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HomeMy WebLinkAboutAgenda Packet - CC - 11/04/2019Page 1 of 4 Joe Lockwood, Mayor CITY COUNCIL Peyton Jamison Matt Kunz Laura Bentley Carol Cookerly Joe Longoria Rick Mohrig CITY COUNCIL CHAMBERS City Hall Monday, November 4, 2019 Regular Council Meeting Agenda 6:00 PM INVOCATION – Father Reginald Simmons, St. Aidan’s Episcopal Church, Milton, Georgia 1)CALL TO ORDER 2)ROLL CALL 3)PLEDGE OF ALLEGIANCE (Led by the Sons of the American Revolution) 4)APPROVAL OF MEETING AGENDA (Add or remove items from the agenda) (Agenda Item No. 19-238) 5)PUBLIC COMMENT (General) MILTON CITY COUNCIL REGULAR COUNCIL MEETING NOVEMBER 4, 2019 Page 2 of 4 6) CONSENT AGENDA 1. Approval of the October 7, 2019 City Council Meeting Minutes. (Agenda Item No. 19-239) (Sudie Gordon, City Clerk) 2. Approval of a Parks and Recreation Department Facility Use Agreement between the City of Milton and Rhythm N’ Shoes. (Agenda Item No. 19-240) (Jim Cregge, Parks and Recreation Director) 3. Approval of Change Order #1 for a Professional Services Agreement between the City of Milton and Tunnell, Spangler & Associates, Inc. for Preparation of the Unified Development Code (UDC). (Agenda Item No. 19-241) (Parag Agrawal, Community Development Director) 4. Approval of a Lighting Services Agreement between Georgia Power and the City of Milton to Provide Street Lighting for Charlotte Drive and Mayfield Road. (Agenda Item No. 19-242) (Robert Drewry, Public Works Director) 5. Approval of Change Order #1 to the Professional Services Agreement with TriStem, Ltd. for an Extension of the Existing Agreement to Allow Adequate Time for Completion of the Research. (Agenda Item No. 19-243) (Bernadette Harvill, Finance Director) 6. Approval of Subdivision Plats and Revisions: Name of Development / Location Action Comments / # lots Total Acres Density 1. Crabapple Ventures LL 888 13721, 13723, & 13725 Providence Road Minor Plat Create 3 Lots 6.258 0.47 Lots / acre 2. R.L. Glosson LL 304 & 345 310, 320, & 330 Hickory Flat Road/ 390 Hickory Pass Minor Plat Create 4 Large Lots 21.929 0.18 Lots / acre (Agenda Item No. 19-244) (Parag Agrawal, Community Development Director) MILTON CITY COUNCIL REGULAR COUNCIL MEETING NOVEMBER 4, 2019 Page 3 of 4 7) REPORTS AND PRESENTATIONS 1. Proclamation Recognizing Veterans Day 2019. (Mayor Joe Lockwood) 2. Proclamation Recognizing Native American History Month. (Mayor Joe Lockwood) 3. Cox Road Property Partnership Opportunities. (Jim Cregge, Parks and Recreation Director) 8) FIRST PRESENTATION (None) 9) PUBLIC HEARING ALCOHOL BEVERAGE LICENSE APPLICATION 1. Consideration of the Issuance of an Alcohol Beverage License to French Gourmet Bistro, 5310 Windward Pkwy., Suite E, Milton, Georgia 30004. (Agenda Item No. 19-245) (Bernadette Harvill, Finance Director) 10) ZONING AGENDA (None) 11) UNFINISHED BUSINESS 1. Consideration of an Ordinance Amendment to the City of Milton’s Code of Ordinances, Chapter 32, Article II – Offenses Against Public Peace, Order and Morals. (Agenda Item No. 19-231) (First Presentation at October 21, 2019 City Council Meeting) (Rich Austin, Police Chief) 12) NEW BUSINESS 1. Consideration of a Resolution of the City of Milton Authorizing a Pre-Application for a Recreational Trails Program Grant with the Department of Natural Resources. (Agenda Item No. 19-246) (Jim Cregge, Parks and Recreation Director) MILTON CITY COUNCIL REGULAR COUNCIL MEETING NOVEMBER 4, 2019 Page 4 of 4 2. Consideration of a Resolution Updating the City of Milton’s Funding Authorization for the 2019 Georgia Smart Communities Challenge Grant Program and Authorizing Execution of Two Related Grant Agreements. (Agenda Item No. 19-247) (Parag Agrawal, Community Development Director) 13) MAYOR AND COUNCIL REPORTS STAFF REPORTS Department Updates 1. Public Works 2. Fire 14) EXECUTIVE SESSION (if needed) 15) ADJOURNMENT (Agenda Item No. 19-248) M1tT0N*t TO: AGENDA ITEM: MEETING DATE: ESTABLISHED 2006 CITY COUNCIL AGENDA ITEM City Council DATE: October 29, 2019 Steven Krokoff, City Manager Approval of a Parks and Recreation Department Facility Use Agreement between the City of Milton and Rhythm N' Shoes. Monday, November 4, 2019 Regular City Council Meeting BACKGROUND INFORMATION: (Attach additional pages if necessary) See attached memorandum APPROVAL BY CITY MANAGER: (,APPROVED (J NOT APPROVED CITY ATTORNEY APPROVAL REQUIRED: (.)ES () NO CITY ATTORNEY REVIEW REQUIRED: (.KYES () NO APPROVAL BY CITY ATTORNEY: (,yAPPROVED (J NOT APPROVED PLACED ON AGENDA FOR: 2006 Heritage Walk Milton, GA P: 678.242.25001 F: 678.242.2499 info@cityofmiltonga.us I www.cityofmiltonga.us 0000 To: Honorable Mayor and City Council Members From: Jim Cregge, Director of Parks and Recreation Date: Submitted on October 18, 2019 for the November 4, 2019 Regular Council Meeting Agenda Item: Approval of a Parks and Recreation Department Facility Use Agreement between the City of Milton and Rhythm N’ Shoes ____________________________________________________________________________ Department Recommendation: Staff is recommending the Approval of a Parks and Recreation Department Facility Use Agreement between The City of Milton and Rhythm N’ Shoes. Executive Summary: Rhythm N’ Shoes would provide the city with recreational dance programming. This program will have dance classes for various youth ages. The classes will be offered year-round at Bethwell Community Center. Funding and Fiscal Impact: The pricing will vary based upon the program offering. This contract offers a 15% commission on registration to the City for all programming offered at City facilities. Alternatives: If this contract is not approved, we will have to research to find another dance provider. Legal Review: Sam VanVolkenburgh – Jarrard & Davis, December 3, 2018 (Contract Template) Concurrent Review: Steven Krokoff, City Manager Attachment(s): 1) Parks and Recreation Department’s Agreement for Outside Providers. The agreement between The City of Milton and Rhythm N’ Shoes. s' • THIS IS AN AGREEMENT, made this day of 2019, between: THE CITY OF MILTON, a municipal corporation organized and operating under the laws of the State of Georgia, acting by and through its governing authority, the Milton Mayor and City Council, and with a business address of 2006 Heritage Walk, Milton, Georgia 30004, hereinafter referred to as the "CITY." and Rythem N Shoes hereinafter referred to as "PROVIDER". CITY and PROVIDER may hereinafter collectively be referred to as "the Parties". In consideration of the mutual obligations of the Parties and for good and valuable consideration, the adequacy and receipt of which are hereby acknowledged, the Parties agree as follows: ARTICLE 1.0 PROVIDER's Services and Responsibilities 1.1 PROVIDER shall conduct services generally described as DANCE CLASSES, LESSONS & CAMPS at the following locations: COMMUNITY PLACE, BETHWELL COMMUNITY CENTER. 1.2 The PROVIDER's services shall be performed during the days and hours described in Exhibit "A," attached hereto and incorporated herein by reference. 1.3 The PROVIDER and The Director of the Parks & Recreation Department (hereinafter referred to as the "Department") or his designee, will coordinate to schedule the program schedule, which schedule will be approved by Department Director, or his designee, at its sole discretion. PROVIDER agrees to submit a Program Request Form to the City's Recreation Program Manager (hereinafter anaer") for each program being proposed four (4) weeks prior to the beginning of each program session. 1 _4 The fees charged to each participant will be as described in Exhibit "A" for residents of MILTON, and a surcharge of 50% more will be charged to each participant who is not a resident of MILTON. The out of city fee is capped at a maximum fee of $90.00. The entire balance of this surcharge for non-residents shall be paid to the CITY. 1.5 The PROVIDER can make available a reasonable number of scholarships for participants requiring assistance. Scholarships offered to residents of the City will result in no payment of commission on the registration to the City of Milton. Scholarships offered to participants who are not residents of the City of Milton will result in no payment of commission on the registration to the City of Milton, however, the PROVIDER is responsible to pay the City non-resident fees for non-resident scholarship recipients to the City. The PROVIDER is responsible for identifying participants who have received a scholarship from the PROVIDER. 1.6 The PROVIDER warrants to CITY that it is not insolvent, it is not in bankruptcy proceedings or receivership, nor is it engaged in or threatened with any litigation or other legal or administrative proceedings or investigations of any kind which would have an adverse effect on its ability to perform its obligations under this Agreement. 1.7 The PROVIDER agrees that it shall be solely responsible for all costs and/or expenses associated with, or as a result of its operation under this Agreement. The PROVIDER stipulates and certifies that it is qualified to provide the programs it is hired to provide, maintains the education and required licenses or permits necessary to provide the programs, and shall continue to maintain such licenses or permits during the term of this Agreement. 1.8 This Agreement is considered a non-exclusive Agreement between the Parties. The CITY shall have the right to purchase the some kind of services to be provided by the PROVIDER from other sources during the term of this Agreement. The PROVIDER is not precluded from providing the same or similar services for other parties so long as such other engagements do not interfere with the PROVIDER'S provision of services to the CITY. 1.9 The DEPARTMENT must approve any promotional material, flyers, and posters advertising the programs prior to its release. The following content and topics shall specifically be prohibited: sexually explicit materials, profanity, child pornography, alcoholic beverages, tobacco products, adult movies, adult book/video stores, adult entertainment establishments, massage parlors, pawn shops, and tattoo parlors or shops. 1.10 The PROVIDER shall not promote any privately owned business in a CITY park/facility or solicit any participant in a CITY park/facility activity for any privately owned business, The PROVIDER may not use said facilities to conduct personal business, including but not limited to workshops, clinics, seminars, camps, private sessions, or any other activities that are outside the scope of service described in Exhibit "A". It is further understood that such improper/prohibited action(s) may result in immediate termination of this Agreement and the forfeiture of all compensation due or authorized for payment to the PROVIDER. 1.11 The PROVIDER shall abide by the policies, procedures, rules and regulations of the DEPARTMENT, the CITY, and the FULTON COUNTY BOARD OF EDUCATION as promulgated from time to time. PROVIDER understands and agrees that the DEPARTMENT shall have first priority for use of CITY facilities, notwithstanding any other provisions of this Agreement. 1.12 All assistants, substitutes, and subcontractors utilized by the PROVIDER must have prior written approval of the DEPARTMENT. 1.13 PROVIDER shall provide necessary supervisory personnel to ensure that the participants of the programs obey all applicable policies, procedures, Rules and Regulations. 1,14 The DEPARTMENT or CITY may require that the PROVIDER not be permitted to utilize specific assistants, substitutes, or subcontractors of PROVIDER who have failed to follow any policies, procedures, rules or regulations applicable to the use of the facility. 1.15 Although the CITY shall not control the PROVIDER's techniques, methods, procedures, or sequence of instruction, the PROVIDER will comply with the CITY's and DEPARTMENT's policies, rules, regulations and procedures, as well as those of the FULTON COUNTY BOARD OF EDUCATION, and shall not interfere with their operation, nor harm or damage the equipment or facilities afforded to PROVIDER for his/her programs, nor otherwise disrupt the other on-site activities being offered at such public facilities. 1.16 The PROVIDER also acknowledges that he or she is primarily responsible for the conduct of the participants in all programs under the PROVIDER's charge. 2 1.17 If the PROVIDER will be providing services directly with minor children without parental supervision, the PROVIDER shall, prior to commencing services under this Agreement, comply with the CITY's policy regarding criminal background screening. The CITY will furnish the PROVIDER with a background release form (Exhibit "B") which must be completed and executed by and for all of the provider's counselors, coaches, volunteers, subcontractors, employees or any other individuals that will come in contact with a child, and background checks will be completed at the PROVIDER's sole expense. A Consent and Release Form to conduct a criminal background must be executed by any of PROVIDER's employees or any individual who will come in contact with a child at the CITY through PROVIDER or at PROVIDER's direction, such form authorizing the CITY to conduct a search of each such individual's criminal background. The result of such inquiry may be deemed acceptable by the CITY in its sole and complete discretion, and the CITY may reject any individual from participating in any program based upon such results. If the PROVIDER has recently had a background screening conducted by another agency, the CITY, at its sole discretion, may accept that background screening and waive the requirement of a new background screening. PROVIDER and its employees must also execute a Waiver and Release of Liability holding the CITY and FULTON COUNTY BOARD OF EDUCATION harmless. 1.18 Itis the responsibility of the PROVIDER to ensure that 100% of theircoaches and volunteers complete all legally mandated reporter training programs before being permitted to volunteer or coach. 1.19 The CITY shall require all participants in all programs to sign a Waiver and Release of Liability. 1.20 The PROVIDER shall only use the facilities identified by the CITY, and such use shall be limited to CITY designated activities. 1.21 The PROVIDER shall not sublet any CITY facilities to any entity. 1.22 The PROVIDER agrees that it will provide the City with a database in an Excel format of the email addresses of the families of all of the participants in the program. This database will be used for the purpose of the City conducting an end of season quality survey. The City will share the results with the PROVIDER. The PROVIDER must maintain a favorable quality rating in 75% of the survey responses. Failure to achieve the desired quality ratings will result in an administrative review of the program and PROVIDER. 1.23 The PROVIDER agrees to continually strive to grow the program(s) it is operating. For the facilities provided, the ideal number of participants is identified below. PROVIDERs shall strive to grow to the ideal capacity and maintain that level of participation. Failure to reach the ideal capacity or a decline in the registration will result in an administrative review of the program and PROVIDER. Ideal Capacity: P.✓� Previous Season Participation: Growth Goal for This Season:x7 ARTICLE 2.0 3 2.1 All program materials and equipment needed or pertaining to the above stated programs will be provided by the PROVIDER at his/her own cost and expense. However, PROVIDER may require participants to obtain certain materials required in the programs by providing a list of such materials (with approximate costs) to the participants. If PROVIDER makes such materials available to participants, they must be sold at PROVIDER's cost. All equipment provided by the PROVIDER shall be used in strict accordance with equipment manufacturer's instructions and in accordance with all applicable laws. PROVIDER shall coordinate storage of equipment with the principal of the school located at the facility, if applicable. 2.2 The sale of merchandise is restricted to those materials utilized in and for the programs, with the exception of fundraising activities, in which other appropriate items such as gifts and food/drink may be sold. Fundraising activities conducted by the PROVIDER will be permitted. The PROVIDER shall obtain the CITY's approval of any fundraising activities and sale of merchandise prior to its distribution or sale. 2.3 The CITY will provide no storage space to the PROVIDER, unless otherwise mutually agreed upon in a separate written agreement. 2.4 Any supplies or equipment left at the facility will be the responsibility of the PROVIDER. The CITY will not be responsible for any lost, stolen, or broken equipment or supplies. 2.5 The PROVIDER shall inspect the premises and equipment offered to him/her for his/her proposed activity, and if he or she finds anything wrong with the premises or equipment before each program commences that cannot be corrected immediately by the DEPARTMENT, the program shall be cancelled and the matter reported to the DEPARTMENT for correction. If the PROVIDER elects to hold his/her programs in the facility provided, it will be presumed that the PROVIDER has inspected the premises and facilities and equipment provided for such programs and has accepted same as being safe and suitable for the use intended. ARTICLE 3.0 3.1 ACTIVE: Program sizes shall meet the minimum numbers of participants for each program as designated in Exhibit "A." ARTICLE 4.0 4.1 In consideration of the City authorizing the PROVIDER to furnish the services described herein and to keep a portion of the revenues obtained from furnishing such services (as provided herein), the PROVIDER agrees to furnish the services pursuant to the terms of this Agreement, including but not limited to the releases and indemnities contained herein. Further, for any program conducted within CITY facilities, the CITY shall be entitled to a commission consisting of 15% of the registration fees for programs paid by all program participants to the PROVIDER. In consideration for providing the services described herein, the PROVIDER shall be entitled to 5% of such fees paid, exclusive of the 50% non-resident surcharge described in Section 1.4. The 50% non-resident surcharge (capped at a maximum of $90.00) is fully payable to the CITY and shall not be included in PROVIDER's gross income calculation. PROVIDER shall be entitled to retain all non -registration fees paid by participants to PROVIDER, i.e. PROVIDER membership fees and costs for uniforms and pictures to participants. 4 4.2 The PROVIDER agrees to provide the CITY with schedules of fees to be charged to participants in conformance with Exhibit "" and to collect all fees from participants. The PROVIDER will submit a completed registration report, in the format designated by the CITY, to the CITY within two weeks of the close of registration for each program. The CITY will check for residency verification and then send the PROVIDER an invoice, including supporting documentation, for the total amount due to the CITY. Each payment by PROVIDER to City will include the registration commission and all non-resident surcharge fees. Payments will be made to the CITY within fifteen (15) business days of PROVIDER's receipt of each invoice. 4.3 It is the responsibility of the PROVIDER to pay all applicable local, state, and federal taxes associated with this Agreement, and to acquire and pay for all necessary permits, licenses, and insurance required for the execution of this Agreement. ARTICLE .- i G a .