CCR2005136.
.
.
COMMON COUNCIL - CITY OF MUSKEGO
RESOLUTION #'136-2005
APPROVAL OF AGREEMENT TO ASSUME CERTAIN ASSETS AND LIABILITIES OF
LAKEWOOD HOMEOWNERS AND WATER ASSOCIATION, INC. AND TiD INCORPORATE
SAID WATER SYSTEM INTO A MUNICIPAL SYSTEM
WHEREAS, The Public Utilities Committee has reviewed acquisition of the Lakewood
Homeowners and Water Association, Inc. water system and has recommended
approval.
NOW, THEREFORE, BE IT RESOLVED That the Common Council of the City of
Muskego does hereby approve the attached Agreement to Assume CHrtain Assets and
Liabilities of Lakewood Homeowners and Water Association, Inc. and to Incorporate
Said Water System into a Municipal System subject to PSC and DNR approval.
BE IT FURTHER RESOLVED That the Mayor and Clerk-Treasurer am authorized to
execute the Agreement in the name of the City, subject to receipt of PSC and DNR
approval, and are further authorized to make any necessary changes iin any of the
closing documents in consultation with the City Attorney that are in thE! best interest of
the City and are not a material change to the agreement.
DATED THIS 28th DAY OF June ,2004
SPONSORED BY:
PUBLIC UTILITIES COMMITTEE
Ald. Eric Schroeder
Ald. Eileen Madden
Ald. Patrick Patterson
This is to certify that this is a true and accurate copy of Resolution #1 ~~6-2005 which
was adopted by the Common Council of the City of Muskego.
/
i' ,Lt01tJ, /0 ~ )
reasurer ~
6/2005jmb
.
.
.
May 26,2005
AGREEMENT TO ASSUME CERTAIN ASSETS AND LIABILITIES OF
LAKEWOOD HOMEOWNERS AND WATER ASSOCIATION, INC. AND TO
INCORPORATE SAID WATER SYSTEM INTO A MUNICIPAIL SYSTEM
THIS AGREEMENT is entered into this day of
2005, by and between LAKEWOOD HOMEOWNERS AND WATER
ASSOCIATION, INC., a Wisconsin Corporation, (hereinafter referred to as
"SELLER"), and the CITY OF MUSKEGO, VVaukesha County, Wisconsin
(hereinafter referred to as "CITY").
RECITALS
WHEREAS, the SELLER presently operate
the domestic water needs of those subdivisions k
, legally described
in Exhibit A attached hereto an by this refere!nce (collectively,
the "LAKEWOOD MEADOWS S J"); and
WHEREAS, the SELLER is IroUS of conveying and dedicating to the
CITY certain of its water service assets and facilities more particularly described in
the attached Exhibit B (the "ASSETS"); and
WHEREAS, the authorized representatives of the SELLER by their consent
authorized certain of its officers to enter into this Agreement providing for the
transfer of the ASSETS to the CITY upon the terms and conditions set forth
herein; and
WHEREAS, the SELLER represents that it has the right and authority,
pursuant to its Articles of Incorporation, By-Laws and Declaration of Restrictions
and Covenants to enter into this Agreement; and
*WHEREAS, the SELLER represents that all owners of property in the
subdivision which may not be members of the SELLER have
. May 26,2005
executed the attached documents marked Ex
terminating any interest they may have had in ASSETS.
WHEREAS, the CITY has determined it to be in the best interest of their
citizens, and specifically to be in the best intHrest of the members of the SELLER,
that the ownership and operation of the ASSETS be transferred to the CITY to be
operated as a part of the existing water utility presently operated by the CITY.
NOW, THEREFORE, the parties hereto agree and covenant as follows:
1. TRANSFER OF TITLE. The SELLER will transfer the ASSETS to the
.
CITY at a closing to take place at the CITY Hall on or before the
day of ,2005 (the "CLOSING"). At the
CLOSING, the SELLER will execute instruments of conveyance in the
form of those attached hereto as Exhibit C to transfer ownership of
the ASSETS.
WARRANTY OF TITLE. The SELLE ants and represents that 2.
right and title to th
and full right and au
warranties and repres
he SELLER has good
II liens and E!ncumbrances
nvey the same to the CITY, and such
ions shall remain true at the time of
CLOSING. The SELLER also warrants that it will tak:e no action to
encumber the ASSETS after thE! CLOSING. The SELLER makes no
warranties or representations regarding the condition of the ASSETS
or their fitness or utility for any purpose, and the CITY agrees to
accept the same in AS IS condition and assume full responsibility for
all repairs and maintenance relating to the ASSETS even though
some such repairs may have been necessary or appropriate prior to
the CLOSING. The CITY acknowledges and agrees that it has
inspected the ASSETS and is fully satisfied with the condition thereof.
