                                                                                                                                                                   CONTROL PULL BOXES




                                                                                                                                                                                                                                                                                                 TE
                                                                                                                                                                                                                                                                                                                                                                                                                 ABANDONED HYDRAULIC CONTROL PIEZOMETER LOCATION AND NUMBER
                                                                                                      FORMER
                                                                                                       GATE 1


                                                                                                                                                                           4" HDPE SDR 11 PIPE
                                                                                                                                                                           MIN. 4 ft. BELOW GRADE                                                                                                                                                                                                                HYDRAULIC CONTROL PIEZOMETER LOCATION AND NUMBER
                                                                                                                                                                                                                                                                                                                                                                                                                 FUNNEL CAPTURE WELLS

                                                                                                                                                                                                                                        FORMER
                                                                                                                                                                                                                                                                                                                                                                                                                 ABANDONED IN PLACE FORMER ISOC SYSTEM VAULT
                                                                                                                                                                                                                                        TRUCK WASH


                                                                                                                                                                                                                                                                         480 VOLT, 3-PHASE UNDERGROUND ELECTRICAL
                                                                                                                                                                                                                                                                         SERVICE CABLE AND SPARE (EMPTY) CONDUIT
                                                                                                                                                                                                                                                                                                                                                                                                                 GROUNDWATER EXTRACTION SYSTEM H-20 RATED VAULT
                                                                                                                                                                                                                                                CB #15                                                                                                                                                           GROUNDWATER EXTRACTION SYSTEM DISCHARGE PIPING (UNDERGROUND)
                                                                                                                                                                                                                                                                                 CB                                                                                                                              8" RECOVERY WELL
                                                                                                                                                                                                                                                              SITE ACCESS
                                                                                                                                                                                                                                                                                                                                                                                                                 MANHOLE
                                                                                                                                                                                                                                                                                                                                                                                                                 PULL BOXES




                                                                                                                                                                                                                                                                                                                                                                                           EIV
                                                                                                                                                                                                                                                                                                                                                                                         DR
                                                                                                                                                                                                                                                             VERIZON SERVICE PEDESTAL
                                                                                                                                                                   MH-24

                                                                                                                                                          CB #24

                                                                                                                                                                                                                                                 TRANSFORMER AND CONCRETE PAD
                                                                                                                                                                                                                                                                                                                                                                                                                 CLEANOUT
                                                                                                                                                                                                                                                                                                                                                                                                                 APPROXIMATE EXTENT OF DENSE NON-AQUEOUS PHASE LIQUID (DNAPL)




                                                                                                                                                                                                                                                                                                                                                                                   INE
                                                                                                                                                                                                                                                  EVERGREEN SHRUB SCREEN,
                                                                                                                                                                                                                                                  ARBORVITAE




                                                                                                                                                                                                                                                                                                                                                                                  EL
                                                                                                                                                                           ELECTRICAL AND

                                                                                                                                                                                                                                                                                                                                                                                                                 BELOW THE WATER TABLE ABOUT 20 TO 30 FEET BELOW GROUND SURFACE.




                                                                                                                                                                                                                                                                                                                                                                                  OR
                                                                                                                                                                           CONTROL PULL BOXES                                                    UTILITY PEDISTAL




                                                                                                                                                                                                                                                                                                                                                                                SH
                                                                                                                                                                                                                                                 CONTROL PANEL & HOUSING
                                                                                                                                                                                              CLEAN OUT                                          WITH 6' x 6' CONCRETE PAD
                                                                                                                                                                                                                                       AN
                                                                                                                                                                                                                                     "S
                                                                                                                                                                                                                                   42


                                                                                                                                                                                                                                                                                                                                                                                                                 AREAS OF RESIDUAL DNAPL MAY EXIST ON THE SITE.
                                                                                                                                                                           4 ft. DIA. CONCRETE DISCHARGE /
                                                                                                                                                                           SEPARATOR MANHOLE

                                                                                                                                                                                                                   AN
                                                                                                                                                                                               MH-30             "S                                  12-INCH DIAMETER PVC
                                                                                                                                                                                                               42
                                                                                                                                                                                                                                                     PIPE SCH 80
                                                                                                                                                                             CB #20
                                                                                                                                                                                                                   MH-18
                                                                                                                                                                                                                                                 EXISTING CITY OF MUSKEGON
                                                                                                                                                                           CB #19                            SAN
                                                                                                                                                                                                                           12




                                                                                                                                                                                                       12"
                                                                                                                                                                                                                                                 SANITARY SEWER MANHOLE MH-18
                                                                                                                                                                                                                           "S
                                                                                                                                                                                                                             AN




                                                                                                                                                                                      MH-21
                                                                                                                                                                                                  MH-22



                                                                                                                                                                                                                                                                            CB




                                                                                                                                                                                                                                                                                                                                              PROJECT:                                                                                                                    DRAWN BY:                     D.STEHLE
                                                                                                                                                                                                                                                                                                                                                                                                           DTE GAS COMPANY
                                                                                                                                                                                                                                                                                                                                                                                                                                                                          CHECKED BY:                  V.BUENING
                                                                                                                                                                                                                                                                                                                                                                                                 FORMER LAKEY FOUNDRY PART 201 FACILITY
                                                                                                                                                                                                                                                                                                                                                                                                          MUSKEGON, MICHIGAN                                              APPROVED BY:                           -
                                                                                                                                                                                                                                                                                                                                                                                                                                                                          DATE:                  SEPTEMBER 2018
                                                       0                                                          160                                                                                                                                                                                                                         TITLE:
                                                                                                                                                                                                                                            1540 Eisenhower Place                                                                                                                                    APPROXIMATE EXTENT OF                                                PROJ. NO.:                  305066.0000
                                                                                                                                                                                                                                               Ann Arbor, MI 48108
                                                                                                                                                                                                                                                                                                                                                                                                   DENSE AQUEOUS PHASE LIQUID                                             FILE:           305066.0000.EXH02-03.dwg
                                              APPROXIMATE SCALE IN FEET                                                                                                                                                                       Phone: 734.971.7080
                                                                                                                                                                                                                                              www.trcsolutions.com                                                                                                                                   BELOW THE WATER TABLE                                                               EXHIBIT 3
                                          EXHIBIT 4

                           CONSENT OF EASEMENT HOLDERS

As evidenced below by my signature, I agree and consent to the recording of the land use and
resource use restrictions specified in this Restrictive Covenant and hereby agree that my property
interest shall be subject to, and subordinate to, the terms of the Restrictive Covenant.

                                                                    Parkland Acquisition, LLC
                                                                   940 Monroe NW, Suite 155
                                                                      Grand Rapids, MI 49503

                                             By:    _________________________________
                                                    Signature

                                             Name: _________________________________
                                                   Print or Type Name

                                             Its:   __________________________________
                                                    Title

STATE OF [enter the state where the document is signed]
COUNTY OF [enter the county where the document is signed]

___ ___

                                             ________________________________________
                                             Notary Public Signature
                                             ___ ___
Date:     2/12/2019

To:       Honorable Mayor and City Commissioners

From:     City Manager

RE:       Sale of City Owned Property to Damfino Development, LLC


SUMMARY OF REQUEST:

Sell a city owned parcel, 1490 Edgewater Street, to Damfino Development, LLC for a
purchase price of $15,000. Closing to be scheduled at the earliest convenience for both
parties, and closing costs to be paid by Damfino Development, LLC. The parcel is
landlocked between the Harbour Towne Marina and vacant land currently owned by
Damfino Development, LLC. The parcel became isolated when land was conveyed for
the Harbour Towne Marina.

FINANCIAL IMPACT:

$15,000 in revenue

BUDGET ACTION REQUIRED:

None.

STAFF RECOMMENDATION:

Sell the landlocked parcel to Damfino Development, LLC for $15,000.
                                             List of Exhibits


EXHIBIT A - Location of Triangle Parcel

EXHIBIT B – Deed from Central Land Company to City of Muskegon

EXHIBIT C – Deed from City of Muskego to C.A.R. Development

EXHIBIT D - Muskego to C.A.R. Development shown on survey

EXHIBIT E – Deed from C.A.R. Development to Harbour Towne Limited Partnership A

EXHIBIT F – Title Search

EXHIBIT G – Survey depicting all relevant borders.




                                    560 Mart St. Muskegon, MI 49440
                                   P: (231) 722-6691 F: (231) 726-6636
                                                                                                                                                                                                                                                                                                                                                                                                                   EXHIBIT A
                                                                                                                                             420
                                                                                                                                              HARBOUR TOWNE MARINA CON
                                                                                                                                                                      DOMINIUM




                                                                                                                                                                                                                                                                                                                                                   4'
                                                                                                                                                                                                                                                                                                                                                23
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                                                                  POIN
                                                              W
                                                           VIE
                                                                                                                                                                                                                                                                                                                                                40'
                               NA                                                                                                                                                                                                                                                                   555'±




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                                                                                                                                                                                                                                                                                                                                                        38


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                                                                                                                                                                                                                                                                                                                                                           5.

                                                                                                                                                                                                                                                                                                                                                                    R
                                                                                                                                                                                                                                                                                                                                                              5'


                                                                                                                                                                                                                                                                                                                                                                          ST
                                                                                                                                                                                                                                                                                                                                                                                  RE
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                                                                     67
                                                                  PIG 3
                                                                     EON
                                                                         KEY
                                                                             MAR
                                                                                INA




                                                                                                                                                                                                                                                                                                                                                                                                           33
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                                                                                                                                                                                                 O       N
                                                                                                                                                                                             PIGE




                                                                                                                                                                                                                                                                                                                                                                                                                                    11
                                                                                                                                                                                                                                                                                                                                                                                                                                      6'
                                                                                                                                                                                                                                                                                                                                                                                                                   274.4'

                                                                                                                                                                                                                                                                                                                                                                                                  MANHATTAN AVENUE




                                                                                                                                                                                                                                                                                                                                                                                   50'
                                                                                                                                                                                                                                                                                                                                                                                                             270
                                                                                                                                                                                                                                                                                                                                                                                                                     345.4'




                                                                                                                                                                                                                                                                                                                                                                                                                                                    135'
                                                                                                                                                                                                                                                                                                                                                                                                           EDGEWATER
                                                                         CT.




                                                                                                                 425                                                                                                                                                                                            741                                                                                                                        127.8'

                                                                                                                           NE
                                                                     BAR




                                                                                                                       OW
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                                                                 ND




                                                                                                                RB          M
                                                                                                              HA        INIU
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                                                                                                                                                                                                                                                                    2002.88'
                                                                                                                                                                                                                                                                                                                                                                                                    350'

                                                                                                                     DOM                                                                                                                                                                                                                                                                             BRIGHTON AVENUE




                                                                                                                                                                                                                                                                                                                                                                   50'
                                                                                                                   N




                                                                                                                                                                                                                                                                                                                                                                                                                                                           EDG
                                                                                                                 CO                                                                                                                                                                                                                                                                                   300'




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                                                                                                                                                                                                                                                                                                                                                                                                                                                                  TER
                                                                                                                                                                                                                                   CLE




                                                                                                                                                                                                                                                                                                                                                                                                                             250'
                                                                                                                                                                                                                                CIR




                                                                                                                                                                                                                                                                                                                                                                                                                                                                 STR
                                                            201




                                                                                                                                                                                                                                                                                                                                                                                                                                                                   EET
                                                                                                                                                                                                                                     E
                                                                                                                                                                                                                        HARBOUR TOWN




                                                                                                                                                                                                                                                                                                                                                                                                      300'




                                                                                                                                                                                                                                                                                                                                                                     50'
                                                                                                                                                                                                                                                                                                                                                                                                                   WINDWARD AVENUE
                                                              CE




                                                                                                                                                                                                                                                                                                                                                                                                     250'
                                                                NT
                                                                  RA




                                                                                                                                                                                                                                                                                                                                                                                                                      250'
                                                            761
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                                                                                                                                                                                                                                                                                                                                                                                                      250'
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                                                                            DE 'S #




                                                                                                                                                                                                                                                                                                                                                                                   60'
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                                                                                                                                                                                                                                                                               350'




                                                                                                                                                                                                                                                                                                                                                                                         156.5'
                                                                                Y            ST
                                                                                   1




                                                                                                                                                                                                                                                                                                                                                                                    50'           PARK PLACE (VAC.)




                                                                                                                                                                                                                                                                                                                                                                         194.0'
                                                                              50                                                                                                                                                                                                                          736
                                                                                5         60.35'
                                                                                                                                                       1188.06'
                                                                                                                                                                                                                                                                                                                                                                                   50'
                                                                                    50'

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                                                                                                                                                                                                                                                                                                                                                                                    30'
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                                                                                                                                                                                                                                                                                                                                                                                                         WATE
                                                                                                                                                                                                                                                                                                                                                                            400'




                                                                                                                                                                                                                                               61-24-205-735-0001-00
                                                                                                                                                                                                                                               1490 EDGEWATER ST
                                                                                              45.9




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                                                                         NC                                                                                                                                                                                                                                                                                                                                         497
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                                                                                                                                 488.74'

                                                                                                                LAKE MICHIGAN PARK                                                                                                                                                                                                                                       726
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                                                                                                                                                                                                                                                          830.0'±
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                                                                                                                                                                                                                                                                                                                                                                                                                   725
                                                                                                                                                                                213.6 3.24'
                                                                                                                                                                         WILCO




                                                                                                                                                                                                               450.0'±
                                                                                                                                                                                                                                                                                         380.0'±
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                                                                                                                                                                                                                                                                                                                                                                                                           ED
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                                                                                                                                                                                                                                                                   3400 WILCOX AVE
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                                                                                                                                                                                                           3460 WILCOX AVE
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                                                                                                                                                                                                                                                                                                                                                Ê
Path: O:\GIS\Projects\AERIAL TEMPLATE_PORTRAIT_18x24.mxd




                                                                                                                                                                                                                                   Map Features
                                                                                                                                                                                                                                  PARCELS OF INTEREST
                                                                                    CITY OF MUSKEGON                                                                                                                                                                                                                  0          100           200        300                      400                500
                                                                                                                                                                                                                                   PARCELS
                                                                                                                                                                                                                                                                                                                                                 Feet
                                                                    PARCEL TAX MAPPING W/                                                                                                                                          CRITICAL DUNE AREAS                                                                                     1 inch = 125 feet                                                                     Muskegon County Equalization
                                                                                                                                                                                                                                                                                                                                               (1:1,500)                                                                                 Mapping & GIS
                                                                   2014 AERIAL PHOTOGRAPHY                                                                                                                                         PLAT BOUNDARY                                                                                                                                                                                 173 E. Apple Avenue, Suite 201
                                                                                                                                                                                                                                                                                                                          This map is intended for use as a taxation parcel map                                                        Muskegon, MI 49442
                                                                  SAND PRODUCTS CORPORATION PARCELS                                                                                                                                ROAD ROW                                                                               only. Features contained on this map are for                                                                Phone: (231) 724-6386
                                                                                                                                                                                                                                                                                                                          reference and no claim to accuracy is intended.                                                              Fax: (231) 724-1129
                                                                                                                                                                                                                  198.14'          PARCEL DIMENSIONS                                                                      For exact feature location and identification, parties
                                                                                                                                                                                                                                                                                                                                                                                                                               http://www.muskegoncountygis.com
                                                                                                                                                                                                                                                                                                                          should consult a licensed professional surveyor.
                                                                                                                                                                                                                                                                                                                                                                                                                                  Page Printed Date: 8/26/2016
                                                                                 EXHIBIT B

llU
      '..I•
      :.Jlj)   P.\G£   c.n..;
                         ,"'I                                          ,.




                   WI f I BI 8 IT Ht•
               That the Hid party ot the first part, tor uld in comideratioa
or the 11a or one l>oll■r (tl.OO) and other nh•ble oauideratione, to it 1n
buui paid by the to.id party of the Hoond part, the reoeipt whereof h hereby
oontoaaed &lld aok:Dowledged, dooa by theae presete, grant, ti.z-gain, 1ell,
  sie , relu■e u.d r�rner QUIT OWM unto tho •ld party of the eeccmd pe.rt,
and to it• a111i;;n1, for...-er, all tboee certain pieoe■ or paroel1 or l•nd
situftted in the City or Muangcm, County or Mu1kebou, and st.ate or W1oh\i:;9n,
la1own and deooribed •• tollo••• to-wit,

                   YlkST, al l the tollawi.� deaoribed pleoea or parcelo
                   or land 11t uate and beinr, in n:LS<II • COlJl'AJIY 1 8 ENLARGEU
                   I.HD C�ECTt:D PLAT OF Tfr� VIL.LJOE OF 1.1.Kt,'TOli, Yi&. I

                                   Lota one (1) and two l2) of Block one (1),
                   except tho Souttwrly one hUZ1dred and fifty (160) feet
                   thereof. .Uao mown and duoribed u Lot t'lll0 (2) of
                   Block te'feD hundrfld and forty-N."ftl (7'5) or the ReYbttd
                   Pl1,t of the City or Muebgc:m, adopted April 9, 1903.

                                     Lota tour (4), r1,,, (6), au (6), ten (10),
                  and o lc,ven ( 11 ) , or Block on& ( l), Aho known and
                  described aa Lota fo ur (4), fin (5). eix (6), ten (1 ),
                  and eli-'tell (11), of Block anen hundred and i'orty-tiYe
                  (716) or the bTiaed Plat of the City or Llu11lcngoo 0 lliopt d
                  April 9, 1903.

                                    Lot one (1), two (2), ttree (3), •nu
                   (7),  eight (8) and nine (9), of Block two (2). Alao
                  lcnomi and described u Lot One (1), ol' Block anen hundred
                  and fo1·ty-eight (748) or the Rnised Plat of the City or
                  11.uakecon. adopted April 9, 1903.

                                      Lot• two (2) and riTe (6) ot Bloot three (J).
                  A.110 lmolll!l and doaoribod a11 Lota two (2) and N.ve (6), or
                  Bloek enen hundred and forty-,_.en (7'7) oi' th,Q Renaod
                  Pbt of tho 1.1ty or Muabgon, adopted •pril 9, 1903,

                                 Lots one (1) to five (6), both inclwiiYe, of
                  Block fout (t). A110 known and de1orllled aa Lot one (1) of
                  Dlook: HYell hwdred Uld forty-ai'X ( 1"6} oi' t h«l 1<oviaed Pbt
                  or the City or Muakegon, adopted April 9, 1903.

                                  ill ot Block fi•e (5). il■o ia1ollfu and
                  duor 1� u all of Block H't'llll hzdred and rcrt;y-Dine
                  (769) or the ierl■ed Plat or the City ot Yulkegcm, ad optad
                  April 9, 190S.




                                   --
           ..ur.,, •ro,
                !t1A£b b Y �




                                               UBU   ;   �t � I , '-' t   I   •




 Lota GIie (1) t:o 8nf!f1 (7), boUI 1Dcl ua be► oJ'
 Blook au (6)1 lho \Dote and deitl'1Hd u
 Lota cm• (1) to Sntm (7), bath 1nolue1n, or
 Blook ,n., hundred and tlrty•c:wa• (7111) or >u,
 R••11ed Plat ot tt\e City or W1Pkegoa, adopted
 A.pril 9 • 1903.

                      All oJ' Block 1t1T«1 (7) • .i,,,
 deeori bed u that pi.rt of Bloor. -••n hunrlrttd
 and tht. rty-n1r.e ( 739) of the J!nised Pb t of the
 t;1ty or lluolrogon, lldopted April 9 1 l!IOJ,' bow11fod
   lorttwrly ISld Er•� terly by tho wu.akcbu.r L•k•
 Channel, Southl'lr ly by tho 1-ortt, line .., f ·:;ate r
 Streat, 'i\rsterly by tho Y/eisterly Une of lh111c-h
 Avenue., f!-7.tf'ndnd to i!w.l.:u{;011 Lalct1 ChNw.el.

                     Loli three (:5), fo1r (4), !'ive
 (o) a.11d Lo';r. eight (ll) to rowrtu11 (U), both
 1.nolushe, of !!look Eight {B). Aho lmOMl anrl
 dcecriberl •• LotG thrl'le (3), fuur (t), fiwe
 (b) and Lots l!.i�)lt (6) to fourteen (14), both
 inclulive, ot Block 76?. of tho: R•Tiaec Pbt of
 t:hr City of Mu1lce&Ofl, adopted April 9, 1903.

                         Lotc. orie (1), nine (9), and ten
(10), of Bl.ook ten (lo), Alav mown and �eaoribf'd
 1111 Le':.• one (l), n1.ne (9), encl ten (lo), of Bloclc
 i •'""11 IHir,d r<',1 end 1'1.fty-four ( 7 �,i) ol' thA Hc>Th�d
 i'lr," �r tnc �it;; l'f ll.uskq�i·n, 11,loptt-d April 9, l!l03o

                    All or Block ele-.on (11). �lee
:.:nuwn ann desoribed •11 all of Bloc.I: sove11 hundn,d
a11d fU'ty-fiw (765) ot the Rc-wir;fld Pbt of the
L:ity of liuelrflgon, edouted April 9 1 190�.

                   Lots one (l) to aeTen (7), both
rnclus:i.vti, of Block twel'ye (12). Al•o lalown and
described u Lota one (l) to ,.,..en (7), bl1th
inolwshc, of Block' 10Ten hundred N.ft:.••sil't (7b6)
of the Herlaed Plr.t of tht• .;1 ty of 11u1lcetaia,
todopted April 9, 1903,

                     Lot one (1) or Block thirteen (13),
Alno lal01ffi •ru:I de1cribed ea Lot oue (l} of Blook
aewen hUDctred fifty-eewen (757) or the ReYised Plnt
of the l.:itl' of Muelcu,;on, adopted April 9, 190:�.

                 Lot! .. (1) to fift (5), lkJth
inaludn, or Blook rourieen (U). lho mown
11Dd deeoribed .. Lot one (1) of Block Hftll hundred
and forty•four (744) of the rmeed Plat of the �ity
of Mu1kegun 1 adopted A.prll 9, 1903.
IICoM1>, all tha tollo111nc •••o ribed plea•• or peroel1
or land ,1tatc md belmg in Cbn&.LAHD CCID'UJ 'h
3UIDIV1Hl<JI,. City ot wu1lagan, lluakegan count)-,
ll1ohi1•, being • 1ub-d1Tilion ot Part• ot Blonb
737 •• 7t0 ot th• Rn1■•4 !'lat        ot
                                      .the Ciq ot
11••1•, eat.cl Bloolu be1nc •llo Imo• •• Lota Four
 <•) aa:I lffeD (T)   or
                       &eottoa TW1nt1••1pt (��).
Tomab.lp Ten llO) 1.-tb, Rane• Sn■nten (17) lient;
reoorded lit Uber three (3) ot Pl�ta, on Pa,;e 84,
Mualr•g• Cowity, Kiohiian reoord,, �i••J

                     Lots eip,t ( 8) to folrteon ( 14),
bath 1DD l1111tTe, o t Blook •"•n hundred fitty-eb
(766). Lot hn (10) or Bloolr �nn Hundred ru't.y­
anen (767)1 Lot• thirteen to ,1zte1n (13 to 16),
both inoluelw, of Block auTen bwdrod fit'ty-t1ight
(768)1 Lot nine (9) of �look uun hundred f1fty­
niu (759)1 Lot■ eleTen (11), tw�lTe (12) and
thirten (13), of Bloclc HYen Hundrecl and gi.Xly
('/60).

rHil-'.D, •11 th• following dHcribed piecu or perottla
or land l1t1.t11te and beini; ln (;�HR.WW CClll'hNl •:.;
SUllLIIVltillJi lll.11.:BER ONE, City ot lluakei;cm, »ueb!gon
1.:ounty, Michiga.n, bein&; a 1ubdiViliaa.of part11 or l!locka
737 and _7-10, of the xnhed l'la.t of the t.tt.y of M1111lceco11.
Sale! blo0k11 bei� alto known eo Lots four t�) euld a,,ven
 (7) or :it-ction twcnty,,eiiht (?.B), 'fovi11.11hiµ ·,-11ri (10),
North, h•n� tieventeen West. rteoorded in Liber six
(6) or Phh 1 on Page 28, Mualalgon c.:ounty, IHor.i�D
reoords1 Titol

                      Lota fow· l4), cic'.)1t lE), !•11,· ,.1r.t­
(!i) nnd Loto fifteen (15} to twe ntJ·-one (21), both
incluahe or Block �oven hw-i,lrud. 10<.l siJlty-one (761):
Loh four (4) ll?lrl. 111.1 (6) l\nd Lute eight (8) 1 nine �9),
ten (10) 1 11nd eleven (11), of cloolr oven hwidr1·d �irt.y­
two (7t!2)s LOtn two (2) to <•lenn (ll), both lnclw,11e,
or llloolr soTen hlllldrt-d and auty-threc (7o3).

tr'UUlf!'1l, 1111 the follo"1nc dor.cribed unpbtted lr.nds, vh.1

                          All that p11rt of the t.ort.h half or Lot
 s '.V"n p) of Seotion twrmt1-eiG1t (28), Aown11hip Ten (10)
 North, .,ani;e �evcnteen tl'f) ·ffost 1 lying t.11:;terly of
 Cc:1\ rt.l Land c.:om.1ieny• 11 ::.ubd1T1■lon No. 1. Aho ltno•n and
dencrl.bed u all of the uapl■tted por-tion of Block �f'V<'n
hundro,d a nd thirty•■-Ten (737} of the M•i••d Plat or the
, it:,, ,,r uuala,gon, adopted April 9• 190�.

                     All tbat part or Lot four (4) of Secti,n
twenty-eight (28), °l'O"llahip ten (10) North, x•nt';1"
s1n0r.teen ( 17) West, lying But of -�•ntral Land company• s
SubdiTi■ion Ho. 1, Centra l Land �oqiany•■ 8ubd1Tie1cm an�
Nehon & Company•• ADhrgod ud "orreeced .t'ht of the
Village o." Lanton. .A.ho known and denoribed as all of
the imphtt-,d portion or Block 111'\'ell hundred and ton:y
(740) of the !leYhed Pht of the City of llfush i; Oll,
ariopted April 9 ,. 1903.
                                                                    LIU   ;jfjt t nm 1UJ
                                         All that put o t Lot •l pt ( e) of
                       ltot1on --�tr,it (28), Toaahip T• (10) terth,
                       .Rall&• l"911teen (J.1) ..,ti,
                                                    J• --- ... ·•Mrtbed
                       H lloo� lffb lum4r1d Ud t•rtJ•'" (TU) ., Us•
                       RffiR�d Plftt of the 0it7 of Mulr•&oa, •�d April
                       9, 190�.

                                            .lll that part of Lot eight (8) o!
                       Scotion twenty .. itht (219), Toeahip Ten (10) Horth,
                       Runia Snenteen (17) West, bounded lortberly tnd
                       Xuterly by Fi.rat Street an d Blurt Street or lehcm &
                       Conq>my• • Bl11arged and Corrected Plat or the Village
                       ot Laketon1 Southerly by tht laet md west qu.rter
                       llne of Seotion tw.nty-eii;ht (28), fo11S11hip Teti (10)
                       North, l<U&• 8".nteen (17) ffut and by the !iortt.riy
                       U.1u1 or Bloolr enen hundred arvl rorty•two (742) or
                       the Rert ..d Pl.at or the '-ity or Muakegaa, adopted
                       Aprll 9, 1903, ,.,., 11terly by Blooll: ■e-Ten hundred and
                       fifty-Dile (T&l) of .. 1d Hnietd Plat or the Clty or
                       M •lAltcm• .lho lcnown and d1ttoribed u BlO<lk t1ffen
                       h1.ulllreci and fi!'ty (?SO) ot the ltc"Yir,ei Pla ,,r ·the
                       vity of Mueke�on, adorrtod �pr1l 9 1 1903.