- •• 5.1 This Agreement does not create an employee/employer relationship between the Parties. It is the intent of the Parties that the PROVIDER is an independent contractor under this Agreement and not a CITY employee for all purposes, including but not limited to, the application of the Fair Labor Standards Act minimum wage and overtime payments, Federal Insurance Contribution Act, the Social Security Act, the Federal Unemployment Tax Act, the provisions of the Internal Revenue Code, The State Workers Compensation Act, and the State unemployment insurance law. The PROVIDER shall retain sole and absolute discretion in the judgment of the manner and means of carrying out PROVIDER's activities and responsibilities hereunder. The PROVIDER agrees that it is a separate and independent enterprise from the CITY, that it had full opportunity to find other business, that it has made its own investment in its business, and that it will utilize a high level of skill necessary to perform the work required hereunder. This Agreement shall not be construed as creating any joint employment relationship between the PROVIDER and the CITY and the CITY will not be liable for any obligation incurred by PROVIDER, including but not limited to unpaid minimum wages or overtime premiums. 5.2 PROVIDER warrants that it has not employed or retained any company or person, other than a bona fide employee working solely for the PROVIDER to solicit or secure this Agreement, and that it has not paid or agreed to pay any person, company, corporation, individual or firm any fee, commission, percentage, gift, or other consideration contingent upon or resulting from the award or making of this Agreement. For the breach or violation of this provision, the CITY shall have the right to terminate the Agreement without liability at its discretion, to deduct from the contract price, or otherwise recover the full amount of such fee, commission, percentage, gift or consideration. 5 6.1 City shall not have any insurance obligations related to this Agreement, and PROVIDER shall not provide any service until all insurance required under this paragraph has been obtained and approved by the CITY. 6.2 Certificates of Insurance. Certificates of Insurance reflecting evidence of the required insurance shall be filed with the CITY prior to the commencement of this Agreement. The Certificates of Insurance and endorsements for each policy are to be issued by a person authorized by that insurer to bind coverage on its behalf, unless alternate sufficient evidence of their validity and incorporation into the policy is provided. Further, the PROVIDER shall provide complete certified copies of current insurance policy(ies) and/or a certified letter from insurance company(ies) if requested by the City. These Certificates of Insurance provided shall contain a provision that coverages afforded under these policies will not be cancelled until at least forty-five days (45) prior written notice has been given to the CITY. Policies shall be issued by companies authorized to do business under the laws of the State of Georgia. Financial Ratings must be not less than "A -VI" in the latest edition of "Best Key Rating Guide published by A.M. Best Guide. 6.3 Insurance shall be in force until the obligations required to be fulfilled under the terms of the Agreement are satisfied. In the event the insurance certificate provided indicated that the insurance shall terminate and lapse during the period of this Agreement, then in that event, the PROVIDER shall furnish, at least thirty (30) days prior to the expiration of the date of such insurance, a renewed Certificate of insurance as proof that equal and like coverage for the balance of the period of the Agreement and extension thereunder is in effect. The PROVIDER shall not provide any service pursuant to this Agreement unless all required insurance remains in full force and effect. 6.4 Commercial General Liability insurance must be maintained for comprehensive coverage including for bodily injury and personal injury, sickness, disease and death, and property damage. Exposures to be covered are: premises, operations; products/completed operations, and certain contracts. Coverage must be written on an occurrence basis, with the following limits of liability: $1,000,000 Combined Single Limit - each occurrence $2,000,000 Combined Single Limit - general aggregate $1,000,000 Personal Injury $1,000,000 Products/Completed Operations Aggregate PROVIDER shall have its insurer name the City of MILTON as an additional insured on its General Liability policy. PROVIDER shall also have its insurer name the FULTON COUNTY BOARD OF EDUCATION as an additional insured on its General Liability policy. 6.5 Worker's Compensation insurance shall be maintained during the life of this Agreement to comply with the statutory limits for all employees, and in the case any work is sublet, the PROVIDER shall require the subcontractor(s) similarly provide Workers Compensation Insurance for all the latter's employees unless and until such employees are covered by the protection afforded by the PROVIDER. The PROVIDER and his subcontractors shall maintain during the life of this Agreement Employers Liability Insurance. The following limits must be maintained: A. Workers Compensation B. Employer's Liability If PROVIDER or its subcontractor claims provide CITY proof of such exemption; acceptance of such claim shall not determined inaccurate or false. Statutory $100,000 each accident $500,000 Disease -policy limit $100,000 Disease -each employee to be exempt from this requirement, PROVIDER shall provided that CITY may reject such claim, and CITY's affect this obligation should claim of exemption be 6.6 PROVIDER shall also maintain Directors and Officers insurance with limits of at least $500,000.00, in a policy separate from the Commercial General Liability insurance policy. Areas of coverage must include allegations of: wrongful termination; failure to hire or promote; discrimination, including sexual harassment; failure to accommodate disabilities; and claims alleging mental anguish and emotional distress. Claims -made coverage must cover the preceding six years or the length of time the Association has been operating in the City, whichever is Less. The policy must include the City as an additional insured.. 6.7 PROVIDER shall include all subcontractors as insureds under its policies or shall ensure each subcontractor complies with the insurance requirements provided herein, including but not limited to naming the CITY as an additional insured. ARTICLE 7.0 41�• - e o, 7,1 After a two (2) month trial period, the programs will be evaluated by the DEPARTMENT, and the remainder of this Agreement will either be terminated or continue in full force and effect. If at any time after the two (2) month evaluation, program enrollment should fall below the required minimum, the PROVIDER will be allotted four (4) weeks to bring enrollment up to the required minimum. The programs will be reevaluated at the close of this four (4) week period, at which time the CITY may terminate this Agreement if the requirements herein have not been met or the CITY is otherwise unsatisfied with the program in its sole discretion. 7.2 The term of this Agreement shall commence upon the date of execution hereof and shall remain in effect until December 31, 2019, unless terminated sooner as provided in this Article. Renewal of this Agreement beyond said term shall require the mutual written agreement of the CITY and PROVIDER. 7.3 PROVIDER's violation of any term set forth in this Agreement may result in termination of this Agreement by written notice. This Agreement may also be terminated by the CITY for convenience and at the sole and exclusive discretion of the CITY upon giving of at Least thirty (30) days prior written notice of termination to the PROVIDER at the PROVIDER'S address set forth herein. This Agreement may be terminated by the City immediately by written notice to PROVIDER upon any willful, reckless, or grossly negligent act or omission by PROVIDER or any of its officers, agents, employees, or volunteers. 7.4 This Agreement may be terminated by PROVIDER upon giving at least thirty (30) days written notice of termination to the CITY. 7.5 PROVIDER must notify the DEPARTMENT in writing of any program cancellations at least ten (10) business days prior to the scheduled cancellation. 7 7.6 CITY reserves the right to cancel or reschedule any of the PROVIDER's programs in the case of scheduling conflicts or other emergencies, as determined by the DEPARTMENT. 7.7 Upon termination or expiration of this Agreement, PROVIDER shall provide payment to the CITY of any commission or surcharge due up to the termination date. 7.8 The rights and remedies of the CITY and PROVIDER provided under this Article 7 are in addition to any other rights and remedies provided under this Agreement or at law or in equity. - 8.1 PROVIDER covenants and agrees to take and assume all responsibility for the services provided in connection with this Agreement. PROVIDER shall defend, indemnify and hold harmless the CITY and the FULTON COUNTY BOARD OF EDUCATION, and the CITY and FULTON COUNTY BOARD OF EDUCATION's trustees, elected and appointed officials, officers, boards, commissions, employees, representatives, consultants, servants, agents and volunteers (individually an "indemnified Party" and collectively the "Indemnified Parties") from and against any and all claims, suits, actions, judgments, injuries, damages, losses, costs, expenses and liability of any kind whatsoever, including but not limited to attorney's fees, paralegal fees, and costs of defense ("Liabilities"), which may arise from or be the result of alleged willful, negligent or tortious conduct arising out of the performance of services described herein, or operations by the PROVIDER, any subcontractor, anyone directly or indirectly employed by the PROVIDER or subcontractor or anyone for whose acts the PROVIDER or subcontractor may be liable, regardless of whether or not the act or omission is caused in part by a party indemnified hereunder. This indemnity obligation does not include Liabilities caused by or resulting from the sole negligence of an Indemnified Party. Such obligation shall not be construed to negate,: abridge, or otherwise reduce any other right or obligation of indemnity which would otherwise exist as to any party or person described in this provision. In any and all claims against an Indemnified Party by any employee of the PROVIDER, its subcontractor, anyone directly or indirectly employed by the PROVIDER or subcontractor or anyone for whose acts the PROVIDER or subcontractor may be liable, the indemnification obligation set forth in this provision shall not be limited in any way by any limitation on the amount or type of damages, compensation or benefits payable by or for the PROVIDER or any subcontractor under workers' or workmen's compensation acts, disability benefit acts or other employee benefit acts. 8.2 The Parties understand and agree that the covenants and representations relating to this indemnification provision shall survive the term of this Agreement and continue in full force and effect as to the PROVIDER's responsibility to indemnify. ARTICLE 9.0 Americans with Disabilities 9.1 PROVIDER shall not discriminate against any person in its operation and activities in its use or expenditure of the funds or any portion of the funds provided by this Agreement and shall affirmatively comply with all applicable provisions of the Americans With Disabilities Act ("ADA"), in the programs while providing any services funded in whole or in part by the CITY, including Titles I and II of the ADA and all applicable regulations, guidelines, and standards. K, 9.2 PROVIDER's decisions regarding the delivery of services under this Agreement shall be made without regard to or consideration of race, age, religion, color, gender, sexual orientation, national origin, marital status, physical or mental disability, political affiliation, or any other factor which cannot be lawfully or appropriately used as a basis for delivery of service. - -. 10.1 No modification, amendment, or alteration of the terms and conditions contained shall be effective unless contained in a written document executed by each party with the same formality and equal dignity herewith. 10.2 This Agreement is not transferable or assignable, and PROVIDER agrees not to delegate, transfer or assign the performance of any services called for in the Agreement without prior express written consent from the CITY. As to any approved subcontractors, the PROVIDER shall be solely responsible for reimbursing them, and the CITY shall have no obligation to them. 10.3 This Agreement sets forth the full and complete understanding of the Parties as of the effective date, and supersedes any and all negotiations, agreements, and representations made or dated prior to this Agreement. 10.4 The PROVIDER shall pay reasonable attorney's fees to the City should the City be required to incur attorney's fees in enforcing the provisions of this Agreement.. 10.5 Time is of the essence of this Agreement. 10.6 The individual executing this Agreement on behalf of PROVIDER agrees and represents that he is authorized to execute this Agreement on behalf of the respective entity and has obtained all necessary approvals to execute and bind PROVIDER to the terms of this Agreement. Accordingly, the City and PROVIDER both waive and release any right to contest the enforceability of this Agreement based upon the execution and/or approval thereof. 10.7 Nondiscrimination: In accordance with Title VI of the Civil Rights Act, as amended, 42 U.S.C. § 2000d, section 303 of the Age Discrimination Act of 1975, as amended,. 42 U.S.C. § 6102, section 202 of the Americans with Disabilities Act of 1990, 42 U.S.C. § 12132, and all other provisions of Federal law, the PROVIDER agrees that, during performance of this Agreement, Consultant, for itself, its assignees and successors in interest, will not discriminate against any employee or applicant for employment, any subcontractor, or any supplier because of race, color, creed, national origin, gender, age or disability. In addition, PROVIDER agrees to comply with all applicable implementing regulations and shall include the provisions of this Section in every subcontract for services contemplated under this Agreement. 10.8 Books, records, documents, account ledgers, data bases, and similar materials relating to the services performed under this Agreement ("Records") shall be established and maintained by PROVIDER in accordance with requirements prescribed by the CITY and applicable law. Upon request, the PROVIDER shall furnish to the CITY any and all Records related to matters covered by this Agreement in the form requested by the CITY. The PROVIDER will permit the CITY or CITY's representatives) to audit, examine, and make excerpts or transcripts from such Records, and to audit all contracts, invoices, materials, payrolls, records of personnel, conditions of employment and/or data relating to all matters covered by this Agreement. All communications relating to the day-to-day activities of the program shall be exchanged between TOM MCKLVEEN for the CITY and Peri Sanders for the PROVIDER. All other notices, requests, demands, writings, or correspondence, as required by this Agreement, shall be in writing and shall be deemed received, and shall be effective, when: (1) personally delivered, or (2) on the third day after the postmark date when mailed by certified mail, postage prepaid, return receipt requested, or (3) upon actual delivery when sent via national overnight commercial carrier to the Party at the address given below, or at a substitute address previously furnished to the other Party by written notice in accordance herewith: NOTICE TO THE CITY shall be sent to: Jim Cregge Parks and Recreation Director, City of Milton 2006 Heritage Walk Milton, GA 30004 NOTICE TO THE PROVIDER shall be sent to: Peri Sanders 10.10 No failure by the CITY to enforce any right orpowergranted under this Agreement, or to insist upon strict compliance by PROVIDER with this Agreement, and no custom or practice of the CITY at variance with the terms and conditions of this Agreement shall constitute a general waiver of any future breach or default or affect the CITY's right to demand exact and strict compliance by PROVIDER with the terms and conditions of this Agreement. Further, no express waiver shall affect any term or condition other than the one specified in such waiver, and that one only for the time and manner specifically stated. 10.11 Pursuant to O.C.G.A. § 13-10-91, the CITY shall not enter into a contract for the physical performance of services unless the PROVIDER shall provide evidence on CITY -provided forms, attached hereto as Exhibits "C" and "D" (affidavits regarding compliance with the E -Verify program to be sworn under oath under criminal penalty of false swearing pursuant to O.C.G.A. § 16-10-71), that it and PROVIDER's subcontractors have registered with, are authorized to use and use the federal work authorization program commonly known as E - Verify, or any subsequent replacement program, in accordance with the applicable provisions and deadlines established in O.C.G.A. § 13-10-91, and that they will continue to use the federal work authorization program throughout the contract period,. The PROVIDER hereby verifies that it has, prior to executing this Agreement, executed a notarized affidavit, the form of which is provided in Exhibit "C", and submitted such affidavit to CITY. Further, PROVIDER hereby agrees to comply with the requirements of the federal Immigration Reform and Control Act of 1986 (IBCA), P.L. 99-603, O.C.G.A. § 13-10-91 and Rule 300-10-1-.02. IN in the event the PROVIDER employs or contracts with any subcontractor(s) in connection with the covered contract, the PROVIDER agrees to secure from such subcontractor(s) attestation of the subcontractor's compliance with O.C.G.A. § 13-10-91 and Rule 300-10-1-.02 by the subcontractor's execution of the subcontractor affidavit, the form of which is attached hereto as Exhibit "D", which subcontractor affidavit shall become part of the contractor/subcontractor agreement, or evidence that the subcontractor is not required to provide such an affidavit. If a subcontractor affidavit is obtained, PROVIDER agrees to provide a completed copy to the CITY within five (5) business days of receipt from any subcontractor. PROVIDER agrees that the employee -number category designated below is applicable to the PROVIDER. 500 or more employees. 100 or more employees. x Fewer than 100 employees. PROVIDER hereby agrees that, in the event PROVIDER employs or contracts with any subcontractors) in connection with this Agreement and where the subcontractor is required to provide an affidavit pursuant to O.C.G.A. § 13-10-91, the PROVIDER will secure from the subcontractor(s) such subcontractor(s') indication of the above employee -number category that is applicable to the subcontractor. The above requirements shall be in addition to the requirements of State and federal law, and shall be construed to be in conformity with those laws. 10.12 PROVIDER represents that it has reviewed and become familiar with this Agreement and has notified the CITY of any discrepancies, conflicts or errors herein. The Parties hereto agree that, if an ambiguity or question of intent or interpretation arises, this Agreement is to be construed as if the Parties had drafted it jointly, as opposed to being construed against a Party because it was responsible for drafting one or more provisions of the Agreement. In the event of a conflict as to the duties and responsibilities of the Parties under this Agreement, this Agreement shall govern over any Exhibit, and the Exhibits shall govern in the order attached hereto. 10.13 Subject tof he provision of this Agreement regarding assignment, this Agreement shall be binding on the heirs, executors, administrators, successors and assigns of the respective Parties, provided that no Party may assign this Agreement without prior written approval of the other Party. 10..14 This Agreement shall be governed by and construed in accordance with the laws of the State of Georgia. If any action at law or in equity is brought to enforce or interpret the provisions of this Agreement, the rules, regulations, statutes and Laws of the State of Georgia will control. Any action or suit related to this Agreement shall be brought in the Superior Court of Fulton County, Georgia, and PROVIDER submits to the jurisdiction and venue of such court. 