RECOGNITION OF BENEFITS: CONSIDERATION. The CITY 3.
. acknowledges and agrees that the ASSETS have a value of at least
-2-
. May 26,2005
equal to the charges ("WCA CHARGES") that otherwise would be
imposed on SELLERS members for becoming connE3cted to the
CITY's water system and for water capacity through the municipal
water service of the CITY. The CITY further acknowledges and
agrees that the CITY and areas outside the LAKEWOOD MEADOWS
SUBDIVISION will benefit from the transfer to the CITY of the
ASSETS at least to the extent of such value. Therefore, in
consideration of the transfer of the ASSETS to the CITY, the CITY
shall credit each lot within the LAKEWOOD MEADOWS
SUBDIVISION *including those lots owned by Owners of lots referred
to in Ex to , against the WCA CHARGES an
.
amount equal to 100% of such charges attributable to each and every
lot within the LAKEWOOD MEADOW BDIVISION, except *as
follows:
heir own wells, on
will be able
"cipated to be the Fall of 2005, they
nnect within six months of the date of this
.
Agreement or within six months of the Kenwood water main
completion, whichever is later, to the system with no WCA
charge. If they connect after the six month period, they will
be entitled to hook up with a payment of the WCA as is then
being charged to existiing homes at the timE~ of the
connection, which is $1,062 for 2005. This fee goes up
every year and these are the present City rules which could
change in the future;
(b) Private Wells Hillendale: As to lots with existing private
wells along Hillendale Drive, municipal water service is not
available to these lots. In all likelihood it wiH not be
-3-
.
.
.
May 26, 2005
available within six months of signing the agreement, and if
it becomes available in the future, those lots would be
subject to existing home WCA charges then in effect. At this
time we do not know when and if the water service will
become available to these homes. It could also involve
additional special assHssments;
(c) Vacant Lots. There are two vacant lots in the subdivision
and both have water available to them. If tlhey connect to
the municipal water system within six months of the date of
the Agreement, there would be no WCA charge. If they hook
up after the six month period, they would bl3 required to pay
the higher future homH WCA, which for 2005 is $1,770.
Under present policy, this go p every yøar.
At the CLOSING, the CITY shall deli the SELLER a
CERTIFICATE AND WAIVER. 0 ' at attached as Exhibit
0 for each lot with.
4. ASSUMPTION OF After the CLOSING has
5.
occurred, the CITY sh ssume full title ownership of the ASSETS
and all responsibility for water service to the LAKEWOOD
MEADOWS SUBDIVISION.
RESPONSIBILITY FOR WATER USAGE. The SELLER agrees that
special assessments may be levied against all properties benefitted
by any future projects performed by the CITY (including, but not
limited to, those properties now owned by members of the SELLER)
*(and as stated in Paragraph 3 above) and the credit against the WCA
CHARGES described above shall not constitute a waiver of the
CITY'S right to levy and collect any future special assessments
(including water capacity assessments) not representing any portion
of the WCA CHARGES describHd above. The SELU::R further
-4-
.
.
.
May 26, 2005
acknowledges that on the execution of this Agreement and thereafter,
all water users within this system will become customers and users
under the municipal water system of the CITY and subject to all rules,
charges, connection costs, costs of meters and relatl9d connection
costs such as meter horn and internal plumbing, etc. and regulations
thereof as uniformly applied.
EMINENT DOMAIN RIGHTS W'AIVED. The SELLEIR acknowledges
that it is aware of all rights it and lot owners within LAKEWOOD
MEADOWS SUBDIVISION may have under Chapter 32 of the
Wisconsin Statutes, but agrees that the benefits resulting from this
transfer of the ASSETS to the CITY including, but not limited to, the
credit against the WCA CHARGES shall be deemed equal in value to
the ASSETS being dedicated and, the re, other than the
consideration described in this Agree 's requesting no further
compensation and any further i inent Domain Law or
similar laws are h
6.
7. . sments. As of the date of closing
SELLER warrants an resents there are no charges and/or
assessments due to SELLER as to the property being conveyed to
the City and further warrants and represents that said property is not
subject to such charges and/or assessments in the future.