                      Hf'i'll 1 all or th" right■, tltl111 and. intor,·at rca.r•ed
                      by the pi.rty of i:he N.rot part to itaelr, lta ■ laloe111or3
                      and 1111ii;n1, end to the Pere llarquetto Railwny 1,;G111) I\DY,
                      ita ■uooeHoro and a11i1.P8, iD &Dd to the li:aatorl7
                      fifty feet or Blooka 738 and T,39 or the kni•d l'l.Bt
                      of the �ity or M1.111bGCSI. adopted Api-11 9, 1903• lying
                      r-r!lll•l •1th, adjacent to llJld being •aaured Wuterly
                      at right �lea f'r• t)u, westerl7 line � BNoh A·n. J
                      H oo.atained tn QUl t Gleim Deed from tho put:, or the
                      f1r■t part her111in to the pa rty or the 1eoc»d pert
                      horein, dated Febr1.111ry 20 1 1924.

                         f<XJETHIR with all end e1ngulll!" the heroditaaentll and appurt"na.noee
       thereunto belanr,1ng or in anywise appertdningJ To Hne &nd ';o Hol d the 1nid
       pr1111d.11ea as above do11eribed to the ■aid party of the ai,oond part and to ite
       aadgn■, t o thn 101• and only proper mo, benefit and behoof of the I i•I party
       or th• ••acrid part, and it• a11ig111, forner1 1ubJeot, howner, to• certain
       laue agreement ,1..,4111, b)' tbe partJ or the fir■t part h erein, to the 'if at
.:j{   Mlnh'i.i;u Cor-e, hn4 C•aany, • lllohigian oorporaticm, \mder date of IIAu-oh 16,
       1927, to u:pire by llaitatic:G on Deomnber Sl, 1938, tnd udi;ned Jan\ary 3rd,
       1950, to Sud Prod&&ota c;orror11tim, • Miohigon oorperatt.an, or 0etro1t, Mich1•
       ,;an, •ld uue egre ..nt oOTerizl, approd..t•lJ tour ud •�th,- {4.6)
       acres ot land ta the Southe••t o_..r ot Blook enen hundred and forty-tl'l'o
       (742) ot the kni ■ed Plat or th• City ot M,•·'ngcm,·to • UIIOd tohly u a
       looatlon tor an outlet to Lake Mlohi pn "Yia llu■bgcm      Lak•,  tor loadlnt und
       to be ··uen tr• th• leuee• 11 prsaieu IIDl loaded on lake boate, but not
       lDollliu.: ta- rtsht ot th• lH■ff to r•O'hl � Hnd or other •arth from Uw
       Central IAAd Catpa.DY'. prelllH••
 llt:1   :tif, ra� 1,u
               D 1hftlUII WIIIDOr th• old eatr&l LaDd Capuy, party fl the
rtr,t part. bH MIINd then prH•t• te be ■1p1ed 111 1ta naae, by it& Vioe
PrHld•nt. •"Ht.4 _, it• Utl•tut Seoretary and ■ealed •1th it■ corporate
Hal, tb• dll)' •d ,-.r tlret aboTe wrlttea.




                                          CINTltAL LUO COKPAIT




STATt. Of MI CiUGAN )

1; O\Jll'rY OF '#ATNI
                        (
                        )
                            ...
                OD th1•     ,,,f!,/i, •    day ot�                 , \.n they 11r
?f 01u- Lod one thouuiid n1n• h\Dldrod and thirty �IS ti ), before, me,
• Notary Public, 1n and !'or 1dd County appeared R. J. B«-an aniJ c. tJ • .R•h•r,
to me per1anally lcno-., who being by • duly eworo did eaob tor hiuelr •tl1 tltat
they are reapeotiTely Vloe President and A11i1tant S.or.tal")' ot Central Lind
Coqiaay, the oorporat1<m 1111md in and whioh ueollt4ld tM wit.hiD inatr\lllent, and
thllt thft •••l atrized to 11td inatraent 11 the oorporet. •••l or oa1d oorpor■-
tion, and thAt 1dd in1trWll811t •-■ 1ig11ed and Haled in behalf or eaid oorpora•
tion, by 1uthoritl of it ■ Board or U1reotor11 1.0d the 1aid H, J. Ba11-man and
c. H. Reher aoknowlf'dged uid instr1A1111nt to be th• frff aot 1.0d deed of ald
ow porati Galo
  .
. �                                                                                     EXHIBIT C
                                                                                              •    t t      •
                                               llliti   lt:83 Jtct.894
                                                 511'£:C!Mll!I!
                                                  st.atutcxyh&,a




for l:ba B\R oft       One Dollar (81.00)




smTB a, IIIQIIGl1/I )
                    )aa.
.DJRl'YallllRCDI)
             .
   •'l'tla fongoin,  i� WU ..� befc,re· 118 thi• �4� �h.un_,U...
198', BJ.-      .s.   *lmtt:,
                           lllyOr    MllrY ,... .,
                                         ans
mimlc:lpal. earpn:at:lon. on bahalf of the �•�
                                                . •..z• · m.
                                                    .
                                                                   .
                                                              · • •le
                                                                                     ·
                                                                     . _ • of •CJ.Tr. <1!1 �   .
                                                                                                  · · • .• , a · :• ·

                                                                                 L:ICr.JL
                                          �       .         ·                              .
                                               _ ..    . •·· . .             .                   . .· .
                                                                 ·                     .     ..� ,,/
                                                         ·                 8



.....
fin �· iitutn Tot
Sen! Au"-'.-: tac Billa 'l'O:
Gmrae
oraft.s tir,1                                aminHa llddre•1
O'DLI, &rBUBllh .JCIDBCN,                    17511 ... Av.Ne
IQIK4Qt, im-. • w:£11                        lllakeglln, NidlicJm 4!MCJ
BYI   on.-  ■ J. o•oa._ ,.




(14Ho)
 ., ·
:r


                                                                                          I
I




                                                       .,
                                                                                           I


                                          um 1285    ��G�   895   I

             Beginning at the Northwe•t corner pt Plat or Edgewater Subd1v1a1on.
             City of' Muskegon. Nuakegon Count:,. ,Ciehigan, recorded in Liber 3,
             Page 82 or Plat, Mua�egon CountJ Records, also known ae the North­
             east corner of' Block 7-0 or tbe revlaed Plat or the City or Muskegon,
                      'l'hence South 89 degree• JT minute■ 21 ■econda West, pa�allel
            with North line or aaid Plat or Edgewater, 105.00 reet; -
                      Thence s�uth 01 d�gree 52 1111nutea 29 aeconda West, parallel with
            the Veat linu ot aaid Plat or Bdgewater(alao being the East line of
            Block· 1,0 1 Rev1aed Plat ot the City or Muakegon,;·1Jo.oo feet,
                      Thence North 88 degreea 07 minute■ 31 �•conds Waat 1 57--00 feet;
                      Thence North 57 degree• 52 m1nutea 07 aeconda West, 191.39 reet;
                      'l'bence South 89 degra■a 37 minute� 27 ■econda Weat, parallel with
            Northl1ne ot aald Plat of ft.d1ewater, 210.�0 teet;
                      Thence North 00 d•P-••• 2Z lllinutea 33 aeoonda Weat 215.00 reet;
                      'l'bence North 30 degree• o, lllinute1 06 seconds West, alon& extended
            East line or said Block 7-7. 55.00.reet;
                      Thence Sorth 53 degrees 52 minutes 59 seconds East, alone the
            extended South line or Block 7116. Revised Plat or the City of
            Muakegon. 97.15 feet, to the Southwest corner or Lot 1 aaid Block 7�6;
                     'Thence North 29 degreea -6 minutes 05 seconds West. along West
            llrtt or said Lot l, Block 7-6, 126.46 feet. to the Northwest corner
            or said Lot 1, Slock 7116,
                      Thence Hor.th 60 degrees 22 minutes 50 seconds East along the
            Nottb line ot .._1d Block 746. 241.42 feet to the Northeast corner or
           aaid Block 7116;
                      Thence South 30 degreea 04 minutes 54 aeconds East, along East
            line ot eaid Block 7-6. 0.50 reet;
                      Thence North 60 degrees 22 minutes 50 aeoonda East, par�U.el
            with the North 11ne or Bloak 7116, 339.71 feet. The following calla
            lying w1th1n Block 7�2 or the Revised Plat of the·c1ty ot Muskegon:
                     ·Thence South 29 degrees 37 minutes 10 aeconds East -5.57 raet;
                      Thence South 88 degrees 07 m1n�te� 31 aeconds East 757.98 reet;
                      Thence South 01 degree. 52 minutes 29 aeconda Weat, parallel
           with the Weat line or Plat or Edgewater Subdivision• 1169.50 teet;
                      Thence North 89 ISegl'ees 37 minutes 27 seconds East, parallel with
           the Horth line or Plat or Edgewater Subdivision 317.30 feet;
                      Thence No�th ,2 degrees 55 minutes -0 seconds East 72,411 reet to
            P1 ... nt. "A";
                      Thence North 42 degreea 55 �inutea 40 seconds East 80 feet more
            or leaa to the ahoreline or Muskegon Lake;
                      Recommencing at Poi"t "A"• thence South 117 de11=rees o_ll minutes 20
            seconds Ea&t on a meanderil'IM along shore or Muskegon Lake 1-0.00 reet,
            to Point "B";
                      Thence North 42 degreea 55 minute& 40 seconds East 60 feet, more
           or le••: to shoreline or Muakegon LRke�
                      Recommencing at Point "B", thence South -2 degrees 55 minut ... !lo
           aeconda Weat 17�.10 feet;
        AOC�-' ◄JC - ffi. AO!C.iA&MCU.! 2$1 1$SllSib L. _ � .J G_t ..(t A-e. _.a -• ·- 44 l! $_




                                                                                                  00
                                                                                                  co
                                                                                                  l:.il
 •
•.1
         ..
         ;                                    •                                       •                   \
                                                                                                           \
              .                                     llBErt1285 rm8'96
            'l�ense South 89 clean•• 37 ldnut�-�                          �7
                                                 aecond• Wea-t. along North
      11-nt ot aald ,�, ot E4gnat� Subd1via1C>n, also beJ.r,a the Sou, h line
      or �ck 1,2, Rn1aed Plat or the c1t, or Muskegon. 552.�6 teat, to
      the Polnt or Beginn1-.g.

                                                                                                         -·
      Said pal'oel contain• 21.66 acrea and 1a •ubJ.ect to Riparian R1ght111.
      Bearings brtaed rrom· 'l'l"anaverae.Meroator ProJeot1on, r.antral Zone.
      ·Sald deac�iption being part or Block 7-2, Block-743, Bloek 7-0•
       Reviaad Plat ot C1t1 or Muakegon, and also 1nalu41ng Lot 1, Block
       7-6, Revised Plat or c1t1 or Muskegon.




                  - .-.JOAS ..   ..   c;.:t   fl¢   a   M4M -- :J   a..
                                                                      t'"'   £,A _Qli£;t;+ __G.4).4£&$UZJtt-W, ;:   :ail?.·
                                                                                                                                                                       EXHIBIT D




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    !                                                                                                                    i Ji     =: ..���
                                                                                                                                        �....�--�-
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                                                                                                                                                                                                 "·
    L.._.._.._,,_,,_,,_,,_.. ___'··,
                                    .
                                                                                                             EXHIBIT E


                                                                                                                          ;.    •         .i
                                                                                                                           . -;           �- -:c
                                                                                                                               ·- ., . '


                                                                                                                               ·,


   . ···-.-:< q.&lt Cl�;I- to, Gr•tee, krl,our roaa Lti,.it•d Partnu.bip A, a H1cb1Sa
  ·.•.,• - -· < '-::·uattta l',HtlieQldp� . ._..·addru• -1-··aU0ltudd._ Dr., llor.tll Nuabgaa.,
                        ·
 ..: . . ' :. : N:lcldpa 49445. _ t:1-· folloirtag: ducdlied 1¢elif... ni..� j,u tbe City of
  · '. ,' · : Nua.,_.., C@Dtt of •---•
      .       ; ,.- ' ... :.t
                                                                   m
                                                       State Of lllc:hls••· to""Wit:
                                                                                                   .
                                                           '..                   . '·. - ' -� .•
                                                          ·
                               ·            . ··;: _.. �


                  •. legimtna _ :· at _ tbe . llort-..t: con.er · of Plat -Of _ Msevater­
                      SulNUna:l-.. : City · of ltu8Ma•, ltuakqon . Cou.ty, . : Michf.san •
                   .. ftCOrdecl 1D. Libe� '• · Pace 82- of nat1, - JICa, ·allO bovn u tbe
                      11ortbeu.t coraet- of Block 740 of t:be aeriaed Plat. of tbe City of
                      NiMlkegoa.· · · ·                             ·-  ·
                       .   . .                                                              ·,
                                                                             eecou• _
                                   .


               · · Tlleace · South 89 de�ee• 37 •cu 27                  Vht • _parallel
              with lforthUae of-said Plat of !dpwater, 105.. 00 feet;
                   'l'bence South 01 degree S2 ldrnate• 29 aeCOGda lfut, paralllel
              With-the We•t Uoe _of apll _Plat of U,water (alao Wag tbe lat
              line of Block 740. reviaad Plat of tbe City of....bgoa., 130.00
              �Ht; ·,                                                       ·
                                                                 • . : ·- ,
                   tbenc:e North 88 degreu 07 ldaute• 3lac:oDdaWut, 574.00
              feet;
                   Tbeace Korth 57 clqreu 52 llinutu 07 Ncoada Wat, 191.39
              feet;
                   Thence South 89 degr... 31 ldlwtea %1 MCOIMla WQt, parallel

                   Tbance Horth 00
              feet; -
                                                       •are-•
              with Nortb l:lne of •aid P1at of Edgewater, 210.00 feet;
                                                2:t -.imatu 33 MCOD.d•            t 215.00             v..
                   Tbaa.ce Horth 30 de,reea 04 aimatea 06 ..colUla W..t. aloag
              extended Eut line of Hid Block 747, .55.00 feet;                . ·      ·-
                   'thence Borth S3 dqnea 52 aimtea 59 Ncoad• But, aloq tbe
              exteaded Sou.th liDe of Block 746, llfflaN Plat of tbe Cit)' of
              lfualcegoa, 97.15 feet. to tbe Sollthwut Cffael' of Lot 1 uid Block �
                                                                                                                      j
                                                                                                                �all, ! c<�=�
                                                                                                                               W.Sm
              746,                                                                                                             or.c::�


                                                                                                                a� -
                   Tbence lfortb 29 degreea 46 aiautu OS NCODd■ Wut• aloDS West
                                                                                                                      N ...,..,
              liue of ufd toe 1. Block 746, 126.46 feet, . to _ tbe Nortbnat                                             co         r"l        0




                                                                                                                �t
                                                                                                                                               ..,
              corner of Aid Lot 1, Bloc� 746;                                                                                       O:J:�
                  'tbes,.ce llorth 60       de&r•• 22 IWlUte• 50 MCOad8 But· aloq tbe                                               �Oc:: c-,

                                                                                                                                     '"",,.c:,
                                                                                                                 i
              Nortlllille of aaicl Block 746. 241.42 feet to tlle Hortbeut Cf'raer                                        :n�i:
              of Mid Bl.oc.k 746;                                                                                      ¥. cc,-
                                                                                                                          ("';I .
                                                                                                                          ,ao-
                                                                                                                                                   ,..



                  _Tbence Soutb 30 clegreea . 04 aiswtu 54 Mcoacl■ lut,      · aloog But                               w c;,=
              l:lne of aaid Block 746, 0.50 feet;                        ·                                             s:
                   Tbelice Bortb 60 degree■ 22 'lltAutM SO eecoada But• parallel
              with tbe North lia� of Block 746• 158.86_ feet. · tbe followiag
              calla lying vitbill Jlock 742 aDd 743 of the
              Cit, of Muakegon.
                                                                                lnia•-
                                                                              -Plat of tbe
                                          .
              · 'lbn.ce Sou.th _-. 01 clep-ee 52 ld.autee 29 MCODdl V•t, parallel
              with the V..t 11.- of Plat       . - of Bdga&tel', 162�18 feet;
                                  1.i r-· .
                                       ;'1-·---1�c.lill!..
                                  t - .....'-"-"..               --.i."-"'




                                       I��
                                       l




     .
�-· • .
�c_:'',".'    : ,·.�:�:. \C.
   ;;:<::�·/;;·.>::                           .: �
                         ;:/.',:._,;::.:,''";nth     �i1:_ll �l .' �- 52 �tu, 2t; ·�co�• Baat, parall-1 .;.:· _ .. ... ·.
                                                 tM Wat. U• .o'f 11:ai of Jldfl!Watar, 60.00 f•t; . · · : · ·. · · _ ·: ,
  .                              .
�- ':;· /·:.:;·.;· ,>.:·• =·: c,. fteaca Scnatb•.88' 4qnes 07.alntu 31 Mend ■ But 42.00 feet;.
:� ..:.<:./.;_:.::·�:'.·,:.YT\'·:" !liacie· llortli 01                    aeane                  52 a11lat•• : 29 . aecollft. But parallel
\.1_:::'··L\: ". ''.;·}:':·: vltll'Cla V.t UM ·of· Plat of..,...._., 158.50 feet; , -
, ...;:_::_ [::-.//·�, ,'. > . · · ..... South ·Ii ··� 07 al1l11t.S. 31 .. HeOUI Ba•t, 614.00
                           ·           ·                                                        ·-·:--
::.:::··f�\t�/-:��:{·{,� �<"·.\ -.t a · {.. ;--:·.. · _ _ -�., .,· .:., -·-·.- · _._:_ ......�,· ·.--· · ·,·.: ·  · · .�: · ._ -    ..
/.�:�·:� . .-·V:: :·_:·.·.. >.::;,, in.ace Solltb �1                      deitee                 52_ atnotff -29 --•· Waat, - parallel

:<< -': . .'_.,_··- ··-'-
 · F:,, .::;,:t·-;. · ·:.: wl"tb the Veat lt• of ?lat of ldae,,ater SalldiYtaioa, 469.,.50 feet;

 :_.-:.. :.        ·_ ·.
                         .- _,_,>· · Tbenc;e Sortb .89 dep•• 37 -.C.. 27
                                                                   line
                                                                                                             ••end•.          ·iut, . par.allel

                                                                          -.r••
                               ·. wttll 't1- l(orth                          of Plat of ldgeirat.er SuWlvtaion 317.30 feet;
 ·,.:,.__ ':'�... : , ./ .· .. 'tbuce •rch 42                                                        5.5 ata.,tea 40 NC:Oad• But 72.44 feet
                                            r.o ·. l'oillt �.•;             .. ' ·., '..
                                                                                                                                           .

..     '                t·   . •   .    .

                                                                                                                         eo.oo
                                                                                           <.
                                                                                                         •   - ' ,   •
                                     Thnce liortb 42 dagr... Sl ailUa.tea 40 aecond• But
                                                       le•••                                  feet.
i·-:.< ·. _,:_ .-,·                • •.··, -. ·
           :. · ... ·       . aore or            to· tbe •bDJ"eU.ne of llalcegoaa LakeJ
                             . .-. laco•nc:bg at _Poi.at "A•, thence South 47 dagree1 04 lliautee
      · · ··.. .- ··   _-.        ·
                      ··
                     : .         20 NCOllda . But · on • __.ruae a10QI ahore of Haa1kegon
                                                                                               1.alce,
         ' ...· : ..
                            : 140.00 fMt                     'to
                                                  Poillt •1• J ·    · · ·   .     · ·
                                                                                        .

                            · •n· �r                   lea••
                           · .. . 'fllaee llarth 42 depea 55 aiaut•• 40 secoDCI• But 60 feet,
                                                 to 1horeliae of Mu■lcegori Lake:
                                     bco•cnclq at lout •a•, tben� South 42 degreH 5S allwt11•
     · ....                . 40 HCOll4a lfest 174.10 feet;
 ,i,
       :
                                                  !baace
                                              South 89 degree■ 37 minute• 27 Hcoad1 Weat, along
                                 llortll. liu of Hid Plat of Edgewater Subdiviaion, al.o beins the
                              · Sol&th line . of Blodt· 742, leviaed Plat of tbe City of Muekegon •
                               . 552.�6 feet• to tbe Point of Besinniq.

                                            &aid parcel c:oau.tu 20.12 ecru and 1a eu.bject to ltipariaa
                                            U,bta. · h•r:t.aa• _ hued froa TraaaverH Mercator Projection
                                            Central Zone.

                                             laid de•c�ipt:loo. being part of Block 742. Block 743, Block 740.
                                            ·1av1.Nd Plat of the CitJ of Mun:ego11, aacl al80 iilcludia, Lot 1 1
                                             Block 746, lniNd Plat of City of Muategon.

               .                   for the COll91derat1on of tba •• of $35,000.00 Dollars
                \       .
                                   SW>Ject to tbe following eueaeot• and burdeu which ah.all run with                                             the
                                   lead _de■crlbecl herein:




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             , • :; ,- ·.\.'lid• p,perty                                                  u
                                                                   ·W111 -.-..,.. to Oraute• f•                                                      ppoae of devl19p1ag
              ...,·,.·_:.:-a con.._lnta p�ject ·co·                                                                                        a..
                                                                                                    kDDlnl u Bu'1out -�.--.11u1aa COnd-..1••
                   , , -:_: Gr•tor I retatu a •••••1111t, -for ttaelf __. ita-                                                                                                      an..-
                                                                                                                                                                    ., 1-th i,ttor aac1
                       - ·_ fucun, oni'• tbrovch an·                                                                                                              -�cuwa,- - .,, • _ •.
                                                                                                                                                  &arliour .__ TovM __ Narha
                        ..• ,· c,-.,t,netn:1-aa 'lddcla ilaJ' ·• �t.Zll&\-S osi tbe properc, eona,ed beretA. ,


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                                                • "' !:. ,_, ..!:.·•,.•.-•.-,-.,!• .-\_•�-<-�•.:-:•, •-:-:.•••••::•••=�•              •• " , .\:.:•�••••••��.••�•=·•,'�
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                                  Gr.anhr, ntdail an · eu •• nt • : for it..U an4 lta ualpa I in that
                                 ·portion of tbe·.,roperty 41u"1Nd &NYe vblcb1- tl9'ecn.W • follows
                                                                                                                                     :• • ' '• • J '.i •                  ;_ '.,i•       O .,,   ,-
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                                          ' Lyi-a within S.c:tiOa 28, TlOI. U·7W. of �the·. City' of Muabpa,
                                            llukeaon CouatyI Mida1..; bae'by deKriW; .. I< - ,-: , ·
                                                                            _                          :_::· ·.                                       '    .      ..          ..     .




                                                                                                                                                                                                                                         Li.._,
                                                                                                                                                                                                                                                                             '




                                        · · Begbmlog · · ·a� -�• tbe · teort ;t . co� of ' Plat of lcJgevater
                                            Su'bclivi■ioa, -�tf of ....... teeorW in             l,, Page 82. of
                                            Plata, 1111-..oa Couac,- lacoru; ?;, :, · < · ·:'· '  .,.
                                                 rlwlM:e Sout� 89 dear... 37 mau� 27 Nconda Wut, 105.00 feet,
                                                                                                                                               ·, .       •:!      ' :•        .... -.




                                                 DleGce llorth 01 -,r.. 52 •:Swtea 29 ..... INt. 40.00 feet,
                                                 1buce Borth 89 � 37 ■tnut.e• ,27 ..a.ab But., .7,.82 feet,
                                            _ · ftenee llort� 42 •sr--         ld•tea 40 ·NCOIIU r.ut, 128.60 feet,                                    s,
                                              : '.TJlaa.1:9 · South 47 .... 04 ldimtu 20             But:,
                                                                                                         ··
                                                                                                            oa � ••ader                                                                                                          •coaa
                                                 liae a1oag ■bore of ....... Lib, 10.00 &et,
                                                   ftaace 8outh42 clqnu.55atm&tu40 •c:o.Sa·W..t, 174.10.fnt,
                                                   � Solltll 89 -,r... 37· lliSUlta 27 MCODda Wut,·. -aloa,_ Nortll
                                                 ·
                                               . �      · of llat of·Bdgevatc, 552.46_ f•t, to l'oi1lt .of·leg11Ul1a,.

                                   Sat.cl ea_,.t. - uy· lie, \INCi b1 Orator; or ita ...1gu for -, purpoae

                         _'
                            .      illcludiag OQe of iDgreu a4             iato lalrea, ·. evDMla _ ad other                                                           -.r•••
                                   aartDQ Wllich 118)' · be coutnctecl upon property vhicb b contiguoua to
                      ._ ,·        the propert1 co11veyed. herein. 'Ilda ••.._.... •hall penait Gr.antor or it•
                        , •        uaipa to u:cavatAli. die �perq ccwer.S by- tbia ••• nn�,- at 1ta ova
                            ·      �peue, to pro\dde a vatenaJ 11ito auc:h lakea, cbaasiel.• or uriua.



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 i/%-.�\\�:,;::_>;,..:/'. �- .-��. ·or ·tea:-�,•• fen:·��-•�·                              t.eke_ :place oa one . .
                                                                                                                                                    coat_.·..,.
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[��·����::    -�t-:\\:/:,·•-�.-eeia;�·-� �:�·
f··-,.�:!-�w:-·.·; :-:..•:. ·hiUyiiaally or ......
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                                                                                                   ·• ad 1'1dcb -.· .



�j�\�:{1�i���.,��;;�:2'.i;{�" f,:;f
                                                                       ■ccomit. fe atasift,... of· t1le

                                                                                                                                                                                                                     1
r:: J-<•>:,'.5.',;>::'.,'.··•,,; . •,• ·fte propay
                                                                                                                        t
                                                                                                                            OODV•- -� .                                                                           .-ii , ..... tbe                  . follovlac   burdau


ft��;t�:�:; ;i[i;.��·�:::ut.�:2:�:
�-·'}·::;��.,:.:, · :_<-'.; 1JIMler the · t..- ··of tlla fur� .Ap'cnmx--: dat:M Ma, 10, 1983, entered
[,}·�:.::- :; \._-':\: -llito lletwaea Crailtor ad·-•• ·ctcy of · -...... Klcbf.ia. for the
�/-./:-:t :•i.,c:_:--.:\;-,...par.... of: pro,erty., : a portioa of. wld.cll 1a ·tlaat, vbich 1• CODftyed
!,:j;' ::- .;-'._:':: /:)_.· \                       ·-•ntA,.
                                          t:lle foner :la r..utnd to coutruct ... -...
                                                                                   ·
                                                                                               Lot and Boat                                                                                                                                        uua
         · _
V:':: _''.· . -:'.:-'e         ·Llluacla,   vllich  b   deplc:aid OD · the Bxld•it   2 : to tbe .Mid �chue
�,-··():>·:_:_;; :,,·.'.). ... itaat, .. ParldQa Lot ....... loat Laoch. Alon, wit\ the
:::>-,.·.; :/>' .:.'      > coutnctioo of . Niel Partiq Lot ad �t Laulach ruo• the burden of
C\-__:\::.·-�:>. ':.:: '.:,
                                  _· --:."=\:t=
                                �11t•io:«ag tbe 1W aad_ ■A::lq it opeS!atioul mul open to public uae at
._:.\,:, � .. ,:-·��::_. naouble dw acl Oil u..or&able tena■ •.
t.- r: . , \:                                         : - :·_ . ·- ·" - .                                    .      .                    ..         . ,._ :                                                .
                                                                                                                                                                                                                  . .   ..
'."-.·/'.;_·.:.�•:,, ·._,_,) In adcU.Uoa.. f.D tbe evnt cbt aaU farldq tot and Boat Lat.:ach ara not
t'   ,Y/ ·/:.       > .:' · ·. � -1at.d-■cl aacl ude &'tail.able to tba ,public. at nuouble ti.au · aod on
� : · - . > ·;· :. · ·' _... . nuouble te:ru t'be- ·City of Mukegon •hall be grated an eaatllNK of
(;\_._ .'.::             .., .'. DINN aacl epe9• to &lld froa •dd Parkbg Lot a aad tbe Boat Launch
�'.;'. _.: ._· i ,· > · :-. ad · they •bdl lane tbe rtcbt to operate aDd u1Atai11 tbe Parking tot I
; >.'-. ' -_". .._ , ·.
              :                  ail4 � Laadt alMl retain all of tbe nnu ad cbargea obtained

�(). �:;� } >.·�·:_. ·:�bJ·_ :: . ''._-:· ·.-_i ·. .
          .
!/.� , -: :. > :.        'Iha ••n · of thaN chatiu, o'bligattou ad condition• ■ball. pua
r·,. . , : :· · .>: With tlle 1aad CODY-,U
t/3_--:·\ ':.·:\: .�,f:Rt•rat.
                                      0
                                          • ••   :    .                       •


                                                     llereia, to �atee ad its ar.igu and tlUCceHora
                                               ·                                                                   :· -;             · _- • ... · · ·
                                                                                                                                                                                                                                   _           .
(.:: /:;;_· \-. · : ·.··                                     lfaillcawce      (2)                                                             of               ·tuM:91 t.ot A and Clt7 OWDed Parkin& l.ot
:r:' · -. '. �- . •                                   Coatipou to Par@iii                                                                     lot �•                                           _.
       · :.·· :"._;.__ : 1Jia4a-r· t1ae uru of     tbe hrc:bue Aar....t, dated Kay 10, 1983, entered
(_ .. . · · ·. ·. -.,_ illto betnea · _Grator, ucl tbe City of Muategon. Mlcbigao, fff tbe
 •.       . ; · · ·: . : ,-rclllue o,f property, & portion ·of which ta that whicb ie coaveyed
\. �                  .:     . ·.                    _. .nm.
                                       the fonier 111 required to coutnct a Parkins Lot A, a portiOQ
c· : · ·_. _.: ·.,. of vllich ta loc:at:ed on City ovaed· prope�ty ad tbe wole          of vldch i•
                     .
         ·:: · , - .· _: · _. depf.c:� os, tile lx1af.b1t 2 to tbe Mid purcbUe agreeMat H Parldq Lot

t... _..- · · ,' ,-
           :-·. · · . A with the ,Ol'tioll located OD C1C, oVMCl property beiag delillUted.
                              A1oq "1tb tbe coutnctioo of Aid Parkia, Lot A ruu tbe burdao of
�: - ... '... · :"" pr..."1q, npalrillg ··• ·-1&ate:ha:ID1 tba ..... botb that portion
.. ,, ··.: .. , , ..· _... located Oil properc, CODflyed bareia ud Oil Cle, Proper ty•
                                •·.   ••                                                                                                                                                                    '
                -r
            • • ,        •                                                            • • •         • • i.                                                                "
                                                                                                                                                         ·. • .