10.15 Should any article(s) or secfion(s) of this Agreement, or any part thereof, later be deemed illegal, invalid or unenforceable by a court of competent jurisdiction, the offending portion of the Agreement should be severed, and the remainder of this Agreement shall remain in full force and effect to the extent possible, as the Parties declare they would have agreed to the remaining parts of this Agreement if they had known that the severed provisions or portions thereof would be determined illegal, invalid or unenforceable . 10.16 Neither the CITY nor PROVIDER shall be liable for its respective non -negligent or non - willful failure to perform or shall be deemed in default with respect to the failure to perform (or cure a failure to perform) any of its respective duties or obligations under this Agreement or for any delay in such performance due to: (a) any cause beyond its respective reasonable control; (b) any act of God; (c) any change in applicable governmental rules or regulations rendering the performance of any portion of this Agreement legally impossible; (d) earthquake, fire, explosion or flood; (e) strike or labor dispute, excluding strikes or labor disputes by employees and/or agents of PROVIDER; (f) delay or failure to act by any governmental or military authority or (g) any war, hostility, embargo, sabotage, civil disturbance, riot, insurrection or invasion. In such event, the time for performance shall be extended by an amount of time equal to the period of delay caused by such acts, and all other obligations shall remain intact. IN WITNESS OF THE FOREGOING, the Parties have set their hands and seal the day and year first written above. ATTEST: SUDIE GORDON, CITY CLERK ATTEST Print: Its: (Assistant) Corporate Secretary (required if corporation) no BY: JOE LOCKWOOD, MAYOR PROVIDE Print: 'a x,\ Its: (circle one) - President/Vice President (Corporation) - General Partner Partnership/Limited Partnership) - Member/Manager (LLC) [CORPORATE SEAL] (required if corporation 12 Class cost for Resident —$`12 class Session: 8-10 weeks Classes: Thursday 3:45-4:30/Terrific Two's - This is a great class to get young one's started in their love of dance. The class includes basic dance steps to allow the children to understand the concept of weight change and movement in a group, through spatial awareness. Various song/dance activities are incorporated throughout the class, as well as use of different props. *Dancers should wear leotard/tights and ballet shoes; or comfortable clothing and tennis shoes Thursday 4:30-5.15/ Pre Ballet/Tap (3-5 yo's) — This class will incorporate basic elements of ballet. Dancers will learn arm/feet positions of the body; as well as basic ballet movements used to progress across the floor. A component of creative dance is used each week as well, to stir the dancers imagination. Additionally, tap will be worked on each week to help children understand the concepts of rhythm and patterns with their feet. **Dancers should wear leotard/tights each week. Ballet shoes and tap shoes will be used each week Thursday 5:15-6:15/ Ballet and Tap (5-7 yo's) Dancers will work on strength and flexibility through various barre and center floor exercises. Basic feet/arm positions will be taught; as well as basic ballet steps for grace and coordination. In tap, emphasis will be placed on usage of each tap appropriately to obtain awareness of rhythm, tempo and patterns. *Dancers should wear leotard/tights each week. Ballet shoes and tap shoes will be used each week. EXHIBIT "C" CONTRACTOR AFFIDAVIT AND AGREEMENT STATE OF GEORGIA CITY OF MILTON By executing this affidavit, the undersigned contractor verifies its compliance with O.C.G.A. § 13-10-91, stating affirmatively that the individual, firm, or corporation which is engaged in the physical performance of services on behalf of the City of Milton has registered with, is authorized to use and uses the federal work authorization program commonly known as E -Verify, or any subsequent replacement program, in accordance with the applicable provisions and deadlines established in O.C.G.A. § 13-10-91. Furthermore, the undersigned contractor will continue to use the federal work authorization program throughout the contract period and the undersigned contractor will contract for the physical performance of services in satisfaction of such contract only with subcontractors who present an affidavit to the contractor with the information required by O.C.G.A. § 13-10-91 (b). Contractor hereby attests that its federal work authorization user identification number and date of authorization are as follows: IV eVerify Number D to of Authorization Name of Contractor Name of Project Name of Public Employer 15 I hereby declare under penalty of perjury that the foregoing is true and correct. 1 Executed on 2011 in "M� i (city), Sinature f Aufhorizcer or Agent r �e�\ Sal \r Printed Name and Title of Authorized Officer or Agent SUBSCRIBED AND SWORN BEFORE ME ON THIS THE -Lr DAY OF 201. J � g TO EXNRES GEORGIA JNy 31, 2020 G My Commission Expires: 13��10 2' EXHIBIT "D" SUBCONTRACTOR AFFIDAVIT STATE OF GEORGIA CITY OF MILTON By executing this affidavit, the undersigned subcontractor verifies its compliance with O.C.G.A. § 13-10-91, stating affirmatively that the individual, firm or corporation which is engaged in the physical performance of services under a contract with on behalf of the City of Milton has registered with, is authorized to use and uses the federal work authorization program commonly known as E -Verify, or any subsequent replacement program, in accordance with the applicable provisions and deadlines established in O.C.G.A. § 13-10-91. Furthermore, the undersigned subcontractor will continue to use the federal work authorization program throughout the contract period, and the undersigned subcontractor will contract for the physical performance of services in satisfaction of such contract only with sub -subcontractors who present an affidavit to the subcontractor with the information required by O.C.G.A. § 13-10-91(b). Additionally, the undersigned subcontractor will forward notice of the receipt of an affidavit from a sub -subcontractor to the contractor within five (5) business days of receipt. If the undersigned subcontractor receives notice that a sub -subcontractor has received an affidavit from any other contracted sub -subcontractor, the undersigned subcontractor must forward, within five (5) business days of receipt, a copy of the notice to the contractor. Subcontractor hereby attests that its federal work authorization user identification number and date of authorization are as follows: 0) A eVerify Number 0 to cf Au horization Name of Contractor Name of Project Name of Public Employer I hereby declare under penalty of perjury that the foregoing is true and correct. Executed on20c1 in(city), Go<_> s al. 1---Y Signature of ATufhorized Officer Agent Vey' N Sar& Printed Name and Title of Authorized Officer or Agent SUBSCRIBED AND SWORN BEFORE M ON THIS THE /5- DAY OF QC66ce ,201-. SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. INSURER(S) AFFORDING COVERAGE INSURER F : INSURER E : INSURER D : INSURER C : INSURER B : INSURER A : NAIC # NAME:CONTACT (A/C, No):FAX E-MAILADDRESS: PRODUCER (A/C, No, Ext):PHONE INSURED REVISION NUMBER:CERTIFICATE NUMBER:COVERAGES IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. OTHER: (Per accident) (Ea accident) $ $ N / A SUBR WVD ADDL INSD THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. $ $ $ $PROPERTY DAMAGE BODILY INJURY (Per accident) BODILY INJURY (Per person) COMBINED SINGLE LIMIT AUTOS ONLY AUTOSAUTOS ONLY NON-OWNED SCHEDULEDOWNED ANY AUTO AUTOMOBILE LIABILITY Y / N WORKERS COMPENSATION AND EMPLOYERS' LIABILITY OFFICER/MEMBER EXCLUDED?(Mandatory in NH) DESCRIPTION OF OPERATIONS belowIf yes, describe under ANY PROPRIETOR/PARTNER/EXECUTIVE $ $ $ E.L. DISEASE - POLICY LIMIT E.L. DISEASE - EA EMPLOYEE E.L. EACH ACCIDENT EROTH-STATUTEPER LIMITS(MM/DD/YYYY)POLICY EXP(MM/DD/YYYY)POLICY EFFPOLICY NUMBERTYPE OF INSURANCELTRINSR DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) EXCESS LIAB UMBRELLA LIAB $EACH OCCURRENCE $AGGREGATE $ OCCUR CLAIMS-MADE DED RETENTION $ $PRODUCTS - COMP/OP AGG $GENERAL AGGREGATE $PERSONAL & ADV INJURY $MED EXP (Any one person) $EACH OCCURRENCE DAMAGE TO RENTED $PREMISES (Ea occurrence) COMMERCIAL GENERAL LIABILITY CLAIMS-MADE OCCUR GEN'L AGGREGATE LIMIT APPLIES PER: POLICY PRO-JECT LOC CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY) CANCELLATION AUTHORIZED REPRESENTATIVE ACORD 25 (2016/03) © 1988-2015 ACORD CORPORATION. All rights reserved. CERTIFICATE HOLDER The ACORD name and logo are registered marks of ACORD HIREDAUTOS ONLY 10/11/2019 A & A Insurance, Inc. PO Box 923086 Peachtree Corners GA 30010 Louie S Abdou (770) 368-1297 (888) 341-2122 a_ains@comcast.net Rhythm N Shoes 4317 Cold Spring Ct Cumming GA 30041 TWIN CITY FIRE INS CO 29459 A Y Y 20SBMAM8965 08/01/2019 08/01/2020 1,000,000 1,000,000 10,000 1,000,000 2,000,000 2,000,000 City of Milton , the certificate holder, is an additional insured. City of Milton 2006 Heritage Walk Milton GA 30004 TO: FROM: MILTON ESTABLISHED 2006 CITY COUNCIL AGENDA ITEM City Council DATE: October 29, 2019 Steven Krokoff, City Manager 0 AGENDA ITEM: Approval of Change Order #I for a Professional Services Agreement between the City of Milton and Tunnell, Spangler & Associates, Inc. for Preparation of the Unified Development Code (UDC) MEETING DATE: Monday, November 4, 2019 Regular City Council Meeting BACKGROUND INFORMATION: (Attach additional pages if necessary) See attached memorandum APPROVAL BY CITY MANAGER: (,APPROVED (J NOT APPROVED CITY ATTORNEY APPROVAL REQUIRED: (.U'S'ES () NO CITY ATTORNEY REVIEW REQUIRED: (1YES () NO APPROVAL BY CITY ATTORNEY: UTAPPROVED () NOT APPROVED PLACED ON AGENDA FOR: I I I L:41 zc-'q 2006 Heritage Walk Milton, GA P: 678.242.25001 F: 678.242.2499 info®cityofmiltonga.us I www.cityofmiltongo.us 0000 To: Honorable Mayor and City Council Members From: Parag Agrawal, Community Development Director Date: October 29, 2019 for November 4, 2019 Mayor and City Council Meeting Agenda Item: Approval of Change Order #1 for a Professional Services Agreement between the City of Milton and Tunnell & Spangler, Inc. for Preparation of the Unified Development Code (UDC) Department Recommendation: Approval . Executive Summary: The purpose of this change order is to change the date of completion for the UDC from June 1, 2018 to December 31, 2020. Funding and Fiscal Impact: There will be no impact on funding as there is no change in the amount of the Professional Services Agreement. Alternatives: There are no alternatives to this change order. Legal Review: Reviewed by Sam VanVolkenburgh on October 24, 2019 Concurrent Review: Steven Krokoff, City Manager Attachment(s): Change Order #1 for Professional Services Agreement – Preparation of the Unified Development Code (UDC) HOME OF' MILTONL*k L:-IABLl S I I LI) -1007 CHANGE ORDER #1 FOR PROFESSIONAL SERVICES AGREEMENT Preparation of a Unified Development Code WHEREAS, the City of Milton, Georgia and Tunnell, Spangler & Associates, Inc. have entered into a Professional Services Agreement (the "Agreement") dated February 22, 2017, incorporated herein by reference; and WHEREAS, the parties desire to change the completion date of the Project pursuant to Article II of the Agreement, it being to the mutual benefit of all parties to do so; NOW THEREFORE, the parties agree to amend the Agreement as follows: Section I(D) is amended by replacing the text "the Work shall be completed, and the Agreement shall terminate, on or before June 1, 2018 (provided that certain obligations will survive termination/expiration of this Agreement" with "the Work shall be completed, and the Agreement shall terminate, on or before December 31, 2020 (provided that certain obligations will survive termination/expiration of this Agreement". IN WITNESS WHEREOF, the parties have caused this Change Order to be duly executed by their duly authorized officers as of the day and year set forth next to each signature. CITY OF MILTON TUNNELL, SPA & ASSOCIATES, INC.: By: By: 1�,Z Title: Title: SEN\OR `prz mci PAL Name: Name: Cg I2 YJ qg C tC0+ Date: Date: OCT Z`� 2 d k9 Approved by City Council Mayor Date City Attorney Approval as to Form TO: FROM: MILTON*k ESTABLISHED 2006 CITY COUNCIL AGENDA ITEM City Council DATE: October 29, 2019 Steven Krokoff, City Manager V AGENDA ITEM: Approval of a Lighting Services Agreement between Georgia Power and the City of Milton to Provide Street Lighting for Charlotte Drive and Mayfield Road MEETING DATE: Monday, November 4, 2019 Regular City Council Meeting BACKGROUND INFORMATION: (Attach additional pages if necessary) See attached memorandum APPROVAL BY CITY MANAGER: (1APPROVED () NOT APPROVED CITY ATTORNEY APPROVAL REQUIRED: (.)'YES () NO CITY ATTORNEY REVIEW REQUIRED: (Iy ES () NO APPROVAL BY CITY ATTORNEY: (,)IAPPROVED (J NOT APPROVED PLACED ON AGENDA FOR: III t Hl x" `1 2006 Heritage Walk Milton, GA P: 678.242.25001 F: 678.242.2499 0000 info@cityofmiltongo.us I www.cityofmiltonga.us To: Honorable Mayor and City Council Members From: Sara Leaders, PE, Transportation Engineer Date: Submitted on October 29, 2019 for the November 4, 2019 Regular City Council Meeting Agenda Item: Approval of a Lighting Services Agreement between Georgia Power and the City of Milton to Provide Street Lighting for Charlotte Drive and Mayfield Road _____________________________________________________________________________________ Department Recommendation: Approval Executive Summary: Georgia Power is the local power service provider on Mayfield Road and Charlotte Drive. This agreement is for roundabout street lighting at the intersection of Mayfield Road and Charlotte Drive and pedestrian street lighting along Mayfield Road and Charlotte Drive. Funding and Fiscal Impact: Funding is available in the Crabapple Streetscape Capital Grant account and the NE Crabapple TSPLOST account Alternatives: None Legal Review: Sam VanVolkenburgh – Jarrard & Davis (10/18/19) Concurrent Review: Robert Drewry, Director of Public Works Attachment(s): Lighting Services Agreement No Text TERMS and CONDITIONS (Illumination - Governmental) Non-Standard (City of Milton - Crabapple Bypass) 1. Lighting Services Agreement. This Lighting Services Agreement (the “Agreement”) establishes the terms and conditions under which Georgia Power Company (“GPC”) will provide lighting service and, where GPC deems necessary, related electric service (collectively “Service”) to the Customer identified on Page 1 of this Agreement (“Customer”). Service will be provided to Customer at the Service Address set forth on Page 1 of this Agreement (the “Premises”). GPC may update, modify, or replace all poles, bases, wiring, conduit, fixtures, controls, and related items (collectively, the “GPC Assets”) as necessary in order to address regulatory requirements or for other reasons related to the provision of Service. 2. Intent and Title. This Agreement concerns the provision of Service to Customer by GPC and is not a sale, lease, or licensing of goods, equipment, property, or assets of any kind. GPC retains the sole and exclusive right, title, and interest in and to all of the GPC Assets utilized in connection with the Service. Moreover, GPC may remove the GPC Assets upon termination of this Agreement. GPC makes no representation or warranty regarding treatment of this transaction by the Internal Revenue Service or the status of this Agreement under any federal or state tax law. Customer enters into this Agreement in sole reliance upon Customer’s own advisors. 3. Term. The Agreement will be effective upon the last-dated signature written on Page 1 and will continue for the term stated on Page 1 (the “Term”). Without regard to whether this Agreement creates a long-term debt obligation or arises from a proprietary function of Customer, if the Term of this Agreement is longer than one year, the parties agree that this Agreement, as provided by O.C.G.A. § 36-60-13, will terminate absolutely and without further obligation on the part of Customer on December 31 each calendar year of the Term, and further, that this Agreement will automatically renew on January 1 of each subsequent calendar year absent Customer’s provision of written notice of non-renewal to GPC at least thirty (30) days prior to the end of the then-current calendar year. The terms of the previous sentence notwithstanding to the contrary, Customer will remain obligated to pay Company all amounts due and owing under the Agreement as of the time of termination on December 31 of each calendar year. After the initial term, this Agreement automatically renews on a month-to-month basis until terminated by either party by providing written notice of intent to terminate to the other party at least 30 days before the desired termination date. GPC’s address for notice is 1790 Montreal Circle, Tucker, GA 30084-6801; Customer’s mailing address is noted on Page 1. Solely for purposes of acknowledging the requirements of O.C.G.A. § 36- 60-13(a), the parties recognize that to the extent, if any, that title is conveyed by this Agreement, title to any supplies, materials, equipment or other personal property shall remain in GPC until fully paid by Customer. 4. Payment. GPC will invoice Customer per the terms stated on Page 1, subject to any change in the electric service charge dictated by the Georgia Public Service Commission. Customer agrees to pay the amount billed by the due date. If a balance is outstanding past the due date, Customer acknowledges that GPC may require Customer to pay a deposit of up to two times the Estimated Monthly Charge in order to continue Service. If applicable, Customer must provide a copy of its Georgia sales tax exemption certificate. Customer will be required to pay any and all costs associated with Customer-initiated changes after the date the Agreement has been signed, provided notice of such costs is given to Customer in advance and Customer is given the option to pay the additional costs or retract its request for changes. 5. Premises Activity. Customer grants GPC and its contractors and representatives the right and license to enter the Premises and perform all manner of activities related to the provision of Service, including the right to: (i) access the Premises with vehicles, the GPC Assets, and other tools or equipment in order to install and connect the GPC Assets and provide Service; (ii) remove and disconnect pre-existing equipment where it is necessary or convenient to do so for the provision of Service; (iii) inspect, maintain, test, replace, repair, and remove GPC Assets; (iv) provide electric energy in relation to the Service where GPC deems necessary; and (v) conduct any other activities reasonably related to the provision of Service, including surveying, digging, and excavation with tools, mechanized equipment, and other machinery (activity items (i) – (v) collectively, the “GPC Activity”). To the extent reasonably possible, GPC will provide Customer with reasonable advance notice of GPC Activity and the parties will coordinate the timing of GPC Activity to avoid, to the extent reasonably possible, disruption to the use of the Premises. Customer represents that it has the right to permit GPC to provide the Service and perform the GPC Activity upon the Premises and, where applicable, has obtained the express authority and any required permissions from all Premises owners (and any other party with rights in the Premises) to enter into this Agreement and to authorize the GPC Activity and Service. 