2014/03/17 RESOLUTION OF THE H C BOC APPROVING A PURCHASE AGREEMENT W/RESPECT TO CERTAIN REAL PROPERTY PROVIDING FOR CERTAIN OTHER RELATED MATTERSEXTRACTS FROM MINUTES OF BOARD OF COMMISSIONERS
A Regular Meeting of the Board of Commissioners (the "Board') of the County of Hamett, North
Carolina was held on Monday, March 17, 2014, at 7:00 p.m. in the County Commissioners' Meeting
Room, Harnett County Administration Building, 102 East Front Street, Lillington, North Carolina, Joe
Miller, Chairman of the Board of Commissioners of the County of Harnett, North Carolina, presiding and
the following Commissioners present:
Joe Miller, Chairman
Gary House, Vice Chairman
Beatrice B. Hill
Jim Burgin
Gordon Springle
Commissioners Absent: N/A
i i R t R i
Commissioner Hill introduced the following resolution, a summary of which had been provided
to each Commissioner, a copy of which was available with the Clerk to the Board and which was read by
title:
RESOLUTION OF THE BOARD OF COMMISSIONERS OF THE COUNTY OF HARNETT,
NORTH CAROLINA, APPROVING A PURCHASE AGREEMENT WITH RESPECT TO
CERTAIN REAL PROPERTY AND PROVIDING FOR CERTAIN OTHER RELATED
MATTERS
WHEREAS, the County of Hamett, North Carolina (the "County') is a validly existing political
subdivision of the State of North Carolina, existing as such under and by virtue of the Constitution,
statutes and laws of the State of North Carolina (the "State ");
WHEREAS, the County has the power, pursuant to the General Statutes of North Carolina, to
acquire any real or personal property for any authorized public purpose;
WHEREAS, at the request of the Board of Trustees of Central Carolina Community College
(the "College "), the County acquired on behalf of the College a leasehold interest in a new health sciences
building (the "Building") constructed on a parcel of real estate forming a part of the Brightwater Science
and Technology Campus located in Lillington, North Carolina (the "Land"), which the College is using
for its expanding healthcare and health sciences training programs;
WHEREAS, Harnett Forward Together Committee ( "HF7C"') owns the Land on which the
Building is located and has leased the Land to Red Rock Harnett, LLC, a North Carolina limited liability
company (the "Developer"), under a Ground Lease dated as of March 8, 2012 (the "Ground Lease ")
between HFTC, as ground landlord, and Developer, as ground tenant;
WHEREAS, the Developer has constructed and leased the Building to the County under a Lease
dated as of March 8, 2012 (the "Building Lease ") between the Developer, as landlord, and the County, as
tenant;
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WHEREAS, so long as the County performs its obligations under the Building Lease, the Ground
Lease will terminate simultaneously on the termination of the Building Lease in accordance with its
terms, at which time HFfC will own the Land and all improvements thereon, including the Building, in
fee simple; and
WHEREAS, due to events and circumstances that have arisen subsequent to the execution and
delivery of the Building Lease and Ground Lease and that are unrelated to the transactions described
therein, HFfC has determined that it is in HFFC's best interests to sell to the County its residual interest
in the Land and the Building (the "Purchased Property") pursuant to the terms of a Purchase Agreement
between MC and the County (the "Purchase Agreement');
WHEREAS, the Board hereby determines that it is in the best interest of the County to enter into
the Purchase Agreement in order to acquire the Purchased Property from HFTC on the terms set forth in
the Purchase Agreement;
WHEREAS, a form of the Purchase Agreement has been made available to the Board, and the
County proposes to approve, execute and deliver, and to perform its obligations under, the Purchase
Agreement in order to effect the transactions contemplated by the Purchase Agreement; and
WHEREAS, it appears that the Purchase Agreement is in appropriate form and is an appropriate
instrument for the purposes intended;
NOW, THEREFORE, BE FT RESOLVED BY THE BOARD OF COABHSSIONERS OF THE
COUNTY OFHARNE77: NORTH CAROLINA, AS FOLLOWS:
Section 1. Ratifrcadon of Prior Actions. All actions of the County, the Chairman, the
County Manager, the Finance Officer, the County Attorney and the Clerk to the Board and their
respective designees in effectuating the proposed acquisition of the Purchased Property are hereby
approved, ratified and authorized pursuant to and in accordance with the transactions contemplated by the
Purchase Agreement.