              , . , _. In · the · neot · tN City •hall Nll any of the propercy retained by tbe
                                       .
{ ,. -         · · · .... vbidl propert7 1a Was developed by Crantor or iu ...1gu. a
                 :
               :                                              PMDt u aP,rovecl by tbe City of
,ll-,..
       .... _·. .:: -· part of it• Urbaa,Plan.., IJD1t J>nelo           ,      .•.  ••
                                                                    .         !, .. -              '•
                                                                                         .
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!'.'i'·:.--. ·_.�_· -/ :o�.-  ·ac.y               -,-rty
li(<:_/:··(·,/;;/· !.,ard.oll located - ,ZOpHtJ' ...,.. MmG .. 't!ai,t po�ioa locattcl OD .. -
                                                                       ellall JtM• dd Chi I.a coan,• ben!D ,. to Craatee a
'.,�:·:. ,·. · • ·•1 .-:-� ,: le• •••iau •· aaccetton ta mtezut •. �. -··, . ... . .·..; •
                                  ·                                                                                                                                                , . ·       · ...
�.--...-·. :�·.:.�·-:�/�•..;:};·: ,�.--•-•:·.;:·�---�>•.,./'.'/.-.=                                                    . ;•�•,.•·...... •-:!
                                                                                 ;.•-�--�-<,·.�::•·.··-:,_...._.,·.•- .,;:,.�.               .··._·::.::·\,:\'>"�<·�-.;:, -�'..:�-�--.   . ...
. :·_ . ..
                                                                            ·
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                                      ta,aara,_ ···1(1>)• ':·7(c) • •\ 1(d) oi. tbe·leal.· latata l'urcwa Api-nt: . ·
                                                               ·'··:.:<�-,.- ,:·:·_




                                    . •_...., 10, 1913, •tend SD� h� Cra11to�. C.A.J. · Dffelo,-mt •.
!<<   � ,·:··:.,:/ls�.
t. i'.·< •'·
                                                                 a4 ·ti.. Clty of ·•� for tile purcbaN of p,percy, 1fb.icb.
; . . . . : . '·:._' ': .....-c u OIi tu.· With the ClHk for tbe ctt;y of Nulcepa, Nuasoa
•'...:,. ·· · .>C:, ,':) '.                                                  .
                                                            i, Ba11• · a .··. porU.GO d · vld.cb :la ·                                                           coa:we,-
                                                                                                                                                                   bere.tn·, · are herel,y
          :.
•. ::·· -<· ;'- �coqao1:ate4 1-y nfenace· � for tbe purpo• of fmtbu ·· de■crtption
                          .,:C ·. ·�--




     . . ·.<: -�·-.,__,·-. · : · ·
        .. .: :� . ' ·< .� ·_. clarUi.catioJI of ti.. nrmo lllpo■- ou tbe er_.t.. aacl it• a11p■
                                       m auccuaora to. u�rat� : . . . .· ,· : , , .· · . . · _. . ·. i . .. ·           '. "":
                                                                                                                                                             �
                                                                                                                                                                                             ·

                           . .      ·:     : ..                                                                        _._.,       . . .:
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                                                                                                          a, of
                           _·•••.-·
                                                                                                                                       .
                                         ,.
                                                                                                                       ..,.. ,,.

                                                                                                                       _. __.Mt.-v__. _ -, 1984.
                                                                                                             -�                       ,

           . : .. ,        ' bated thb ____,,__                                                                                                                                 .

                                                                                                                  ..
                                                  ... .   •'    !




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                                      ·A�M:,�:
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                                                                                                                                                                                              etar,
                                                                                               ....   ..t


                           .. S'UD.01 MICUGO _'.: )
                                                •.•·.·)
                               comm or NUSIIOOI '. >
                                        · ·,·:,                                       , -.;.




                               !be foregotq in.ttnaeae 111U aclmovlectged bef9rt • tlda             18th
                               daJ of ·   . NY · · · · . · · • 1984, 1>J' tic;bard •• Andert• aad Willia a..
            \�
                 '    .        St.at:oa-, l,.'runnt and Secretary, reapectively, of C.A.a. Developant•
                               lac.� • ltlcb:lpn Corporadon, oo behalf of the Mid corporaUou.
                          ··•.            · ...• ·• •·
                                  ·                .    . ·i.
                                                       .
                                                                                                                           •.               · .... ··        .�.,,...,_,,
                                                                                                                                                 'lotary Pu1t11c
                                                                                                                                                 Jlaaugoo eou.it,.,. IUchlsao
                                                                                                                                                 11y eo... Bxittrei: · �MUABY                25, 1W
                               Whall leeorded
                               Be:tun 'l'o:
                                                                                                                  Sud Subnqumt
                                                                                                                  Tax 1111a To:
                                                                                                                                                                                19ftecl by:
                                                                                                                                                                                ��� Law Officu
                               £re••                                                                              Orator                                                         P.O. �- 1146
                                                                                                                                                                                H&aakegota, Kl 49443

                                                                            ----                                                                    ----                                     ----
                                                                                                                                                                    .   -   .       .    .
                               Tu·Parcel I                                                                  lecordf.Dg 'Jee                                         · · levenue Steapa
                                                                        EXHIBIT F


                       TITLE SEARCH SUMMARY
                              ISSUED BY
       Transnation Title Agency of Michigan Lakeshore Division


IDENTIFICATION DATA
(FOR REFERENCE ONLY)

FILE NO.: 252579WMS
PROPERTY ADDRESS: 1490 EDGEWATER STREET, MUSKEGON, MI 49441
                    "TRIANGLE" DESCRIPTION, MUSKEGON, MI
                    "CHANNEL EASEMENT", MUSKEGON, MI


TRANSNATION TITLE AGENCY OF MICHIGAN LAKESHORE DIVISION (THE “  COMPANY") HAS
ISSUED THE ATTACHED TITLE SEARCH SUMMARY FOR MCSHANE & BOWIE, P.L.C. (THE
“APPLICANT"). THE ATTACHED TITLE SEARCH SUMMARY MAY NOT BE RELIED UPON BY ANY
OTHER PARTY NOR MAY IT BE RELIED UPON FOR ANY OTHER PURPOSE.

THIS TITLE SEARCH SUMMARY IS LIMITED IN SCOPE AND IS NOT A GUARANTEE OF TITLE
OR OWNERSHIP, AN ABSTRACT OF TITLE, TITLE OPINION, PRELIMINARY TITLE REPORT,
TITLE REPORT, COMMITMENT TO ISSUE TITLE INSURANCE, OR A TITLE POLICY, AND
SHOULD NOT BE RELIED UPON AS SUCH. THIS TITLE SEARCH SUMMARY DOES NOT
PROVIDE OR OFFER ANY TITLE INSURANCE, LIABILITY COVERAGE OR ERRORS AND
OMISSIONS COVERAGE. THIS TITLE SEARCH SUMMARY IS NOT TO BE RELIED UPON AS A
REPRESENTATION OF THE STATUS OF TITLE TO THE PROPERTY.

AS PART OF THE CONSIDERATION FOR THE ISSUANCE OF THIS TITLE SEARCH SUMMARY,
APPLICANT AGREES, TO THE FULLEST EXTENT PERMITTED BY LAW, TO LIMIT THE LIABILITY
OF THE COMPANY, FOR ANY AND ALL CLAIMS, LIABILITIES, CAUSES OF ACTION, LOSSES,
COSTS, DAMAGES AND EXPENSES OF ANY NATURE WHATSOEVER, INCLUDING ATTORNEY’      S
FEES, HOWEVER ALLEGED OR ARISING INCLUDING BUT NOT LIMITED TO THOSE ARISING
FROM BREACH OF CONTRACT, NEGLIGENCE, THE COMPANY'S OWN FAULT AND/OR
NEGLIGENCE, ERRORS, OMISSIONS, STRICT LIABILITY, BREACH OF WARRANTY, EQUITY,
THE COMMON LAW, STATUTE, OR ANY OTHER THEORY OF RECOVERY, OR FROM ANY
PERSON'S USE, MISUSE, OR INABILITY TO USE THIS TITLE SEARCH SUMMARY OR ANY OF
THE MATERIALS CONTAINED THEREIN OR PRODUCED, SO THAT IN NO EVENT SHALL THE
TOTAL AGGREGATE LIABILITY OF THE COMPANY EXCEED THE COMPANY ’  S TOTAL FEE FOR
THIS TITLE SEARCH SUMMARY.
                                        TITLE SEARCH SUMMARY

                                                 SCHEDULE A

IDENTIFICATION DATA:
(For Reference Only)

File No.: 252579WMS
Applicant: McShane & Bowie, P.L.C.
Property Address: 1490 Edgewater Street, Muskegon, MI 49441
                   "Triangle" description, Muskegon, MI
                   "Channel Easement", Muskegon, MI



1.   Effective Date: September 12, 2018 at 08:00 am



2.   Title to the estate or interest in the land is at the Effective Date vested in:
     City of Muskegon, a municipal corporation of the State of Michigan


3.   The land referred to in this Title Search Summary is described as follows:
     Located in the City of Muskegon, County of Muskegon, State of Michigan,

         SEE ATTACHED EXHIBIT "A"




Schedule A                                                                             2 of 6
Title Search Summary
Issued by Transnation Title Agency of Michigan Lakeshore Division
                                                                                          File No.: 252579WMS



                                                 Exhibit "A"




Part of Section 28, Town 10 North, Range 17 West, City of Muskegon, Muskegon County, Michigan, more
particular described as: Commencing at the Northwest corner of the Plat of Edgewater Subdivision,
Muskegon County, recorded in Liber 3, Page 82 of Plats; thence South 89 degrees 29 minutes 03 seconds
East 522.46 feet along the North line of said plat to the point of beginning; thence North 43 degrees 49
minutes 09 seconds East 253.30 feet along the Southeasterly line of and area described in Quit Claim
Deed, Liber 1285, Page 894; thence South 28 degrees 34 minutes 30 seconds East 210.94 feet along an
intermediate traverse line to a point on the extension of the North line of said subdivision; thence North 89
degrees 29 minutes 03 seconds West 276.29 feet along said North line and its extension to the point of
beginning, including all land between the intermediate traverse line and Muskegon Lake bounded by the
extension of the described Northerly and Southerly lines.
                                                                      File No.: 252579WMS



                                       SCHEDULE B – SECTION I

This Title Search Summary and items listed herein are issued for informational
purposes only and are not to be relied upon as a representation of the status of title
or an offer of any title insurance, coverage or policy. Should evidence of title
and/or encumbrances be desired, an application for title insurance should be
placed with the Company.




Schedule B I                                                                4 of 6
Title Search Summary
Issued by Transnation Title Agency of Michigan Lakeshore Division
                                                                                File No.: 252579WMS



                                      SCHEDULE B – SECTION II

                             MATTERS CONCERNING THE PROPERTY

NOTE: Any covenant, condition, restriction or limitation contained in any document referred
to herein based on race, color, religion, age, sex, handicap, familial status, or national origin,
is omitted unless and only to the extent that the covenant, condition, restriction or limitation
is not in violation of state or federal law.

1.      Defects, liens, encumbrances, adverse claims or other matters, if any, created, first
        appearing in the public records or attaching subsequent to the Effective Date.
2.      Rights or claims of parties in possession not shown by the Public Records.
3.      Any encroachment, encumbrance, violation, variation, or adverse circumstance
        affecting the Title that would be disclosed by an accurate and complete survey of the
        Land.
4.      Easements or claims of easements not shown by the Public Records and existing
        water, mineral, oil and exploration rights.
5.      Any lien, or right to a lien, for services, labor, or material, heretofore or hereafter
        furnished, imposed by law and not shown by Public Records.
6.      Any and all oil, gas, mineral, mining rights and/or reservations thereof.
7.      Taxes or special assessments which are not shown as existing liens by the Public
        Records.

 8.    Taxes and assessments which become due and payable or which become a lien
       against the property subsequent to the interest insured and deferred and/or
       installment payments of said taxes and assessments. The Company assumes no
       liability for tax increases occasioned by uncapping and adjustment of the taxable
       value, retroactive revaluation, changes in the land usage or loss of any principal
       residence exemption status for the insured premises.

 9.    Any provisions contained in any instruments of record which provisions pertain to the
       transfer of divisions under Section 109(3) of the Subdivision Control Act of 1967, as
       amended.

 10.   Rights of the public and of any governmental unit in any part of the land taken, used
       or deeded for street, road or highway purposes.

 11.   Rights, if any, of the United States government, the State of Michigan, any other
       governmental entity, riparian owners, the public or private persons existing in or with
       respect to the present and past bed, banks, bottomland and waters of Muskegon
       Lake.

 12.   Terms, conditions and provisions which are recited in Quit Claim Deed recorded in
       Liber 360, Page 98.

 13.   Loss or damage sustained as a result of subject property or a portion thereof, not
       being assessed for taxes.




Schedule B II                                                                          5 of 6
Title Search Summary
Issued by Transnation Title Agency of Michigan Lakeshore Division
                                                                    File No.: 252579WMS



JT




Schedule B II                                                              6 of 6
Title Search Summary
Issued by Transnation Title Agency of Michigan Lakeshore Division
835610_Topo
maxg 112618
                                         SKETCH OF DESCRIPTION        EXHIBIT G                           1 OF 1




                                                                  /
                                                                      /            NORTH
                                                              /                                            200

                                                                                  SCALE IN FEET




�-
NORTHWEST CORNER                                         N89 °29'03"W 276.29'
PLAT OF EDGEWATER
SUBDIVISION




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                 /'Y?A,;tE;l/l/A



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                                                               \



                                                                      \
  PART OF SECTION 28, TOWN 10 NORTH, RANGE 17 WEST, CITY OF MUSKEGON, MUSKEGON COUNTY,
  MICHIGAN MORE PARTICULAR DESCRIBED AS:
  COMMENCING AT THE NORTHWEST CORNER OF THE PLAT OF EDGEWATER SUBDIVISION, MUSKEGON
  COUNTY, RECORDED IN LIBER 3, PAGE 82 OF PLATS, MUSKEGON COUNTY RECORDS; THENCE SOUTH
  89 ° 29'03" EAST 522.46 FEET ALONG THE NORTH LINE OF SAID PLAT TO THE POINT OF BEGINNING;
  THENCE NORTH 43 °49'09" EAST 253.30 FEET ALONG THE SOUTHEASTERLY LINE OF AND AREA DESCRIBED IN
  QUIT CLAIM DEED, LIBER 1285, PAGE 894; THENCE SOUTH 28° 34'30" EAST 210.94 FEET ALONG AN
  INTERMEDIATE TRAVERSE LINE TO A POINT ON THE EXTENSION OF THE NORTH LINE OF SAID SUBDIVISION;
  THENCE NORTH 89 °29'03" WEST 276.29 FEET ALONG SAID NORTH LINE AND ITS EXTENSION TO THE POINT
  OF BEGINNING, INCLUDING ALL LAND BETWEEN THE INTERMEDIATE TRAVERSE LINE AND MUSKEGON LAKE
  BOUNDED BY THE EXTENSION OF THE DESCRIBED NORTHERLY AND SOUTHERLY LINES.
  SAID PARCEL CONTAINS 25,464 SQ.FT WHICH IS 0.584 ACRES OF LAND MORE OR LESS.

                                                                                                  F&V PROJECT NO.
                                                                                                           835610


                                                                                   SKETCH OF DESCRIPTION
              �                                                                        CITY OF MUSKEGON

 FLEIS&VANDENBRINK
                                                                                   MUSKEGON CO, MICHIGAN
                                               316 Morris Avenue, Suite 230
                                                        Muskegon, Ml 49440
 DESIGN. BUILD. OPERATE.
                                                            P: 231.726.1000
                                                            F: 231.726.2200
                 Commission Meeting Date: February 12, 2019




Date:        February 7, 2019
To:          Honorable Mayor and City Commissioners
From:        Planning & Economic Development
RE:          Approval of Contract for Critical Dune Enforcement


SUMMARY OF REQUEST:

The City approved its local Critical Dune ordinance on December 12, 2017. Staff
released a Request for Qualifications to enforce the ordinance in 2018 and Prism was
the only applicant. Staff is requesting approval of the contract and fee schedule to allow
Prism to enforce the ordinance.


FINANCIAL IMPACT:

Staff anticipates a cost savings for the City’s annual permits and also for private home
owners who apply for permits.

BUDGET ACTION REQUIRED:

None

STAFF RECOMMENDATION:

Approval of the contract and fee schedule

COMMITTEE RECOMMENDATION:

None




2/7/2019
            PRISM SCIENCE & TECHNOLOGY, LLC
                STANDARD FEE SCHEDULE
Professional Staff
Principal/Executive                       $140.00/hour
Project Director                          $130.00/hour
Chief Engineer/Geologist/Biologist        $120.00/hour
Project Engineer/Geologist/Biologist      $115.00/hour
Project Manager II                        $105.00/hour
Project Manager I                         $95.00/hour
Staff Engineer/Geologist/Biologist II     $90.00/hour
Staff Engineer/Geologist/Biologist I      $85.00/hour
Technician II                             $80.00/hour
Technician I                              $75.00/hour
Administrative                            $65.00/hour
Expert Witness/Depositions/Testimony      Hourly Rate x 2

Expenses and Equipment
Mileage                                   $0.75/mile
Equipment Vehicle                         $25.00/day plus mileage
Photoionization Detector                  $80.00/day
Low-Flow Groundwater Sampling Equipment   $185.00/day
Electronic Water Level Indicator          $25.00/day
Oil/Water Interface Probe                 $45.00/day
Centrifugal Pump                          $100.00/day
Silicone Tubing                           $3.00/foot
Polyethylene Tubing                       $0.35/foot
Water Sampling Bailers                    $15.00/each
Brass Pad Locks                           $16.00/each
Generator                                 $75.00/day
Concrete Hammer Drill                     $115.00/day
Concrete Coring Machine                   $160.00/day
Stainless Steel Hand Augers               $40.00/day
Soil Preservation Kits (methanol)         $7.00/sample
Sample Containers                         Cost
Sample Shipment                           Cost
Level “C” PPE                             $75.00/person/day
Level “A” or “B” PPE                      Varies
55-Gallon Drum                            $65.00/each
Special Equipment/Rental                  Cost/Rental Charge
Survey Elevation Equipment                $75.00/day
Manual Inclinometer                       $10.00/site/day
Electronic Inclinometer                   $40.00/site/day
Surface Water Swing Sampler               $10.00/site/day
Monitor/Recovery Well Materials           Estimated by project
Subcontracted Services                    20%
Per Diem                                  $140.00/day (overnight)
Miscellaneous Expenses                    Cost
Additional Report Copies                  $50.00 to $100.00/each
Magnetic Utility Locator                  $20.00/day
Sub-slab Soil Gas Equipment               $200.00/day
Vapor Points                              $70.00/each
Critical Slope Instruments                $25.00/use
                          CITY OF MUSKEGON, MICHIGAN
                         PROFESSIONAL SERVICES AGREEMENT
This Agreement for Professional Services (“Agreement”) is entered into by and between the
City of Muskegon, a Michigan municipal corporation, 933 Terrace Street, Muskegon Michigan
49440, (“City”) and Prism, (“Prism”), licensed to do business in the State of Michigan, whose
address is 3133 Lakeshore Drive, St. Joseph, Michigan 49085. City and Prism are individually
referred to as a “Party” and may be collectively referenced as the “Parties”.
                               RECITALS AND REPRESENTATIONS
WHEREAS, the City has the ability under State laws and City Ordinance to adopt and enforce
certain codes and other ordinances relating to Critical Dunes.
WHEREAS, Prism represents that Prism has the skill, ability, and expertise to perform the
services described in this Agreement; and
WHEREAS, the City desires to engage Prism to provide the services described in this Agreement
subject to the terms and conditions of the Agreement.
NOW, THEREFORE, in consideration of the benefits and obligations of this Agreement, the
Parties mutually agree as follows:
1.0 AGREEMENT
      1.1 References to “Prism” shall include any employees of Prism, its contractors,
          subcontractors, and independent contractors.

2.0 SERVICES
       2.1 Services. As directed by and under the supervision of the Planning Director, or
           his/her designee, Prism shall provide the City with the services described in Exhibit A
           (“Scope of Services”).
       2.2 Changes to Services. The City may request a change or changes in the Services. Any
           changes to Services that are mutually agreed upon between the City and Prims shall
           be made in writing which shall specifically designate any changes in compensation
           for the Services and be made an amendment to the Agreement after approval by
           City Commission. To be effective, any changes must be approved by City
           Commission, and signed by Prism and the Mayor and City Clerk.

3.0 COMPENSATION
      3.1 Commencement of Services. Following execution of this Agreement by both Parties
          and on the Effective Date of .         . , Prism shall be authorized to commence
          performance of the Services subject to the requirements and limitations on
          compensation as provided by this Section 3.0 and its subsections.
      3.2 Fees. Unless otherwise provided, Prism shall receive those fees as provided for and
          calculated as provided for in Exhibit A..
       3.3 Hourly Fees. Where a permit fee is not collected for the service performed or if
           Prism is required by the City to perform any service not included as part of its Scope
           of Services outlined in Exhibit A. That hourly rate includes pay rate, overhead, profit,
           travel necessary to perform the task and all other costs to Prism. This hourly rate
           would also apply to any services for which a fee has been collected but the City has
           requested that services be performed by Prism, when Prism is required to perform
           any service not included as part of its Scope of Services outlined in Exhibit A.
       3.4 Collection of Fees. The City, through Prism, shall collect fees on behalf of the City.
               3.4.1 Increases in Compensation or Addition of Reimbursable Expenses. Any
                       increases or modification of compensation or the addition of a
                       reimbursable expense(s) shall be subject to written amendment of this
                       Agreement approved by City Commission and executed by both Parties.
       3.5 Payment Processing. Prism shall submit invoices and requests for payment in a
            form acceptable to the City. Invoices shall be submitted by the 15th of each month
            unless otherwise approved by this Agreement or in writing by the City. All invoices
            shall contain sufficient information to account for all Prism time (or other
            appropriate measure(s)) of work effort for the Services during the stated period of
            the invoice. Invoices shall be given to the Planning Director. The City shall have
            thirty (30) days from receipt of the invoice to issue payment to Prism’s corporate
            offices, unless there is a dispute as to the amount due and owning. If there is a
            dispute, the parties shall use the procedures set out in paragraph 3.6.
       3.6 City’s Dispute of Amount of Payment. The City may request additional information
            from Prism substantiating any and all compensation sought by Prism before
            accepting the invoice. When additional information is requested by the City, the
            City shall advise Prism in writing, identifying the specific item(s) that are in dispute
            and giving specific reasons for any request for information. The City shall pay Prism
            within thirty (30) days of the receipt of an invoice for any undisputed charges or, if
            the City disputes an item or invoice and additional information is requested, within
            thirty (30) days of resolution of the dispute. To the extent possible, undisputed
            charges within the same invoice as disputed charges shall be timely paid in
            accordance with this Agreement. Payment by the City shall be deemed made and
            completed upon hand delivery to Prism or designee of Prism or upon deposit of
            such payment in the U.S. Mail, postage pre-paid, addressed to Prism.

4.0 Prism’s General Responsibilities
        4.1 Reference to “Prism” under this Section shall include Prism employees, contractors,
            subcontractors, independent contractors, or anyone performing services under this
            Agreement for Prism.
        4.2 The City shall supply Prism with individual identification badges (“ID badges”) for
            each Prism employee. The City shall have the discretion to determine the type, size,
            and design for those ID badges. Prism shall require that all employees have their ID
            badges visible to the public at all times while performing services under this
            Agreement. Lost ID badges shall be immediately reported to the Planning
            Department.
       4.3 Prism shall provide to the City the work telephone numbers of all employees,
           including any mobile telephones that will be used while performing services under
           this Agreement.
       4.4 The City shall provide copies and amendments to the City Code of Ordinances, and
           other relevant code books or materials to Prism. These materials shall remain the
           property of the City and shall be turned into the City at the termination of this
           Agreement. Prism is obligated to affirmatively request from the City such
           information that Prism, based on Prism’s professional experience, should reasonably
           expect is available and which would be relevant to the performance of the Services.
       4.5 Prism shall perform the Services in accordance with this Agreement and shall
           promptly inform the City concerning ambiguities and uncertainties related to Prism’s
           performance that are not addressed by the Agreement.
       4.6 Prism shall employ a sufficient number of employees sufficiently experienced and
           knowledgeable to perform the Services in a timely and prompt manner and such
           employees shall at all times act in a professional, polite, and courteous manner to all
           persons regardless of the circumstances.
       4.7 Prism shall promptly comply with any written City request for the City or any of its
           duly authorized representatives to reasonably access and review any books,
           documents, and papers, other than Prism’s financial records, that are pertinent to
           Prism’s performance under this Agreement for the purpose of the City performing
           an audit, examination, or other review of the Services.
       4.8 Prism shall comply with all applicable federal, state and local laws, ordinances,
           regulations, and resolutions.
       4.9 Prism shall be responsible at Prism’s expense for obtaining, and maintaining in a
           valid and effective statues, all licenses and permits necessary to perform the
           Services unless specifically stated otherwise in this Agreement. Prism shall supply
           copies to the City of appropriate licenses and permits for any individual performing
           services under this agreement.
       4.10 If requested by the City, Prism shall make the appropriate employees,
           contractors, subcontractors, agents and independent contractors available for court
           proceeding, as witnesses, expert witnesses or otherwise, instituted by or involving
           the City in either criminal or civil matters which involve services performed under
           this Agreement, including but not limited to , appearances at pre-trials, hearings,
           bench trials, jury trial and at all other times requested by the City.
       4.11 Prism shall make the appropriate employee, contractor, subcontractor, and
           independent contractor available for consultation with the Planning Director and the
           City Attorney, or their designees, to discuss issues regarding litigation and/or
           matters of interest to City Commission or the public.