SURVIVAL AND ENFORCEMENT OF TERMS. The terms of this 8.
Agreement which are not completely performed upon the transfer of
title of the ASSETS of the SELLER to the CITY shall survive the
transfer of said ASSETS and shall continue to be enforceable.
-5-
.
.
.
May 26,2005
IN CONSIDERATION of the mutual covenants and promises herein, we
have set out hands and seals on the date first above written.
LAKEWOOD HOMEOWNERS AND
WATER ASSOCIATION, INC.
CITY OF MUSKEGO
By: By:
President Charles Damaske, Mayor
By:
Secretary e Moyer, Clerk
THIS INSTRUMENT WAS DRAFTED BY:
Attorney Donald s. Molter, Jr.
ARENZ, MOLTER, MACY & RIFFLE, S.C.
720 N. East Avenue, P.O. Box 1348
Waukesha, WI 53187-1348
C :IMyFileslMuskegolLettersl WaterlCommunity WellslLakewood MeadowslAgreement.revision2.wpd
-6-
.
.
.
March 10,2004
Exhibit "A"
Lakewood Communit:v- Well System
Outlot 3, Lakewood Meadows Addition No. 2, h~ing part of the Northeast 1/4 of the
Southeast 1/4 of Section 5, Town 5 North, Range 20 East, in the City of Muskego,
Waukesha County, Wisconsin. (See attached map labeled Exhibit "A")
CSM 8057
2177 -936-005
PARCEL 4
CSM 8:057
2177-936-003
PARCEL 2
80.00
2180-056
2180-05
2180-024
2180-025
2180-053
2180-052
53
N
L.AKEWOOD COMMUNITY WELL SYSTEM
EXHIBIT" A"
NOT TO SCALE 3/10/2004
.
.
.
Muskego Lakewood Meadows Subdivision
Asset Valuation
EXHIBIT "B"
Year Original Depr. Accum. Net Book
StructureÆquipment Completed Condition Value Rate (I) Depr.
(2) Value CCI(3) 2003 Value
Well No.1 drill & test 1995 good $23,090 2.90% $5,357 $17,733 1.238 $21,954
Well No.1 pump 1995 good $13,000 4.40% $4,576 $8,424 1.224 $10,311
Masonry Building 1995 good $31,700 3.20% $8,115 $23,585 1.224 $28,868
Pressure tank & piping 1995 good $19,752 4.40% $6,953 $12,799 1.224 $15,666
Pump controls 1995 good $6,840 9.20% $5,034 $1,806 1.224 $2,210
Misc. building 1995 good $11,150 3.20% $2,854 $8,296 1.224 $10,154
Subtotal $105,532 $32,889 $72,643 $89,163
Well No.3 drill & test 1998 good $25,000 2.90% $3,625 $21,375 1.238 $26,462
Well No.3 pump 1998 good $19,343 4.40% $4,255 $15,088 1.224 $18,467
Masonry Building 1998 good $45,365 3.20% $7,258 $38,107 1.224 $46,652
Pressure tank & piping 1998 good $20,642 4.40% $4,541 $16,101 1.224 $19,707
Pump controls 1998 good $10,190 9.20% $4,687 $5,503 1.224 $6,735
Misc. building 1998 good $2,635 3.20% $422 $2,213 1.224 $2,709
Subtotal $123,175 $24,788 $98,387 $120,732
Mains, valves, manholes 1995 good 1.30% $0 $0 1.238 $0
Hydrants & leads 1995 good 2.20% $0 $0 1.238 $0
Water services 1995 good 2.90% $0 $0 1.238 $0
Subtotal $0 $0 $0
Total $228,707 $57,677 $171,030 $209,895
1) Source: Wisconsin Public Service Commission, Benchmark Ranges of Depreciation Rates, January 1,2000.
2) Accumulated depreciation as of June, 2003, assuming that assets were put in service mid-year of the year completed.
3) Source: Engineering News Record, Construction Cost Index.
6/9/2003
Ruekert/Mielke
-MuskegoCity1392237\100 Eval Feasibility of AquisitionlAsset Valuation.xls (Sheet1)
.
.
.
To:
May 23,2005
NOTICE
Notice is hereby given to you pursuant to the Lakewood Meadows Declaration of
Restrictions and Covenants and most specifically Section 5.7(d) that the City is
exercising its option pursuant to Section 5. 7( d) to require transfer to all water facilities to
the City.
Dated the day of
CITY OF MUSKEGO
,2005.
Janice Moyer, Clerk