6. Installation. Customer recognizes that GPC may be required to install the GPC Assets in order to provide this Service. Customer represents that: (i) the Premises’ final grade will vary no more than 6 inches from the grade existing at the time of installation; and (ii) if applicable and required for proper installation, Premises property lines will be clearly marked before installation. Following installation, GPC will make reasonable efforts to restore the Premises to a reasonable condition. A. Customer Work. If GPC, upon Customer’s request, allows Customer to itself or through a third party perform any part of the activities related to the installation of GPC Assets at the Premises (including trenching), Customer warrants that the work will meet GPC’s installation specifications (which GPC will provide to Customer and are incorporated by this reference). Customer is responsible for all reasonable additional costs arising from Customer’s non- compliance with GPC’s specifications or lack of timely (i.e., 10 days’) notice to GPC that GPC Activity related to the installation and connection of GPC Assets can commence. B. Underground Facility/Obstruction Not Subject to Dig Law. Because GPC Activity may require excavation not subject to the Georgia Utility Facility Protection Act (O.C.G.A. §§25-9-1– 25-9-13) (“Dig Law”), Customer must mark any private utility or facility (e.g., gas/ water/sewer line; irrigation facility; low voltage data/communication line) or other underground obstruction at the Premises that is not subject to the Dig Law. If GPC causes or incurs damage due to Customer’s failure to mark a private facility or obstruction before GPC commences the GPC Activity, Customer is responsible, to the extent allowed by law, for all damages and any resulting delay. C. Unforeseen Condition. The estimated charges shown on Page 1 include no allowance for any subsurface rock, wetland, underground stream, buried waste, unsuitable soil, underground obstruction, archeological artifact, burial ground, threatened or endangered species, hazardous substance, etc. not already marked or identified and subsequently encountered during the GPC Activity ("Unforeseen Condition”). If GPC encounters an Unforeseen Condition, GPC, in its sole discretion, may stop all GPC Activity until Customer either remedies the condition or agrees to reimburse all GPC costs arising from the condition. Customer is responsible for all costs of modification or change to the GPC Assets requested by Customer or dictated by an Unforeseen Condition or circumstance outside GPC’s control, provided that, before they are incurred by GPC, all such additional unanticipated costs are first approved in writing by Customer, which approval will not be unreasonably withheld. 7. GPC Asset Protection and Damage. During the term of this Agreement, in the event of any work or digging near the GPC Assets, Customer (or any person or entity working on Customer’s behalf) must: (i) provide notices and locate requests to the Georgia Utilities Protection Center (“UPC”) and other utility owners or operators as required by the then-current Dig Law; (ii) coordinate with the UPC and all utility facility owners or operators as required by the Dig Law; and (iii) comply with the High-voltage Safety Act (O.C.G.A. §§46-3-30 -- 46-3-40). As between Customer and GPC, Customer is responsible (to the extent allowed by law) for all damages arising from failure to comply with applicable law or for damage to the GPC Assets caused by anyone other than GPC (or a GPC contractor or representative). 8. Interruption of Service. Customer understands Service is provided on an “as available” basis and may be interrupted. Customer is responsible for notifying GPC if there is a Service interruption. Customer can provide such notice by either calling 1-888- 660-5890 to report the issue or by reporting the issue online at http://outdoorlighting.georgiapower.com. 9. Pole Attachments. If Customer desires to attach or affix anything to the GPC Assets, Customer must first obtain GPC’s written consent. Customer must call GPC Lighting Services Business Unit at 1-888-660-5890 to obtain such authorization. Non-Standard: City of Milton Page 2 of 3 Revised October 2018 10. Disclaimer; Damages. GPC makes no covenant, warranty, or representation of any kind (including warranty of fitness for a particular purpose or of merchantability) regarding the Illumination Service or any GPC Activity. Customer also acknowledges that, due to the unique characteristics of the Premises, Customer’s needs, or GPC Assets choice, the Illumination Service may not follow IESNA guidelines. Customer waives any right to consequential, special, indirect, treble, exemplary, incidental, punitive, loss of business reputation, or loss of use (including loss of revenue, profits, or capital costs) damages in connection with the Illumination Service, GPC Assets, or this Agreement, or arising from damage, hindrance, or delay involving the Illumination Service or this Agreement, whether or not reasonable, foreseeable, contemplated, or avoidable. 11. Georgia Security, Immigration, and Compliance Act. Customer is a “public employer” as defined by O.C.G.A. § 13-10-91 and this is a contract for physical performance of services within the state of Georgia. Compliance with requirements of O.C.G.A. § 13-10-91 and Georgia Department of Labor Rule 300-10-1-.02 is a condition of this Agreement and is mandatory. GPC will provide to Customer a contractor’s affidavit as required by O.C.G.A. § 13-10-91, which affidavit attached to and made a part of this Agreement. GPC also agrees that, if it employs or contracts with any subcontractor(s) in connection with this Agreement, GPC will secure from each subcontractor an affidavit attesting to the subcontractor’s compliance with O.C.G.A. § 13-10-91 and Rule 300-10-1-.02. The affidavit will become a part of the GPC/subcontractor agreement, as pertaining to this Agreement, and GPC will maintain records of the affidavits for inspection by Customer. GPC agrees that the following employee-number category is applicable to it: 500 or more employees. GPC further agrees that, in the event GPC employs or contracts with any subcontractor(s) in connection with this Agreement and where the subcontractor is required to provide an affidavit pursuant to O.C.G.A. § 13-10-91, GPC will secure from the subcontractor(s) such subcontractor(s’) indication of the above employee-number category that is applicable to the subcontractor. 12. Default. Customer is in default if Customer does not pay the entire amount owed (not to include a reasonable dispute over billed charges) within 45 days of billing or terminates this Agreement without proper notice and prior to the end of the then-current term (except as permitted in Section 3). GPC’s waiver of any past default will not waive any other default. If default occurs, GPC may elect to immediately terminate this Agreement and remove any or all GPC Assets from the Premises, and shall be entitled to seek any and all available remedies provided by law, including the right to collect all past due amounts (including late fees if applicable) and all amounts due for the Service during the remaining term of the Agreement. 13. Title VI Compliance. In accordance with Title VI of the Civil Rights Act, as amended, 42 U.S.C. § 2000d, section 303 of the Age Discrimination Act of 1975, as amended, 42 U.S.C. § 6102, Section 202 of the Americans with Disabilities Act of 1990, 42 U.S.C. § 12132, and all other provisions of federal law pertaining thereto, GPC agrees that, during performance of this Agreement, GPC, for itself, its assignees, and successors in interest, will not discriminate against any employee or applicant for employment, any subcontractor, or any supplier because of race, color, creed, national origin, gender, age, or disability. In addition, GPC agrees to require that any subcontractor(s) it employs or contracts with in connection with this Agreement to comply with the same. 14. City of Milton Ethics Requirements. GPC and Customer acknowledge that it is prohibited for any person to offer, give, or agree to give any city employee or official, or for any city employee or official to solicit, demand, accept, or agree to accept from another person, a gratuity of more than nominal value or rebate or an offer of employment in connection with any decision, approval, disapproval, recommendation, or preparation of any part of a program requirement or a purchase request, for purposes of influencing the content of any specification or procurement standard, in exchange for rendering of advice, in connection with an investigation or audit, or to influence the performance of duties rendered in any other advisory capacity in any proceeding or application, request for ruling, determination, claim or controversy, or other particular matter, pertaining to any program requirement or a contract or subcontract, or to any solicitation or proposal therefor. GPC and Customer further acknowledge that it is prohibited for any payment, gratuity, or offer of employment to be made by or on behalf of a subcontractor under a contract to GPC or higher tier subcontractor, or any person associated therewith, as an inducement for the award of a subcontract or order. 15. Insurance. For purposes of this Agreement, GPC shall maintain statutorily-required workers’ compensation insurance and general liability insurance (or its equivalent) with a limit of not less than $2,000,000 per occurrence and automobile liability insurance with a limit of not less than $1,000,000 per accident, for all activities contemplated under this Agreement. GPC may elect, at its discretion, to meet the insurance requirements set forth herein through self-insurance or any combination of self-insurance and additional insurance of any kind. 16. Miscellaneous. This Agreement contains the parties’ entire agreement relating to the Service and GPC Activity and replaces any prior agreement, written or oral. Only a written amendment signed by each party can modify this Agreement, except that either party may update administrative or contact information (e.g., address, phone, website) at any time by written notice to the other party. Neither party will assign, in whole or in part, this Agreement or its Agreement rights or obligations without the opposite party’s prior written consent. No assignment, whether with or without consent, relieves either party (as assignor) of its Agreement obligations in the event its assignee fails to perform such obligations. In this Agreement, “including” means “including, but not limited to.” Georgia law governs this Agreement. If a court rules an Agreement provision unenforceable to any extent, the rest of that provision and all other provisions remain effective. GPC is engaged in an independent business and will perform all Service and GPC Activity under this Agreement as an independent contractor and not as the agent or employee of Customer. Nothing contained in this Agreement may be construed to be a waiver of Customer’s sovereign immunity or any individual’s qualified good faith or official immunity, where such immunity exists under applicable law. Nothing herein may be construed as creating any individual or personal liability on the part of any of Customer’s elected or appointed officials, officers, directors, or employees to the extent greater than that provided by operation of law. Non-Standard: City of Milton Page 3 of 3 Revised October 2018 TO: FROM: MILTOR4t ESTABLISHED 2006 CITY COUNCIL AGENDA ITEM City Council DATE: October 29, 2019 Steven Krokoff, City Manager � �/ AGENDA ITEM: Approval of Change Order #1 to the Professional Services Agreement with TriStem, Ltd. For an Extension of the Existing Agreement to Allow Adequate Time for Completion of the Research MEETING DATE: Monday, November 4, 2019 Regular City Council Meeting BACKGROUND INFORMATION: (Attach additional pages if necessary) See attached memorandum APPROVAL BY CITY MANAGER: (1APPROVED (J NOT APPROVED CITY ATTORNEY APPROVAL REQUIRED: (U'S'ES () NO CITY ATTORNEY REVIEW REQUIRED: (,IVYES () NO APPROVAL BY CITY ATTORNEY: (VPPROVED (J NOT APPROVED PLACED ON AGENDA FOR: II IOH) w,C� 2006 Heritage Walk Milton, GA P: 678.242.25001 F: 678.242.2499 info@cityofmiltonga.us I www.cityofmiltonga.us 0000 To: Honorable Mayor and City Council Members From: Bernadette Harvill, Finance Director Date: Submitted on October 28, 2019 for the November 4, 2019 Regular City Council Meeting Agenda Item: Approval of Change Order #1 to the Professional Services Agreement with TriStem, Ltd. for an Extension of the Existing Agreement to Allow Adequate Time for Completion of the Research Department Recommendation: Approve the change order as submitted. Executive Summary: TriStem, Ltd. is currently performing a utility audit of prior electricity billing and payments for accuracy and research for possible cost savings going forward. Collection of source material and research is not yet complete so an extension of the time for completion is being requested to the September 30, 2020. Funding and Fiscal Impact: Compensation will be based on savings realized: 40% of the initial savings and 40% of any approved billing reductions resulting from the recommendations made by TriStem, Ltd. for 12 months. Alternatives: None. Legal Review: Sam VanVolkenburgh, October 9, 2019 Concurrent Review: Steve Krokoff, City Manager Attachment(s): Change Order #1 for Professional Services Agreement 01ABLISIIED 2006 CHANGE ORDER #1 FOR PROFESSIONAL SERVICES AGREEMENT Electricity/Street Light Audit WHEREAS, the City of Milton, Georgia and TriStem, Ltd. have entered into a Professional Services Agreement (the "Agreement") dated December 17, 2018 incorporated herein by reference; and WHEREAS, the parties desire to change the completion date of the Project pursuant to Section 4 of the Agreement, it being to the mutual benefit of all parties to do so; NOW THEREFORE, the parties agree to amend the Agreement as follows: Section 3 is amended by replacing the text "The term of this Agreement ("Term") shall commence as of the Effective Date, and expire on the City's full payment of any amounts owed to Consultant upon conclusion of the Work. All Work shall be completed on or before September 30, 2020". Section 3 is further amended by adding the following text: "As the Term of this Agreement is longer than one year, the Parties agree that this Agreement, as required by O.C.G.A. § 36-60-13, shall terminate absolutely and without further obligation on the part of City on December 31 each calendar year of the Term, and further, that this Agreement shall automatically renew on January 1 of each subsequent calendar year during the Term, absent City's provision of written notice of non- renewal to Consultant at least five (5) days prior to the end of the then current calendar year. Title to any supplies, materials, equipment, or other personal property shall remain in Consultant until fully paid for by City." IN WITNESS WHEREOF, the parties have caused this Change Order to be duly executed by their duly authorized officers as of the day and year set forth next to each signature. CITY OF MILTON TRISTEM, LTD. By: Title: Name: Date: Approved by City Council 'tr , ��b� By: Title: Name: k1`J Date: , 0-2M I Mayor Date City Attorney Approval as to Form rti1 I 1'I ONft MILTON* ESTABLISHED 2006 TO: FROM: AGENDA ITEM: MEETING DATE: CITY COUNCIL AGENDA ITEM City Council DATE: October 29, 2019 Steven Krokoff, City Managerc?) Approval of Subdivision Plats and Revisions Monday, November 4, 2019 Regular City Council Meeting BACKGROUND INFORMATION: (Attach additional pages if necessary) See attached memorandum APPROVAL BY CITY MANAGER: (41APPROVED (J NOT APPROVED CITY ATTORNEY APPROVAL REQUIRED: () YES Q -NO CITY ATTORNEY REVIEW REQUIRED: () YES (J NO APPROVAL BY CITY ATTORNEY: () APPROVED () NOT APPROVED PLACED ON AGENDA FOR: 111'.111c,111 2006 Heritage Walk Milton, GA P: 678.242.25001 F: 678.242.2499 info@cityofmiltonga.us I www.cityofmiltonga.us 0000 To: Honorable Mayor and City Council Members From: Parag Agrawal , Community Development Director Date: Submitted on October 24, 2019 for the November 4, 2019 Regular Council Meeting Agenda Item: Approval of Subdivision Plats and Revisions Approval ____________________________________________________________________________ Department Recommendation: To approve the subdivision related plats and revisions as stated below. Executive Summary: The Milton Subdivision Regulations require that the Mayor and City Council approve all Final Plats, final Plat Re-recording, Revisions and Minor Plats once the matter has been reviewed and certified by the Community Development Director in accordance with the Subdivision Regulations. 1. The Crabapple Ventures minor plat described herein consists of a 6.258 acre parcel located at 13725 Providence Road to be subdivided into 3 separate lots. The size of the lots range from 2.00 to 2.25 acres. 2. The R.L. Glosson minor plat described herein consists of a 21.929 acre parcel located at Hickory Flat and Clarity Road to be subdivided into 4 “large lots”. The size of the lots range from 3.004 to 10.892 acres. Funding and Fiscal Impact: None. Alternatives: Do not approve. Legal Review: None – not required. Concurrent Review: Steven Krokoff, City Manager Consent Agenda Plats Staff Memo Page 2 of 7 Attachment(s): Plat List, Location Map, Plats Name of Development / Location Action Comments / # lots Total Acres Density 1. Crabapple Ventures LL 888 13721, 13723, & 13725 Providence Road Minor Plat Create 3 Lots 6.258 0.47 Lots / acre 2. R.L. Glosson LL 304 & 345 310, 320, & 330 Hickory Flat Road/ 390 Hickory Pass Minor Plat Create 4 Large Lots 21.929 0.18 Lots / acre Consent Agenda Plats Staff Memo Page 3 of 7 Consent Agenda Plats Staff Memo Page 4 of 7 Consent Agenda Plats Staff Memo Page 5 of 7 Consent Agenda Plats Staff Memo Page 6 of 7 Consent Agenda Plats Staff Memo Page 7 of 7 MILTON'k ESTABLISHED 2006 TO: FROM: AGENDA ITEM: MEETING DATE: CITY COUNCIL AGENDA ITEM City Council DATE: October 29. 