Section 2. Approval, Authorization and Execution of Purchase Agreement The County
hereby approves the acquisition of the Purchased Property in accordance with the terms of the Purchase
Agreement, which will be a valid, legal and binding obligation of the County in accordance with its terns.
The form, terms and content of the Purchase Agreement (including the exhibits attached thereto) are in all
respects authorized, approved and confirmed, and the Chairman, the County Manager, the Finance
Officer of the County and the Clerk to the Board or their respective designees are each authorized,
empowered and directed, individually and collectively, to execute and deliver the Purchase Agreement for
and on behalf of the County, including necessary counterparts, in substantially the form presented to the
Board, but with such changes, modifications, additions or deletions therein as they may deem necessary,
desirable or appropriate, their execution thereof to constitute conclusive evidence of the Board's approval
of any and all such changes, modifications, additions or deletions. From and after the execution and
delivery of the Purchase Agreement, the Chairman, the County Manager, the Finance Officer of the
County and the Clerk to the Board or their respective designees are hereby authorized, empowered and
directed, individually and collectively, to do all such acts and things and to execute all such documents as
may be necessary to carry out and comply with the provisions of the Purchase Agreement as executed.
Section 3. Further Actions. The Chairman, the County Manager, the Finance Officer and
the County Attorney are each hereby designated, individually and collectively, as the County's
representatives to act on behalf of the County in connection with the transactions contemplated by the
Purchase Agreement, and the Chairman, the County Manager, the Finance Officer and the County
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Attorney are each authorized and directed, individually and collectively, to proceed with the acquisition
of the Purchased Property in accordance with the terms of the Purchase Agreement, and to seek opinions
on matters of law from the County Attorney, which the County Attorney is authorized to furnish on
behalf of the County, and opinions of law from such other attorneys for all documents contemplated
hereby as required by law. The Chairman, the County Manager and the Finance Officer are each hereby
authorized to designate one or more employees of the County to take all actions which the Chairman, the
County Manager and the Finance Officer are each authorized to perform under this Resolution, and the
Chairman, the County Manager and the Finance Officer or their designees are each in all respects
authorized on behalf of the County, individually and collectively, to supply all information pertaining to
the transactions contemplated by the Purchase Agreement. The Chairman, the County Manager, the
Finance Officer, the County Attorney and the Clerk to the Board are authorized, individually and
collectively, to execute and deliver for and on behalf of the County any and all additional agreements,
certificates, documents, opinions or other papers and perform all other acts as may be required by the
Purchase Agreement or as they may deem necessary or appropriate to implement and carry out the intent
and purposes of this Resolution.
Section 4. Repealer. All motions, orders, resolutions, ordinances and parts thereof in
conflict herewith are hereby repealed.
Section 5. Severability. If any section, phrase or provision of this Resolution is for any
reason declared to be invalid, such declaration will not affect the validity of the remainder of the sections,
phrases or provisions of this Resolution.
Section 6. Effecdve Date. This Resolution is effective on the date of its adoption.
On motion of Commissioner Hill, seconded by Vice Chairman House, the foregoing resolution
entitled "RESOLUTION OF THE BOARD OF COMMISSIONERS OF THE COUNTY OF HARNETT, NORTH
CAROLINA, APPROVING A PURCHASE AGREEMENT WITH RESPECT TO CERTAIN REAL PROPERTY
AND PROVIDING FOR CERTAIN OTHER RELATED MATTERS" was duly adopted by the following vote:
AYES:
NAYS:
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STATE OF NORTH CAROLINA
ss:
COUNTY OF HARNETT
I, MARGARET REGINA WHEELER, Clerk to the Board of Commissioners of the County of Hamett,
North Carolina, DO HEREBY CERTIFY that the foregoing is a true and exact copy of a resolution
entitled "RESOLUTION OF THE BOARD OF COMMISSIONERS OF THE COUNTY OF HARNETT, NORTH
CAROLINA, APPROVING A PURCHASE AGREEMENT WITH RESPECT TO CERTAIN REAL PROPERTY
AND PROVIDING FOR CERTAIN OTHER RELATED MATTERS" adopted by the Board of Commissioners
of the County of Harnett, North Carolina at a meeting held on the 17' day of March, 2014.
WITNESS my hand and the corporate seal of the County of Harnett, North Carolina, this the 17th
day of March, 2014.
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?In nn
MAROARET RE (VA WHEELER
Clerk to the Board
County of Hamett, North Carolina