sample memo of understanding

MEMORANDUM OF UNDERSTANDING
BETWEEN THE
TOWN OF BREWSTER
AND THE
BREWSTER CONSERVATION TRUST

WE, the undersigned, Town of Brewster, a municipal corporation, acting through the Board of Selectmen, and the Trustees of the Brewster Conservation Trust, a private, nonprofit organization, agree as follows with regard to the adoption and implementation of a policy to encourage and accelerate the completion of Town acquisition and Conservation Commission custody of identified environmentally-sensitive, vacant parcels of land whose presumed owners are delinquent in the payment of municipal taxes. For the purposes of this proposal, these parcels shall be referred to as “tax title lands of special conservation interest” within the town of Brewster. Tax title lands, generally, are those that have unpaid property taxes, betterments or water charges. Tax title lands that are more than three years delinquent may be taken by the Town under G.L. c. 60.

TERMS:

1) The parties, acting through the Town Executive and Conservation Commission
and the Brewster Conservation Trust, agree to meet annually to review the then current list of tax-title properties eligible for taking and mutually identify lands of special conservation interest. Only those parcels upon which both parties agree meet the criteria shall be selected for acquisition under this proposal, though the Town may pursue other tax title parcels separately.

2) The Town, acting through its relevant agents, shall expeditiously pursue the
identified tax title lands of special conservation interest through foreclosure
proceedings under G.L. c. 60. The Town shall require its counsel or special
counsel to keep a separate invoice detailing work performed and associated costs
with each parcel of special conservation interest.

3) The Town shall establish a special gift account dedicated to the costs associated
with this proposal, to be known as the “BCT/Tax Title Acquisition Costs.”

4) Upon receipt of said invoice, the Town shall deliver it to the Brewster
Conservation Trust for payment. Within ten working days, the Brewster
Conservation Trust shall deliver to the Town Executive a check made payable to
the Town of Brewster for the amount of the invoices. The Town shall deposit
said checks into the BCT/Tax Title Acquisition Costs account and pay the
invoices from the funds of this account.

5) Upon request by the Brewster Conservation Trust, the Town shall deliver a verbal or written quarterly report as to the status of the pending tax title acquisitions. When foreclosure decrees are issued by the Land Court on the lands of special conservation interest, the Town shall notify the Brewster Conservation Trust and the Conservation Commission.

6) Upon notification of said foreclosure decrees, the Town, acting through the
Selectmen and Conservation Commission shall prepare an article for the next
available and scheduled Annual or Special Town Meeting, in which the lands of
special conservation interest shall be proposed for transfer, under G.L. c. 40, s.
15A, to the care and custody of the Conservation Commission. Said article shall
take the form noted below or in terms to similar effect, as approve dby Town
Counsel: “To see if the Town will vote to transfer the following parcels of land,
acquired under G.L. c. 60, to the care, custody, management and control of the
Conservation Commission for all purposes included in G.L. c. 40, s. 8C: (give
legal descriptions of parcels).”

7) Upon approval by Town Meeting of the said transfer, the Town Clerk shall
prepare an attested copy of the vote and Town Counsel shall record the vote in the
Registry of Deeds or Land Court Registry, as appropriate, with a recorded copy to
be delivered to the Brewster Conservation Trust. The Brewster Conservation
Trust shall pay all recording fees associated with this procedure upon demand.

8) The Brewster Conservation Trust shall be entitled to a refund of its payments
made into the BCT/Tax Title Acquisition Costs account for the costs associated
with any particular parcel or parcels that fail to receive permanent custody under
the Conservation Commission; that is, parcels that do not complete the steps
outlined above in steps 1 through 7. Legitimate reasons for the Brewster
Conservation Trust to seek a refund include: a failure by the Town to act
expeditiously under c. 60; redemption of the parcel(s) by a taxpayer; failure to
include a transfer article at the next available and scheduled Town Meeting;
rejection of the article by Town Meeting; or, failure to record an attested copy of
said vote.

ACKNOWLEDGEMENTS:

• The Brewster Conservation Trust acknowledges that there is no guarantee that
any tax title lands of special conservation interest will necessarily complete the
procedure. The Town agrees to make best faith efforts to complete the procedure.

• The Town acknowledges that it will be paid for its legal and associated costs
hereunder either by the Brewster Conservation Trust or by the redeemer of the tax
title property. In the event of redemption, funds will be available to reimburse the
Brewster Conservation Trust, owing to the fact that the redeemer shall have paid
the tax title proceedings cost as part of the redemption process.

• Tax title lands of special conservation interest shall include, but not be limited to,
those initially defined as having high or medium ranking on the Brewster
Conservation Trust map, entitled, “Brewster Composite Priority Open Space
Ranking Map, March 1, 2005,” (attached hereto) showing, among other things,
ranked vacant 2+ acre parcels; or, parcels of any size that are within any
groundwater protection district or, are classed as unbuildable, owing to wetlands
or lack of adequate frontage or access, or abut existing protected open space. The
parties shall not pursue parcels that have previously been identified as important
for affordable housing or other municipal needs. Mutual agreement on the
selected parcels will need to be conclusive.

• The parties agree that the Brewster Conservation Trust will hold no real property
or management interest in any of the tax title lands of special conservation interest
before or after they are acquired by the Conservation Commission.

• The Town acknowledges that the only benefit to the Brewster Conservation Trust
of this proposal is to further the latter’s interest in preserving critical parcels for
open space in Brewster. The Brewster Conservation Trust acknowledges that care
and custody of the Conservation Commission is sufficient protection for these
parcels.

• The Town agrees not to pursue lands of special conservation interest through
“lands of low value tax proceedings” under G.L. c. 60, s. 79, owing to the
requirement of that section that the lands be put up for public auction and there is
no guarantee that the lands will end up with the Conservation Commission.

AMENDMENT:

This Memorandum may be amended at any time by the agreement of both parties. At three-year intervals following the signing of this Memorandum, both parties shall review the terms of the Memorandum and may jointly make amendments as needed. Subsequent to this review, and amendment, if any, the parties shall re-sign the Memorandum, affirming the Memorandum's continued applicability and pertinence. Failure to conduct this periodic review shall not constitute a breach of the terms of the Memorandum, nor shall it render the Memorandum invalid, provided however, that if one party requests review other than at the end of any 3-year interval, the other shall comply within 60 days. Both parties agree that the purpose of this Memorandum is to facilitate efficient and effective cooperation between the parties in administering the proposal referenced above. In the event of a breach of the provisions of this Memorandum, either party may submit a request for mediation to uphold the terms of this Memorandum. No court proceedings shall be allowed under this Memorandum.