5.0 Performance Standards
       5.1 In performing the Services, Prism shall use the degree of care, skill, and
           professionalism ordinarily exercised under similar circumstances by members of the
           same profession practicing or performing the substantially same or similar services
           in the State of Michigan. Prism represents to the City that Prism is, and its
           employees performing such Services are, properly licensed and/or registered within
           the State of Michigan for the performance of the Services (if licensure and/or
           registration is required by applicable law) and that Prism and employees possess the
           skills, knowledge, and abilities to competently, timely, and professionally perform
           the Services in accordance with this Agreement.
       5.2 In a timely manner, Prism shall inform the Planning Director of all oral complaints
           and submit a copy of all written complaints it receives from third parties against any
           employee, contractor, subcontractor or independent contractor of Prism to the
           Planning Director..
       5.3 The Parties mutually agree that Prism’s actions reflect on the reputation of the City.
           It is imperative to the City that Prism treats the City and the public with the utmost
           fairness and respect. Prism shall strictly comply with all the terms and conditions set
           out in this Agreement.

6.0 Term and Termination
       6.1 Term. This Agreement shall be effective on the .         , (the “Effective Date”) and
           shall terminate on .         . At the end of this period, and upon mutual agreement
           of the parties as approved by City Commission, this Agreement may be renewed for
           up to a . .year period. This Agreement may also be terminated as provided in
           paragraphs 6.2 through 6.7..
       6.2 Continuing Services Required. Prism shall perform the Services in accordance with
           this Agreement commencing on the Effective Date until such Services are
           terminated or suspended in accordance with this Agreement. Prism shall not
           temporarily delay, postpone, or suspend the performance of the Services without
           the written consent of the City Commission, City Manager, or a person expressly
           authorized in writing to direct Prism’s services.
       6.3 City Unilateral Termination. Notwithstanding paragraph 6.1.this Agreement may be
           terminated by the City for any or no reason upon written notice delivered to Prism
           at least 30 days prior to termination. In the event of the City’s exercise of the right of
           unilateral termination as provided by this paragraph:
               6.3.1 Unless directed to continue performing work during the 30 day period
                       prior to termination or unless otherwise provided in any notice of
                       termination, Prism shall provide no further services in connection with
                       this Agreement after receipt of a notice of termination; and
               6.3.2 All finished or unfinished documents, data, studies and reports prepared
                       by Prism pursuant to this Agreement shall be delivered by Prism to the
                       City and shall become the property of the City; and
               6.3.3 Prism shall retain any fees collected, regardless of service performed,
                       through last day worked based on termination notice. Prism will provide
                       a final accounting within 30 days of the date of termination unless
                       directed otherwise.
       6.4 Termination for Non-Performance. Should a Party to this Agreement fail to
           materially perform in accordance with the terms and conditions of this Agreement,
           this Agreement may be terminated by the performing Party if the performing Party
    first provides written notice to the non-performing Party which notice shall specify
    the non-performance, provide both a demand to cure the non-performance and
    reasonable time to cure the non-performance, and state a date upon which the
    Agreement shall be terminated if there is a failure to timely cure the non-
    performance. For purpose of this Section, “reasonable time” shall be not less than
    five (5) business days. In the event of a failure to timely cure a non-performance and
    upon the date of the resulting termination for nonperformance, Prism shall prepare
    a final accounting and final invoice of charges for all performed but unpaid Services
    and authorized reimbursable expenses. Such final accounting and final invoice shall
    be delivered to the City within fifteen (15) days of the date of termination;
    thereafter, no other invoice, bill, or other form of statement of charges owing to
    Prism shall be submitted to or accepted by the City. Provided that notice of non-
    performance is provided in accordance with this Section, nothing in this Section shall
    prevent, preclude, or limit any claim or action for default or breach of contract
    resulting from non-performance by a party.
6.5 Unilateral Suspension of Services. The City may suspend Prism’s performance of the
    Services at the City’s discretion and for any reason by delivery of written notice of
    suspension to Prism which notice shall state a specific date of suspension. Upon
    receipt of such notice of suspension, Prism shall immediately cease performance of
    the Services on the date of suspension except: (1) as may be specifically authorized
    by the notice of suspension (e.g., to secure the work area from damage due to
    weather or to complete a specific report or study); or (2) for the submission of an
    invoice for Services performed prior to the date of suspension in accordance with
    this Agreement.
6.6 Reinstatement of Services Following City’s Unilateral Suspension. The City may at its
    discretion direct Prism to continue performance of the Services following
    suspension. If such direction by the City is made within (30) days of the date of
    suspension, Prism shall recommence performance of the Services in accordance with
    this Agreement. If such direction to recommence suspended Services is made more
    than thirty-one (31) days following the date of suspension, Prism may elect to : (1)
    provide written notice to the City that such suspension is considered a unilateral
    termination of this Agreement pursuant to Section .6.0.; or (2) recommence
    performance in accordance with this Agreement; or (3) if suspension exceeded sixty
    (60) consecutive days, request from the City an equitable adjustment in
    compensation or a reasonable re-start fee and, if such request is rejected by the
    City, to provide written notice to the City that such suspension and rejection of
    additional compensation is considered a unilateral termination of this Agreement
    pursuant to Section 6.0...Nothing in this Agreement shall preclude the Parties from
    executing a written amendment or agreement to suspend the Services upon terms
    and conditions mutually acceptable to the Parties for any period.
6.7 Delivery of Notice of Termination. Any notice of termination permitted by this
    Section and its subsections shall be deemed given as set out in Section 12.3 of this
    Agreement titled “Notices”.
7.0 Insurance
        7.1 Insurance Generally. Prism shall obtain and shall continuously maintain during the
            term of this Agreement insurance of the kind and in the amounts specified in Prism’s
            Insurance Certificate, as a minimum, as follows:
            ⊗ The Contractor shall secure and maintain the flowing (“Required Insurance”):
                  ⊗ Worker’s compensation insurance to cover obligations imposed by
                      applicable law for any employee engaged in the performance of work
                      under this Agreement, and Employer’s Liability insurance with minimum
                      limits of one hundred thousand dollars ($100,000) each accident, five
                      hundred thousand dollar ($500,000) disease – policy limit, and one
                      hundred thousand dollars ($100,000) disease – each employee. Evidence
                      of qualified self-insured status may be substituted for the worker’s
                      compensation requirements of this paragraph.
                  ⊗ Commercial general liability insurance with minimum combined single
                      limits of one million dollars ($1,000,000) each occurrence and two million
                      dollars ($2,000,000) general aggregate. The policy shall be applicable to all
                      premises and operations. The policy shall include coverage for bodily
                      injury, broad form property damage (including completed operations),
                      personal injury (including coverage for contractual and employee acts),
                      blanket contractual, and independent Corporations. The policy shall
                      contain a severability of interest provision, and shall be endorsed to
                      include the Municipality including Architects and Engineers, all elected
                      and appointed officials, all employees and volunteers, boards,
                      commissions and/or authorities and their board members, employees,
                      and volunteers as additional insured. No additional insured endorsement
                      shall contain any exclusion for bodily injury or property damage arising
                      from completed operations.
                  ⊗ Comprehensive Automobile Liability insurance with minimum combined
                      single limits for bodily injury and property damage of not less than on One
                      Million Dollars ($1,000,000) each occurrence with respect to each of
                      Prism’s owned, hired and non-owned vehicles assigned to or used in
                      performance of the Services. The policy shall contain a severability of
                      interest’s provision. Such insurance coverage must extend to all levels of
                      subcontractors. Such coverage must include all automotive equipment
                      used in the performance of the Agreement, both on the work site and off
                      the work site, such coverage shall include non-ownership and hired cars
                      coverage. Such insurance shall be endorsed to name the City as Certificate
                      Holder and name the City, and its elected officials, officers, employees and
                      agents as additional insured parties.
                  ⊗ Professional Liability (errors and omissions) Insurance with a minimum
                      limit of coverage of One Million Dollars ($1,000,000) per claim and annual
                      aggregate. Such policy of insurance shall be obtained and maintained for
                      one (1) year following completion of all Services under this Agreement.
                     Such policy of insurance shall be endorsed to include the City as a
                     Certificate Holder.
                      The Required Insurance shall be procured and maintained with insurers
                      with an A- or better rating as determined by Best’s Key Rating Guide. All
                      Required Insurance shall be continuously maintained to cover all liability,
                      claims, demands, and other obligations assumed by Prism.
       7.2Additional Requirements for All Policies. In addition to specific requirements       .
       imposed on insurance by this Section and its subsections, insurance shall . .
       Conform to all of the following:
              7.2.1 Prism shall be solely responsible for any deductible losses for Required
              Insurance.
              Every policy of insurance shall provide that the City will receive notice no less
              than thirty (30) days prior to any cancellation, termination, or a material change
              in such policy.
       7.3 Failure to Obtain or Maintain Insurance. Prism’s failure to obtain and continuously
           maintain policies of insurance in accordance with this section 7 and its subsections
           shall not limit, prevent, preclude, excuse, or modify any liability, claims, demands, or
           other obligations of Prism arising from performance or non-performance of this
           Agreement. Failure on the part of Prism to obtain and to continuously maintain
           policies providing the required coverage, conditions, restrictions, notices, and
           minimum limits shall constitute a material breach of this Agreement upon which the
           City may immediately terminate this Agreement, or, at its discretion, the city may
           procure or renew any such policy or any extended reporting period thereto and may
           pay any and all premiums in connection therewith, and all monies so paid by the City
           shall be repaid by Prism to the City immediately upon demand by the City, or at the
           City’s sole discretion, the City may offset the cost of the premiums against any
           monies due to Prism from the City pursuant to this Agreement.
       7.4 Insurance Certificates. Prior to commencement of the Services, Prism shall submit to
           the City certificates of insurance for all Required Insurance. Insurance limits, term of
           insurance, insured parties, and other information sufficient to demonstrate
           conformance with this Section and its subsections shall be indicated on each
           certificate of insurance. Certificates of insurance shall reference Prism / Building
           Inspection Services. The City may request and Prism shall provide within ten (10)
           business days of such request a current certified copy of any policy or Required
           Insurance and any endorsement of such policy. The City may, at its election,
           withhold payment for Services until the requested insurance policies are received
           and found to be in accordance with the Agreement.

8 Ownership of Documents
    8.1 Any work product, materials, and documents produced by Prism pursuant to this
        Agreement shall be and remains property of the City and shall not be made subject
        to any copyright unless authorized by the City. Prism hereby assigns to the City the
           copyright to all works prepared, developed, or created pursuant to the Services
           outlined in this Agreement, including the rights to: (1) reproduce the work; (2)
           prepare derivative works; (3) distribute copies to the public by sale, rental, lease, or
           lending; (4) perform the works publicly; and (5) to display the work publicly. Prism
           waives its rights to claim authorship of the works, to prevent its name from being
           used in connection with the works, and to prevent distortion of the works.

           Other materials, methodology and proprietary work used or provided by Prism to
           the City not specifically created and delivered pursuant to the Services outlined in
           this Agreement may be protected by a copyright held by Prism and Prism reserves all
           rights granted to it by any copyright. The City shall not reproduce, sell, or otherwise
           make copies of any copyrighted material, subject to the following exceptions: (1) for
           exclusive use internally by City staff and/or employees; or (2) pursuant to a request
           under the Michigan Freedom of Information Act, MCI 15.231 et. Seq., or any Federal
           open records act, to the extent that such statutes apply; or (3) pursuant to law,
           regulation, or court order. Prism waives any right to prevent its name from being
           used in connection with the Services.
       8.2 Prism will be provided with a copy of the City’s Freedom of Information Act (“FOIA”)
           policy. The City is responsible for responses to FOIA requests and Prism shall not
           directly respond to any third parties regarding any received FOIA requests. Upon
           receipt of a FOIA request, Prism shall immediately give that request to the City Clerk.
           Prism shall provide specific information requested by the City for response to the
           FOIA request by the date and time requested by the City Clerk and in a specific
           format if so requested by the City Clerk, excluding those documents prepared by or
           on behalf of the City.
       8.3 If Prism receives a claim for damages, a Summons or Complaint, a subpoena or other
           document concerning a request for money damages, a threat of a law suit, or any
           court action proceeding, Prism shall immediately hand deliver these documents to
           the City Clerk.

9 Independent Contractor
     9.1 Prism shall perform the Services as an independent contractor and shall not be
         deemed by virtue of this Agreement to have entered into any partnership, joint
         venture, employer/employee or other relationship with the City other than as a
         contracting party and independent contractor. The City shall not be obligated to
         secure, and shall not provide, any insurance coverage or employment benefits of
         any kind or type to or for Prism or Prism’s employees, sub-consultants, contractors,
         agents, or representatives, including coverage or benefits related but not limited to:
         local, state, or federal income or other tax contributions; insurance contributions
         (e.g., FICA); workers’ compensation; disability, injury, or health; professional liability
         insurance, errors and omissions insurance; or retirement account contributions.
10 Conflict of Interest
      10.1 Prism shall refrain from providing services to other persons, firms, or entities
          that would create a conflict of interest for Prism with regard to providing the
          Services pursuant to this Agreement. Prism shall not offer or provide anything of
          benefit to any City official or employee that would place the official or employee in a
          position of violating the public trust as provided under the City Charter, City Code of
          Ordinance, state or federal statute, case law or ethical principles.

11 Remedies
      11.1 In addition to any other remedies provided for in this Agreement, and without
         limiting its remedies available at law, the City may exercise the following remedial
         actions if Prism substantially fails to perform the duties and obligations of this
         Agreement. Substantial failure to perform the duties and obligations of this
         Agreement shall mean a significant, insufficient, incorrect, or improper performance,
         activities or inactions of Prism. The remedial actions include:

              11.1.1 Suspend Prism’s performance pending necessary corrective action as
                     specified by the City without Prism’s entitlement to an adjustment in any
                     charge, fee, rate, price, cost, or schedule; and/or

              11.1.2 Withhold payment to Prism until the necessary services or corrections in
                     performance are satisfactorily completed; and/or
              11.1.3 Deny payment for those services which have not been satisfactorily
                     performed, and which, due to circumstances caused by Prism, cannot be
                     performed, of if performed would be of no value to the City; and/or

              11.1.4 Terminate this Agreement in accordance with this Agreement.

                      The foregoing remedies are cumulative and the City, in its sole discretion,
                      may exercise any or all of the remedies individually or simultaneously.

12 Miscellaneous Provisions
     12.1 No Waiver of Rights. A waiver by any Party to this Agreement of the breach of
         any term or provision of this Agreement shall not operate or be construed as a
         waiver of any subsequent breach or continued breach by either Party or continued
         breach by either Party. The City’s approval or acceptance of, or payment for,
         services shall not be construe to operate as a waiver of any rights or benefits to be
         provided under this Agreement. No covenant or term of this Agreement shall be
         deemed to be waived by the City except in writing signed by the City Commission or
         by a person expressly authorized to sign such waiver by resolution of the City
         Commission of the City and any written waiver of a right shall not be construed to be
         a waiver of any other right or to be a continuing waiver unless specifically stated.
     12.2 No Waiver of Governmental Immunity. Nothing in this Agreement shall be
         construed to waive, limit, or otherwise modify any governmental immunity that may
   be available by law to the City, its officials, employees, contractors, or agents,
   volunteers or any other person acting on behalf of the City and, in particular,
   governmental immunity afforded or available pursuant to the Michigan
   Governmental Immunity Act, MCL 691. 1401, et. Seq.
12.3 Affirmative Action. Prism will not discriminate against any employee or applicant
   for employment because of race, color, religion, sex or national origin. Prism will
   take affirmative action to ensure applicants are employed, and employees are
   treated during employment, without regard to their race, color, religion, sex or
   national origin. Such action shall include, but not be limited to the following:
   employment, upgrading, promotion, demotion or transfer; recruitment or
   recruitment advertising; layoff or termination; rates of pay or other forms of
   compensation; and selection for training, including apprenticeship.
12.4 Binding Effect. The Parties agree that this Agreement, by its terms, shall be
   binding upon the successors, heirs, legal representatives, and assigns.
12.5 No Third Party Beneficiaries. Nothing contained in this Agreement is intended to
   or shall create a contractual relationship with, cause of action in favor of, or claim
   for relief for, any third party, including any agent, Sub-consultant or subcontractor
   or Prism. Absolutely no third party beneficiaries are intended by this Agreement.
   Any third-party receiving a benefit from this Agreement is an incidental and
   unintended beneficiary only.
12.6 Governing Law, Venue, and Enforcement. This Agreement shall be governed by
   and interpreted according to the law of the State of Michigan. Venue for any action
   arising under this Agreement shall be in the County of Muskegon. If there is any
   conflict between the language of this Agreement and any exhibit or attachment, the
   language of this Agreement shall govern.
12.7 Survival of Terms and Conditions. The Parties understand and agree that all
   terms and conditions of the Agreement that require continued performance,
   compliance, or effect beyond the termination date of the Agreement shall survive
   such termination date and shall be enforceable in the event of a failure to perform
   or comply.
12.8 No Assignment. Neither Party shall assign all or part of the rights, duties,
   obligations, responsibilities, or benefits set forth in this Agreement to another party
   or entity.
12.9 Paragraph Captions. The captions of the paragraphs are set forth only for the
   convenience and reference of the Parties and are not intended in any way to define,
   limit or describe the scope or intent of this Agreement.
12.10 Integration and Amendment. This Agreement represents the entire and
   integrated agreement between the City and Prism and supersedes all prior
   negotiations, representations, or agreements, either written or oral, unless specified
   herein. Any amendments to this must be in writing and be signed by both the City
   and Prism.
12.11 Severability. Invalidation of any of the provisions of this Agreement or any
   paragraph sentence, clause, phrase, or word herein or the application thereof in any
           given circumstance shall not affect the validity of any other provision of this
           Agreement.
        12.12 Incorporation of Exhibits. Unless otherwise stated in this Agreement, exhibits,
           applications, or documents referenced in this Agreement shall be incorporated into
           this Agreement for all purposes. In the event of a conflict between any incorporated
           exhibit and this Agreement, the provisions of this Agreement shall govern and
           control.
        12.13 Notices. Unless otherwise specifically required by a provision of this Agreement
           any notice required or permitted by this Agreement shall be in writing and shall be
           deemed to have been sufficiently given for all purposes if sent by certified mail or
           registered mail, postage, and fees prepaid, addressed to the Party wo whom such
           notice is to be given at the address set forth below or at such other address as has
           been previously furnished in writing, to the other Party. Such notice shall be deemed
           to have been given when deposited in the United States Mail properly addressed to
           the intended recipient.


 If to the City:                                 If to Prism:

 City Manager
 City of Muskegon
 PO Box 536 / 933 Terrace Street
 Muskegon, MI 49440

 With Copy to:                                   With Copy to:

 John C. Schrier
 Parmenter Law
 601 Terrace Street
 Muskegon, MI 49440


13 Special Provisions
      13.1 Indemnification and Hold Harmless. To the fullest extent permitted by law,
         Prism agrees to defend, pay on behalf of, indemnify, and hold harmless the City, it’s
         elected and appointed officials, employees and volunteers and others working on
         behalf of the City against any and all claims, demands, suits, or loss, including all
         costs connected therewith, and for any damages which may be asserted, claimed or
         recovered against or from the City, its elected and appointed officials, employees,
         volunteers or others working on behalf of the City, by reason of personal injury,
         including bodily injury or death and/or property damage, including loss of use
   thereof which arises out of or is in any way connected or associated with this
   Agreement. At no time does the City waive its right to governmental immunity.
13.2 Force Majeure. Neither Prism nor the City shall be liable for any delay in, or
   failure of performance of, any covenant or promise contained in this Agreement, nor
   shall any delay or failure constitute default or give rise to any liability for damages if,
   and only to extent that, such delay or failure is caused by “force majeure.” As used
   in this Agreement, “force majeure” means acts of God, acts of the public enemy,
   unusually severe weather, fires, floods, epidemics, quarantines, strikes, labor
   disputes and freight embargos, to the extent such events were not the result of, or
   were not aggravated by, the acts or omissions of the non-performing or delayed
   party.
13.3 Authority. The individuals executing this Agreement represent that they are
   expressly authorized to enter into this Agreement on behalf of City and Prism and
   bind their respective entities.


THIS AGREEMENT is executed and made effective as provided above.
City of Muskegon                                      Prism
.                                         .            .                                     .
Signature                                              Signature
Name: .                                  .            Name:.                                .
Title: .                                 .            Title:.                               .
Date: .        ./.          ./.                       Date: .         ./.        ./.         .




.                                         .
ATTEST Signature
.                                         .
Name / Title
Date: .        ./.           ./.             .
Date:     2/12/2019

To:       Honorable Mayor and City Commissioners

From:     City Manager

RE:       Organizational Changes


SUMMARY OF REQUEST:

Approve changes to the city’s organization, specifically in the workload for the division
heads and operations at the LC Walker Arena. Modify the Municipal Services Division
to include Planning, Economic Development and Community and Neighborhood
Services. Establish positions for an Economic Development Director, a Strategic
Initiatives Director and a Business Development Manager.

Re-establish the Public Works Director overseeing the Engineering Department, Water
Filtration Plant, Utility Department and Department of Public Works and appoint Leo
Evans as the division head.

Establish positions for operations at the LC Walker Arena including an Arena
Maintenance Worker, an Arena Finance Manager, and an Arena Box Office Manager.

FINANCIAL IMPACT:

To be determined based on salary and benefit packages

BUDGET ACTION REQUIRED:

Include salary and benefits in the next budget reforecast.

STAFF RECOMMENDATION:

Approve changes to the city’s organization.
                                     Organizational Changes
                                            February 11, 2019



Staff are recommending changes to the city’s organization, specifically in the workload for the division
heads and operations at the LC Walker Arena.

Municipal Services Division

With the need for increased emphasis on economic development, Municipal Services will now include
Planning, Economic Development and Community and Neighborhood Services. All of the Public Works
departments will be removed from this division. LeighAnn Mikesell will oversee this division, and new
positions for an Economic Development Director, a Strategic Initiatives Director and a Business
Development Manager will be added to the economic development team. All will report to LeighAnn.

The Economic Development Director develops and implements the City’s economic development
program, maintains close relationships with federal, state, and local governments, businesses, property
owners, commercial real estate professionals, developers and other economic development agencies
and partners in order to support existing business and promote investment and development within the
City. The Economic Development Director will manage public improvement projects related to economic
development and redevelopment with the City, including public-private partnerships.

The Director of Strategic Initiatives will develop, oversee and help implement programs and projects
that support the City of Muskegon’s vision and short- and long-term plans. The Director of Strategy and
Business Initiatives will work directly with other City Departments to deliver project management,
strategic planning, and implementation support for key organizational initiatives.

The Business Development Manager will focus efforts on developing the city’s commercial districts
through attraction of investment, support of existing businesses, assistance with events, and promotion
of the city. The manager will serve as staff support to the Downtown Development Association, the
Downtown Muskegon Business Improvement District, and the Downtown Muskegon Development
Corporation.

Public Works Division

The Public Works Division will include the Engineering Department, Water Filtration Plant, Utility
Department and Department of Public Works. Leo Evans will oversee this division and continue to serve
as the City Engineer.
Organizational Changes
February 11, 2019


LC Walker Arena

With Tim Taylor’s resignation from the city, positions at the arena that had been filled by contract
through GoodTemps will become positions within city government. Added positions include an Arena
Maintenance Worker, an Arena Finance Manager, and an Arena Box Office Manager.

The Arena Maintenance Worker will report to the Convention Center Arena Manager and perform semi-
skilled and skilled tasks to repair and maintain the arena as well as set up and dismantle equipment for
scheduled events. Under the supervision of the city’s Finance and Administrative Services Director, the
Arena Finance Manager will manage finance activities for the arena including general accounting,
budgets, accounts payable/receivable, contract compliance, reports/reconciliations, concessions, box
office, tenants, ice rental, annex activities, and miscellaneous events hosted at the arena. The Arena
Box Office Manager will report to the Arena Finance Manager and will direct and maintain a full-service
box office operation, supervise cashiers involved in ticket sales, coordinate the sale of tickets in
locations other than the arena, maintain accurate accounting records, complete final financial
settlements with promoters and ticket outlets, and prepare related reports.
                 Commission Meeting Date: February 12, 2019




Date:         February 7, 2019
To:           Honorable Mayor and City Commissioners
From:         Planning & Economic Development
RE:           Sale of City-Owned Property


SUMMARY OF REQUEST:

Staff-initiated request to sell the bike path parcel that runs through the proposed
Hartshorn Village development. The bike path will be relocated just to the north.


FINANCIAL IMPACT:

The sale is necessary to make the development work, which will lead to increased
residential property taxes.

BUDGET ACTION REQUIRED:

None

STAFF RECOMMENDATION:

Approval of the estate agreement

COMMITTEE RECOMMENDATION:

None




2/7/2019
                            REAL ESTATE SALE AGREEMENT


              THIS REAL ESTATE SALE AGREEMENT ("Agreement") has been made as of
the Effective Date (defined below), by the CITY OF MUSKEGON, a Michigan municipal
corporation, of 933 Terrace Street, Muskegon, Michigan 49442 ("Seller"), and HARBOR
WEST, LLC, a Michigan limited liability company, of 108 South University, Suite 6, Mt.
Pleasant, Michigan 48858 ("Buyer").

              Seller agrees to sell to Buyer, and Buyer agrees to purchase from Seller, on the
terms and subject to the conditions set forth in this Agreement, those parcels of real estate as
depicted on Exhibit A, attached hereto, adjacent to the Hartshorn Marina (the "Marina"),
together with all improvements, fixtures, easements, division rights, hereditaments and
appurtenances associated with that real estate (collectively, "Property").

        1.      Purchase Price. The purchase price for the Property shall be One and 00/100
U.S. Dollars ($1.00) ("Purchase Price"), payable at Closing (as defined below) by bank money
order, cashier's check, or wire transfer of immediately available funds.

       2.      Default.

              (a)    If Buyer defaults in Buyer's obligations under this Agreement so that the
Purchase is not closed, then as Seller's sole remedy Seller may terminate this Agreement by
notice to Buyer and neither Seller nor Buyer shall have any further liability to the other under
this Agreement.

               (b)     If Seller defaults in Seller's obligations under this Agreement so that the
Purchase is not closed, then Buyer may terminate this Agreement by notice to Seller, in which
case neither Seller nor Buyer shall have any further liability to the other under this Agreement.
Alternatively, Buyer may pursue any other right or remedy available at law or in equity,
including, without limitation, injunctive relief and specific performance of this Agreement.

       3.      Title; Survey.

                (a)    Seller agrees to convey good and marketable title to the Property to Buyer
by covenant deed ("Covenant Deed"). As evidence of Seller’s title, within twenty (20) days
after the Effective Date, Seller shall at Seller’s expense furnish Buyer with a commitment ("Title
Commitment") from Transnation Title Agency (the "Title Company") to issue an owner's title
insurance policy insuring Buyer in the amount of the Purchase Price, without the standard
printed exceptions, and which shall be in the latest form approved by the American Land Title
Association ("ALTA"). The Title Commitment must show good and marketable title to be in
Seller’s name, subject only to beneficial easements and restrictions of record that are acceptable
to Buyer in its sole discretion and the requirements to be satisfied under the Title Commitment
and shall disclose no other easements, restrictions or encumbrances whatsoever.
               (b)     Buyer shall obtain, at Buyer’s expense, a current staked survey of the
Property in a form acceptable to Buyer and Buyer’s lender, if any, including, without limitation
the form of certification ("Survey"). Buyer and Seller acknowledge and agree that the legal
description for the Property shall be that as set forth in the Title Commitment to be obtained by
Seller, and furnished to Buyer under this Agreement, or the Survey obtained by Buyer. In the
event of a conflict between the legal description in the Title Commitment and the Survey
obtained by Buyer, the legal description contained in the Survey shall control.