2019 Steven Krokoff, City Manager 2) Proclamation Recognizing Veterans Day 2019 Monday, November 4, 2019 Regular City Council Meeting BACKGROUND INFORMATION: (Attach additional pages if necessary) See attached memorandum APPROVAL BY CITY MANAGER: Ql PPROVED NOT APPROVED CITY ATTORNEY APPROVAL REQUIRED: () YES („ LNO CITY ATTORNEY REVIEW REQUIRED: () YES (41NO APPROVAL BY CITY ATTORNEY. () APPROVED (J NOT APPROVED PLACED ON AGENDA FOR: f i IU a I I yrs 2006 Heritage Walk Milton, GA P: 678.242.25001 F: 678.242.2499 0000 info@cityofmiltonga.us I www.cityofmiltonga.us Veterans Day 2019 WHEREAS, it has long been our custom to commemorate November 11th, the anniversary of the ending of World War I, by paying tribute to the heroes of that tragic struggle and by rededicating ourselves to the cause of peace; and WHEREAS, in the intervening years the United States has been involved in several other great military conflicts, which have added millions of veterans living and dead to the honor rolls of this Nation; and WHEREAS, the Congress passed a concurrent resolution on June 4, 1926, calling for the observance of November 11th with appropriate ceremonies, and later provided in an Act approved May 13, 1938, that the eleventh of November should be a legal holiday and should be known as Armistice Day; and WHEREAS, in order to expand the significance of that commemoration and in order that a grateful Nation might pay appropriate homage to the veterans of all its wars who have contributed so much to the preservation of this Nation, the Congress, by an Act approved June 1, 1954, changed the name of the holiday to Veterans Day. NOW, THEREFORE, we, the Mayor and City Council of the City of Milton, hereby call upon all of our citizens to observe November 11, 2018 as Veterans Day. On that day let us solemnly remember the sacrifices of all those who fought so valiantly, on the seas, in the air, and on foreign shores, to preserve our heritage of freedom, and let us consecrate ourselves to the task of promoting an enduring peace so that their efforts shall not have been in vain. Given under my hand and seal of the City of Milton, Georgia on this 4th day of November 2019. _____________________________ Joe Lockwood, Mayor MILTON'Ilk ESTABLISHED 2006 TO: FROM: AGENDA ITEM: MEETING DATE: CITY COUNCIL AGENDA ITEM City Council DATE: October 29, 2019 Steven Krokoff, City Manager SCS Proclamation Recognizing Native American History Month Monday, November 4, 2019 Regular City Council Meeting BACKGROUND INFORMATION: (Attach additional pages if necessary See attached memorandum APPROVAL BY CITY MANAGER: (J APPROVED () NOT APPROVED CITY ATTORNEY APPROVAL REQUIRED: () YES (4 NO CITY ATTORNEY REVIEW REQUIRED: () YES (AO APPROVAL BY CITY ATTORNEY: () APPROVED (J NOT APPROVED PLACED ON AGENDA FOR: 11 1 c4 12ci`, 2006 Heritage Walk Milton, GA P: 678.242.25001 F: 678.242.2499 info@cityofmiltonga.us I wvw.cityofmiltongo.us Native American History Month WHEREAS, The Americans we know as American Indians and Native Americans were the first explorers and settlers of the areas that now make up the United States; and WHEREAS, Mountains and rivers, lakes and valleys, states and counties, trails and towns across this land have Indian names; they are lasting reminders of the presence and the significance of American Indians not just in our geography but throughout the whole of American history; and WHEREAS, Many of the foods we eat and the medicines and remedies we use were introduced by Indians, and more than one highway follows an Indian trail; and WHEREAS, Indians make contributions in every area of endeavor and American life, and our literature and all our arts draw upon Indian themes and wisdom; and WHEREAS, Countless American Indians have served in our Armed Forces and have fought valiantly for our country; and WHEREAS, During the Thanksgiving season, generations of Americans are reminded of the early friendship of the Pilgrims and American Indians. Now, therefore, we, the Mayor and City Council of the City of Milton, hereby dictate and proclaim November as “Native American History Month” in the City of Milton, Georgia. Given under our hand and seal of the City of Milton, Georgia on this 4th day of November, 2019. _________________________________ Joe Lockwood, Mayor TO: FROM: T N 1V� I L ESTABLISHED 2006 CITY COUNCIL AGENDA ITEM City Council DATE: October 29, 2019 Steven Krokoff, City Manager 0 AGENDA ITEM: Consideration of the Issuance of an Alcohol Beverage License to French Gourmet Bistro, 5310 Windward Pkwy., Suite E, Milton, Georgia 30004 MEETING DATE: Monday, November 4, 2019 Regular City Council Meeting BACKGROUND INFORMATION: (Attach additional pages if necessary) See attached memorandum APPROVAL BY CITY MANAGER: (j APPROVED () NOT APPROVED CITY ATTORNEY APPROVAL REQUIRED: () YES N -No CITY ATTORNEY REVIEW REQUIRED: () YES VNO APPROVAL BY CITY ATTORNEY. () APPROVED (J NOT APPROVED PLACED ON AGENDA FOR: 2006 Heritage Walk Milton, GA 0000 P: 678.242.25001 F: 678.242.2499 info@cityofmiltonga.us I www.cityofmiltongo.us To: Honorable Mayor and City Council Members From: Bernadette Harvill, Finance Director Date: Submitted on October 28, 2019 for the November 4, 2019 Regular Council Meeting Agenda Item: Consideration of the Issuance of an Alcohol Beverage License to French Gourmet Bistro, 5310 Windward Pkwy, Suite E, Milton, Georgia 30004 _____________________________________________________________________________________________ Department Recommendation: Approve the issuance of an alcohol beverage license for French Gourmet Bistro, for consumption on premises of Wine, Malt Beverages and Distilled Spirits. Executive Summary: City of Milton Code of Ordinance Chapter 4 allows for the issuance of alcohol beverage licenses to businesses that properly submit application for and meet all of the legal requirements to hold such license. This application was submitted due to adding Distilled Spirits. Staff has processed the application and recommends issuance of the applicable license for: Business Name: French Gourmet Bistro Contact Name: Thanh Duong Business Address: 5310 Windward Parkway, Suite E, Milton, Georgia 30004 Type of License: Consumption on Premises – Wine, Malt Beverages and Distilled Spirits Funding and Fiscal Impact: There is a positive fiscal impact of license fees and/or monthly excise taxes. Alternatives: None. Legal Review: Not required. Concurrent Review: Steven Krokoff, City Manager TO: FROM: MILTON*k ESTABLISHED 2006 CITY COUNCIL AGENDA ITEM City Council DATE: October 29, 2019 Steven Krokoff, City Manager AGENDA ITEM: Consideration of an Ordinance Amendment to the City of Milton's Code of Ordinances, Chapter 32, Article II - Offenses Against Public Peace, Order and Morals MEETING DATE: Monday, November 4, 2019 Regular City Council Meeting BACKGROUND INFORMATION: (Attach additional pages if necessary) See attached memorandum APPROVAL BY CITY MANAGER: („)IAPPROVED () NOT APPROVED CITY ATTORNEY APPROVAL REQUIRED: (,V ES () NO CITY ATTORNEY REVIEW REQUIRED: (1YES () NO APPROVAL BY CITY ATTORNEY: (IVPPROVED (J NOT APPROVED PLACED ON AGENDA FOR: , I )o") 2.,,K7 2006 Heritage Walk Milton, GA P: 678.242.25001 F: 678.242.2499 info@cityofmiltongo.us I www.cityofmiltonga.us To: Honorable Mayor and City Council Members From: Rich Austin, Chief of Police Date: Submitted on October 9, 2019 for the October 21, 2019 Regular City Council Meeting (First Presentation) and November 4, 2019 Regular City Council Meeting (Unfinished Business) Agenda Item: Consideration of an Ordinance Amendment to the City of Milton’s Code of Ordinances, Chapter 32, Article II – Offenses Against Public Peace, Order and Morals _____________________________________________________________________________________ Department Recommendation: Approval . Executive Summary: This is a proposed update to City’s Code Chapter 32 (Offenses and Miscellaneous Provisions). The purpose of this update is to add a provision under Disorderly Conduct specifically related to trespassing on private property. Funding and Fiscal Impact: None Alternatives: N/A Legal Review: Ken Jarrard, Jarrard and Davis (October 9, 2019) Concurrent Review: Steve Krokoff, City Manager Attachment(s): Ordinance Revision 1 STATE OF GEORGIA ORDINANCE NO. COUNTY OF FULTON ORDINANCE AMENDMENT TO THE CITY OF MILTON’S CODE OF ORDINANCES, CHAPTER 32, ARTICLE II – OFFENSES AGAINST PUBLIC PEACE, ORDER AND MORALS The Council of the City of Milton hereby ordains, while in regularly called Council meeting on the 4th day of November at 6:00 p.m., as follows: WHEREAS, pursuant to Section 1.12(b)(14) of the City Charter, the City is authorized to define, regulate, and prohibit any act, practice, conduct, or use of property which is detrimental to the welfare and safety of the inhabitants of the city and to provide for the enforcement of such standards; and, WHEREAS, the City desires to update its regulations and restrictions applicable to vehicle parking. NOW THEREFORE, the Council of the City of Milton hereby ordains that T he Code of the City of Milton, Georgia, is hereby amended by incorporating the insertions and deletions and shall read as shown in Exhibit A attached hereto and incorporated herein by reference. ORDAINED this 4th of November 2019. Approved: _______________________________ Joe Lockwood, Mayor Attest: ___________________________ Sudie Gordon, City Clerk (Seal) Page 2 of 3 EXHIBIT A ARTICLE II. - OFFENSES AGAINST PUBLIC PEACE, ORDER AND MORALS DIVISION 1. - GENERALLY Sec. 32-19. - Disorderly conduct. (a) It shall be unlawful for any person to disturb or endanger the public peace or decency by any disorderly conduct. (b) The following acts, among others, are declared to be disorderly conduct: (1) Act in a violent or tumultuous manner toward another whereby any person is placed in fear of the safety of such person's life limb or health; (2) Act in a violent or tumultuous manner toward another whereby the property of any person is placed in danger of being damaged or destroyed; (3) Cause, provoke or engage in any fight, brawl or riotous conduct so as to endanger the life, limb, health or property of another; (4) Assemble or congregate with another or others for the purpose of gaming; (5) Be in or about any place, alone or with others, with the purpose of or intent to engag e in any fraudulent scheme, trick or device to obtain any money or valuable thing or to aid or abet any person doing so; (6) Be in or about any place where gaming or the illegal sale or possession of alcoholic beverages or narcotics or dangerous drugs are practiced, allowed or tolerated, for the purpose of or intent to engage in gaming or the purchase, use, possession or consumption of such illegal drugs, narcotics or alcohol; (7) Direct fighting words toward another, that is, words which by their very nature tend to incite an immediate breach of the peace; (8) Interfere, by acts of physical obstruction, with another's pursuit of a lawful occupation; (9) Congregate with another or others in or on any public way so as to halt the flow of vehicular or pedestrian traffic, and to fail to clear that public way after being ordered to do so by a city police officer or other lawful authority; (10) Stand or remain in or about any street, sidewalk, overpass, or public way so as to impede the flow of vehicular or pedestrian traffic, and to fail to clear such street, sidewalk, overpass or public way after being ordered to do so by a police officer or other lawful authority; (11) Disrupt by actions which tend to cause an immediate breach of the peace the undisturbed activities of any house of worship, hospital or home for the elderly; or (12) Throw bottles, paper, cans, glass sticks, stones, missiles, or any other debris on public property. (13) Enter onto the property of another for a purpose that could reasonably be deemed to disturb its tranquility or peaceable enjoyment, or cause hurt, inconvenience, or damage to the property, its owner, or authorized occupants. For purposes of this subparagraph, a single occurrence is sufficient to cause a violation. (Ord. No. 06-11-16, § 1(ch. 12, art. 1, § 1), 11-21-2006) 3 State Law reference— Reckless conduct, O.C.G.A. § 16-5-60; riot, O.C.G.A. § 16-11-30; fighting, O.C.G.A. § 16-11-32; loitering, O.C.G.A. § 16-11-36; profanity, O.C.G.A. § 16-11-39. MILTON% ESTABLISHED 2006 CITY COUNCIL AGENDA ITEM TO: City Council DATE: October 29, 2019 FROM: Steven Krokoff, City Manager AGENDA ITEM: Consideration of a Resolution of the City of Milton Authorizing a Pre -Application for a Recreational Trails Program Grant with the Department of Natural Resources MEETING DATE: Monday, November 4, 2019 Regular City Council Meeting BACKGROUND INFORMATION: (Attach additional pages if necessary) See attached memorandum APPROVAL BY CITY MANAGER: (,APPROVED (J NOT APPROVED CITY ATTORNEY APPROVAL REQUIRED: (y(ES () NO CITY ATTORNEY REVIEW REQUIRED: (, J YES () NO APPROVAL BY CITY ATTORNEY: (vKAPPROVED (J NOT APPROVED PLACED ON AGENDA FOR: /I/oylLa 9 2006 Heritage Walk Milton, GA P. 678.242.25001 F: 678.242.2499 info@cityofmiltonga.us I www.cityofmiltonga.us 0000 To: Honorable Mayor and City Council Members From: Jim Cregge, Parks and Recreation Director Date: Submitted on October 29, 2019 for the November 4, 2019 Regular City Council Meeting Agenda Item: Consideration of a Resolution of the City of Milton Authorizing a Pre- Application for a Recreation Trails Program Grant with the Department of Natural Resources _____________________________________________________________________________________ Project Description: This request is to submit a grant pre-application for the construction of trails at the former Milton Country Club property. The grant requires the City to provide a 20% match of the DNR grant of $200,000. The matching funds, if approved, would come from the currently budgeted Parks and Trails Expansion capital budget. Currently, the former Milton Country Club has golf cart trails that are not ADA accessible and are in disarray. The former Milton Country Club Master plan calls for the replacement and re-alignment of the current trails. At this time, if the grant is approved, this would construct about 1210 linear feet of trail beginning at the former clubhouse. Procurement Summary: Purchasing method used: Other (See Comment Above) Account Number: Capital Grant Account Number TBD upon Council Approval Requisition Total: $50,000 Legal Review: Sam VanVolkenburgh, October 30, 2019 Attachment(s): A resolution approving the pre-application for a Recreation Trails Program Grant with the Department of Natural Resources STATE OF GEORGIA RESOLUTION NO. COUNTY OF FULTON A RESOLUTION OF THE CITY OF MILTON AUTHORIZING A PRE-APPLICATION FOR A RECREATIONAL TRAILS PROGRAM GRANT WITH THE DEPARTMENT OF NATURAL RESOURCES WHEREAS, O.C.G.A. § 36-35-3 provides that the governing authority of a municipality may adopt clearly reasonable ordinances, resolutions, and regulations; and WHEREAS, the City of Milton is drafting a Pre-Application for a grant from the Federal Department of Transportation, Federal Highway Administration, as administered by the Georgia Department of Natural Resources; and WHEREAS, the purpose of the Pre-Application is to qualify for a grant supporting the creation of recreational trails at the former Milton Country Club in the City of Milton (the “Project”); and WHEREAS, by approval and execution of this Resolution, the City of Milton assures the Georgia Department of Natural Resources that the City has the ability and intention to finance at least 20 percent of the estimated total Project cost and in the event the City’s Pre-Application is recommended for funding by the DNR, the City will move forward with due diligence to prepare, or have prepared, appropriate documentation required for a formal Recreational Trails Program grant application; and WHEREAS, the total project cost is estimated at $250,000.00; and WHEREAS, the City Council believes it is appropriate and in the best interest of the City to authorize submission of the Pre-Application to the Georgia Department of Natural Resources. THEREFORE, IT IS HEREBY RESOLVED; That the Mayor, or other City staff members as appropriate, are authorized and directed to execute the Pre-Application and deliver it to the Georgia Department of Natural Resources. RESOLVED this 4th day of November 2019. _________________________ Joe Lockwood, Mayor Attest: _____________________________ Sudie AM Gordon, City Clerk Seal TO: FROM: MILTON*t ESTABLISHED 2006 CITY COUNCIL AGENDA ITEM City Council DATE: October 29, 2019 Steven Krokoff, City Manager a AGENDA ITEM: Consideration of a Resolution Updating the City of Milton's Funding Authorization for the 2019 Georgia Smart Communities Challenge Grant Program and Authorizing Execution of Two Related Grant Agreements MEETING DATE: Monday, November 4, 2019 Regular City Council Meeting BACKGROUND INFORMATION: (Attach additional pages if necessary) See attached memorandum APPROVAL BY CITY MANAGER: (. IAPPROVED () NOT APPROVED CITY ATTORNEY APPROVAL REQUIRED: ( YES () NO CITY ATTORNEY REVIEW REQUIRED: (,YES () NO APPROVAL BY CITY ATTORNEY: (1APPROVED () NOT APPROVED PLACED ON AGENDA FOR: 1I t, a 1 ZO fn 2006 Heritage Walk Milton, GA P: 678.242.25001 F: 678.242.2499 info@cityofmiltonga.us I www.cityofmiltonga.us 0000 To: Honorable Mayor and City Council Members From: Michele McIntosh-Ross, Principal Planner Date: Submitted on October 28, 2019 for the November 4, 2019 Regular City Council Meeting Agenda Item: Consideration of a Resolution Updating the City of Milton’s Funding Authorization for the 2019 Georgia Smart Communities Challenge Grant Program and Authorizing Execution of Two Related Grant Agreements _____________________________________________________________________________________ Project Description: This request is to update the funding authorization that was approved by council with a resolution on April 22, 2019, Resolution no. 19-04-507 Authorizing the Submission of an Application to GA Tech for the 2019 Smart Communities Challenge Grant Program (GA Smart). On June 18, 2019 it was announced that the City of Milton was selected to receive grant funding as part of the GA Smart Communities Challenge Program. It was also communicated that the funding for the City of Milton would derive from the Atlanta Regional Commission (ARC) instead of from GATech. Since the ARC money is derived from federal transportation funds through the Livable Centers Initiative (LCI) program , the structure of funding is different than originally described in the GA Smart funding application. The new funding structure awards Milton $50,000 as 80% of the funding amount, with Milton matching 20% of the funding amount at $12,500. This new structure increases the Milton cash match by $2,500. It also changes the in-kind match amount, reducing it from $40,000 to $37,500. Procurement Summary: Purchasing method used: Other (See Comment Above) Account Number: 340-7410-521200004 Requisition Total: $12,500 Financial Review: Bernadette Harvill, October 28, 2019 Legal Review: Jarrard and Davis, Sam VanVolkenburgh, October 28, 2019 Attachment(s): 1) Resolution Authorizing Updating the City of Milton’s Funding Authorization for the 2019 GA Smart Communities Challenge Program 2) Subgrant Agreement between the City of Milton and the Atlanta Regional Commission (ARC) 3) Georgia Smart Participation Agreement between the City of Milton and Georgia Tech 4) Resolution no. 19-04-507 dated April 22, 2019 Authorizing the Submission of an Application to GATech for the 2019 GA Smart Challenge Program. Page 1 of 3 STATE OF GEORGIA COUNTY OF FULTON RESOLUTION NO. A RESOLUTION UPDATING THE CITY OF MILTON’S FUNDING AUTHORIZATION FOR THE 2019 GEORGIA SMART COMMUNITIES CHALLENGE GRANT PROGRAM AND AUTHORIZING EXECUTION OF TWO RELATED GRANT AGREEMENTS BE IT RESOLVED by the City Council of the City of Milton, GA while in a Regular Meeting on ___November 4, 2019__ at 6:00 p.m. as follows: WHEREAS, on April 22, 2019, the City Council approved a resolution authorizing the City to apply for a $50,000 grant under the Georgia Smart Communities Challenge, which resolution expressed the City’s intention to provide matching funds in the form of Ten Thousand Dollars ($10,000) in cash and Forty Thousand Dollars ($40,000) in like -kind materials, services, or donations; and WHEREAS, the City was awarded a $50,000 Georgia Smart Communities Challenge grant and has been asked to enter into two agreements to implement the grant: (1) an Event Participation Grant Acceptance agreement with the Georgia Institute of Technology, attached hereto as Exhibit “A” (the “Georgia Tech Agreement”); and (2) a Subgrant Agreement with the Atlanta Regional Commission, attached hereto as Exhibit “B” (the “ARC Agreement”); and WHEREAS, the Georgia Tech Agreement requires the City to provide $50,000 in matching funds, in the form of at least Ten Thousand Dollars ($10,000) in cash and up to Forty Thousand Dollars ($40,000) in like-kind materials, services, or donations, and the City hereby reaffirms its intention to comply with this match requirement; and WHEREAS, the ARC Agreement requires the City to provide $12,500 in matching funds in the form of Twelve Thousand, Five Hundred Dollars ($12,500) in cash, which match will be counted as part of (and is not in addition to) the match required under the Georgia Tech Agreement, and the City hereby affirms its intention to comply with this match requirement, and NOW THEREFORE BE IT RESOLVED, that the City Council of the City of Milton does hereby approve, and does hereby authorize the Mayor of the City of Milton to sign, the agreements attached hereto as Exhibit “A” and Exhibit “B”. RESOLVED this _4th_ day of _November, 2019 Approved: _____________________________ Joe Lockwood, Mayor Attest: _________________________________ Sudie Gordon, City Clerk Page 2 of 3 EXHIBIT A Page 3 of 3 EXHIBIT B 1 of 13 SUBGRANT AGREEMENT THIS AGREEMENT, entered into as of this day o f , 2019, by and between Cit y of Milton, Georgia (hereinaft er referred to as the "Subgrant ee") and the ATLANTA REGIONAL COMMISSION (hereinaft er referred to as "ARC"). WITNESSETH THAT: WHERE AS, ARC desires to engage the Subgrant ee to render cert ain services hereinafter described in connect ion with an undertaking or project (hereinafter referred to as the "Project") which is to be wholly or partially financed by a grant from the United States Department of Transport ation, (hereinafter, alo ng with the appropriate audit ing agenc y of the ent it ies making such grant, referred to as "the Concerned Funding Agencie s"); WHERE AS, the Subgrantee desires to render such services in connect ion wit h the project; NOW THEREFORE, in considerat ion of the premises and the mutual covenants and agreements hereinaft er cont ained, the parties hereto agree as follows: 1. Engagement of the Subgrantee. ARC hereby agrees to engage the Subgrantee and the Subgrant ee hereby agrees to perform the services hereinaft er set forth in accordance with the terms and condit ions herein. 