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Agenda Packet - CC - 09/09/2020
2006 HERITAGE WALK, MILTON, GA 30004 ǀ 678.242.2500 ǀ WWW.CITYOFMILTONGA.US Persons needing special accommodations in order to participate in any City meeting should call 678.242.2500. Joe Lockwood, Mayor CITY COUNCIL Peyton Jamison Paul Moore Laura Bentley Carol Cookerly Joe Longoria Rick Mohrig CITY COUNCIL CHAMBERS City Hall Wednesday, September 9, 2020 Regular Council Meeting Agenda 6:00 PM INVOCATION –Sarah LaDart 1)CALL TO ORDER 2)ROLL CALL 3)PLEDGE OF ALLEGIANCE (Led by Mayor Joe Lockwood) 4)APPROVAL OF MEETING AGENDA (Add or remove items from the agenda) (Agenda Item No. 20-239) 5)PUBLIC COMMENT (General) MILTON CITY COUNCIL REGULAR COUNCIL MEETING SEPTEMBER 9, 2020 Page 2 of 7 Persons needing special accommodations in order to participate in any City meeting should call 678.242.2500. 6) CONSENT AGENDA 1. Approval of the August 3, 2020 Regular City Council Meeting Minutes. (Agenda Item No. 20-240) (Sudie Gordon, City Clerk) 2. Approval of the Financial Statements and Investment Report for the Period Ending July 2020. (Agenda Item No. 20-241) (Bernadette Harvill, Finance Director) 3. Approval of a Construction Services Agreement with DAF Concrete, Inc. for the Construction of the Cogburn Road Sidewalk Improvement Program. (Agenda Item No. 20-242) (Robert Drewry, Public Works Director) 4. Approval of an Agreement between City of Milton, Georgia and OpenEdge (a Subsidiary of Global Payments Direct, Inc.) for Electronic Payment Processing Services that Integrates with Incode. (Agenda Item No. 20-243) (Stacey Inglis, Assistant City Manager) 5. Approval of a Professional Services Agreement with Davis Engineering & Survey for Survey and Plat Services. (Agenda Item No. 20-244) (Robert Drewry, Public Works Director) 6. Approval of a Task Order between the City of Milton and Pond & Company, Inc. to Provide Preliminary Engineering for Morris Road Widening. (Agenda Item No. 20-245) (Robert Drewry, Public Works Director) 7. Approval of a Change Order #1 to the Agreement between the City of Milton and Lowe Engineers to Provide Temporary Plan Review Services (July – September 2020). (Agenda Item No. 20-246) (Parag Agrawal, Community Development Director) MILTON CITY COUNCIL REGULAR COUNCIL MEETING SEPTEMBER 9, 2020 Page 3 of 7 Persons needing special accommodations in order to participate in any City meeting should call 678.242.2500. 8. Approval of a Change Order # 1 Agreement between the City of Milton and the Atlanta Reginal Commission (ARC) to Extend the End Date of the Contract to December 10, 2020 Related to the City’s Smart Communities Grant Project – Walking School Bus. (Agenda Item No. 20-247) (Parag Agrawal, Community Development Director) 7) REPORTS AND PRESENTATIONS 1. Proclamation Recognizing Suicide Prevention. (Presented by Mayor Joe Lockwood) 2. 2020 Census Update. (Presented by Michele McIntosh-Ross, Principal Planner) 3. Presentation of Lighting Proposals for Hopewell Road at Hamby Road and Hopewell Road at Thompson Road Roundabouts. (Presented by Robert Drewry, Public Works Director) 8) FIRST PRESENTATION 1. Consideration of an Ordinance of the Mayor and Council of the City of Milton, Georgia, to Adopt Amendments to the Fiscal Year 2020 Budget for Each Fund of the City of Milton, Georgia Amending the Amounts Shown in Each Budget as Expenditures, Amending the Several Items of Revenue Anticipations, Prohibiting Expenditures to Exceed Appropriations and Prohibiting Expenditures to Exceed Actual Funding Available. (Agenda Item No. 20-248) (Bernadette Harvill, Finance Director) 2. Consideration of an Ordinance of the Mayor and Council of the City of Milton, Georgia, to Adopt the Fiscal 2021 Budget for Each Fund of the City of Milton, Georgia Appropriating the Several Items of Revenue Appropriations, Prohibiting Expenditures to Exceed Appropriations and Prohibiting Expenditures to Exceed Actual Funding Available. (Agenda Item No. 20-249) (Bernadette Harvill, Finance Director) 3. Consideration of an Ordinance to Amend Chapter 4 – Section 138 – Promotion and Sales of the Alcoholic Beverages of the Code of the City of Milton. (Agenda Item No. 20-250) (Sarah LaDart, Economic Development Manager) MILTON CITY COUNCIL REGULAR COUNCIL MEETING SEPTEMBER 9, 2020 Page 4 of 7 Persons needing special accommodations in order to participate in any City meeting should call 678.242.2500. 