                (c)    Buyer shall notify Seller prior to the expiration of the Inspection Period
(defined below) if the Title Commitment discloses any exceptions not permitted by this
Agreement or if the Survey shows any deviation from apparent boundaries or represented
acreage, violation of zoning ordinances, or building and use restrictions, flood hazard area,
encroachment, or condition that poses a problem for Buyer's lender, if any, or that, in Buyer's
judgment, could interfere with Buyer's intended use of the Property (individually and
collectively, a "Defect"). Seller shall remove each Defect at Seller's expense prior to the closing.
In addition, Seller shall satisfy the requirements set forth in the Title Commitment on or before
the closing date. If Seller fails or refuses to remove any Defect, then Buyer may: (i) proceed to
closing, waiving the Defect at issue; (ii) terminate this Agreement by a written notice to Seller, in
which case neither Seller nor Buyer shall have any further liability to the other under this
Agreement; or (iii) proceed to closing and cure any Defect that is capable of being cured or
satisfied by the payment of a sum certain, using sale proceeds otherwise payable to Seller.

           4.   Inspections.

               (a)       Buyer and its agents, consultants, and designees ("Buyer's Agents") may
from time to time inspect the Property prior to the closing, and may enter the Property to perform
the inspections referenced in this Agreement. Promptly upon Seller’s execution of this
Agreement, Seller shall provide to Buyer, or make available for review by Buyer and/or Buyer's
agents, copies of the following documents to the extent that they are in Seller's possession or
control ("Seller's Documents"): (i) all building permits, wetlands, and fill permits, zoning
variances and approvals, and environmental reports with respect to the Property; (ii) all surveys
of the Property; (iii) all site, "as-built", architectural, and engineering plans and specifications for
any existing and planned improvements to the Property; (iv) any notices with respect to the
Property received from a governmental agency; and (v) all maintenance and other contracts
affecting the Property ("Contracts"). For purposes of this Agreement, documents in Seller’s
“possession and control” shall be deemed to be documents found by Seller following reasonable
investigation.

               (b)    Without limiting the generality of the foregoing, Buyer and Buyer's
Agents shall have the right to conduct an environmental assessment of the Property in one or
more phases, including the procurement and analysis of samples of soil, groundwater, surface
water, indoor air, or any other environmental medium, and any building component or other
material located at the Property. The cost of the environmental assessment shall be borne by
Seller. Buyer and Seller agree to cooperate in good faith to maximize any available development
incentives, including without limitation, so-called “Brownfield” incentives with respect to the
Property. Seller shall provide access and information to, and otherwise cooperate with, Buyer



18009023                                          -2-
and Buyer's Agents in the environmental assessment. Buyer shall have the right to interview
employees and representatives of Seller who have or may have knowledge of conditions and
events relevant to the operating history or environmental condition of the Property. Prior to
conducting a Phase II, Buyer shall provide Seller a written work plan for approval that describes
the proposed scope and content of the Phase II. Seller shall have seven days from receipt of the
proposed Phase II scope of work to make any objections. If Seller does not make any objections,
the proposed Phase II work plan shall be deemed approved. Buyer shall proceed with a Phase II
if the parties agree upon a mutually-acceptable work plan. If the parties cannot agree upon a
Phase II work plan within 10 days after Seller’s receipt of the work plan, Buyer, in its sole
discretion, may terminate this Agreement and the Deposit shall be returned to Buyer. Any Phase
II work performed on the Property shall only be done in accordance with an approved work plan.
If the Property is a "facility" within the meaning of Part 201 of the Michigan Natural Resources
and Environmental Protection Act, MCL 324.20101 et seq. ("Part 201"), Buyer may, at Buyer's
expense, prepare and submit to the Michigan Department Environmental Quality ("MDEQ") a
"baseline environmental assessment”, pursuant to Section 26 of Part 201, MCL 324.20126.
Buyer may also, at Buyer's expense, prepare a plan ("Due Care Plan") to meet due care
obligations at the Property imposed under MCL 324.20107a. Buyer may, at its option and
Buyer's expense, submit the Due Care Plan to MDEQ for approval as a no further action report
under Section 14d of Part 201m MCL 324.20114d. Except to the extent arising solely from the
negligence, gross negligence or willful misconduct of Seller, Buyer expressly agrees to defend,
indemnify and hold Seller harmless from any and all liabilities, claims, losses, suits, actions,
judgments, damages, costs (including reasonable attorneys’ fees) or penalties arising out of
Buyer’s exercise of its right to conduct the inspections under this paragraph 4.

       5.     Seller's Representations and Warranties. Seller represents and warrants to
Buyer, which representations and warranties shall be true to the closing date, as follows:

              (a)      There are no pending or threatened condemnation proceedings against the
whole or any part of the Property;

               (b)     To the best of Seller’s knowledge, Seller has at all times operated the
Property in compliance with all applicable laws, ordinances, orders, codes, rules, regulations,
building and use restrictions, and other legal requirements, including, without limitation, Seller's
timely application for, possession of, and compliance with all applicable environmental permits
(collectively, "Applicable Law"), and the Property is free and clear of all violations of
Applicable Law;

               (c)     Seller, through the person(s) executing this Agreement, has full power and
authority to enter into this Agreement, and to assume and perform all of Seller's obligations
under this Agreement;

               (d)    There are no agreements, contracts, or leases, written or oral, which affect
the Property in any manner other than this Agreement and the Contracts, none of which are in
default and any agreements disclosed by the Title Commitment;




18009023                                        -3-
               (e)    To the best of Seller's knowledge, all buildings and fixtures that constitute
a portion of the Property are in good condition and working order, reasonable wear and tear
excepted, and contain no defects which may impair Buyer's intended use of them;

               (f)    There is no pending or proposed special assessment affecting or which
may affect the whole or any part of the Property;

               (g)     Seller has and can deliver to Buyer good and marketable title to the
Property, subject only to the exceptions permitted by this Agreement, and the Property has legal
and physical access from a publicly dedicated and improved right-of-way; and

               (h)     All necessary action to approve, execute, deliver, and perform this
Agreement has been taken by Seller, and this Agreement is the valid and binding obligation of
Seller, enforceable against Seller in accordance with its terms.

Seller shall hold Buyer harmless, indemnify, and at Buyer's option, defend Buyer, from and
against any loss, including, without limitation, reasonable attorney fees, incurred by reason of
Seller's breach of any of the foregoing representations and warranties. For purposes of this
Agreement, the “best of Seller’s knowledge” shall refer only to the actual present knowledge of
City of Muskegon, following a reasonable investigation.

        6.     Buyer’s Representations and Warranties. Buyer represents and warrants to
Seller, which representations and warranties shall be true to the closing date, as follows:

               (a)     Buyer is a Michigan limited liability company duly organized, validly
existing and in good standing under the laws of the State of Michigan.

               (b)     Buyer has the power and authority to enter into and perform Buyer’s
obligations under this agreement.

           7.   Contingencies. The obligation of Buyer to close the Purchase shall be contingent
upon:

               (a)    Buyer's reasonable satisfaction with the results of its investigation of the
compliance of the Property with applicable laws, ordinances and regulations, to be performed at
Buyer's discretion and expense within sixty (60) days after the Effective Date, except that Buyer
may unilaterally extend this date by an additional thirty (30) days as may be required to complete
its environmental investigation of the Property (the "Inspection Period");

               (b)     Buyer's satisfaction, in its sole discretion, with the results of all
inspections of the Property that Buyer desires, to be performed at Buyer's discretion and expense
within the Inspection Period;

               (c)      All representations and warranties of Seller set forth in this Agreement
being true as of the closing date;




18009023                                        -4-
              (d)     Seller having timely performed and complied in all respects with all
covenants, obligations, and agreements to be performed or complied with by Seller under this
Agreement;

                 (e)     Buyer's satisfaction, in its sole discretion, with its review of Seller's
Documents and the condition, permitted use and development prospects for the Property. Buyer
shall perform such review, at its expense, within the Inspection Period. If Buyer is not satisfied
with such review and inspections, then, as Buyer's sole remedy, Buyer may terminate this
Agreement by a written notice to Seller, in which case neither Seller nor Buyer shall have any
further liability to the other under this Agreement; and

               (f)    Buyer's satisfaction, in its sole discretion, with the environmental
condition of the Property.

Buyer shall promptly commence and proceed diligently and in a reasonable manner to attempt to
satisfy each of the contingencies set forth above, at Buyer's expense. Seller agrees to cooperate
in such endeavor. If Buyer is unable to satisfy one or more of the contingencies, and is not
willing to waive the contingency(ies), then Buyer may terminate this Agreement by a written
notice to Seller, in which case neither Seller nor Buyer shall have any further liability to the other
under this Agreement.

           8.   Closing.

                (a)    The closing shall take place as soon as reasonably possible following the
satisfaction of the conditions and contingencies set forth in this Agreement, but no later than
                    , 2019, or such later date as is mutually agreed upon by Seller and Buyer (the
"Closing Date"). Within these limitations, the closing shall take place at such time and place
and on such date as shall be specified by Buyer on at least one week's notice to Seller, or in the
absence of such notice, at 10 a.m. on the last day permitted for closing, at the offices of Buyer's
attorney.

                (b)    At closing, Seller shall execute and deliver the following:

                       (i)     The Covenant Deed, in recordable form;

                       (ii)    A real estate transfer tax valuation affidavit;

                       (iii)   A closing statement setting forth the Purchase Price and closing
adjustments;

                       (iv)   Affidavit(s) in the form prescribed by the Title Company for the
removal of its standard printed exceptions;

                      (v)      A corporate resolution or other evidence of authorization of the
Purchase acceptable to the title company;




18009023                                         -5-
                        (vi)   A certificate of nonforeign status;

                      (vii) A waiver of commercial real estate broker's lien executed by
Broker (as defined below) in a form prescribed by the Title Company.

                        (viii) Actual physical possession of the Property, free of all tenants or
other occupants. Seller shall deliver possession of the Property to Buyer in good condition, and
in at least as good a condition as on the date of this Agreement, reasonable wear and tear
excepted. Seller shall continue to maintain any buildings, fixtures, lawn and other components
of the Property in their current condition until the closing.

                        (ix)   An ALTA owner's title insurance policy which shall insure Buyer's
title as required by Paragraph 3 above; and

                     (x)       Any other documents reasonably necessary or legally required to
evidence the Purchase.

               (c)      At closing, Buyer shall execute and/or deliver the following:

                        (i)    The Purchase Price, as adjusted by prorations and other charges
under this Agreement;

                        (ii)   A closing statement setting forth the Purchase Price and closing
adjustments; and

                     (iii)     Any other documents reasonably necessary or legally required to
evidence the Purchase.

                (d)    At closing, Seller shall pay all recording and filing costs in connection
with curing its title to the Property, the transfer taxes for the Covenant Deed and the title
insurance premium for Buyer's owner's policy of title insurance. Buyer shall pay the recording
fee for the Covenant Deed. Seller and Buyer shall each pay one-half of any closing fee charged
by the title company conducting the closing.

        9.      Condition of Property. No implied warranties of habitability, quality, condition,
fitness for a particular purpose, or any other implied warranties shall operate between Seller and
Buyer, and Buyer expressly waives any and all such implied warranties. Buyer understands and
agrees that the Property are taken "AS IS" subject only to the representations and warranties set
forth in this Agreement. Buyer represents that by closing on the purchase of the Property, Buyer
will be purchasing the Property as a result of its inspection and investigation of the Property and
that Buyer is satisfied with the condition of the land and the improvements thereon. Buyer
further represents and warrants that it is not purchasing the Property based on any representations
made by or on behalf of Seller except as specifically set forth in this Agreement.

       10.   Taxes and Assessments. All real estate and personal property taxes and special
assessments with respect to the Property, whether or not payable in installments or deferrable



18009023                                        -6-
without penalty or interest to a later date, that first become due and payable (or in the case of
special assessments, a lien upon the Property) on or before the Closing date, or which are
assessed retroactively for the period of time prior to the Closing Date, shall be paid by Seller
prorated as provided below. Buyer shall be responsible for all other subsequent taxes and
assessments with respect to the Property. Real estate and personal property taxes that first
became or will become due and payable during the year of the closing shall be prorated on a
calendar year basis.

        11.     Real Estate Brokers. Seller and Buyer each agrees and represents to the other
that no broker is involved in the Purchase who is entitled to a commission. If a broker makes a
claim for remuneration in connection with the Purchase, Seller and Buyer each shall indemnify
and hold harmless the other from any amount that the other may be required to pay to a broker
that the other did not retain, including, without limitation, reasonable attorney fees expended to
defend against such claim.

       12.     Condemnation; Fire; Other Casualty. Seller shall promptly notify Buyer of
any impending or actual condemnation proceedings against the whole or any part of the Property
of which Seller has actual notice or any fire or other casualty to the Property. If any portion of
the Property is threatened to be taken or is taken as a result of condemnation proceedings or is
damaged as a result of fire or other casualty prior to the closing, Buyer shall have the right:

               (a)    To terminate this Agreement by a written notice to Seller within ten (10)
days after receipt of notice of such proceedings or damage, in which case neither Seller nor
Buyer shall have any further liability to the other under this Agreement; or

                (b)    To proceed to closing as provided in this Agreement, agreeing to take the
Property in its then-current condition, in which case Buyer will be entitled to receive all of the
condemnation or insurance proceeds payable as a result of such condemnation or such damage,
which Seller will assign to Buyer at closing pursuant to an assignment that is reasonably
acceptable to Buyer.

           13.   Miscellaneous.

               (a)     This Agreement shall bind and benefit Seller, Buyer and their respective
successors, assigns, heirs, executors, and personal representatives. Buyer may freely assign this
Agreement to an entity of which the equity owners of Buyer own a majority of the equity
ownership, but Buyer shall not be released from liability under this Agreement. Buyer shall
promptly notify Seller of any such assignment.

                (b)    Seller and Buyer recognize that the law firm of Warner Norcross & Judd
LLP ("Legal Counsel") is representing Buyer in the Purchase. Seller has either hired
independent legal counsel or knowingly elected not to hire independent counsel to represent
Seller in the Purchase. In such capacity, Legal Counsel has prepared this Agreement and may be
called upon to prepare other documents necessary to close the Purchase. No ambiguity or
inconsistency in this Agreement shall be construed against Buyer solely because Legal Counsel
prepared this Agreement.



18009023                                       -7-
                (c)    All notices under this Agreement shall be in writing and shall be delivered
to Seller and Buyer at their respective addresses set forth above, or at another address designated
by like notice to one another. Personal delivery, facsimile transmission, or mailing of a notice by
certified mail, postage prepaid, or delivery by recognized overnight service shall be sufficient
notice. Notice shall be effective upon receipt, if personally delivered or faxed, upon mailing, if
mailed, or upon deposit with the overnight delivery service.

                (d)     The "Effective Date" of this Agreement shall be the date of the last
signature on this Agreement. Time is of the essence of this Agreement, except that Buyer may
waive this provision for the purpose of meeting conditions and contingencies under this
Agreement. If the date for closing, for the delivery of a document, or for giving of a notice, falls
on a Saturday, Sunday or bank holiday, then it shall be automatically deferred to the next day
that is not a Saturday, Sunday or bank holiday.

               (e)    This Agreement may not be amended, altered or modified except by
means of a writing signed by the person against whom enforcement of any waiver, change,
modification, or discharge is sought.

                (f)     The representations, warranties and agreements set forth in this Agreement
shall survive the closing of the Purchase for a period of one year.

                (g)     This Agreement may be signed in one or more counterparts, and by
different parties to this Agreement on separate counterparts, each of which shall be deemed an
original, but all of which together shall constitute one and the same document. Faxed signatures,
or scanned and electronically transmitted signatures, on this Agreement or any notice delivered
pursuant to this Agreement, shall be deemed to have the same legal effect as original signatures
on this Agreement.

               (h)   This Agreement and the exhibits to this Agreement contain all of the
representations and statements by Seller and Buyer to one another and express the entire
understanding between Seller and Buyer with respect to the Purchase. All prior and
contemporaneous communications concerning the Purchase are merged in and replaced by this
Agreement.




18009023                                        -8-
        Seller and Buyer have signed or caused this Real Estate Sale Agreement to be signed by
their duly authorized representatives as of the date(s) set forth opposite their signatures. The date
of the last signature shall be the "Effective Date".


                                                      THE CITY OF MUSKEGON, a Michigan
                                                      municipal corporation


Dated:_______________________, 2019                   By: ________________________________

                                                      Its: ________________________________

                                                                                              Seller

                                                      HARBOR WEST, LLC, a Michigan
                                                      limited liability company


Dated:_________________________, 2019                 By: ________________________________

                                                      Its: ________________________________

                                                                                              Buyer




18009023                                        -9-
   EXHIBIT A

Property Depiction
                                                  INVOICE
                                                                           Invoice #: 238815
                                                                           Invoice Date: 2/4/2019
                                                                           File Number: 264286LKS
                                                                           Other File Number:
To:                                                           From:
 Warner Norcross & Judd LLP                                    Transnation Title Agency of Michigan Lakeshore
 900 Fifth Third Center                                        Division
 111 Lyon Street NW                                            570 Seminole Road, Suite 102
 Grand Rapids, MI 49503-2487                                   Muskegon, MI 49444
 Attn: Jessica Back                                            Ph: 231-737-9111
 Ph: 616-752-2704                                              Examined by: John Taylor
 JBack@wnj.com                                                               jtaylor@transmi.com


Loan Amount:                                                Sales Price:      $TBD
Open Date:   January 16, 2019                               Close Date:
Buyers: Harbor West, LLC, a Michigan limited liability      Sellers:    City of Muskegon, a Michigan municipal
        company                                                         corporation
Properties:    1060 W. Western Ave
               (Bike Path West), Muskegon, MI 49441
               1010 W. Western Avenue
               (Bike Path East), Muskegon, MI 49442


                         Description                               Amount                 Qty             Total

Basic Owner                                                            $TBD                1                      $TBD
                                                                                     Subtotal                     $TBD
                                                                                     Grand Total                  $TBD
Net Due in 30 days
Additional Copies to:
Transnation Title Agency of Michigan, Suzanne Balcom sbalcom@transmi.com Fx:231-737-7304
Transnation Title Agency of Michigan, Teresa LaVigne tlavigne@transmi.com Fx:231-737-7304
Warner Norcross & Judd LLP, Jessica Back JBack@wnj.com Fx:616-222-2704

Please Remit To:
Transnation Title Agency of Michigan Lakeshore Division
570 Seminole Road, Suite 102, Muskegon, MI 49444
Ph: 231-737-9111 Fx: 231-737-7304
                                                       Thank You!
Underwritten by Fidelity National Title Insurance Company
                                                                                       Contact Information:
                                                                                       570 Seminole Road, Suite 102
                                                                                       Muskegon, MI 49444
                                                                                       Ph: 231-737-9111
                                                                                       Suzanne Balcom 231-737-9111
                                                                                       sbalcom@transmi.com



                                                         SCHEDULE A

 Issuing Office File No.: 264286LKS
 Commitment No.: 264286LKS
Property Address:     1060 W. Western Ave
(Bike Path West), Muskegon, MI 49441; 1010 W. Western Avenue
 (Bike Path East), Muskegon, MI 49442
 Loan No.:

1. Commitment Date: January 23, 2018 at 08:00 am

2. Policy or Policies to be issued:

         2006 ALTA Owner's Policy

         Policy Amount:                 See Requirement No. 5
         Proposed Insured: Harbor West, LLC, a Michigan limited liability company



3.    The estate or interest in the land described or referred to in this Commitment
      is: Fee Simple

4.    Title to the estate or interest in the Land is at the Commitment Date vested in:
      City of Muskegon, a Michigan municipal corporation

5.    The Land is described as follows:
      Located in the City of Muskegon, County of Muskegon, State of Michigan,

 SEE ATTACHED EXHIBIT "A"




This page is only a part of a 2016 ALTA Commitment for Title Insurance issued by Fidelity National Title Insurance Company. This
Commitment is not valid without the Notice; the Commitment to Issue Policy; the Commitment Conditions; Schedule A; Schedule B, Part I –
Requirements; and Schedule B, Part II –Exceptions; and a counter-signature by the Company or its issuing agent that may be in electronic
form.
Underwritten by Fidelity National Title Insurance Company                        Countersigned by:
Copyright 2006-2016 American Land Title Association. All rights
reserved. The use of this Form (or any derivative thereof) is restricted
to ALTA licensees and ALTA members in good standing as of the date
of use. All other uses are prohibited. Reprinted under license from the
American Land Title Association.                                               Sharlene Shineldecker
27C165B
                                                                                                                          264286LKS




                                                             Exhibit "A"




 Parcel 1:

 That part of Block 574 of the Revised Plat (of 1903) of the City of Muskegon, Muskegon
 County, Michigan, described as: Commencing at the Southeast corner of said Block 574;
 thence North 88 degrees 13 minutes 54 seconds West 270.33 feet to a point on the North
 right-of-way line of Western Avenue; thence North 83 degrees 55 minutes 00 seconds West
 along said North right-of-way line 456.97 feet; thence North 01 degrees 31 minutes 44
 seconds West 470.34 feet to the point of beginning; thence North 46 degrees 32 minutes 44
 seconds West 257.11 feet; thence South 88 degrees 27 minutes 16 seconds West 684.39
 feet; thence North 01 degrees 31 minutes 44 seconds West 16.00 feet; thence North 88
 degrees 27 minutes 26 seconds East 691.04 feet; thence South 46 degrees 32 minutes 44
 seconds East 247.70 feet; thence South 01 degrees 31 minutes 44 seconds East 22.62 feet to
 the point of beginning.

 Parcel 2:

 That part of Block 574 of the Revised Plat (of 1903) of the City of Muskegon, Muskegon
 County, Michigan, described as: Commencing at the Southeast corner of said Block 574;
 thence North 88 degrees 13 minutes 54 seconds West 270.33 feet to a point on the North
 right-of-way line of Western Avenue; thence North 01 degrees 09 minutes 31 seconds West
 100.00 feet; thence North 46 degrees 31 minutes 44 seconds West 118.61 feet to the point of
 beginning; thence North 61 degrees 45 minutes 12 seconds West 60.93 feet; thence North 46
 degrees 31 minutes 44 seconds West 227.22 feet; thence North 46 degrees 32 minutes 44
 seconds West 220.80 feet; thence North 01 degrees 31 minutes 44 seconds West 22.62 feet;
 thence South 46 degrees 32 minutes 44 seconds East 236.79 feet; thence South 46 degrees
 31 minutes 44 seconds East 286.01 feet to the point of beginning.




This page is only a part of a 2016 ALTA Commitment for Title Insurance issued by Fidelity National Title Insurance Company. This
Commitment is not valid without the Notice; the Commitment to Issue Policy; the Commitment Conditions; Schedule A; Schedule B, Part I –
Requirements; and Schedule B, Part II –Exceptions; and a counter-signature by the Company or its issuing agent that may be in electronic
form.
27C165B (6/06)                                                                      ALTA Commitment Schedule A-06
                                                                                                             264286LKS




                                              Title No: 264286LKS

                                           SCHEDULE B – SECTION I

                                                 REQUIREMENTS

 All of the following Requirements must be met:

  1.      The Proposed Insured must notify the Company in writing of the name of any party not
          referred to in this Commitment who will obtain an interest in the Land or who will make
          a loan on the Land. The Company may then make additional Requirements or
          Exceptions.

  2.      Pay the agreed amount for the estate or interest to be insured.

  3.      Pay the premiums, fees, and charges for the Policy to the Company.

  4.      Documents satisfactory to the Company that convey the Title or create the Mortgage to
          be insured, or both, must be properly authorized, executed, delivered, and recorded in
          the Public Records.

   5.     Until the Company is supplied the identity and amount for the Proposed Insured, for
          the purposes of this commitment the Proposed Insured will be City of Muskegon, a
          Michigan municipal corporation or its assignee or nominee and the proposed Policy
          Amount is limited to $10,000.00. The Proposed Policy Amount(s) must be increased
          to the full value of the estate or interest being insured, and any additional premium
          must be paid. An Owner's policy should reflect the purchase price or full value of the
          land. A Loan Policy should reflect the loan amount or value of the property as
          collateral. Proposed Policy Amount(s) will be revised and premiums charged
          consistent therewith when the final amounts are approved. This commitment may be
          subject to such further requirements as may be deemed necessary.

          NOTE: It has been requested by the Proposed Insured that the Company issue its
          ALTA Owner's Policy without standard exceptions. The ALTA Owner's Policy without
          standard exceptions shall be issued upon the Company determining that the
          following additional 2 requirements have been satisfied:

   6.      Submission of an affidavit in acceptable form executed by the present title holder
          establishing the following facts:

                   (a) That the present affiant is in possession of said property and has no
                   knowledge of any other parties in possession or claiming rights of possession.

                   (b) That the affiant has no knowledge of the granting of any unrecorded
                   water, mineral and/or oil rights, unrecorded easements or claims of
                   easements, boundary line disputes, or claims of such grants or rights relative
                   thereto.



This page is only a part of a 2016 ALTA Commitment for Title Insurance issued by Fidelity National Title Insurance
Company. This Commitment is not valid without the Notice; the Commitment to Issue Policy; the Commitment
Conditions; Schedule A; Schedule B, Part I –Requirements; and Schedule B, Part II –Exceptions; and a
counter-signature by the Company or its issuing agent that may be in electronic form.
Copyright 2006-2016 American Land Title Association. All rights reserved. The use of this Form (or any derivative
thereof) is restricted to ALTA licensees and ALTA members in good standing as of the date of use. All other uses are
prohibited. Reprinted under license from the American Land Title Association.
                                                                                                             264286LKS




                   (c) That no improvements have been made in the last 120 days.

   7.     Submit satisfactory survey by an approved surveyor, certified to the Company,
          showing no encroachments or adverse rights upon the subject property or any
          variation between the property description in this commitment and the survey
          description.

   8.     Warranty Deed from City of Muskegon, a Michigan municipal corporation to Harbor
          West, LLC, a Michigan limited liability company.

          NOTE: In the event the land to be insured is 'Commercial Real Estate' as defined in
          Public Act 201 of 2010 and the proposed transaction is or will be the subject of a
          written commission agreement running in favor of a commercial real estate broker,
          the Company shall be immediately notified and this Commitment will be revised and
          made subject to such further requirements and exceptions as deemed necessary.

   9.     Proof of payment of the Streetlight LED Citywide assessment in the amount of
          $131.95. Past due. Plus penalty and interest, if any. Payable to the City of Muskegon
          Treasurer. (Parcel 1)

   10.    Proof of payment of the 2018 Winter taxes in the amount of $18.85 if paid by
          February 14, 2019. Payable to the City of Muskegon Treasurer. (2018 Winter taxes
          exempt; consists solely of $18.85 for Streetlight LED Citywide) (Parcel 1)

          2018 Summer taxes are exempt.
          2018 State Equalized Value $0.00.
          2018 Taxable Value $0.00.
          Property located in Muskegon Public School District.
          Principal Residence Status for 2018 is 0%.
          Permanent Property No. 61-24-205-574-0001-05. (Parcel 1)

   11.    Proof of payment of the Streetlight LED Citywide assessment in the amount of
          $131.95. Past due. Plus penalty and interest, if any. Payable to the City of Muskegon
          Treasurer. (Parcel 2)

   12.    Proof of payment of the 2018 Winter taxes in the amount of $18.85 if paid by
          February 14, 2019. Payable to the City of Muskegon Treasurer. (2018 Winter taxes
          exempt; consists solely of $18.85 for Streetlight LED Citywide) (Parcel 2)

          2018 Summer taxes are exempt.
          2018 State Equalized Value $0.00.
          2018 Taxable Value $0.00.
          Property located in Muskegon Public School District.
          Principal Residence Status for 2018 is 0%.
          Permanent Property No. 61-24-205-574-0001-15. (Parcel 2)

          NOTE: The policy to be issued does not insure against unpaid water, sewer, electric
          or gas charges, if any, that have not been levied as taxes against these lands.


This page is only a part of a 2016 ALTA Commitment for Title Insurance issued by Fidelity National Title Insurance
Company. This Commitment is not valid without the Notice; the Commitment to Issue Policy; the Commitment
Conditions; Schedule A; Schedule B, Part I –Requirements; and Schedule B, Part II –Exceptions; and a
counter-signature by the Company or its issuing agent that may be in electronic form.
Copyright 2006-2016 American Land Title Association. All rights reserved. The use of this Form (or any derivative
thereof) is restricted to ALTA licensees and ALTA members in good standing as of the date of use. All other uses are
prohibited. Reprinted under license from the American Land Title Association.
                                                                                                             264286LKS




          (Meter readings should be obtained and adjusted between appropriate parties.)