2. Scope of Services. The Subgrant ee shall do, perform and carr y out in a sat isfactory and proper manner, as determined by AR C, the work and services described in Attachment "A" which is att ached hereto and made a part hereof. 3. Time of Performance. The services of the Subgrantee are to commence immediately upon execut ion of this agreement. Work and services s hall be undertaken and pursued in such sequence as to assure their expedit ious complet ion and as ma y be required in Attachment "A." All work and services required hereunder shall be co mp leted on or befo re October 31, 2020. 4. Compensat ion. The Subgrantee shall be compensated for the work and services to be performed under this agreement as set forth in Attachment "B" which is attached hereto and made part hereof. Compensat ion for work and services in the performance of this contract shall not exceed $62,500. 5. Approval of Subcontract s. None of the work or services to be performed under this agreement by the Subgrantee shall be subcontract ed without the prior written approval o f AR C's Execut ive Director or his authorized agent. If such approval is requested, all subcontract documents shall be submitted to ARC's Execut ive Director or his authorized agent, for his review and approva l prior to the execution of such subcontract. Notwithstanding the foregoing provisions of this paragraph, ARC expressly acknowledges that Subgrantee intends to subcontract portions of the services set forth in Attachment “A” (including development of the software application and planning services) and ARC’s 2 of 13 Executive Director (or his authorized agent) shall not unreasonably withhold ap proval of such subcontract ing if compliant with this Agreement . Further, if requested by ARC 's E xecut ive Director or his authorized agent, the Subgrantee shall provide ARC with such documentation as ARC's Execut ive Director shall require, regarding the method the Subgrant ee used in selecting its subcontractor. The Subgrantee acknowledges that if work or services to be performed under this agreement is financed solely or partially with federal funds, the select ion of subcontractors is governed by regulations requiring competit ion between pot ent ial subcontractors or adequate justificat ion for sole source sele ct ion. The Subgrant ee agrees to abide by such regulations in its select ion procedure. Notwithstanding the foregoing, it is the polic y o f ARC that only highly qualified consultant teams shall be used to perform planning work. The Subgrantee agrees that it shall conduct procedures in accordance with 2 C.F.R. 200.320(d) using compet it ive proposals. Evaluation criteria will be est ablished such that proposers’ qualificat ions carr y the most weight in the selection process. While cost or price ma y be factor in the evaluation process, ARC’s policy is that cost and price shall comprise no more than 25% of the overall weighted criteria established for said process. Fa ilure to comply wit h this polic y will result in disapprova l of any su bcontract(s) and withdrawal of ARC funding. 6. Prompt Payment and Ret ainage. The prime subgrantee agrees to pay each subcontractor under this prime grant for satisfactory performance of its contract no lat er than 30 da ys from the receipt of each pa yment the prime subgrant ee receives from ARC. The prime subgrantee agrees fu rther to return retainage pa yments to each subcontractor within 30 days aft er the subcontractors work is sat isfactorily completed. Any dela y or postponeme nt of payment from the above referenced t ime frame ma y occur only for good cause following written approval of ARC. This clause applies to both DBE and non-DBE subcontracts. Any su bgrantee found not to be in compliance with this clause will be considered in breach of contract and any further pa yments will be wit hheld unt il corrective action is taken. If subgrantee does not take correct ive action, subgrantee ma y be subject to contract terminat ion. 7. Assignabilit y. The Subgrantee shall not assign, sublet or transfer all or any portion of its interest in this agreement without the prior written approval of ARC. 8. Amendments. ARC may require changes in this agreement. Except for terminat ion for cause or convenience, such changes, including any increase or decrease in the amount of the Subgrant ee's compensat ion shall be incorporat ed in written amendments to this agreement. Amendments to this agreement ma y be executed on behalf of ARC only by ARC's Execut ive Director and Chairman. 9. Ins urance. The Subgrantee will have and maintain insurance coverage that complies with the laws of the state of Georgia, as well as reasonable and prudent business pract ices. Such insurance shall at le ast include Worker’s Compensation, Public Liabilit y, Property Damage. 3 of 13 10. Indemn ificat ion. To the extent permitted by Georgia law, t he Subgrantee shall hold harmless and indemnif y AR C, its officers, directors, and emplo yees fo rm and against losses, reasonable attorney’s fees and costs, that may be based on any in jur y to persons or property caused b y the negligent perfo rmance of services under this agreement by the Subgrantee or any person emp lo yed by the Subgrantee. 11. Formal Communicat ion. Formal communications regarding this agreement shall include, but not necessar ily be limited to correspondence, progress reports and fiscal reports. All for mal communicat ion regarding this agreement shall be in writ ing bet ween the person execut ing this agreement on behalf of the Subgrantee (executor) and ARC's Execut ive Director. However, the Subgrant ee executor and AR C's Execut ive Directo r shall each have the right to designat e in writ ing to the other an agent to act in his or her behalf regarding this agreement. Any restrict ions to such designat ion must be clearly defined in the written designat ion. In this regard, ARC’s Execut ive Director hereby designat es the Director of the Center for Livable Communit ies as his agent for purposes of this contract only, except for Amendments and Terminat ions. In this regard, the City of Milton’s Mayor hereby designat es Parag Agrawal as his agent for purposes of this contract only, except for Amendments and Terminat ions. 12. Reports. The Subgrantee shall furnish ARC with narrative progress reports, in such form and frequenc y as ma y be specified by ARC 's E xecutive Director or his authorized agent, outlin ing the work accomp lished by the Subgrantee during the period, including the current status of the Project, and the percent age of work which has been completed. 13. Financial Reports. In addit ion to other records required by this contract, t he Subgrantee agrees to provide to ARC such addit ional financial reports in such form and frequenc y as ARC may require in order to meet ARC's requirements for reporting to the Concerned Funding Agencies. 14. Pro gram Fraud and Fa lse or Fraudulent Statements or Related Acts. The Subgrantee acknowledges that the provisions of the Pro gram Fraud Civil Remedies Act of 1986, as amended, 31 U.S.C. § 3801 et seq. and U.S. DOT regulations, "Program Fraud Civil Remedies," 49 C.F.R. Part 31, apply to its actions pertaining to this Project. Upon execut ion of the under lying contract, the Subgrant ee certifies or affirms the truthfulness and accuracy of any statement it has made, it makes, it ma y make, or causes to be made, pertaining to the under lying contract or the project for which this contract work is being perfo rmed. In addit ion to other penalt ies that may be applicable, the Subgrantee further acknowledges that if it makes, or causes to be made, a false, fict it ious, or fraudulent claim, statement, submission, or certificat ion, the Federal Government reserves the right to impose the penalt ies of the Program Fraud Civil Remedies Act of 1986 on the Subgrantee to the extent the Federal Government deems appropriate. 15. Review and Coordinat io n. To ensure adequate assessment of the Subgrant ee's project and proper coordinat ion amo ng interested parties, ARC shall be kept fully informed concerning the progress of t he work and services to be perfo rmed hereunder. The Subgrantee ma y be 4 of 13 required to me et with designated representatives o f ARC and the Concerned Funding Agencies from time to t ime to review the work and services performed. The Subgrantee shall be given reasonable written notice of such meetings. 16. Inspect ions. Authorized representatives of ARC and the Concerned Funding Agencies may at all reaso nable times review and inspect the Project act ivit ies and dat a collected pursuant to this agreement. Except where specifically prohibited by law, all report s, studies, records, and computations prepared by or for the Subgrant ee under this agreement shall be made available to authorized representatives of ARC and the Concerned Funding Agencies for inspection and review at all reasonable times in the Subgrantee's office where dat a is normally accumulated. Approval and acceptance of such material shall not relieve the Subgrant ee of its pro fess ional obligat ion to correct, at its expense, any errors found in the work unless such errors can be shown to be caused by inaccurate or incomplete informat ion provided by ARC. 17. Maintenance o f Cost Records. The Subgrant ee shall maintain all books, documents, papers, accounting records and other evidence pertain ing to costs incurred on the Project and shall make such material available at all reasonable times during the period of the agreement, and for three years from the date of final pa yment under the agreement, for inspect ion by ARC, the Concerned Funding Agencies, and if the work and services to be performed under this agreement is wholly or partially funded with federal funds, the Comptroller General of the United States, or any of their duly authorized representatives. The Subgrantee shall include the provisions of this paragraph in any subcontract executed in connect ion with this Project. 18. No Obligat ion by the Federal Government. ARC and the Subgrantee acknowledge and agree that, notwithstanding any concurrence by the Federal Government in or approval of the solicitat ion or award of t he underlying contract, absent the express written consent by the Federal Government, the Federal Government is not a part y to this contract and shall not be subject to any obligat ions or liabilit ies to ARC, the Subgrantee, or any other part y (whether or not a part y to that contract) pertaining to any matter result ing from the underlying contract. 19. Status as Independent Contractors. Nothing contained in this agreement shall be construed to constitute the Subgrantee or any of its emplo yees, servants, agents or subcontractors as a partner, emp lo yee, servant, or agent of ARC, nor shall eit her part y to this agreement have any authorit y to bind the other in any respect, it being intended that each shall remain an independent contractor. 20. Subgrant ee's Personnel. The Subgrantee represent s that it has, or will secure at its own expense, all personnel required to perform the services under this agreement. Such personnel shall not be emplo yees of ARC, nor shall such personnel have been emp lo yees of ARC during any t ime wit hin the twelve-month period immediately prior to the date of this agreement, except with the express prior written consent of ARC. Further, the Subgrantee agrees that no such former ARC emp lo yees shall be invo lved in any wa y with the performance o f this agreement, without the express prior written approval of ARC. 21. Emplo yees' Rat e of Compensat ion. The rat e of compensat ion for work performed under this project by a staff member or emp lo yee of the Subgrantee shall not exceed the compensat ion 5 of 13 of such person that is applicable to his or her other work activit ies for the Subgrantee. Charges for sala r ies and wages of individuals shall be supported by t ime and attendance and payroll distribution records. 22. Int erest of Subgrantee. The Subgrantee covenants that neither the Subgrant ee, nor anyone controlled by the Subgrantee, controlling the Subgrantee, or under common control with the Subgrant ee, nor its agent s, emp lo yees or Subgrantees, present ly has an interest, nor shall acquire an interest, dir ect or indirect, which would conflict in any manner or degree with the performance o f its service hereunder, or which would prevent, or tend to prevent, the satisfactor y per formance of the Subgrantee's service hereunder in an impartial and unbiased manner. The Subgrantee fu rther covenants that in the performance of this agreement no person having any such interest shall be emp lo yed by the Subgrantee as an agent, Subgrant ee or otherwise. If the Subgrant ee contemp lates taking some act ion which ma y constitute a vio lat ion of this paragraph, the Subgrantee shall request in writ ing the advice of AR C, and if ARC not ifies the Subgrant ee in writing that the Subgrant ee's contemplated action will not constitute a violation hereof, then the Subgrantee shall be authorized to take such act ion without being in violation of this paragraph. 23. Int erest of Members of ARC and Others. No officer, member or emp lo yee of ARC, and no public official of any lo cal government which is affect ed in any wa y by the project, who exercises any fu nct ion or responsibilit ies in the review or approval of the project or any component part thereof, shall participate in any decis ion relating to this agreement which affects his or her personal interests or the interest of any corporation, part nership or associat ion in which he or she is direct ly, or indir ectly, interested; nor shall any such officer, member or emp lo yee of ARC, or public official o f any local government affect ed by the project, have an interest, direct or indirect, in this agreement or the proceeds arising therefrom. 24. Officials Not to Benefit. No member of or delegat e to the Congress of the United States of America, resident commissioner or emp lo yee of the United States Government, shall be admitted to any share or part of this agreement or to any benefits to arise herefrom. 25. Compliance with Requirements of the Concerned Funding Agencies. The Subgrant ee shall be bound by pass through requirements of the Concerned Funding Agencies of the Grant Contract between ARC and the Concerned Funding Agencies which said Grant Contract is on file in the o ffices of ARC and is hereby ma de a part of this agreement as fully as if the same were attached hereto. ARC will notify the Subgrantee in writ ing of any applicable changes within a reaso nable time aft er ARC has received appropriate notice of such changes from the Concerned Funding Agencies. 26. Rights in Documents, Mat erials and Data Produced. For purposes of this agreement, "data" includes, but is not limit ed to means the writ ings, sound recordings, photographs, films, videotapes or other graphic representations and works of a similar nature produced as part of the work required by this agreement . ARC and the Concerned Funding Agencies shall have a non-exclusive royalty free license to make, use, sell, reproduce, modify, sublicense, disclose, distribute and otherwise exploit any resulting intellectual property developed or contributed as part of this project will be granted to use same without restriction or limitation and without compensat ion to the Subgrantee other than as provided in this 6 of 13 agreement. In addition, with respect to intellectual property that has not been developed under this agreement but that is used in the products delivered pursuant to this agreement, the Subgrantee hereby assigns, and shall insure any subcontractor contractually assigns, to ARC and the Concerned Funding Agencies, their rights under the commercial license to use such intellectual property. The Subgrant ee acknowledges that matters regarding rights to inventions and materials generat ed by or arising out of this agreement ma y be subject to certain regulations issued by the Concerned Funding Agencies. 27. Data and Software Licensing. During performance of the work covered by this Agreement ARC may provide certain data or software products, such as aerial photography or commercially available planning dat a and software, to the Subgrantee that have been obtained from var ious sources under specific licensing agreements. The Subgrantee acknowledges that any data or software that ARC may provide hereunder is provided as a non-exclusive, non-trans ferable, limited license for the Subgrantee or its Sub-Subgrantees to use the data or soft ware for the wo rk covered by this Agreement only. Unless required by Georgia law, the Subgrantee shall not redistribute, republish or otherwise make this data or software available to any party not covered by this Agreement, other than authorized subcontractors and then only for purposes of performance of the subcontractor’s work. The Subgrantee or any Sub- Subgrant ees shall not use this data or software for any work not co vered by this Agreement. The Subgrantee fu rther acknowledges that upon complet ion of the project covered by this Agreement all data and software provided by ARC will be returned to ARC and all copies of the data or software residing on t he Subgrantee’s or Sub- Subgrantee’s computer systems will be removed. 28. Publicit y. Articles, papers, bulletins, reports or other material reporting the plans, progress, analysis or results and findings of the work conducted under this agreement shall not be presented or published wit hout first submitting the same to ARC for review and comment. No such presentation shall be made unt il comments have been received fro m ARC regarding such review; provided, however, if such comments have not been received by the Subgrant ee within thirt y calendar da ys aft er such submission, it shall be presumed that ARC has no object ion thereto. ARC's comments, object ions, reservations or disagreements regarding such material s hall be accommodated as ARC shall specify. For purposes of clarity, this paragraph will not prevent: (a) City of Milton employees and officers from exchanging internal communications about the project; (b) status updates and discussions about the project at public meetings of the Milton City Council; or (c) public disclosure of records or information about the project as required by law, including the Georgia Open Records Act ; (d) Grantee from complying with the terms of its “Georgia Smart” contract with Georgia Institute of Technology, which cont ains various publicity/public disclosure requirements, including the requirement that: “Except for publicity related to the Challenge and compliance with the Georgia Open Records Act, the parties shall mutually agree to public releases involving the challe nge projects.” 29. Assurances. The Subgrantee hereby assures and certifies that it will comply with the appropriate regulations, policies, guidelines and requirements (as applicable), including, but not limited to, 2 CFR Part 200, “Uniform Adminis trative Requirements, Cost Princip les, and Audit Requirements for Federal Awards,” and to the extent applicable and not superseded by current law: 48 CFR 31, “Contract Cost Princip les and Procedures,” Execut ive Order 12372, “Intergovernmental review o f Federal programs,” U.S. Office of Management and 7 of 13 Budget Cir cular Nos. A 21, “Cost Princip les for Educational Inst itutio ns,” and A 133, “Audits of St ates, Local Governments and Non-Pro fit Organizat ions,” or other requirements imposed by ARC or the Concerned Funding Agencies concerning requirements of law or project matters as expressly made applicable by ARC herein, as the y relate to t he applicat ion, acceptance, use and audit of federal funds for this federally assisted project. For audits of fiscal years beginning on or aft er December 26, 2014, the provisions of 2 CFR 200.501 supersede OMB circular A133. A nonfederal entit y that expends $750,000 or more in federal awards during it s fiscal year must have a single or program-specific audit conducted for that year. Also, the Subgrant ee gives assurance and certifies with respect to t his agreement that: a. For all agreements: i. It possesses legal authorit y to apply for this agreement, and, if appropriate, to finance and construct any proposed facilit ies; and, any required resolut ion, motion or similar action has been duly adopted or passed as an official act of the Subgrant ee's governing bo dy; that proper authorizat ion exists for the filing of the applicat ion, including all understandings and assurances cont ained therein, and direct ing and authorizing the person ident ified as the official representative of the Subgrantee to act in connect ion with the applicat ion and to provide such addit ional information as may be required, and, upon ARC approval of its applicat ion, that the person ident ified as the official representative of the Subgrantee is authorized to execute an agreement incorporating the terms of its applicat ion. ii. It understands that the phrase "federal financial assistance" includes any form of loan, grant, guarant y, insurance pa yment, rebate, subsid y, disaster assistance lo an or grant, or any other form of direct or indirect federal assistance. iii. It will comply with Tit le VI of the Civil Right Act of 1964 (P.L. 88-352 and 42 USC 2000d) and in accordance with Tit le VI of that Act, no person in the United States shall, on the ground of age, handicap, religion, creed or belief, political affiliat ion, sex, race, color, or nat ional origin, be excluded fro m participation in, be denied the benefits of, or be otherwise subjected to discriminat ion under any pro ject o r activit y for which the applicant receives federal financial assistance and will immediately take any measures necessar y to effectuate this assurance. The Subgrant ee shall take affirmat ive action to ensure that qualified applicants are emp lo yed and qualified subcontractors are sele ct ed, and that qualified emp lo yees are treated during emp lo yment, without regard to their age, handicap, religion, creed or belief, po lit ical affiliation, race, color, sex or national origin. Such action shall include but not be limited to the following: emplo yment, upgrading, demo tions, or transfers; recruitment or recruitment advertising; la yo ffs or terminat ions; rates of pa y or other forms of compensation; select ion for training including apprent iceship, and participat ion in recreational and educatio nal act ivit ies. The Subgrantee shall in all solicitat ions or advertisements for subcontractors or emp lo yees placed by or on behalf of the Subgrant ee, state that all qualified applicants will receive considerat ion for emp lo yment wit hout regard to age, handicap, religion, creed or belief, political affiliation, race, color, sex or national origin. The Subgrant ee shall not discriminate against any qualified client or recip ient of services provided through this agreement on the basis of age, handic ap, religion, creed or belief, political affiliatio n, race, color, sex or national origin. The Subgrantee shall cause foregoing 8 of 13 provis io ns to be included in all subcontracts for any work covered by this agreement so that such provisions will be binding upon each subcontractor. The Subgrantee shall keep such records and submit such reports concerning the racial and ethnic origin of applicants for emp lo yment and emp lo yees as ARC or the Concerned Funding Agencies ma y require. The Subgrantee agrees to comply with such rules, regulations or guidelines as ARC or the Concerned Funding Agencies ma y issue to implement the requirements of this paragraph. iv. It will comply with applicable requirements of the provis ions of the Uniform Relocation Assistance and Real Propert y Acquisit ions Act of 1970 (P.L. 91-646) which provides for fair and equitable treatment of persons displaced as a result of federal and federally assisted projects. v. It will comply with the applicable provisions of the Hatch Act which limit s the polit ical activit y of emp lo yees. vi. It will establish safeguards to prohibit emplo yees from using their posit ions for a purpose that is or gives the appearance of being motivated by a desire for private gain for themselves or others, particularly those wit h whom they have family, business, or other ties. vii. It will cooperate with ARC in assist ing the Concerned Funding Agencies in this compliance with Sect ion 106 of the Nat ional Historic Preservat ion Act of 1966, as amended (16 U.S.C. 470), Execut ive Order 11593, and the Archeolo gical and Historic Preservat ion Act of 1966 (16 U.S.C. 469a-1 et set.) by (a) consult ing, through ARC, with the State Historic Preservat ion Officer on the conduct of investigat ions, as necessary, to ident if y properties listed in or eligib le for inclusion in the National Register of Historic Pla ces that are subject to adverse effects (see 36 CFR Part 800.8) by the activit y, and notifying, through ARC, the Concerned Funding Agencies of the existence of any such properties, and by (b) complying wit h all requirements est ablished by ARC or the Concerned Funding Agencies to avoid or mit igate adverse effects upon such properties. viii. For agreements not involving federal financial assistance for construction, it will insure that the facilit ies under its ownership, lease or supervision which shall be utilized in the accomplishment of the Project are not listed on the Environmental Protection Agenc y's (EPA) list of Violating Facilit ies and that it will notify the Concerned Funding Agencies, thro ugh ARC, of the receipt of any communicat ion from the Director of the EPA Office o f Federal Act ivit ies indicting that a facilit y to be used in the project is under considerat ion for list ing by EPA. ix. It will comply with E xecut ive Order 11246, ent it led "Equal Emplo yment Opportunit y," as amended by Execut ive Order 11375, and as supplemented in U.S. Department of Labor regulations (41 CFR Part 60). x. The Subgrantee agrees that throughout the performance of this contract it will remain in full compliance with all federal and state immigration laws, including but not limited to provisions 8 USC 1324a and O.C.G.A. § 13-10-91 regarding the unlawful emp lo yment 9 of 13 of unauthor ized aliens and verificat ion of la wful pr esence in the United States. Thereunder, Subgrantee will ensure that only persons who are cit izens or nationals of the United States or non-cit izens authorized under federal immigration laws are emp lo yed to per fo rm ser vices under this contract or any subcontract hereunder. xi. The Subgrantee agrees to comply with mandatory standards and policies relating to energy efficienc y which are cont ained in the state energy conservat ion plan issued in compliance with the Energy Polic y and Conservat ion Act. The Subgrantee fu rther agrees to include the provisions contained in the fo rgoing paragraph in each subcontract for services hereunder. The Subgrantee shall not retaliate or take any adverse act ion against any emplo yee or any subcontractor for reporting, or attemp t ing to report a vio lat ion(s) regarding applicable immigration laws. b. For agreements involving either full or partial federal financial ass istance for construction projects(s): i. It will comply with the provisions of Execut ive Order 11296, relating to evaluation of flood hazards, and Execut ive Order 11288, relating to the prevent ion, control, and abatement of water pollut ion. ii. It will require the facilit y to be designed to comply with the "American Standard Specificat ions for Making Buildings and Facilit ies Accessible to and Usable by, the Physically Handicapped," Number A117 1-1961, as modified (41 CFR 101 - 17.703). The Subgrantee will be responsible for conduct ing inspections to ensure compliance by the Subgrantee with t hese specificat ions. c. For agreements exceeding $100,000.00 in federal financial assistance: i. It will comply with all applicable standards, orders, or requirements issued under section 306 of the Clean Air Act (42 U.S.C. 1857 (h), section 508 of the Clean Water Act (33 U.S.C. 1368), Executive Order 11738, and Environmental Protection Agency regulations (40 CFR Part 15). 30. Certificat ions. a. Prohibition Against Use of Funds to Influence Legislat ion (Lobbying). No part of any funds under this agreement shall be used to pay the sala r y or expenses of any Subgrant ee, or agent acting for the Subgrant ee, to engage in any act ivit y designed to influence legis lat ion or appropriat ions pending before the Congress as stated in 49 CFR 20. b. Debarment and Suspension. The Subgrantee agrees to comply with the no nprocurement debarment and suspension rules in 49 CFR 29. 10 of 13 c. Drug-Free Workplace. The Subgrantee agrees and certifies that it will comply with the requirements for a Drug-Free Workplace, as described in Sect ion 50-24-3 of the Official Code of Georgia, including passing through this requirement to lower tier Subgrant ees. d. The Subgrantee agrees and hereby certifies that it will comply with the Georgia Securit y and Immigrat ion Compliance requirements of O.C.G.A. § 13-10-91. 31. Other Requirements. In addit ion to other requirements of this agreement, the Subgrantee agrees to comply with, and shall be bound by, the applicable terms and condit ions of all state and federal la ws or regulations governing and defining resources, pro ject administration, allowable costs and associated procurement standards, and t he ARC Disadvant aged Business Enterprise Plan (in comp liance with 49 CFR Part 26), as appropriate. In addit ion, the Subgrantee further agrees to comply with the DBE Utilizat ion P lan submit ted to ARC as part of its proposal. All such documents are hereby made part of this agreement fully as if the same were attached hereto. The Subgrantee shall not discriminate on the basis of race, color, nat ional origin, or sex in the performance of this agreement. The Subgrant ee shall carr y out applicable requirements of 49 CFR 26 in the award and administration of DOT assisted agreements. Failure by the Subgrant ee to carr y out t hese requirements is a material breach of this agreement, which may result in the terminat ion of this agreement or such other remed y as the recip ient deems appropriate. The Subgrantee agrees to pay each subcontractor under this prime agreement for satisfactory performance o f its agreement no later than thirt y business days from the receipt of each payment that said prime Subgrant ee receives from AR C. The prime Subgrantee agrees further to return retainage pa yments to each subcontractor within thirt y bu siness days aft er the subcontractors wo rk is satisfactorily completed. Any dela y or postponement of pa yment from the above referenced t ime frame ma y occur only for good cause following written approval of ARC. This clause applies to both Disadvant aged Business Enterprises and non- Disadvant aged Business Enterprises. 32. Terminat ion for Mutual Convenience. ARC or the Subgrantee ma y t erminate this agreement in whole or in part when both parties agree that the continuat ion of the project would not produce beneficial results commensurate with the fu rther expenditure of funds. The two parties shall, through formal written amendment, agree upon the terminat ion condit ions, including the effect ive date and, in the case of partial terminat io n, the portion to be terminated. The Subgrantee shall not incur new obligat ions for the terminated portion aft er the effect ive dat e, and shall cancel as many outstanding obligat ions as possible. ARC shall evaluate each no ncancelable obligat ion to determine its eligib ilit y for inclusion in project costs. Settlement will be made in accordance with the terms and condit ions of this agreement. ARC shall allow full credit to the Subgrantee for the ARC share of the no n- cancelable obligat ions, properly incurred by the Subgrantee prior to terminat ion. 33. Terminat ion for Convenience. ARC ma y terminat e this agreement, in whole or in part, at any t ime by giv ing wr itten notice to the Subgrant ee of such terminat ion and specifying the effect ive date thereof, at le ast fifteen da ys before the effect ive date of such terminat ion. In 11 of 13 that event, all infor matio n and material produced or collected under this agreement and/or used in the performance of the scope of services s hall, at the option of ARC, become its propert y. If this agreement is terminated by ARC as provided in this paragraph, the Subgrant ee will be reimbursed for the otherwise allowable actual expenses incurred by the Subgrant ee up to and including the effective date of such terminat ion, as aut horized in Attachment "B." The Subgrantee shall not incur new obligations for the terminated portion aft er the effect ive dat e, and shall cancel as many outstanding obligat ions as possible. ARC shall evaluate each no ncancelable obligat ion to determine its eligib ilit y for inclusion in project costs. 34. Terminat ion of the Agreement for Cause. If the Subgrantee, due to its act ion or failure to act, shall fail to fulfill in a timely and proper manner its obligat ions under this agreement, or if the Subgrantee has or shall vio late any of the covenants, agreements, representations or st ipulations of this agreement, ARC shall thereupon have the right to terminate this agreement by giving written notice to the Subgrantee of such terminat ion and specifying the effect ive date thereof, at le ast five da ys befo re the effect ive date of such terminat ion. In such event, all infor matio n and materials collected or produced under this agreement and/o r used in the performance of the scope of services s hall, at the option of ARC, become its propert y. The Subgrant ee shall be ent it led to receive just and equitable compensat ion for any sat isfactor y work comp leted under the Scope of Service up to and including the effect ive date of terminat ion as authorized in Attachment "B." Notwithstanding the fo regoing to the extent provided by law, the Subgrantee shall not be relieved of liabilit y to ARC for damages sustained by ARC by virtue of any breach of this agreement by the Subgrant ee and ARC may withho ld any pa yments to the Subgrant ee for the purpose of set- off for damages caused by the Subgrantee's breach, until such time as the exact amount of damages to ARC from the Subgrantee is determined. 35. Terminat ion Due to Non-Availabilit y of Funds. Notwithstanding any other provision of this agreement, in the event t hat any of the funds for carrying out t he functions to which this agreement relates do not become available, then, upon written notice to the Subgrant ee, this agreement ma y be immediately terminated without further obligat ion of ARC. 36. Suspension Due to Non-Availabilit y of Funds. The Concerned Funding Agencies have the right to suspend financial assistance for this project. Consequent ly, ARC reserves the same right regarding this agreement. Such suspension would cause the withho lding of further payments and/or prohibit ing the Subgrant ee from incurring additional obligat ions during the suspension per iod. However, unless notified in writing to the contrary, such suspension would not invalidate obligat ions otherwise properly incurred by the Subgrantee prior to the date of suspension to the extent that they are no ncancelable. 37. Disputes and Appeals Any dispute concerning a question of fact arising eit her from a Subgrant ee or subgrant sele ct ion decision, or under a Subgrant ee or subgrant contract, once executed, shall be decided by the cognizant Center Director who, after advisory consultation with all appropriate ARC officials (e.g., Directo r of Business Services, General Counsel, etc.), shall prompt ly reduce such decis ion concerning the question of fact to writ ing and mail, or otherwise furnish a copy thereof, to the disputing part y (i.e., as appropriate, either: the unsuccessful proposer; or the Subgrantee or subgrantee). The Cent er Dir ector shall concurrent ly fully advise the disputing part y, in writing, of the provisions outlined herein 12 of 13 below concerning the disput ing part y's right to appeal the decision to the ARC Execut ive Director. A copy of all such documents shall also be fu rnished to the Director of Business Services. The decis ion of the Cent er Director shall be final and conclusive unless, within ten (10) calendar da ys of receipt of such written decis ion, the disputing part y mails or otherwise furnishes a written appeal concerning the quest ion of fact to the ARC Execut ive Director, who shall arrange a fo rmal hearing within twent y (20) calendar da ys aft er receipt of such appeal. Both the appealing part y and the cognizant Center Director shall be notified no less than five (5) calendar days in advance of the hearing and shall have the right to present witnesses and give evidence concerning the quest ion of fact at such time. Wit hin twent y (20) calendar da ys aft er the hearing, the Executive Director shall make a decision concerning the quest ion of fact in writ ing to the appealing part y and to the cognizant Center Director. A copy of the decis ion shall also be furnished to the Director of Business Services. The decis ion of the Execut ive Director concerning the question of fact shall be final and conclusive unless determined by the cognizant grantor agenc y or agencies, or the Comptroller General of the United States, or a court of competent jurisdict ion to have been arbitrar y, capr icious, an abuse of discret ion or otherwise not in accordance with t he law. Pending final decis ion of an appeal to the Execut ive Directo r under a Subgrantee or subgrant cont ract alread y executed, the Subgrant ee or subgrant ee shall proceed diligent ly with the performance of the contract and in accordance with the cognizant Center Director's decis ion. Nothing in the fo regoing shall be construed as making final the decisions of the cognizant Center Director or the Executive Director as such decis ion relate to quest ion of law. 38. Applicable Law. This agreement shall be deemed to have been executed and performed in the State of Georgia. All questions of interpretation and construction shall be construed by the laws of Georgia. [SIGNATURES ON FOLLOWING PAGE] 13 of 13 IN WITNESS WHEREOF, the Subgrant ee and ARC have executed this agreement as of the day first above wr itten. ATTEST: CITY OF MILTON, GEORGIA B y: Tit le: ATTEST: ATLANTA REGIONAL COMMISSION B y: _ ARC Assistant Secretar y Execut ive Director A- 14 ATTACHMENT A Scope of Work I. General: The work to be accomplished is in support of the following Atlanta Regio nal Commis sion (ARC) sub-element: 902 CAS - Livable Cent ers Init iative Invest ment Policy Studies (LCI) II. Area covered: All the necessar y services provided in this subgrant contract will support the development of a Sma rt er, Safer Routes to School program in the Crabapple area of the Cit y of Milton. III. Goal: Portions of the Atlanta Metropolitan Transportation Planning Area are in maintenance for both o zone and PM2.5 standards under the Clean Air Act under the Clean Air Act Amendments of 1990. Because of this designat ion, the region must look toward better development practices that support increased use of transportation modes other than single occupant vehicles (SOV) to help reduce emissions and meet air qualit y requirements. The LCI Program seeks to increase the use of alternat ives to driving alone by develo p ing transportation projects and other programs to improve accessibilit y, expand mixed-uses, utilize transit and support further development in the study area. Evaluation of the exist ing structure and development of likely scenarios should produce recommendat ions for future investment that