This page is only a part of a 2016 ALTA Commitment for Title Insurance issued by Fidelity National Title Insurance
Company. This Commitment is not valid without the Notice; the Commitment to Issue Policy; the Commitment
Conditions; Schedule A; Schedule B, Part I –Requirements; and Schedule B, Part II –Exceptions; and a
counter-signature by the Company or its issuing agent that may be in electronic form.
Copyright 2006-2016 American Land Title Association. All rights reserved. The use of this Form (or any derivative
thereof) is restricted to ALTA licensees and ALTA members in good standing as of the date of use. All other uses are
prohibited. Reprinted under license from the American Land Title Association.
                                                                                                       264286LKS




                                        SCHEDULE B – SECTION II

                                                 EXCEPTIONS

  THIS COMMITMENT DOES NOT REPUBLISH ANY COVENANT, CONDITION, RESTRICTION, OR
  LIMITATION CONTAINED IN ANY DOCUMENT REFERRED TO IN THIS COMMITMENT TO THE
  EXTENT THAT THE SPECIFIC COVENANT, CONDITION, RESTRICTION, OR LIMITATION
  VIOLATES STATE OR FEDERAL LAW BASED ON RACE, COLOR, RELIGION, SEX, SEXUAL
  ORIENTATION, GENDER IDENTITY, HANDICAP, FAMILIAL STATUS, OR NATIONAL ORIGIN.

  The Policy will not insure against loss or damage resulting from the terms and provisions of
  any lease or easement identified in Schedule A, and will include the following Exceptions
  unless cleared to the satisfaction of the Company:

  1.      Any defect, lien, encumbrance, adverse claim, or other matter that appears for the
          first time in the Public Records or is created, attaches, or is disclosed between the
          Commitment Date and the date on which all of the Schedule B, Part I -Requirements
          are met.
  2.      Rights or claims of parties in possession not shown by the Public Records.
  3.      Any encroachment, encumbrance, violation, variation, or adverse circumstance
          affecting the Title that would be disclosed by an accurate and complete survey of the
          Land.
  4.      Easements or claims of easements not shown by Public Records and existing water,
          mineral, oil and gas exploration rights.
  5.      Any lien, or right to a lien, for services, labor or material heretofore or hereafter
          furnished, imposed by law and not shown in the Public Records.
  6.      Any and all oil, gas, mineral, mining rights and/or reservations thereof.
  7.      Taxes or special assessments which are not shown as existing liens by The Public
          Records.

   8.    Taxes and assessments which become due and payable or which become a lien
         against the property subsequent to the interest insured and deferred and/or
         installment payments of said taxes and assessments. The Company assumes no
         liability for tax increases occasioned by uncapping and adjustment of the taxable
         value, retroactive revaluation, changes in the land usage or loss of any principal
         residence exemption status for the insured premises.

   9.    Any provisions contained in any instruments of record which provisions pertain to the
         transfer of divisions under Section 109(3) of the Subdivision Control Act of 1967, as
         amended.

   10.   Rights of the public and of any governmental unit in any part of the land taken, used
         or deeded for street, road or highway purposes.

 JT

This page is only a part of a 2016 ALTA Commitment for Title Insurance issued by Fidelity National Title Insurance
Company. This Commitment is not valid without the Notice; the Commitment to Issue Policy; the Commitment
Conditions; Schedule A; Schedule B, Part I –Requirements; and Schedule B, Part II –Exceptions; and a
counter-signature by the Company or its issuing agent that may be in electronic form.
27S108 (6/06)                                                          ALTA Commitment Schedule B II-06
                           Our Family Title Affiliates incorporates all of the divisions listed below.




Privacy Policy

We respect the privacy expectations of our customers and the requirements of federal and state privacy laws. We
believe that making you aware of how we use your non-public personal information (“       Personal Information”
                                                                                                              ), and to
whom it is disclosed, will form the basis for a relationship of trust between us. This Privacy Statement provides that
explanation. We reserve the right to change this Privacy Statement from time to time consistent with applicable privacy
laws.

We collect Personal Information about you from the following sources;

• Information we receive from you, such as your name, address, telephone number, or social security number;
• Information about your transactions with us, our affiliates, or others. We receive this information from your lender,
  attorney, real estate broker, etc., and;
• Information from public records.

We do not disclose Personal Information about our customers to anyone, except as permitted by law. We will disclose
your Personal Information when you direct or give us permission, when we are required by law to do so, or when we
suspect fraudulent or criminal activities. We also may disclose your Personal Information when otherwise permitted by
applicable privacy laws such as, for example, when disclosure is needed to enforce our rights arising out of any
agreement, transaction or relationship with you. We may also disclose your Personal Information to other title
companies if needed to clear title or assist in title production.

One of the important responsibilities of our company, is to record documents in the public domain. Such documents
may contain your Personal Information.

We restrict access to Personal Information about you to those employees who need to know that information to
provide the products or services requested by you or your lender.

We maintain physical, electronic, and procedural safeguards that comply with appropriate Federal and State
regulations. We utilize industry best practices with security and encryption standards, including Unified Threat
Management firewalls and security practices, to shield and protect your personal data in electronic formats from
outside threats.

Concurrently with this Notice you may also receive a Privacy Notice from the insurance company we represent in your
transaction. Please review that Notice carefully as their privacy policy may differ from ours.




                Central Division; Great Lakes Division; Grand Rapids Division; Lakeshore Division
              Mason Burgess Division; National Escrow Title Division; Metro Division; Northern Division
                                              FIDELITY NATIONAL FINANCIAL
                                                     PRIVACY NOTICE

Fidelity National Financial, Inc. and its majority-owned subsidiary companies (collectively, “
                                                                                             FNF,”“   our,”or “ we”) respect and are
committed to protecting your privacy. This Privacy Notice explains how we collect, use, and protect personal information, when and
to whom we disclose such information, and the choices you have about the use and disclosure of that information.

Types of Information Collected
We may collect two types of information from you: Personal Information and Browsing Information.

Personal Information. FNF may collect the following categories of Personal Information:
·contact information (e.g., name, address, phone number, email address);
·demographic information (e.g., date of birth, gender, marital status);
·identity information (e.g. Social Security Number, driver's license, passport, or other government ID number);
·financial account information (e.g. loan or bank account information); and
·other personal information necessary to provide products or services to you.

Browsing Information. FNF may automatically collect the following types of Browsing Information when you access an FNF website,
online service, or application (each an “
                                        FNF Website”  ) from your Internet browser, computer, and/or mobile device:
·Internet Protocol (IP) address and operating system;
·browser version, language, and type;
·domain name system requests; and
·browsing history on the FNF Website, such as date and time of your visit to the FNF Website and visits to the pages within the FNF
  Website.

How Personal Information is Collected
We may collect Personal Information about you from:
·information we receive from you on applications or other forms;
·information about your transactions with FNF, our affiliates, or others; and
·information we receive from consumer reporting agencies and/or governmental entities, either directly from these entities or
 through others.

How Browsing Information is Collected
If you visit or use an FNF Website, Browsing Information may be collected during your visit. Like most websites, our servers
automatically log each visitor to the FNF Website and may collect the Browsing Information described above. We use Browsing
Information for system administration, troubleshooting, fraud investigation, and to improve our websites. Browsing Information
generally does not reveal anything personal about you, though if you have created a user account for an FNF Website and are logged
into that account, the FNF Website may be able to link certain browsing activity to your user account.

Other Online Specifics
Cookies. When you visit an FNF Website, a “   cookie”may be sent to your computer. A cookie is a small piece of data that is sent to
your Internet browser from a web server and stored on your computer's hard drive. Information gathered using cookies helps us
improve your user experience. For example, a cookie can help the website load properly or can customize the display page based on
your browser type and user preferences. You can choose whether or not to accept cookies by changing your Internet browser settings.
Be aware that doing so may impair or limit some functionality of the FNF Website.

Web Beacons . We use web beacons to determine when and how many times a page has been viewed. This information is used to
improve our websites.

Revised May 1, 2018                                         Copyright © 2018. Fidelity National Financial, Inc. All Rights Reserved.
Do Not Track. Currently our FNF Websites do not respond to “
                                                           Do Not Track”features enabled through your browser.

Links to Other Sites. FNF Websites may contain links to other websites. FNF is not responsible for the privacy practices or the
content of any of those other websites. We advise you to read the privacy policy of every website you visit.

Use of Personal Information
FNF uses Personal Information for three main purposes:
·To provide products and services to you or in connection with a transaction involving you.
·To improve our products and services.
·To communicate with you about our, our affiliates', and third parties' products and services, jointly or independently.

When Information Is Disclosed
We may make disclosures of your Personal Information and Browsing Information in the following circumstances:
·to enable us to detect or prevent criminal activity, fraud, material misrepresentation, or nondisclosure;
·to nonaffiliated service providers who provide or perform services or functions on our behalf and who agree to use the information
 only to provide such services or functions;
·to nonaffiliated third party service providers with whom we perform joint marketing, pursuant to an agreement with them to jointly
 market financial products or services to you;
·to law enforcement or authorities in connection with an investigation, or in response to a subpoena or court order; or
·in the good-faith belief that such disclosure is necessary to comply with legal process or applicable laws, or to protect the rights,
 property, or safety of FNF, its customers, or the public.

The law does not require your prior authorization and does not allow you to restrict the disclosures described above. Additionally, we
may disclose your information to third parties for whom you have given us authorization or consent to make such disclosure. We do
not otherwise share your Personal Information or Browsing Information with nonaffiliated third parties, except as required or
permitted by law.

We reserve the right to transfer your Personal Information, Browsing Information, and any other information, in connection with the
sale or other disposition of all or part of the FNF business and/or assets, or in the event of bankruptcy, reorganization, insolvency,
receivership, or an assignment for the benefit of creditors. By submitting Personal Information and/or Browsing Information to FNF,
you expressly agree and consent to the use and/or transfer of the foregoing information in connection with any of the above described
proceedings.

Please see “
           Choices With Your Information”to learn the disclosures you can restrict.

Security of Your Information
We maintain physical, electronic, and procedural safeguards to guard your Personal Information. We limit access to nonpublic
personal information about you to employees who need to know that information to do their job. When we provide Personal
Information to others as discussed in this Privacy Notice, we expect that they process such information in compliance with our
Privacy Notice and in compliance with applicable privacy laws.
Choices With Your Information
If you do not want FNF to share your information with our affiliates to directly market to you, you may send an “
                                                                                                                opt out”request by
email, phone, or physical mail as directed at the end of this Privacy Notice. We do not share your Personal Information with
nonaffiliates for their use to direct market to you.

Whether you submit Personal Information or Browsing Information to FNF is entirely up to you. If you decide not to submit Personal
Information or Browsing Information, FNF may not be able to provide certain services or products to you.

For California Residents : We will not share your Personal Information or Browsing Information with nonaffiliated third parties,
except as permitted by California law.

Revised May 1, 2018                                           Copyright © 2018. Fidelity National Financial, Inc. All Rights Reserved.
For Nevada Residents: You may be placed on our internal Do Not Call List by calling (888) 934-3354 or by contacting us via the
information set forth at the end of this Privacy Notice. Nevada law requires that we also provide you with the following contact
information: Bureau of Consumer Protection, Office of the Nevada Attorney General, 555 E. Washington St., Suite 3900, Las Vegas,
NV 89101; Phone number: (702) 486-3132; email: BCPINFO@ag.state.nv.us.

For Oregon Residents : We will not share your Personal Information or Browsing Information with nonaffiliated third parties for
marketing purposes, except after you have been informed by us of such sharing and had an opportunity to indicate that you do not
want a disclosure made for marketing purposes.

For Vermont Residents : We will not disclose information about your creditworthiness to our affiliates and will not disclose your
personal information, financial information, credit report, or health information to nonaffiliated third parties to market to you, other
than as permitted by Vermont law, unless you authorize us to make those disclosures.

Information From Children
The FNF Websites are meant for adults and are not intended or designed to attract persons under the age of eighteen (18).We do not
collect Personal Information from any person that we know to be under the age of thirteen (13) without permission from a parent or
guardian.

International Users
FNF's headquarters is located within the United States. If you reside outside the United States and choose to provide Personal
Information or Browsing Information to us, please note that we may transfer that information outside of your country of residence for
any of the purposes described in this Privacy Notice. By providing FNF with your Personal Information and/or Browsing Information,
you consent to our collection, transfer, and use of such information in accordance with this Privacy Notice.

FNF Website Services for Mortgage Loans
Certain FNF companies provide services to mortgage loan servicers, including hosting websites that collect customer information on
behalf of mortgage loan servicers (the “ Service Websites”   ). The Service Websites may contain links to both this Privacy Notice and
the mortgage loan servicer or lender's privacy notice. The sections of this Privacy Notice titled When Information is Disclosed,
Choices with Your Information, and Accessing and Correcting Information do not apply to the Service Websites. The mortgage loan
servicer or lender's privacy notice governs use, disclosure, and access to your Personal Information. FNF does not share Personal
Information collected through the Service Websites, except (1) as required or authorized by contract with the mortgage loan servicer
or lender, or (2) as required by law or in the good-faith belief that such disclosure is necessary to comply with a legal process or
applicable law, to enforce this Privacy Notice, or to protect the rights, property, or safety of FNF or the public.

Your Consent To This Privacy Notice; Notice Changes
By submitting Personal Information and/or Browsing Information to FNF, you consent to the collection and use of the information in
accordance with this Privacy Notice. We may change this Privacy Notice at any time. The revised Privacy Notice, showing the new
revision date, will be posted on the FNF Website. Each time you provide information to us following any amendment of this Privacy
Notice, your provision of information to us will signify your assent to and acceptance of the terms of the revised Privacy Notice for all
previously collected information and information collected from you in the future. We may use comments, information or feedback
that you submit to us in any manner that we may choose without notice or compensation to you.

Accessing and Correcting Information; Contact Us
If you have questions, would like to access or correct your Personal Information, or want to opt-out of information sharing for
affiliate marketing, send your requests via email to privacy@fnf.com, by phone to (888) 934-3354, or by mail to:

                                                    Fidelity National Financial, Inc.
                                                        601 Riverside Avenue,
                                                      Jacksonville, Florida 32204
                                                      Attn: Chief Privacy Officer

Revised May 1, 2018                                           Copyright © 2018. Fidelity National Financial, Inc. All Rights Reserved.
                                                                                                                    Commitment No.: 264286LKS




                                      Fidelity National Title Insurance Company

                                       COMMITMENT FOR TITLE INSURANCE
                                                                        Issued by
                                         Fidelity National Title Insurance Company
                                                                       NOTICE

IMPORTANT—READ CAREFULLY: THIS COMMITMENT IS AN OFFER TO ISSUE ONE OR MORE
TITLE INSURANCE POLICIES. ALL CLAIMS OR REMEDIES SOUGHT AGAINST THE COMPANY
INVOLVING THE CONTENT OF THIS COMMITMENT OR THE POLICY MUST BE BASED SOLELY IN
CONTRACT.

THIS COMMITMENT IS NOT AN ABSTRACT OF TITLE, REPORT OF THE CONDITION OF TITLE,
LEGAL OPINION, OPINION OF TITLE, OR OTHER REPRESENTATION OF THE STATUS OF TITLE. THE
PROCEDURES USED BY THE COMPANY TO DETERMINE INSURABILITY OF THE TITLE, INCLUDING
ANY SEARCH AND EXAMINATION, ARE PROPRIETARY TO THE COMPANY, WERE PERFORMED
SOLELY FOR THE BENEFIT OF THE COMPANY, AND CREATE NO EXTRACONTRACTUAL LIABILITY
TO ANY PERSON, INCLUDING A PROPOSED INSURED.

THE COMPANY'S OBLIGATION UNDER THIS COMMITMENT IS TO ISSUE A POLICY TO A PROPOSED
INSURED IDENTIFIED IN SCHEDULE A IN ACCORDANCE WITH THE TERMS AND PROVISIONS OF
THIS COMMITMENT. THE COMPANY HAS NO LIABILITY OR OBLIGATION INVOLVING THE
CONTENT OF THIS COMMITMENT TO ANY OTHER PERSON.

                                                     COMMITMENT TO ISSUE POLICY

Subject to the Notice; Schedule B, Part I—Requirements; Schedule B, Part II—Exceptions; and the Commitment Conditions,
Fidelity National Title Insurance Company, a Florida Corporation (the “
                                                                      Company”   ), commits to issue the Policy according to
the terms and provisions of this Commitment. This Commitment is effective as of the Commitment Date shown in Schedule A
for each Policy described in Schedule A, only when the Company has entered in Schedule A both the specified dollar amount
as the Proposed Policy Amount and the name of the Proposed Insured.

If all of the Schedule B, Part I—Requirements have not been met within 180 Days after the Commitment Date, this
Commitment terminates and the Company’    s liability and obligation end.



Countersigned by:



        Sharlene Shineldecker

Authorized Countersignature
Transnation Title Agency of Michigan Lakeshore Division
Muskegon MI




 This page is only a part of a 2016 ALTA Commitment for Title Insurance issued by Fidelity National Title Insurance Company. This Commitment
is not valid without the Notice; the Commitment to Issue Policy; the Commitment Conditions; Schedule A; Schedule B, Part I –Requirements;
and Schedule B, Part II –Exceptions; and a counter-signature by the Company or its issuing agent that may be in electronic form.
27C165B                                                                                                 ALTA Commitment for Title Insurance 8/1/16

Copyright American Land Title Association. All rights reserved. The use of this Form (or any derivative thereof) is restricted to ALTA licensees and ALTA
members in good standing as of the date of use. All other uses are prohibited. Reprinted under license from the American Land Title Association.
                                                        COMMITMENT CONDITIONS

1.   DEFINITIONS
     (a) "Knowledge" or "Known": Actual or imputed knowledge, but not constructive notice imparted by the Public Records.
     (b) "Land": The land described in Schedule A and affixed improvements that by law constitute real property. The term
         "Land" does not include any property beyond the lines of the area described in Schedule A, nor any right, title,
         interest, estate, or easement in abutting streets, roads, avenues, alleys, lanes, ways, or waterways, but this does not
         modify or limit the extent that a right of access to and from the Land is to be insured by the Policy.
     (c) "Mortgage": A mortgage, deed of trust, or other security instrument, including one evidenced by electronic means
         authorized by law.
     (d) "Policy": Each contract of title insurance, in a form adopted by the American Land Title Association, issued or to be
         issued by the Company pursuant to this Commitment.
     (e) "Proposed Insured": Each person identified in Schedule A as the Proposed Insured of each Policy to be issued
         pursuant to this Commitment.
     (f) "Proposed Policy Amount": Each dollar amount specified in Schedule A as the Proposed Policy Amount of each
         Policy to be issued pursuant to this Commitment.
     (g) "Public Records": Records established under state statutes at the Commitment Date for the purpose of imparting
         constructive notice of matters relating to real property to purchasers for value and without Knowledge.
     (h) "Title": The estate or interest described in Schedule A.

2.   If all of the Schedule B, Part I—Requirements have not been met within the time period specified in the Commitment to
     Issue Policy, this Commitment terminates and the Company's liability and obligation end.

3.   The Company's liability and obligation is limited by and this Commitment is not valid without:
     (a) the Notice;
     (b) the Commitment to Issue Policy;
     (c) the Commitment Conditions;
     (d) Schedule A;
     (e) Schedule B, Part I—Requirements; and
     (f) Schedule B, Part II—Exceptions; and
     (g) a counter-signature by the Company or its issuing agent that may be in electronic form.

4.   COMPANY'S RIGHT TO AMEND
     The Company may amend this Commitment at any time. If the Company amends this Commitment to add a defect, lien,
     encumbrance, adverse claim, or other matter recorded in the Public Records prior to the Commitment Date, any liability of
     the Company is limited by Commitment Condition 5. The Company shall not be liable for any other amendment to this
     Commitment.

5.   LIMITATIONS OF LIABILITY
     (a) The Company's liability under Commitment Condition 4 is limited to the Proposed Insured's actual expense incurred
         in the interval between the Company's delivery to the Proposed Insured of the Commitment and the delivery of the
         amended Commitment, resulting from the Proposed Insured's good faith reliance to:
         (i) comply with the Schedule B, Part I—Requirements;
         (ii) eliminate, with the Company's written consent, any Schedule B, Part II—Exceptions; or
         (iii) acquire the Title or create the Mortgage covered by this Commitment.
     (b) The Company shall not be liable under Commitment Condition 5(a) if the Proposed Insured requested the amendment
         or had Knowledge of the matter and did not notify the Company about it in writing.
     (c) The Company will only have liability under Commitment Condition 4 if the Proposed Insured would not have
         incurred the expense had the Commitment included the added matter when the Commitment was first delivered to the
         Proposed Insured.
     (d) The Company's liability shall not exceed the lesser of the Proposed Insured's actual expense incurred in good faith
         and described in Commitment Conditions 5(a)(i) through 5(a)(iii) or the Proposed Policy Amount.
     (e) The Company shall not be liable for the content of the Transaction Identification Data, if any.
     (f) In no event shall the Company be obligated to issue the Policy referred to in this Commitment unless all of the
         Schedule B, Part I—Requirements have been met to the satisfaction of the Company.
     (g) In any event, the Company's liability is limited by the terms and provisions of the Policy.
 This page is only a part of a 2016 ALTA Commitment for Title Insurance issued by Fidelity National Title Insurance Company. This Commitment
is not valid without the Notice; the Commitment to Issue Policy; the Commitment Conditions; Schedule A; Schedule B, Part I –Requirements;
and Schedule B, Part II –Exceptions; and a counter-signature by the Company or its issuing agent that may be in electronic form.
27C165B                                                                                                 ALTA Commitment for Title Insurance 8/1/16

Copyright American Land Title Association. All rights reserved. The use of this Form (or any derivative thereof) is restricted to ALTA licensees and ALTA
members in good standing as of the date of use. All other uses are prohibited. Reprinted under license from the American Land Title Association.
6.   LIABILITY OF THE COMPANY MUST BE BASED ON THIS COMMITMENT
     (a) Only a Proposed Insured identified in Schedule A, and no other person, may make a claim under this Commitment.
     (b) Any claim must be based in contract and must be restricted solely to the terms and provisions of this Commitment.
     (c) Until the Policy is issued, this Commitment, as last revised, is the exclusive and entire agreement between the parties
         with respect to the subject matter of this Commitment and supersedes all prior commitment negotiations,
         representations, and proposals of any kind, whether written or oral, express or implied, relating to the subject matter
         of this Commitment.
     (d) The deletion or modification of any Schedule B, Part II—Exception does not constitute an agreement or obligation to
         provide coverage beyond the terms and provisions of this Commitment or the Policy.
     (e) Any amendment or endorsement to this Commitment must be in writing and authenticated by a person authorized by
         the Company.
     (f) When the Policy is issued, all liability and obligation under this Commitment will end and the Company's only
         liability will be under the Policy.

7. IF THIS COMMITMENT HAS BEEN ISSUED BY AN ISSUING AGENT
The issuing agent is the Company's agent only for the limited purpose of issuing title insurance commitments and policies. The
issuing agent is not the Company's agent for the purpose of providing closing or settlement services.

8. PRO-FORMA POLICY
The Company may provide, at the request of a Proposed Insured, a pro-forma policy illustrating the coverage that the
Company may provide. A pro-forma policy neither reflects the status of Title at the time that the pro-forma policy is delivered
to a Proposed Insured, nor is it a commitment to insure.

9. ARBITRATION
The Policy contains an arbitration clause. All arbitrable matters when the Proposed Policy Amount is $2,000,000 or less shall
be arbitrated at the option of either the Company or the Proposed Insured as the exclusive remedy of the parties. A Proposed
Insured may review a copy of the arbitration rules at <http://www.alta.org/arbitration>.




 This page is only a part of a 2016 ALTA Commitment for Title Insurance issued by Fidelity National Title Insurance Company. This Commitment
is not valid without the Notice; the Commitment to Issue Policy; the Commitment Conditions; Schedule A; Schedule B, Part I –Requirements;
and Schedule B, Part II –Exceptions; and a counter-signature by the Company or its issuing agent that may be in electronic form.
27C165B                                                                                                 ALTA Commitment for Title Insurance 8/1/16

Copyright American Land Title Association. All rights reserved. The use of this Form (or any derivative thereof) is restricted to ALTA licensees and ALTA
members in good standing as of the date of use. All other uses are prohibited. Reprinted under license from the American Land Title Association.
                  Commission Meeting Date: February 12, 2019




Date:         February 7, 2019
To:           Honorable Mayor and City Commissioners
From:         Planning & Economic Development
RE:           Sale of the City-owned lot at 1021 Jefferson St


SUMMARY OF REQUEST:

Staff initiated request to sell the lot at 1021 Jefferson St. After presenting the
development proposal to the City Commission in November of 2018, staff executed a
Letter of Intent to sell the property to General Capital Acquisitions, LLC for $455,000.


FINANCIAL IMPACT:

Funds received from the sale will go into the general fund.

BUDGET ACTION REQUIRED:

None

STAFF RECOMMENDATION:

Approval of the “Offer to Purchase.”

COMMITTEE RECOMMENDATION:

None




2/7/2019
                                   OFFER TO PURCHASE

        THIS OFFER TO PURCHASE ("Offer") is made and entered into as of this 12th day of
February, 2019 ("Effective Date"), by and between General Capital Acquisitions, LLC, a
Wisconsin limited liability company and/or its assignee ("Buyer") and the City Of Muskegon
("Seller").

                                              RECITALS

                 A.      Seller currently holds title to that certain real property commonly known
as 1021 Jefferson Street, located in the City of Muskegon, State of Michigan, identified as Parcel
Number 61-24-205-355-0001-00, and legally described as on Exhibit A attached hereto (the
"Property"). The term "Property" shall further include, without limitation, all of the following:
all land identified herein (whether by address, tax parcel, property name or other description) as
all or part of the Property; all buildings, parking, fixtures, improvements and easements located
on or appurtenant to such land; and, all licenses, permits, plans, specifications and all other
rights, title and interest appurtenant and otherwise relating to any and all such property.

                B.     Buyer desires to purchase the Property from Seller, and Seller desires to
sell the Property to Buyer, upon the terms and conditions hereinafter set forth.

       In consideration of the mutual covenants and promises of the parties, Seller and Buyer
hereby agree as follows:

                                             AGREEMENT

        1.      Purchase Price. The purchase price ("Purchase Price") for the Property shall be
Four Hundred Fifty-Five Thousand and No/100 Dollars ($455,000.00), and shall be payable,
subject to pro-rations, deferrals and credits as provided in this Offer, at Closing (as hereinafter
defined) by delivery of a certified or cashier’s check or by wire transfer. Within two (2) business
days from the execution and delivery of this Offer by Buyer and Seller, Buyer shall deposit with
the Title Company (defined below) in a joint order escrow pursuant to the Title Company's usual
and customary escrow instructions, the sum of Twenty Thousand and No/100 Dollars
($20,000.00) (“Earnest Money”). The Earnest Money may be invested by Title Company (at
Buyer's option) in an interest bearing account with all interest accruing thereon paid to Buyer and
applied toward the Purchase Price at Closing. Buyer shall pay all fees and costs related to the
Earnest Money joint order escrow account. Except as otherwise set forth herein, the Earnest
Money shall become non-refundable, but remain applicable to the Purchase Price, after the
expiration of all Contingency Periods (as defined below).

        2.     Contingencies.

               Buyer's obligations to conclude this transaction are contingent upon the following
(each a "Contingency" and collectively, the "Contingencies"):

               A.     Survey. On or before November 30, 2019 ("Survey Period"), Buyer
               obtaining, at its expense, an up to date ALTA survey of the Property in form and
               substance satisfactory to Buyer, prepared by a registered land surveyor and


40668785v2
             certified to Buyer and such others as Buyer may reasonably request, which survey
             shall show all exceptions noted on the Commitment (defined below) called for in
             Section 4 below and which shall be sufficient to delete all standard survey
             exceptions from the Commitment ("Survey").

             B.      Documentation Approval. On or before November 30, 2019 ("Document
             Approval Period"), Buyer reviewing and approving, in its sole discretion, copies
             of any and all documentation provided pursuant to Section 5 below.