support ARC’s Livable Centers Init iative Program. IV. Background: The Crabapple communit y implemented a Safe Routes to School (SRTS) program in 2009 to promote walk ing and bic ycling to school, working wit h three local schools to make infrastructure improvements including filling sidewalk gaps, installing signage, adding or improving crosswalks, and ensuring ADA accessibilit y. While this program helped to increase the number of students walk ing to schoo l, safet y concerns remain a barrier to walk ing and bicycling. The Sma rter, Safer Routes to School program intends to address this issue. V. Work Tasks: The S ma rter, Safer Routes to School program is being developed through the Georgia Smart Communit ies Challenge Program, in partnership with Georgia Tech, the At lanta Regional Commis sion, Fulton Count y Schools (Crabapple Crossing Elementar y School, Northwestern Middle School, and Milton High School), and the Cit y of Milton. The work to be completed under this cont ract is divided into the following tasks: Task 1 – Public Involvement A focus group will meet at key mo ments in the process, including project kickoff, before app development begins, once the draft app has been developed, and aft er the app has been completed. The group, organized by the sponsor (the City of Milton), will consist of students and parents living within or about one mile of the three schools. Focus group meet ings will be used to discuss barr ie rs students and parents face in walk ing or bic yc ling to school and to A- 15 det ermine the app cont ent and organizat ion. The sponsor will also gauge the parents’ interest in and abilit y to volunteer to lead groups of students. The sponsor will conduct stakeholder interviews in addit ion to the focus group to determine key barr ie rs to walk ing and bicycling to school and to discuss use and implementation of the app. Stakeholders should at a minimum include students of all ages and abilit ies, parents, and teachers and administrators. A Project Management Team (PMT) consist ing of representatives from Fulton Count y Schools, local schools, the Cit y of Milton, ARC, the Georgia Tech Research Team, and the Subgrantee’s retained planning consultant will hold monthly meetings. These ma y be in person or conference calls. Task 2 – Data Collection and Research The sponsor will collect data and research exist ing condit ions to determine key routes to the schools. This research will consist of the following (at a minimum): Level of traffic stress Conditions of exist ing pedestrian and bic ycle fa cilit ies Signals and crossings On-street parking inventory Right -of-wa y width throughout the study area Exis t ing wa yfinding Based on this research as well as input from the public, the sponsor will map certain ke y routes that are both safe and pract ical for a substant ial number of students. The routes mapped will be presented to the focus group for feedback. Task 3 – App Development Based on guidance from the PMT, init ial focus group meet ings, and st akeholder interviews, the sponsor will deter mine elements to be included in the app. These ma y include, but are not limited to, t he following: Map of designated routes, including real-time tracking of groups Notificat ion system for student arrival at school Abilit y to sign up as parent volunteer or jo in an exist ing group Info rmation on local weather Data on number of Milton students walk ing and bicycling to school over time Abilit y to send messages to other students and parents Reporting feature for hazards alo ng routes The app should be shown to and tested by the PMT, focus group, and st akeholders for feedback. Task 4 – Prepare Project Deliverables The deliverables will include the app as well as a final document. The do cument should include: A summar y o f public invo lvement from Task 1 A- 16 Exis t ing condit ions research from Task 2 Maps of the routes ident ified on the app Recommendat ions for improving safet y and increasing the number of students walk ing and bic ycling to school Per sect ion 26 of the contract, an unlimited license to use and convey the data/software developed with as part of this project is reserved to ARC and the Concerned Funding Agencies in the app development. No information developed with as part of this project should be proprietar y or restricted and should be maintained as open source. The parties acknowledge that the app software may rely on underlying technologies or code developed outside performance of this agreement – the Subgrantee and its subcontractors will convey to the ARC and Concerned Funding Agencies their rights under the commercial licenses needed to use such technologies or code. Format of Deliverables: Monthly progress reports to ARC One (1) overall document, which includes the following: o PDF file of the document, any appendices and maps o Electronic files in their original formats with supporting graphics and GIS or other data files (Excel, CAD, InDesign, etc.) “Sma rter, Safer Routes to School” applicat ion, including source code A- 17 Attachment A City of Milton Smarter, Safer Routes to School Study Area B- 18 ATTACHMENT B Compensation and Method of Payment I. Compensat ion: The total cost of the Project (as described in “Attachment A”) is $62,500. AR C’s compensat ion to the Subgrantee will not exceed 80 percent of the actual costs incurred. Ho wever, in no event will the total compensat ion and reimbursement, if any, to be paid to the Subgrant ee under this cont ract exceed the sum of $50,000. All costs in excess of $50,000 are to be paid by the Subgrant ee. A breakdown of this compensat ion is shown in Exhibit B-1, “Budget Estimate”, which is att ached to and made part of this contract for financial reporting, monitoring and audit purposes. II. Method of Pa yment: The following method of payment replaces that specified in the main bo dy of the contract. A. Pro gress Payments: The Subgrantee shall be entit led to receive progress payments on the following basis. As of the last day of each mont h during the existence of this contract, the Subgrant ee shall prepare an invo ice for payment documenting work completed and costs incurred during the invoice period. This invoice shall be submitted to ARC along with the monthly report by the 10th of the following month. Any work for which reimbursement is requested ma y be disallowed at ARC’s discretion if not properly documented, as determined by ARC, in the required mo nthly narrat ive progress report. Upon the basis of its audit and review of such invo ice and its review and approval of the monthly reports called for in the paragraph concerning “Reports” in the main body o f the contract, ARC will, at the request of the Subgrant ee, make pa yments to the Subgrant ee as t he work progresses but not more often than once a mo nth. Invoices shall reflect 100% of the allowable actual out-of- pocket costs incurred (not including the value of in-kind services provided by the Subgrantee), be numbered consecut ively and submitted each month unt il the project is completed. Reimbursement payment s from ARC shall be at 80% of the approved invo iced costs Subgrant ee’s monthly invoices and monthly narrative progress reports are to be submitted to t he ARC Director or his authorized agent and must be received by him not later than the 10th da y of the following month. ARC may, at its discretion, disallow payment of all or part o f an invo ic e received after this deadline. B. Final Payment: Final payment shall only be made upon determinat ion by ARC that all requirements hereunder have been completed. Upon such determinat ion and upon submittal of a final invoice, ARC shall pay all compensat ion due to the Subgrant ee, less t he total of all previous progress pa yments made. Subgrant ee’s final invoice and summar y document (as described in “Attachment A, Task 2 – B- 19 Prepare Project Deliverables”) must be received by ARC no later than t en days aft er the project complet ion date specified in Paragraph 3 of the contract. ARC may, at its discretion, disallow payment of all or part of a final invoice received aft er this deadline. III. Complet ion of Project: It is agreed that in no event will the ma ximum compensat ion and reimbursement, if any, to be paid to the Subgrant ee under this contract exceed $50,000 and that the Subgrantee expressly agrees that he shall do, perform and carr y out in a sat isfactory and proper manner, as determined by AR C, all of the work and services described in Attachment A. IV. Access to Records: The Subgrantee agrees that ARC, the Concerned Funding Agenc y or Ag encies and, if appropriate, the Comptroller General of the United States, or any of their duly authorized representatives, shall have access to any books, documents, papers and records of the Subgrant ee which are directly pertinent to the project for the purpose of making audit, examinat ion, excerpts and transcriptions. The Subgrantee agrees that failure to carry out the requirements set forth above shall constitute a br each o f contract and may result in terminat ion of this agreement by ARC or such remed y as ARC deems appropriate. V. ARC ’s Designated Agent: In accordance with Paragraph 5 of the main bo dy of this cont ract, ARC’s Execut ive Director hereby designates ARC’s Dir ector of the Cent er for Livable Communit ies, as his agent (“Cognizant Center Director”) for purposes of this contract only, except for execut ing amendments hereto. The Subgrantee hereby designates its Community Development Director (Parag Agrawal) for purposes of this contract only, except for executing amendments hereto. B- 20 EXHIBIT B-1 Budget Estimate Task 1 – Public Involvement $12,500 Task 2 – Data Collect ion and Research $10,000 Task 3 – App Development $35,000 Task 4 – Prepare Project Deliverables $5,000 Total Cost $62,500 ARC Share (80%) $50,000 Local Share (20%) $12,500 * Note: The est imates listed above are preliminar y and actual costs by task may var y so lo ng as the total contract value does not increase. Any change to the budget estimates shown above must be request ed in wr it ing and approved by AR C’s Cognizant Center Director. 1 Georgia Smart Communities Challenge Event Participation Grant Acceptance Please complete and return this to: Greg McCormick, greg.mccormick@gtri.gatech.edu In acceptance of the Georgia Smart Communities Challenge Grant, you agree to the following terms and conditions: Participation Upon selected to participate in the Georgia Smart Communities Challenge, your team agrees to the following: 1. Participate in all required workshops and meetings to include three (3) one day meetings at Georgia Tech-Atlanta (Initial kick-off meeting, Interim status meeting, and Final review meeting) and one meeting with Georgia Smart representatives in your community (site visit). 2. Use of the Grant funds to implement the written winning proposal. 3. Provide and use the matching funds ($50,000: At least $10k cash and up to $40k like-kind) to implement the written winning proposal as outlined in the proposal. 4. Produce a mid-year report and final work product in the form of a final report, which will be a public document. 5. Support a student intern from Georgia Tech working in your community as part of the Georgia Smart Community Corps summer internship program during the months of May-July 2019 (Funding provided by Georgia Tech outside Georgia Smart funding). 6. Enter into a data sharing agreement with mutually agreeable terms and conditions that includes: a. The Community participant will provide data sets to Georgia Tech as required for Georgia Tech researcher(s) to assist the community in implementing the project. b. Either party may use the data to generate aggregate data, in use for internal research studies, educational programs, or other approved uses as agreed, and to prepare publications, provided that confidential or personally identifiable data will not be released outside Georgia Tech without community permission. If your proposal includes non-governmental partners, you agree to provide a letter of understanding from each collaborating entity which details their role and indicates their understanding of the terms and conditions and their agreement to the same. 2 Intellectual Property Projects are intended to be shared broadly with the community and the State of Georgia. As a participant you understand that any confidential/proprietary information you include in your reports will be shared with the public. You further understand and agree that you will be responsible for obtaining necessary licenses/rights to use any background intellectual property required to implement your project. You agree that the results from the proposed project will be made available to the public at no cost. Participant retains authorship in their contributions and hereby grants a non-exclusive royalty free license to make, use, sell, reproduce, modify, sublicense, disclose, distribute and otherwise exploit any resulting intellectual property developed or contributed as part of this project to the Georgia Institute of Technology. Funding You understand Georgia Tech has arranged for grant funding to be transferred to you as specified in the following funding description. For Georgia communities, funding will be transferred from the Georgia Tech Research Corporation to the community in two installments, the first at the beginning of the project (by Oct 1st, 2019) and the second at the project midpoint (by March 1st, 2020). For Metro-Atlanta communities, funding will be transferred according to a compensation method that is outlined by the Atlanta Regional Commission (ARC). The agreement with ARC will allow for either reimbursement of valid expenses with receipt or through progress payments and will be determined by ARC prior to funding. You agree grant funds may only be expended solely for the purposes of the project described in your Georgia Smart Communities Challenge proposal and for the time period stated in the Challenge terms and conditions. Georgia Tech must approve any amendment to the proposed budget and/or duration of the grant, in advance, in writing. Any grant funds not expended or committed for the purposes of this project or within the stated period, will be returned to the Georgia Tech Research Corporation within 90 days of the expiration of the grant period. You acknowledge and agree that the [city/entity] will be awarded a grant in the amount of $50,000 US Dollars via a check or payment through ACH on either an installment (Georgia Community) or reimbursement/progress payment (Metro-Atlanta Community) schedule. You understand that you will be solely responsible for use of the grant and further understand that the [city/entity awarded] is responsible for any applicable federal, state, provincial, territorial, and local taxes (including any applicable duties and income and withholding taxes) and any other costs, expenses and fees associated with receipt if the grant and/or use not specified in the challenge terms and conditions as provided. Reporting You will provide Georgia Tech with monthly status reporting through a written memo to ensure that we are achieving the grant objectives and project goals. The Georgia Tech/Smart Georgia team may wish to make on-site visits from time to time and you agree to permit such visits during regularly scheduled business hours. At the mid-term point of the project you will provide a mid-year summary report which will include all results to date. At the conclusion of the project you will provide a final summary report which will include all results of the project that will be shared with the public. 3 Contacts Correspondence, reports etc. regarding this project should be addressed to: Greg McCormick, Director – Georgia Smart, Georgia Tech Research Institute greg.mccormick@gtri.gatech.edu AND Debra Lam, Managing Director – Smart Cities and Inclusive Innovation, Georgia Tech debra.lam@ipat.gatech.edu Warranty Disclaimer THE CHALLENGE AND ANY TECHNICAL ASSISTANCE PROVIDED ARE PROVIDED AS IS WITHOUT WARRANTY AND GEORGIA TECH DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING ANY WARRANTIES OF MERCHANTABILITY, NONINFRINGEMENT, OR FITNESS FOR A PARTICULAR PURPOSE. IN NO EVENT WILL GEORGIA TECH BE LIABLE FOR ANY INCIDENTIA, CONSEQUENTIAL, SPECIAL, OR INDIRECT DAMAGES OF ANY KIND, WHETHER IN CONTRACT, TORT OR OTHERWISE, EVEN IF ADVISED OF THE POSSIBLIITY OF SUCH DAMAGES. Publicity You grant Georgia Tech the right to use the [City/Community]’s name, location, trademarks, photograph, and/or image in any and all media now or hereafter known, worldwide and on the Internet and in perpetuity, without compensation (unless prohibited by law) or additional consents from the University or its authorized representatives or any third party and without prior notice, approval or inspection, but solely as it relates to the challenge, including, identifying the [City/Community] as one of the grant recipients/participants of the challenge. You acknowledge Georgia Tech will issue a press release related to the challenge. You agree to disclose to project participants that Georgia Tech (and other co. sponsors) have provided financial support for the project. 4 Entire Agreement This Agreement constitutes the entire agreement between the parties concerning the Challenge and supersedes any prior agreement or other communications between the parties with respect thereto. The terms may be changed only by mutual written agreement of each party. Except for publicity related to the Challenge and compliance with the Georgia Open Records Act, the parties shall mutually agree to public releases involving the challenge projects. By signing below you warrant and represent that you are an authorized representative of ___________________________, authorized to enter into agreements on its behalf and to bind the ___________________________ to the right and obligations set forth hereunder. Agreed and accepted this ________ day of ____________________ 2019. By: _________________________________________________________ Printed Name: ________________________________________________ Title: _______________________________________________________ STATE OF GEORGIA COUNTY OF FULTON RESOLUTION NO. 19-04-507 A RESOLUTION OF THE CITY OF MILTON AUTHORIZING THE SUBMISSION OF AN APPLICATION TO GEORGIA INSTITUTE OF TECHNOLOGY (GATECH) FOR THE 2019 GEORGIA SMART COMMUNITIES CHALLENGE (GEORGIA SMART) GRANT PROGRAM FOR FUNDING IN THE AMOUNT OF ONE HUNDRED THOUSAND DOLLARS ($100,000) BE IT RESOLVED by the City Council of the City of Milton, GA while in a Regular Meeting on April 22, 2019 at 6:00 p.m. as follows: WHEREAS, the Georgia Smart Communities Challenge also known as Georgia Smart, is a grant funding and research assistance program developed by Georgia Institute of Technology (GaTech) with funds provided by Georgia Power, and WHEREAS, Georgia Smart makes $50,000 available per community with a 100% match requirement, and WHEREAS, provided that the City receives the grant, Georgia Smart allows the City's matching funds to be comprised of Ten Thousand Dollars ($10,000) in cash , and Forty Thousand Dollars ($40,000) in like-kind materials, services, or donations, and WHEREAS, the Community Development Department of the City of Milton has identified Ten Thousand Dollars ($10,000) within the Community Development budget for use in the cost of the required matching funds, and can attest to Forty Thousand Dollars ($40 ,000) of like- kind resources (including , but not limited to supplies , materials, equipment, meeting space, volunteer hours and staff time) that can be attributed to the Georgia Smart grant, and WHEREAS, the Community Development Department of the City of Milton is prepared to submit a Georgia Smart application, NOW THEREFORE BE IT RESOLVED, that the City Council of the City of Milton does hereby authorize the Community Development Department to submit an application to Georgia Institute of Technology for the 2019 Georgia Smart grant program in the amount of One Hundred Dollars ($100,000). RESOLVED this 22 nd, day of April 2019 Approv~ Joe Lockwooti , Mayor Attestcrm