             C.       Required Approvals. On or before November 30, 2019 ("Approvals
             Period"), Buyer obtaining, at its expense, approvals from any federal, state or
             municipal governmental department or agency as is necessary or desirable for the
             contemplated transaction to occur and to allow Buyer to use the Property as
             contemplated herein (collectively, "Approvals"), and reviewing and verifying, in
             its sole discretion, that the Property is fully compliant with all relevant
             governmental rules, regulations and restrictions governing Buyer’s proposed use
             of the Property as multifamily housing. Seller shall reasonably cooperate with
             Buyer in connection with the procurement of the Approvals at no material cost to
             Seller. Provided Buyer makes timely application for all Approvals, and in good
             faith pursues all Approvals, Buyer shall have the right to extend the Approvals
             Period for up to an additional thirty (30) days by written notice to Seller prior to
             the end of the initial Approvals Period.

             D.      Environmental. On or before November 30, 2019 ("Environmental
             Period"), Buyer obtaining written environmental assessments and/or evaluations
             of the Property (including Phase I and Phase II studies) from an environmental
             consultant of Buyer's choice, confirming that (i) the Property complies with all
             Environmental Laws, as defined in Section 13 below; (ii) there are no liabilities
             (contingent or otherwise) affecting the Property arising under and Environmental
             Laws; (iii) there are no underground or aboveground storage tanks, associated
             pipes or equipment located on or at the Property; and (iv) there are no Hazardous
             Substances, as defined in Section 13 below, on, under, at, in or migrating to or
             from the Property.

                     E.      Title Review & Insurance. On or before November 30, 2019
             ("Title Review Period"), Buyer reviewing and approving, in its sole discretion,
             any and all easements, restrictive covenants, restrictions, land use regulations or
             other encumbrances affecting the Property. Also, Buyer determining that the
             Survey and Commitment called for in this Section 2 and Section 4 below are
             acceptable in Buyer’s sole discretion. For purposes of this Offer, the term
             “Permitted Exceptions” shall mean only those title and survey exceptions
             reflected on the Commitment and the Survey either: (i) to which Buyer does not
             object in writing prior to the expiration of the time period set forth herein; or (ii)
             which Buyer accepts pursuant to Section 4(c) below, but in any case expressly
             excluding all liens and similar type encumbrances of a definite or ascertainable
             amount, including but not limited to mortgages, tax liens, mechanics’ liens and
             judgment liens (collectively, "Liens").

                                                2
40668785v2
             F.      Additional Inspection. On or before November 30, 2019 ("Due Diligence
             Period"), Buyer performing, at its expense, such inspections and other
             investigations and testing deemed appropriate by Buyer, including but not limited
             to appraisals, wetland and floodplain surveys, soil, pests and any investigations
             required to develop both architectural and engineering plans, and investigations
             into regulatory, title, lease, tenant, operations, insurance premiums and other
             matters deemed relevant by Buyer, which collectively indicate to the sole
             satisfaction of Buyer that the Property is in good condition and repair and that
             there are no material defects or deficiencies in any part thereof, and that the
             Property is otherwise acceptable to Buyer in Buyer's sole discretion.

                    G.     Financing.

                            (i)     On or before November 30, 2019 ("Financing Period"),
                    Buyer obtaining (x) a written commitment from a lender to provide
                    mortgage financing for Buyer’s acquisition and development of the
                    Property, (y) a written commitment for low income housing tax credits
                    ("LIHTC") for Buyer’s acquisition and development of the Property, (z)
                    written commitments for additional subsidies for Buyer’s acquisition and
                    development of the Property, all upon terms and in amounts that are
                    acceptable in Buyer’s sole discretion (collectively, the "Financing").
                    Provided Buyer is in good faith pursuing such Financing, Buyer shall have
                    the right to extend the Financing Period for up to an additional thirty (30)
                    days by written notice to Seller prior to the end of the initial Financing
                    Period.

                            (ii)    Buyer intends to submit an application (the "Application")
                    to the Michigan State Housing Development Authority (“MSHDA”) for
                    2019 9% LIHTC by the deadline established by MSHDA for its Spring
                    2019 funding round (the "Spring Application Date"), which is anticipated
                    to be April 1, 2019. If Buyer does not submit such Application by the
                    Spring Application Date this Offer shall automatically terminate, the
                    Earnest Money together with all interest thereon, if any, shall be
                    immediately returned to Buyer and all rights, duties and obligations of the
                    parties under this Offer shall thereafter cease and be of no further force or
                    effect (except with respect to the provisions hereof which expressly
                    survive the termination of this Offer).

                           (iii) Buyer agrees to keep Seller updated as to the submittal of
                    the Application and award (if applicable) of LIHTC. If Buyer submits an
                    Application by the Spring Application Date, but is not awarded LIHTC by
                    MSHDA, Buyer shall have the opportunity to submit a second Application
                    for 2019 9% LIHTC by the deadline established by MSHDA for its fall
                    2019 funding round (the "Fall Application Date"), which is anticipated to
                    be October 1, 2019. If Buyer submits such second Application prior to the
                    Fall Application Date, the Contingency Periods and Closing Date shall
                    automatically be extended by seven (7) calendar months.

                                              3
40668785v2
        The Survey Period, Document Approval Period, Approvals Period, Environmental
Period, Title Review Period, Due Diligence Period and Financing Period are collectively referred
to herein as the "Contingency Periods".

        3.     Contingency Period.

               (a)     If Buyer does not notify Seller within the applicable Contingency Periods
(as may be extended) set forth above that the Contingencies set forth above have been satisfied
or waived by Buyer, this Offer shall automatically terminate, and all Earnest Money shall be
returned to Buyer, and all rights, duties and obligations of the parties under this Offer shall
thereafter cease and be of no further force or effect (except with respect to the provisions hereof
which expressly survive the termination of this Offer). Buyer and Seller agree that Buyer shall
not be required to attempt to satisfy all the Contingencies or to do so simultaneously, but may
instead attempt satisfaction of the Contingencies in any sequential order established by Buyer. If
at any point Buyer in good faith concludes it will not be able to complete the transaction, it will
promptly give Seller written notice thereof and terminate this Offer.

        4.     Title Insurance.

                (a)     Seller shall, within twenty (20) days of the Effective Date, obtain and
deliver to Buyer a title insurance commitment ("Commitment") from Cinnaire Title Services,
1118 S. Washington Avenue, Lansing, Michigan, Attn: Steve Smith (SSmith@cinnaire.com) (the
"Title Company") to issue an owner's policy of title insurance in the amount of the Purchase
Price, naming Buyer as the insured. Such Commitment shall show fee simple title to the
Property in Seller and shall be accompanied by copies of all exceptions noted in the
Commitment or of record. Seller shall require the Commitment to obligate the Title Company to
issue a policy that will guarantee Buyer's title to be in the condition required under this Section 4
and Section 7 below (without standard exceptions) as of the Closing Date (as hereinafter defined)
and shall require that the Commitment include a gap endorsement, zoning endorsement,
contiguity endorsement, access endorsement and any other endorsements reasonably requested
by Buyer; the cost of the title insurance premium, including the gap endorsement, shall be the
responsibility of Seller, and the cost of all other endorsements, and the costs related to any
lender's policy, shall be the responsibility of Buyer.

                 (b)    If the Commitment or Survey discloses matters or exceptions that are not
acceptable to Buyer, in Buyer's sole discretion, Buyer shall deliver written notice of such
objections to Seller prior to the expiration of the Title Review Period (the "Objection Notice").
Except as set forth herein, if Buyer fails to deliver the Objection Notice during the Title Review
Period, then Buyer shall be deemed to have accepted all matters of record as of the effective date
of the Commitment, and all such matters shall be deemed "Permitted Exceptions", except as set
forth herein. Following receipt of the Objection Notice, Seller may remedy, or agree to remedy
prior to Closing, Buyer’s title objections to the satisfaction of Buyer and the Title Company by
delivering a notice to that effect (the "Objection Response") within five (5) business days after
Seller's receipt of the Objection Notice ("Seller's Title Response Period"). Notwithstanding
anything to the contrary herein, Permitted Exceptions shall not include any Liens. Seller shall be
required to cure or remove all Liens (by payment, bond deposit or indemnity acceptable to the
Title Company and Buyer) at or before Closing.

                                                 4
40668785v2
                 (c)    If Seller does not timely deliver an Objection Response indicating that it
will cure or remedy all of the title objections set forth in the Objection Notice, then Buyer, at its
election, shall have the right either to: (a) proceed to Closing, in which case Buyer shall accept
title to the Property subject to the objections that Seller has not agreed to cure or remedy (and
such matters shall be deemed Permitted Exceptions, except for any Liens), with the right to
deduct Liens from the Purchase Price paid at Closing; or (b) terminate this Offer by delivery of
written notice to Seller, in which event the Earnest Money shall be immediately returned to
Buyer and all rights, duties and obligations of the parties under this Offer shall thereafter cease
and be of no further force or effect (except with respect to the provisions hereof which expressly
survive the termination of this Offer). In addition, if Seller delivers an Objection Response but
subsequently fails (despite the exercise of commercially reasonable good faith efforts) to cure or
remedy all of the title objections that it had obligated itself to do so in the Objection Response,
then Buyer, at its election, shall have the right either to: (a) proceed to Closing, in which case
Buyer shall accept title to the Property subject to the objections that Seller has failed to cure or
remedy (and such matters shall be deemed Permitted Exceptions, except for any Liens) with the
right to deduct Liens from the Purchase Price paid at Closing; or (b) treat such failure by Seller
as a default under this Offer.

                (d)    At any time prior to the Closing, Buyer shall have the right to object to
any title matter appearing for the first time on a title commitment that is updated subsequent to
the Commitment (the "Updated Title Commitment"). All such Updated Title Commitment
objections shall be handled in the same manner as the objections described above, and, if
reasonably required by Seller in order to effect a cure of any title objection that Seller is required
or agrees to cure hereunder, the Closing Date shall be extended accordingly for a period not to
exceed five (5) days beyond the Closing Date, to enable Seller to cure such title objection.

         5.      Document Production. Seller shall, (a) within twenty (20) days of the Effective
Date, provide Buyer with copies of and/or full access to all documents, including but not limited
to, all leases, agreements, reports, environmental information, title documentation, notices and
correspondence pertaining to the Property and (b) within five (5) days of the Effective Date,
provide Buyer with copies of and/or full access to all plans, specifications and surveys pertaining
to the property (the documents in (a) and (b) are collectively referred to herein as, "Due
Diligence Documents"). For every day that Seller is late delivering any documentation required
pursuant to this Section 5, an additional day shall be added to all of the Contingency Periods set
forth in Section 2 of this Offer.

         6.     Access and Cooperation. Buyer and its employees, officers, agents, engineers,
surveyors, appraisers, lenders, attorneys, consultants, contractors and other representatives, at
any time after the Effective Date, shall have the right to enter the Property to conduct
inspections, studies and investigations of the Property, including the right to take and remove
reasonable test samples and to undertake all Contingencies set forth in Section 2, upon at least
one days' prior notice to Seller. Seller shall cooperate with Buyer in Buyer's exercise of its rights
hereunder. Buyer shall indemnify, defend and hold Seller harmless from any and all claims,
losses, damages (excluding punitive, speculative or consequential damages), costs (including
reasonable and actual attorneys’ and other professionals’ fees, expenses, and disbursements) and
liabilities which may arise due to actions taken by Buyer and its employees, agents and
contractors on the Property prior to the Closing, including surveys, tests, investigations and the

                                                  5
40668785v2
like; provided, however, that Buyer will not be responsible for indemnifying Seller or from the
mere discovery of any pre-existing adverse condition on the Property (environmental or
otherwise). Additionally, Seller shall cooperate with Buyer in applying for and obtaining any
licenses, permits or approvals, that are necessary or desirable for Buyer’s redevelopment of the
Property, including signing applications for such approvals and permits, provided, Seller shall
not incur any costs as a result of such cooperation.

       7.     Condition of Title. Seller shall, at Closing, convey fee simple title in the Property
to Buyer by good and sufficient warranty deed, free and clear of all liens and encumbrances
except the Permitted Exceptions and general real estate taxes levied in the year of Closing (the
"Deed").

        8.     Default.

                (a)     If Buyer is in default under this Offer and such default is not cured within
five (5) days following written notice thereof from Seller, then Seller may, as its sole and
exclusive remedy, terminate this Offer and retain the Earnest Money as liquidated damages.
Upon any such termination, neither party shall have any further rights or obligations regarding
this Offer other than those that expressly survive such termination. Seller has agreed to this
liquidated damage provision because of the difficulty of ascertaining Seller's actual damages
given the uncertainties of the real estate market, the fact that Seller retains ownership of the
Property, fluctuating property values, and differences of opinion with respect to such matters.
Seller waives the right to assert the defense of lack of mutuality in any action for specific
performance instituted by Buyer.

                (b)     If Seller defaults in the performance of any of its obligations under this
Offer and fails to cure such default within five (5) days following written notice thereof from
Buyer (provided, that the foregoing five (5) day cure right shall not apply to a failure by Seller to
deliver the documents and instruments required to be delivered by Seller at Closing, it being
agreed that Seller shall not be entitled to notice or an opportunity to cure any such failure by
Seller), Buyer may (i) terminate this Offer, in which event the Earnest Money shall be returned
immediately to Buyer, Seller shall reimburse Buyer for all costs incurred by Buyer in negotiating
this Offer and all due diligence performed with respect to the Property, including interest
thereon, or (ii) Buyer may seek any remedies available at law or in equity, including the remedy
of specific performance (and, in such event, Seller agrees to indemnify Buyer for all of Buyer's
costs and expenses, including without limitation reasonable attorneys’ fees and court costs,
incurred in such action). If Buyer seeks, but is not awarded, the remedy of specific performance,
Buyer may then proceed under subsection (i) herein.

               (c)      The foregoing limitations of remedies and liquidated damages provisions
shall not apply to a breach of any of the representations and warranties of Seller set forth in this
Offer, the indemnity obligations of either party under the provisions of this Offer, or defaults by
either party under the closing documents.

               The provisions of this Section shall survive the termination of this Offer.




                                                  6
40668785v2
        9.       Binding Contract. The parties hereto acknowledge that Buyer will expend
material sums of money in reliance on Seller's obligations under this Offer, in connection with
negotiating and executing the Offer, conducting the inspections contemplated by this Offer, and
preparing for Closing, and that Buyer would not have entered into this Offer without the
availability of a the Contingency Periods. In consideration of the foregoing, and the provision of
a One Hundred Dollars ($100.00) nonrefundable deposit (the "Independent Consideration"), the
parties agree that adequate consideration exists so that Buyer's rights to terminate this Offer do
not render this Offer illusory. Seller and Buyer each waive any and all rights to challenge the
enforceability of this Offer on the basis that any of the conditions or contingencies set forth
herein are at Seller's or Buyer's sole discretion or that any of the agreements contained herein are
illusory. If either party challenges the enforceability of this Offer in a manner that is inconsistent
with the foregoing waiver, such party shall pay the other party's costs and expenses (including
reasonable attorneys' fees) in enforcing this Offer. The Independent Consideration is in addition
to and independent of any other consideration or payment provided for in this Offer and shall be
retained by Seller notwithstanding: (a) the exercise of Buyer's rights to terminate the Offer,
and/or (b) any other provision of this Offer. The Independent Consideration shall be applied to
the Purchase Price if this transaction closes.

        10.      Closing. This transaction is to be closed (the "Closing") at the Title Company, or
at such other location agreed to by Seller and Buyer, within ninety (90) days from the expiration
of the last Contingency Period to expire, or on such earlier date as Buyer may elect by giving
Seller at least ten business (10) days prior written notice thereof, or at such other time as may be
agreed to by Buyer and Seller ("Closing Date"). Seller shall provide Buyer with copies of all
closing documents not less than ten (10) days prior to the Closing Date. Seller shall deliver
possession of the Property to Buyer on the Closing Date.

              (a)    At Closing, Seller shall deliver all of the following to Buyer or the Title
Company, all of which shall be fully-executed by Seller, where required:

                       (i)     The Deed;

                       (ii)    Customary seller’s affidavit, ALTA statement, gap indemnity and
                               such other affidavits of Seller or other documents as may be
                               reasonably required by the Title Company in order to record the
                               Deed and issue the Title Insurance Policy (defined below);

                       (iii)   Any required real estate transfer declarations and stamps, and
                               Seller shall pay the amount of any state, county and local transfer
                               taxes;

                       (iv)    A non-foreign affidavit ("FIRPTA" affidavit);

                       (v)     Satisfactory evidence of Seller's authority (including, without
                               limitation, evidence of the authority of all persons executing any
                               documents on behalf of Seller) to enter into this Offer, sell the
                               Property to Buyer and perform Seller's other obligations under this
                               Offer;


                                                  7
40668785v2
                       (vi)    A signed pro forma or signed mark-up of the Commitment (the
                               "Title Insurance Policy") issued by the Title Company in the
                               amount of the Purchase Price pursuant to the Commitment and
                               subject only to Permitted Exceptions, and including such
                               endorsements as requested by Buyer;

                       (vii)   A closing statement setting for the Purchase Price and the
                               adjustments and prorations set forth herein (the "Closing
                               Statement");

                       (viii) Pay-off letters with respect to all mortgages of record;

                       (ix)    A statement certifying that all of the representations and warranties
                               of Seller contained herein are true and correct as of the Closing
                               Date;

                       (x)     Intentionally Deleted; and

                       (xi)    Such other documents as may be reasonably required by Buyer or
                               the Title Company.

              (b)    At Closing, Buyer shall deliver all of the following to Seller or The Title
Company, all of which shall be fully-executed by Buyer, where required:

                      (i)    The balance of the Purchase Price, plus or minus prorations, credits
and other adjustments, by wire transfer or otherwise in immediately available funds;

                       (ii)    A counter-part to the Closing Statement; and

                     (iii) Such other documents as may be reasonably required by the Title
Company in order to record the Deed and issue the Title Insurance Policy.

       11.     Pro-rations/Credits. The following items shall be calculated by Buyer and Seller
and prorated or credited at Closing as follows:

                        Net general real estate taxes for the year of Closing shall be prorated as of
        the Closing Date, inclusive of said date, on the basis of the net general real estate taxes
        for the year of Closing, if known, otherwise on the net general real estate taxes for the
        preceding year. Seller shall pay prior to the Closing Date all general real estate taxes
        attributable to any time period prior to the year of Closing. General and special
        assessments for any work on or relating to the Property commenced, assessed, accrued or
        levied prior to the Closing Date shall be paid by Seller at or prior to Closing.

                       All other expenses for utilities and other operating items related to the
        Property shall be prorated as of the Closing Date.

                      At the Closing, Seller shall pay for the Commitment and the gap
        endorsement, special assessment letters (if any) and any transfer taxes for the transaction.

                                                  8
40668785v2
        Buyer shall pay for the cost to record the Deed. The parties shall split the cost of the
        Title Company's closing fee.

        12.    Operation/Closing Conditions.

                (a)     From the date of this Offer through the Closing Date, Seller shall: (a)
maintain the Property in a manner consistent with the condition of the Property at the time of the
Effective Date and shall pay all bills and discharge all obligations arising by reason of Seller’s
ownership, operation and management of the Property, as they become due; (b) not, without
obtaining the prior written consent of Buyer, enter into any leases, easements or other
agreements with respect to the Property which will extend in force beyond the Closing and
purport to bind Buyer or the Property or will not be fully performed by Seller prior to the
Closing; (c) advise Buyer promptly of any litigation, arbitration or administrative hearing before
any court or governmental agency concerning or affecting the Property or this Offer; (d) upon
receipt of notice thereof, notify Buyer promptly of any violation or potential violation of any
applicable law, enactment, statute, code, ordinance, rule, regulation, judgment, decree, writ,
injunction, franchise, permit, certificate, license, authorization, agreement, or other direction or
requirement of any federal, state, county, municipal or other governmental department, entity,
authority, commission, board, bureau, court, agency or any instrumentality of any of them now
existing or hereafter enacted, adopted, promulgated, entered, or issued applicable to the Seller or
the Property ("Government Requirement"); (e) not take, or omit to take, any action that would
have the effect of violating any of the representations, warranties, covenants and agreements of
Seller contained in this Offer; and (f) prior to Closing, at Seller's sole cost: (i) remove all debris
from the Property, (ii) remove from the Property all personal property, and (iii) leave any and all
buildings and other structures in "broom clean" condition. Buyer shall have the right to
terminate this Offer and receive a return of the Earnest Money upon receipt of any notice of a
violation of a Governmental Requirement, whether from Seller or otherwise. The provisions of
this Section shall survive Closing.

                (b)     This Offer and Buyer's obligation to close are subject to the following
additional express conditions precedent. Buyer shall have the right to terminate this Offer and
receive a return of the Earnest Money if the following conditions precedent are not satisfied prior
to closing. Notwithstanding anything to the contrary which may be contained herein, each of the
following conditions is intended for the exclusive protection and benefit of Buyer (and may be
waived by Buyer):

                       (i)     The continued validity of each and all of the representations,
                               warranties and covenants of Seller contained in this Offer in all
                               material respects, as of the Closing Date;

                       (ii)    Seller shall have performed, observed and complied with all of the
                               covenants, agreements and conditions required by this Offer to be
                               performed, observed and complied with by Seller prior to or as of
                               the Closing; and

                       (iii)   No proceeding by any governmental body or other person shall
                               have been instituted or threatened which seeks to enjoin, restrain or


                                                  9
40668785v2
                               prohibit, or which questions the validity or legality of the
                               transaction contemplated hereby or which otherwise seeks to affect
                               or could affect the transactions contemplated hereby.

        13.    Warranties and Representations.

                (a)   Seller hereby represents and warrants to Buyer the following (subject to
Seller’s actual knowledge, where indicated below (“Seller’s Knowledge”)):

                        Authority/Litigation. Seller has full power and authority to execute this
        Offer and convey the Property to Buyer. The execution, delivery and performance by
        Seller of this Offer will not constitute or cause a default or breach of any agreement on
        the part of Seller. Seller has no knowledge of any claim, demand, damage, action or
        cause of action of any person, entity or governmental agency or instrumentality affecting
        the Property or Seller. No petition in bankruptcy (voluntary or otherwise), assignment
        for the benefit of creditors, or petition seeking reorganization or arrangement or other
        action under federal or state bankruptcy law is pending against Seller, and Seller has not
        made an assignment for the benefit of creditors or admitted in writing its inability to pay
        its debts as they mature.

                     Compliance with Laws. The Property is not in violation of any
        Environmental Laws, as defined below.

                       Underground Tanks. There are no underground storage tanks or wells
        presently located on the Property nor, to Seller's Knowledge, have there ever been any
        located on the Property.

                         Environmental. To Seller’s Knowledge, there are no Hazardous
        Substances (as hereafter defined) on, under or at the Property including, without
        limitation, in the groundwater. No Hazardous Substances have been treated, recycled or
        disposed of (intentionally or unintentionally) on, under or at the Property. There have
        been no activities on the Property which would subject Buyer or any subsequent owner of
        the Property to damages, penalties, injunctive relief or cleanup costs under any
        Environmental Laws or common law theory of liability. No property adjacent to the
        Property has ever been used for the treatment, recycling or disposal (intentional or
        unintentional) of Hazardous Substances nor has there been a release or threatened release
        of any Hazardous Substances from such adjacent property. The term “Environmental
        Laws” shall mean all federal, state and local laws including statutes, regulations and other
        governmental restrictions and requirements relating to the discharge of air pollutants,
        water pollutants or process wastewater or the disposal of solid or hazardous waste or
        otherwise relating to the environment or hazardous substances or employee health and
        safety including, but not limited to, the Federal Solid Waste Disposal Act, the Federal
        Clean Air Act, the Federal Clean Water Act, the Federal Resource Conservation and
        Recovery Act of 1976, the Federal Comprehensive Environmental Response,
        Compensation and Liability Act of 1980, the Occupational Safety and Health Act of 1970
        (all as the same may have been amended), regulations of the Environmental Protection
        Agency, and regulations of any state department of natural resources or state


                                                 10
40668785v2
        environmental protection agency now or at any time hereafter in effect. The term
        “Hazardous Substances” shall mean all hazardous and toxic substances, wastes and
        materials; any pollutants or contaminants (including, without limitation, petroleum
        products, asbestos and raw materials which include hazardous constituents); and any
        other similar substances or materials which are regulated under Environmental Laws.

                       Other Government Actions. Seller has no notice or knowledge of any
        violation of any law or zoning or environmental regulation and no notice from any
        governmental body or other person has been served upon Seller or upon the Property
        claiming violation of any such law or regulation.

                         Documents. All documentation delivered by Seller pursuant to this Offer
        is true, correct and complete in all material respects. To Seller’s Knowledge, the Due
        Diligence Documents provided by Seller have not been amended or altered, are true,
        accurate and complete, and are all Diligence Documents in Seller's possession or control.

                        Special Assessments and Deferred Charges. Seller has no notice or
        knowledge of any existing special assessments, deferred water or sewer charges or
        special charges pertaining to the Property, nor any planned, contemplated or commenced
        public improvements which may result in special assessments or special charges
        pertaining to the Property.

                        Leases. There are no leases, landlord/tenant relationships or written or
        oral agreements regarding the use of the Property by a third person or party or otherwise
        affecting the Property.

                        Foreign Person. Seller is not a "foreign person", "foreign corporation",
        "foreign trust" or "foreign estate", as those terms are defined in The Internal Revenue
        Code of 1986, as amended ("Code") Section 1445.

                         Property. There are no pending requests, applications, or proceedings to
        alter or restrict the zoning or other use restrictions applicable to the Property. Seller is
        not aware of and has received no notice of any eminent domain condemnation,
        environmental, zoning or other land use regulation proceedings which affects or will
        affect the Property.

                       OFAC. Seller is not, and will not become, a person or entity with whom
        United States persons or entities are restricted from doing business under regulations of
        the Office of Foreign Asset Control ("OFAC") of the Department of the Treasury
        (including those named on OFAC's Specially Designated and Blocked Persons list), or
        under any statute, executive order (including the September 24, 2002, Executive Order
        ("Executive Order") blocking Property and Prohibiting Transactions With Persons Who
        Commit, Threaten to Commit or Support Terrorism) or other governmental action and is
        not and will not engage in any dealing or transaction or be otherwise associated with such
        persons or entities. This Offer may be terminated by Buyer if Seller is determined to be a
        blocked person within the meaning of the Executive Order and the Earnest Money shall


                                                  11
40668785v2
        be returned to Buyer.

               (b)     Buyer hereby represents and warrants to Seller the following:

                        Authority. Neither the execution of this Offer by Buyer nor the
        performance of its obligations hereunder, will violate its organizational documents or
        constitute a breach or violation or any agreement, law, regulation or order applicable to
        Buyer. Buyer is in good standing in the state of its organization.

                       OFAC. Buyer is not, and will not become, a person or entity with whom
        United States persons or entities are restricted from doing business under regulations of
        OFAC of the Department of the Treasury (including those named on OFAC's Specially
        Designated and Blocked Persons list), or under any statute, executive order (including the
        Executive Order blocking Property and Prohibiting Transactions With Persons Who
        Commit, Threaten to Commit or Support Terrorism) or other governmental action and is
        not and will not engage in any dealing or transaction or be otherwise associated with such
        persons or entities. This Offer may be terminated by Seller if Buyer is determined to be a
        blocked person within the meaning of the Executive Order and the Earnest Money shall
        be immediately returned to Buyer.

                (c)    Each party (in such context an “Indemnitor”) shall indemnify, defend and
        hold the other and such other’s officers, members, managers, directors, employees,
        agents, successors, assigns and grantees (in such context, collectively the “Indemnitees”)
        harmless from and against all liability, loss, costs, damages, claims and expenses
        (including reasonable attorneys' fees) arising out of or in connection with the breach by
        the Indemnitor of any of its warranties, covenants and representations set forth herein, all
        of which shall survive the Closing for a period of twenty-four (24) months and be
        deemed to have been remade upon the Closing.

        14.      Indemnification. Expect as specifically provided otherwise in this Offer, Seller
shall indemnify and hold Buyer harmless from and against any and all loss, cost, damages, injury
or expense arising out of or in any way related to claims for injury to or death of persons,
damage to property or contract liabilities associated with the ownership or operation of the
Property or the business conducted thereon, arising out of events or transactions occurring on or
before the Closing Date or caused by Seller, its agents, contractors or employees, but not as to
any liabilities caused by Buyer, its agents contractors or employees.

          15.    Notices. Any notice or election required or permitted to be given or served
hereunder shall be in writing and be delivered either in person or sent by (i) United States
certified or registered mail, postage prepaid, return receipt requested; (ii) courier service;
(iii) telecopy transmission or (iv) email. Any such notice, if mailed as provided herein, shall be
deemed to have been mailed, rendered, given or served on the date mailed and shall be deemed
to have been received on the expiration of two business days after mailing. Any such notice, if
sent by overnight courier, shall be deemed to have been mailed, rendered, given or served on the
deposited with such courier and shall be deemed to have been received on the following business
day. Any notice or communication personally delivered or delivered via telecopy or email shall


                                                 12
40668785v2
be deemed to have been given or served upon the party to whom delivered immediately upon
delivery thereof.

               All notices shall be in writing and shall be served on the parties at the following
        addresses:

               If to Buyer:           General Capital Acquisitions, LLC
                                      Attn: Joshua Hafron
                                      6938 N. Santa Monica Blvd.
                                      Fox Point, WI 53217
                                      Fax No. 414 228 3700
                                      joshua@generalcapitalgroup.com

               with copy to:          David Weiss
                                      6938 N. Santa Monica Blvd.
                                      Fox Point, WI 53217
                                      Fax No. 414 228 3700
                                      david@generalcapitalgroup.com

               If to Seller:          ___________________________
                                      ___________________________
                                      ___________________________
                                      ___________________________

               with a copy to:        ___________________________
                                      ___________________________
                                      ___________________________
                                      ___________________________



                The above addresses and facsimile numbers and emails may be changed by notice
to the other party; provided that no notice of a change shall be effective until actual receipt of
such notice. Notice by any party may be given by such party or its counsel to the other party or
such other party’s counsel.

       16.     Brokerage Commissions. Seller represents and warrants that it has not dealt with
any agent, broker or other person in connection with the transaction contemplated by this Offer.
Buyer represents and warrants that it has not dealt with any agent, broker, finder or other person
in connection with the transaction contemplated by this Offer. Each party hereby indemnifies
and agrees to hold the other harmless against and from the claims and demands of anyone who
claims a commission, fee, or similar payment by, through, or under the indemnifying party. The
provisions of this Section shall survive Closing.

        17.    Miscellaneous.




                                                 13
40668785v2
                        (a)    This Offer shall inure to the benefit of and be binding upon the
        parties hereto and their respective heirs, personal representatives, successors and assigns.
        Buyer may assign its rights under this Offer without the prior written consent of Seller
        upon written notice to Seller.

                       (b)    The laws of the state of Michigan shall govern the validity,
        construction, enforcement and interpretation of this Offer.

                        (c)     No provision of this Offer shall be construed in favor of, or
        against, any particular party by reason of any presumption with respect to the drafting of
        this Offer; both parties having fully participated in the negotiation of this instrument,
        hereby agree that this Offer shall not be subject to the principle that a contract would be
        construed against the party which drafted the same.

                        (d)    On the Closing Date, or thereafter if necessary, each party shall,
        without cost or expense to the other party, obtain and deliver to or cause to be executed
        and delivered to the other party, such further instruments of transfer and conveyance as
        may reasonably be requested, and take such other action as a party may reasonably
        request to carry out more effectively the transactions contemplated herein.

                        (e)    In the event any portion of the Property is condemned or taken by
        eminent domain or conveyed by deed in lieu thereof, or if any condemnation proceeding
        is commenced against all or any portion of the Property prior to Closing (collectively, a
        "Condemnation"), Seller shall give written notice of such Condemnation to Buyer
        promptly after Seller receives notice of such Condemnation, and Buyer may elect to
        terminate this Offer by written notice thereof to the Seller within fifteen (15) business
        days after Buyer is notified of the Condemnation. Upon termination of this Offer, the
        Earnest Money shall be returned to Buyer and all rights, duties and obligations of the
        parties under this Offer shall thereafter cease and be of no further force or effect (except
        with respect to the provisions hereof which expressly survive the termination of this
        Offer). If Buyer does not terminate this Offer as aforesaid, then both parties shall
        proceed to close the transaction contemplated herein pursuant to the terms hereof, in
        which event (i) Buyer shall receive all condemnation proceeds with respect to such
        Condemnation, (ii) Seller shall deliver to Buyer at the Closing any proceeds received by
        Seller from such Condemnation and assign to Buyer its interest in and to any such
        proceeds which Seller has not yet received, and (iii) there shall be no reduction in the
        Purchase Price.

                        (f)     In the event that the Property or any portion thereof shall be
        damaged or destroyed by fire or other casualty prior to Closing ("Casualty"), Seller shall
        give written notice of such Casualty to Buyer promptly after Seller receives notice of
        such Casualty, and Buyer may terminate this Offer by written notice thereof to the Seller
        within fifteen (15) business days after Buyer is notified of the Casualty. Upon
        termination of this Offer, the Earnest Money shall be returned to Buyer and all rights,
        duties and obligations of the parties under this Offer shall thereafter cease and be of no
        further force or effect (except with respect to the provisions hereof which expressly
        survive the termination of this Offer). If Buyer does not terminate this Offer as aforesaid,

                                                 14
40668785v2
        then both parties shall proceed to close the transaction contemplated herein pursuant to
        the terms hereof, in which event (i) Buyer shall have the right to receive insurance
        proceeds with respect to such Casualty with respect to the Property, (ii) Seller shall
        deliver to Buyer at the Closing any insurance proceeds received by Seller attributable to
        the Buyer from such Casualty (except for proceeds previously used to repair the Property
        to the extent that immediate repairs are reasonably necessary) and assign to Buyer all of
        Seller’s right, title and interest in and to any claims which Seller may have under the
        insurance policies covering the Property, (iii) Buyer shall receive a credit against the
        Purchase Price at Closing for any applicable insurance deductible under the insurance
        policy or policies, and (iv) the Purchase Price shall be reduced by an amount equal to the
        positive difference between (x) the total costs and expenses to repair all damage arising
        from such Casualty, and (y) the total insurance proceeds delivered or assigned to Buyer
        as aforesaid under such insurance policies with respect to such Casualty.

                       (g)      If it shall be necessary for either Buyer or Seller to employ an
        attorney to enforce its rights pursuant to this Offer, the non-prevailing party shall
        reimburse the prevailing party for its actual reasonable attorneys’ fees, and actual
        reasonable legal costs and expenses.

                       (h)     This Offer may be signed in counterparts, each of which upon
        execution and delivery as prescribed, shall be deemed an original for all purposes.
        Photocopies, facsimile transmissions or other such reproductions of this Offer, including
        such reproductions of the signatures of the parties hereto, shall be deemed to be the
        equivalent of originals.

                        (i)     This Offer shall be null and void unless a copy signed and accepted
        by Seller is returned to Buyer, at the address set forth below for notices, on or before
        December 31, 2018.

                        (j)    Seller shall not market, solicit, negotiate or otherwise engage with
        other potential buyer(s) while this Offer is effective.

                        (k)     Seller and Buyer shall not disclose the terms and conditions
        contained in this Offer and shall keep the same confidential, provided that Seller and
        Buyer may disclose the terms and conditions of this Offer (i) as required by law, (ii) to
        consummate the terms of this Offer, or any financing relating thereto, (iii) to Buyer's or
        Seller’s lenders, attorneys, consultants, investors and accountants, or (iv) to Buyer's
        prospective purchasers, partners or equity holders.

                      (l)     If the date for Closing or performance of an obligation falls on a
        Saturday, Sunday or federal holiday, the date shall be deferred until the next business
        day.

                       (m)     Except as otherwise provided herein, no delay or omission to
        exercise any right or power accruing upon any default, omission, or failure of
        performance hereunder shall impair any right or power or shall be construed to be a
        waiver thereof, but any such right and power may be exercised from time to time and as


                                                 15
40668785v2
        often as may be deemed expedient. No waiver, amendment, release, or modification of
        this Offer shall be established by conduct, custom, or course of dealing.

                        (n)     This Offer contains the entire agreement of the parties with respect
        to the sale and purchase of the Property. All previous and contemporaneous negotiations,
        understandings and agreements between the parties hereto, with respect to the transaction
        set forth herein, are merged in this instrument, which alone fully and completely
        expresses the parties' rights and obligations. No amendments, modifications or changes
        shall be binding upon a party unless set forth in a duly executed document.

                                    [Signatures on the following page]




                                                 16
40668785v2
       IN WITNESS WHEREOF, the Buyer has caused this Offer to be executed this 12th day
of February, 2018.

                                        BUYER:

                                        GENERAL CAPITAL ACQUISITIONS, LLC


                                        By: ____________________________________
                                        Name: _________________________________
                                        Its_____________________________________


                                        SELLER:

                                        CITY OF MUSKEGON

                                        By: ____________________________________
                                        Name: _________________________________
                                        Its_____________________________________

                                        Accepted this 12th day of February, 2019.




                                           17
40668785v2
                                    EXHIBIT A

                                 Legal Description

             [To be attached upon receipt of title insurance commitment]




                                         18
40668785v2
                   Commission Meeting Date: February 12, 2019




Date:          February 7, 2019
To:            Honorable Mayor and City Commissioners
From:          Planning & Economic Development
RE:            PILOT - Gencap 1021 Jefferson Limited Dividend Housing
               Association, LLC


SUMMARY OF REQUEST:

Gencap 1021 Jefferson Limited Dividend Housing Association, LLC is proposing an
affordable housing development at 1021 Jefferson St and is requesting a Payment in Lieu of
Taxes (PILOT) for the project. The development will include 73 residential units and 2,300
sf of commercial space. There will be 55 one-bedroom units and 18 two-bedroom units.
Ten units will be at 30% AMI, nine units will be at 40% AMI, 11 units will be low-income
disability units, 14 units will be at 60% AMI and 29 units will be at 80% AMI. A service
charge of 4% will be imposed, as well as a municipal services fee of 2%.

FINANCIAL IMPACT:

Although the PILOT for the project will be less than the taxes captured for a similar market-
rate project, the situation with this particular property is that the contribution towards the City
will be greater to the City with the development under a PILOT than it is as a vacant lot. In
addition, taxes would apply to the commercial square footage within the building.

BUDGET ACTION REQUIRED:

None

STAFF RECOMMENDATION:

To approve the attached “Contract for Housing Exemption” and “Professional Services
Agreement.”

COMMITTEE RECOMMENDATION:

None




2/7/2019
                          MUNICIPAL SERVICES AGREEMENT

      THIS MUNICIPAL SERVICES AGREEMENT (“Agreement”) is entered into on this
___ day of January, 2019 between GENCAP 1021 JEFFERSON LIMITED DIVIDEND
HOUSING ASSOCIATION, LLC, a Wisconsin limited liability company, with an office at 6938
N Santa Monica Blvd, Fox Point, WI 53217, and its successors and/or assigns (the “Developer”)
and the CITY OF MUSKEGON, 933 Terrace Street, Muskegon, MI 49440 (the “City”) is made
pursuant to the following terms:

                                    RECITALS

      A.        Developer has acquired an option to purchase a site in the City of Muskegon known
as 1021 Jefferson Street Apartments for the construction of a proposed low-income housing project
(the “Project”).

       B.       The parties recognize that due to the high concentration of persons residing
at the Project that the City will be providing a higher level and greater amount of Municipal
Services (as defined in this Agreement) to the Project.

      C.       The City, through its Police and Fire Departments and otherwise, provides
Municipal Services within the City. The Project will have special needs for these types of
Municipal Services and Developer acknowledges that such needs may be greater than
typically situated residential developments.

      D.        The Developer desires to guarantee that certain Municipal Services will be provided
to the Project during the term that the Payment in Lieu of Tax (hereinafter referred to as the
“Contract for Housing Exemption”) Ordinance for this Project is in place, such Municipal Services
to include, but not be limited to:

      1.       Emergency services, including police and fire services specifically administered
      through the City, and, on public streets and sidewalks, maintenance, repair, snow removal,
      and street lighting; also to include other matters as the City deems necessary;

      2.      Other miscellaneous services as may, from time to time, be mutually agreed to for
      the benefit of the Project;

      3.       Said municipal services shall be provided in the customary way and in accordance
      with all laws, rules and regulations of the United States of America, State of Michigan,
      County of Muskegon and City of Muskegon or other applicable jurisdictions or bodies.

               (All of the above collectively referred to as “Municipal Services”)

      4.      Nothing in this Agreement shall be deemed to waive any defense to claims based
      on sovereign or governmental immunity.
                                    AGREEMENT

       The parties agree as follows:

        1.      Provision of Services. The City will provide the Municipal Services.

         2.     Payment. The Developer shall pay a service charge on or before July 1, of each
year during the time the CONTRACT FOR HOUSING EXEMPTION is in effect. (“Municipal
Services Fee”). The Municipal Service Fee shall be two (2%) percent of gross rent potential
annually starting during the calendar year that a unit in the Project is placed in service. The first
year shall be pro-rated based on that portion of the City’s fiscal year (July 1 – June 30) that any
unit is ready to be placed in service.

        3.      Term. Payment for Municipal Services shall commence during the calendar year
the CONTRACT FOR HOUSING EXEMPTION Ordinance becomes effective and continue for
as long as the CONTRACT FOR HOUSING EXEMPTION is in effect.

        4.     Audit. Developer shall submit, upon request, a copy of the annual audit of the
Project prepared by independent CPA’s along with the payment of the service charge.

       5.     Exclusive Benefit. The obligations of the Developer hereunder are imposed
solely and exclusively for the benefit of the City and no other person or entity shall have the
standing to enforce such obligations or be deemed to be beneficiaries of such obligations.

       6.      Remedies. The Developer agrees that if it does not perform its obligations under
this Agreement the City is entitled to pursue any and all remedies legal or equitable that it is entitled
to under Michigan law. The Developer agrees to be liable for all costs of collection including
reasonable attorney's fees and costs incurred by the City in the enforcement of the terms of this
Agreement.

        7.      Assignment. Upon the written consent of the City, the Developer may transfer or
assign its rights and obligations under this Agreement to a buyer (“Transferee”) of the Project.
The Transferee must agree to assume the Developer’s obligations under this Agreement and the
Development Agreement which has been executed by the Developer with the City. Upon
assignment and assumption of this Agreement by the Transferee (or an affiliate, as provided
below), the Developer shall be relieved of any further liabilities or obligations accruing under this
Agreement or the Development Agreement. Notwithstanding the foregoing, the Developer may
assign this Agreement, without the written consent of the City, to an affiliate of Developer
(provided that such affiliate agrees to assume the Developer's obligations hereunder and provided
that the Developer and assignee give prior notice of the assignment to the City with evidence that
the assignee has agreed to assume the obligations of the Developer).
        8.      Severability. If any term or condition of this Agreement is found to be void,
invalid, or unenforceable, the validity or enforceability of the remaining terms and conditions shall
not be affected or impaired and will continue in full force and effect.

        9.      Notices. All notices under this Agreement must be in writing and sent to the
respective parties as follows:

       If to Developer:

       GENCAP 1021 JEFFERSON LIMITED DIVIDEND HOUSING ASSOCIATION, LLC
       Attn: Joshua Hafron
       6938 N. Santa Monica Blvd.
       Fox Point, WI 53217

       with a copy to:

       David Weiss
       6938 N. Santa Monica Blvd.
       Fox Point, WI 53217

       If to the City:

       City of Muskegon
       Attn: City Manager
       933 Terrace Street
       Muskegon, MI 49440

       Every notice must be in writing and sent by one of the following methods:

       a.     Personal delivery, in which case delivery shall be deemed to occur the day of the
       delivery;

       b.       Certified or registered mail, postage prepaid, return receipt requested, in which case
       delivery shall be deemed to occur the day it is officially recorded by the U.S. Postal Service
       that is has delivered it to the intended recipient; or

       c.      Next day delivery by a recognized private delivery service such as Federal Express,
       providing proof of mailing and delivery comparable to certified or registered mail, return
       receipt requested, in which case delivery shall be deemed to occur upon delivery as
       recorded by the delivery service.

       Either party may change the address provided in this paragraph for itself or its attorney by
       providing notice of such change to the other party as required in this paragraph.
        10.     No Waiver. No delay, omission, or failure of the City to act under this Agreement
or to insist upon strict compliance with any term and condition of this Agreement, and no custom
or practice of the parties at variance with the terms and conditions of this Agreement shall
constitute a wavier of City’s right to demand exact compliance with this Agreement. No waiver
of any right or remedy of City shall be construed as a bar to or a waiver of any such right or
remedy on any future occasion.

        11.    Headings. The headings in this Agreement have only been inserted for
convenience and shall not affect the meaning or interpretation of this Agreement. No heading
shall have any legal significance of any nature whatsoever.

       12.     Binding Effect. This Agreement shall be binding on the parties, their heirs,
successors, and assigns.

       13.      Amendments. There shall be no modification or amendments to this Agreement,
including this section, unless they are in writing and signed by all of the parties to this Agreement.

        14.    Governing Law. This Agreement has been executed in the State of Michigan, and
shall be governed by Michigan law.

        15.     Complete Agreement. This Agreement contains the entire agreement between
the parties and supersedes all prior oral or written representations, negotiations and agreement on
the subject matter stated herein.



                                     {Signatures on next page}
      Municipal Services Agreement
      Signature Page



       IN WITNESS WHEREOF, this Municipal Services Agreement is executed as of the day and year
first written above.


                                                City of Muskegon



         Dated: January ___, 2019               By:_______________________
                                                Steve Gawron, Mayor


         Dated: January ___, 2019               By: ______________________
                                                Ann Meisch, City Clerk

                                                GENCAP 1021 JEFFERSON LIMITED
                                                DIVIDEND HOUSING ASSOCIATION, LLC,
                                                a Michigan limited liability company

         Dated: January ___, 2019               By:   GenCap 1021 Jefferson MM, LLC, a
                                                Wisconsin limited liability company, its Sole
                                                Member

                                                By: General Capital Group, Inc, a Wisconsin
                                                corporation, its Manager


                                                By: _____________________
                                                David Weiss, CEO
                                     CITY OF MUSKEGON

                         CONTRACT FOR HOUSING EXEMPTION

        This Agreement between GENCAP 1021 JEFFERSON LIMITED DIVIDEND
HOUSING ASSOCIATION, LLC, a Michigan limited liability company (the “Developer”) and
CITY OF MUSKEGON, 933 Terrace Street, Muskegon, Michigan (the “City”) is made pursuant
to the following terms:

                                            RECITALS

        A.       The City has adopted Chapter 82, Article II “Taxation” of the City Code of
Ordinances, providing for tax exemption (the “Ordinance and provide for a service charge in lieu
of taxes for a housing project for low income persons and families to be financed with an Federally-
aided Mortgage Loan or an advance or grant from the Authority pursuant to the provisions of the
State Housing Development Authority Act of 1966 (1966 PA 346, as amended; MCL 125.1401,
et seq) (the "Act");

         B.      It is acknowledged that it is a proper public purpose of the State of Michigan and
its political subdivisions to provide housing for its low-income senior persons and families and to
encourage the development of such housing by providing for a service charge in lieu of property
taxes in accordance with the Act. The City is authorized by this Act to establish or charge the
service charge to be paid in lieu of taxes by any or all classes of housing exempt from taxation
under this Act at any amount it chooses, not to exceed the taxes that would be paid but for this Act.
It is further acknowledged that such housing for low income persons and families is a public
necessity, and as the City will be benefited and improved by such housing, the encouragement of
the same by providing real estate tax exemption for such housing is a valid public purpose. It is
further acknowledged that the continuance of the provisions of this Ordinance for tax exemption
and the service charge in lieu of all ad valorem taxes during the period contemplated in this
Ordinance are essential to the determination of economic feasibility of the housing projects that is
constructed with financing extended in reliance on such tax exemption.

                The City acknowledges that the Sponsor (as defined below) has offered, subject to
receipt of an allocation of Low Income Housing Tax Credits and/or receipt of a Mortgage Loan
from the Michigan State Housing Development Authority, to construct/acquire and rehabilitate,
own and operate a housing project identified as 1021 Jefferson Street Apartments on certain
property located at 1021 Jefferson Street in the City (the “Project”) to serve low income persons
and families, and that the Sponsor has offered to pay the City on account of this housing project
an annual service charge for public services in lieu of all ad valorem property taxes.

        C.     Developer has acquired an option to purchase a site in the City of Muskegon (1021
Jefferson Street) for the construction of a proposed low-income housing project (for the elderly)
as defined in City Section 82-46 of the Ordinance.

      D.      Developer and an affiliate of Developer, to be formed, have or will enter into an
agreement to form a limited dividend housing association limited liability company to function as
owner of the proposed low-income housing Project. The owning entity to be formed will be
identified as GenCap1021 Jefferson Limited Dividend Housing Association, LLC.

        E.     The City encourages construction and financing of the said low-income housing
project which is identified by the working name of 1021 Jefferson Street .

       F.      To further enable and encourage the construction of the housing project, Developer
and the City enter into this Agreement.

      G.      The legal description of the Project is set forth in Exhibit A attached to this
Agreement.

            NOW, THEREFORE, THE PARTIES AGREE AS FOLLOWS:

       1.     Definitions.

              1.1     “Authority” means the Michigan State Housing Development Authority.

              1.2.   “Annual Shelter Rent” means the total collections during an agreed annual
       period from or paid on behalf of all occupants of a housing project representing rent or
       occupancy charges, exclusive of Utilities.

              1.3.    “Contract Rents” means the total Contract Rents (as defined by the U.S.
       Department of Housing and Urban Development in regulations promulgated pursuant to
       Section 8 of the U.S. Housing Act of 1937, as amended) received in connection with the
       operation of a housing project during an agreed annual period, exclusive of Utilities.

              1.4.   “Low Income Persons and Families” means persons and families eligible to
       move into a housing project.

               1.5     “Low Income Housing Tax Credits” means credits allocated under Section
       42 of the Internal Revenue Code (“LIHTC”)

              1.6.    “Mortgage Loan” means a Federally-Aided Mortgage or loan or grant made
       or to be made by the Authority to the Sponsor for the construction and/or permanent
       financing of the housing project, and secured by a mortgage on the housing project.

              1.7.    “Sponsor” means General Capital Development, LLC and any entity that
       receives or assumes a Mortgage Loan.

                1.8.    “Utilities” means charges for gas, electric, water, sanitary sewer and other
       utilities furnished to the occupants that are paid by the housing project.

       2.      Grant of Exemption. As contemplated and pursuant to Act 346 of the Public Acts
of 1966, as amended, the State Housing Development Authority (the “Act”), the City hereby grants
an exemption from all ad valorem property taxes attributable to the buildings which consist of
rental units offered to eligible low income senior persons and families as defined by the Authority.

        3.      Term of Exemption. This exemption shall continue for the period of time the
housing units remain subject to income and rent restrictions pursuant to Section 42 of Internal
Revenue Service Codes of 1986, as amended (IRS Codes), or the Authority Regulatory Agreement
not to exceed 25years. The City agrees to be contractually bound by this Agreement to honor the
exemption status of the proposed project as provided herein and in this Agreement for the entire
period during which the Project is financed by the Authority or receives low income housing tax
credits under Section 42 of the IRS Codes, provided that the said Mortgage Loan or a loan
originally financed by the low income housing tax credits continues outstanding as more
particularly set forth in Section 82-50(3)of the Ordinance, not to exceed 25 years.

       4.      Responsibilities of the Developer. The Developer agrees to perform the following:

               4.1     The Developer shall pay the service charge and payment in lieu of all ad
       valorem taxes on or before July 1, of each year during the time the exemption is in effect.
       The service charge shall equal four percent (4%) of the rents charged for the total of all
       units in the exempt housing project, whether the units are occupied or not and whether or
       not the rents are paid.

               4.2    The Developer agrees to file all information required by the Ordinance and
       further to meet its obligations to the Authority in connection with the Authority’s
       administration of the low income housing tax credit program.

               4.3    In lieu of the requirement to submit a statement of annual shelter rents
       and/or contract rents within 30 days after December 31, as required by the Ordinance,
       Developer shall submit an annual audit by April 1st. If not timely filed, and 30 days after
       notice to Developer of said delinquency, a penalty of 1.25% of the service charge shall be
       imposed. This penalty shall be collectible in the same manner provided in Section 82-54
       of the Ordinance.

        5.     Interpretation of Financing. The City agrees that the use of low income housing
tax credits constitutes financing of the loan by the Authority in fulfillment of the requirements of
Section 82-50(3) of the Ordinance.

        6.      Contractual Effect of Ordinance. Notwithstanding the provisions of section
15(a)(5) of the Act to the contrary, a contract between the City and the Sponsor with the Authority
as third party beneficiary under the contract, to provide tax exemption and accept payments in lieu
of taxes, as previously described, is effectuated by enactment of this Ordinance.

       7.      Payment of Service Charge. The annual service charge in lieu of taxes as
determined under this Ordinance shall be payable in the same manner as general property taxes
are payable to the City and distributed to the several units levying the general property tax in the
same proportion as prevailed with the general property tax in the previous calendar year. The
annual payment for each operating year shall be paid on or before April 1st of the following year.
Collection procedures shall be in accordance with the provisions of the General Property Tax Act
(1893 PA 206, as amended; MCL 211.1, et seq).

        8.     Limitation on the Payment of Annual Service Charge. Notwithstanding Section 3,
the service charge to be paid each year in lieu of taxes for the part of the housing project that is tax
exempt but which is occupied by other than low income persons or families shall be equal to the
full amount of the taxes which would be paid on that portion of the housing project if the housing
project were not tax exempt.

       9.     Counterparts. This Agreement may be executed in several counterparts and an
executed copy hereof may be relied upon as an original.

        10.     Binding and Benefit. This Agreement shall be binding upon and inure to the benefit
of the parties hereto and their respective heirs, administrators, personal representatives, successors
and assigns.

        11.   Effective Date. The effective date of this Agreement is the date that Developer or
its assignee completes construction and receives a temporary or permanent certificate of
occupancy from the City for the Property.

        12.      Severability. The various sections and provisions of this Agreement shall be
deemed to be severable, and should any section or provision of this Agreement be declared by any
court of competent jurisdiction to be unconstitutional or invalid the same shall not affect the
validity of this Agreement as a whole or any section or provision of this Agreement, other than the
section or provision so declared to be unconstitutional or invalid.

        13.     Inconsistent Ordinances. All ordinances or parts of ordinances inconsistent or in
conflict with the provisions of this Agreement are of no effect to the extent of such inconsistency
or conflict.

       14.    Choice of Law; Venue. This Agreement is executed in accordance with, shall be
governed by, and construed and interpreted in accordance with the laws of the State of Michigan.
The parties agree that for purposes of any dispute in connection with this Agreement, the
Muskegon County Circuit Court shall have exclusive personal and subject matter jurisdiction and
venue.
        IN WITNESS WHEREOF, the parties have signed this Agreement on the following page,
on the dates indicated.

                                                      City of Muskegon


   Dated: ___________________, 2015                   By: _________________________
                                                      Steve Gawron, Mayor

   Dated: ___________________, 2015                   By: _________________________
                                                      Ann Meisch, Clerk


                                                      GENCAP 1021 JEFFERSON
                                                      LIMITED DIVIDEND HOUSING
                                                      ASSOCIATION LIMITED
                                                      PARTNERSHIP, LLC

                                                      By: GenCap 1021 Jefferson MM,
                                                      LLC, a Wisconsin limited liability
                                                      company, its Sole Member

   Dated: ___________________, 2015                   By: General Capital Group, Inc, a
                                                      Wisconsin corporation, its Manager



                                                      By: _________________________
                                                      David Weiss, CEO
                                EXHIBIT A


                            LEGAL DESCRIPTION

CITY OF MUSKEGON REVISED PLAT OF 1903 ALL OF BLOCK 355 EXC LOT 4 AND THE
W 1/2 OF LOT 3

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