4. Consideration of an Ordinance to Amend Chapter 2, Article VI, Division 4, Section 2-390., Transfer or Disposition of Assets; Notice, of the Code of the City of Milton. (Agenda Item No. 20-251) (Robert Drewry, Public Works Director) 9) PUBLIC HEARING ALCOHOL BEVERAGE LICENSE APPLICATION 1. Consideration of the Issuance of an Alcohol Beverage License to W&H Star Group, Inc., 13085 Highway 9, Suite 440, Milton, GA 30004. (Agenda Item No. 20-252) (Bernadette Harvill, Finance Director) 2. Consideration of an Ordinance of the Mayor and Council of the City of Milton, Georgia, to Adopt Amendments to the Fiscal Year 2020 Budget for Each Fund of the City of Milton, Georgia Amending the Amounts Shown in Each Budget as Expenditures, Amending the Several Items of Revenue Anticipations, Prohibiting Expenditures to Exceed Actual Funding Available and Discussion Regarding Additional Occupational Tax Revenue Received. (Agenda Item No. 20-248) (First Presentation at September 9, 2020 City Council Meeting) (Bernadette Harvill, Finance Director) 3. Consideration of an Ordinance of the Mayor and Council of the City of Milton, Georgia, to Adopt the Fiscal 2021 Budget for Each Fund of the City of Milton, Georgia Appropriating the Several Items of Revenue Appropriations, Prohibiting Expenditures to Exceed Appropriations, and Prohibiting Expenditures to Exceed Actual Funding Available. (Agenda Item No. 20-249) (First Presentation at September 9, 2020 City Council Meeting) (Bernadette Harvill, Finance Director) 4. Consideration of a Resolution Transmitting a Draft Capital Improvements Element (CIE) 2020 Annual Update, Relating to the City’s Impact Fee Program, to the Atlanta Regional Commission for Regional and State Review. (Agenda Item No. 20-253) (Public Hearing held at September 9, 2020 City Council Meeting) (Parag Agrawal, Community Development Director) MILTON CITY COUNCIL REGULAR COUNCIL MEETING SEPTEMBER 9, 2020 Page 5 of 7 Persons needing special accommodations in order to participate in any City meeting should call 678.242.2500. 10) ZONING AGENDA 1. Consideration of RZ20-10 to Amend Sec 64-1 Definitions as it Relates to the Creation of Temporary Consumer Fireworks Retail Sales Facilities. (Agenda Item No. 20-229) (First Presentation at August 17, 2020 City Council Meeting) (Parag Agrawal, Community Development Director) 2. Consideration of RZ20-11 to Amend Sec 64-775 – Use Regulations – C1 (Community Business) as it Relates to the Creation of Temporary Consumer Fireworks Retail Sales Facilities. (Agenda Item No. 20-230) (First Presentation at August 17, 2020 City Council Meeting) (Parag Agrawal, Community Development Director) 3. Consideration of RZ20-12 to Create 64-1608.1 “Temporary Consumer Fireworks Retail Sales Facilities” Administrative Use Permit. (Agenda Item No. 20-231) (First Presentation at August 17, 2020 City Council Meeting) (Parag Agrawal, Community Development Director) 4. Consideration of RZ20-13 to Amend Article XIX – Crabapple Form Based Code, Definitions Article 6.1 as it Relates to the Creation of Temporary Consumer Fireworks Retail Sales Facilities. (Agenda Item No. 20-232) (First Presentation at August 17, 2020 City Council Meeting) (Parag Agrawal, Community Development Director) 5. Consideration of RZ20-14 to Amend Article XIX – Crabapple Form Based Code, Article 5, Table 9 as it Relates to the Creation of Temporary Consumer Fireworks Retail Sales Facilities. (Agenda Item No. 20-233) (First Presentation at August 17, 2020 City Council Meeting) (Parag Agrawal, Community Development Director) 6. Consideration of RZ20-15 to Amend Article XX – Deerfield Form Based Code, Definitions Article 6.1 as it Relates to the Creation of Temporary Consumer Fireworks Retail Sales Facilities. (Agenda Item No. 20-234) (First Presentation at August 17, 2020 City Council Meeting) (Parag Agrawal, Community Development Director) MILTON CITY COUNCIL REGULAR COUNCIL MEETING SEPTEMBER 9, 2020 Page 6 of 7 Persons needing special accommodations in order to participate in any City meeting should call 678.242.2500. 7. Consideration of RZ20-16 to Amend Article XX – Deerfield Form Based Code, Article 5, Table 10 as it Relates to the Creation of Temporary Consumer Fireworks Retail Sales Facilities. (Agenda Item No. 20-235) (First Presentation at August 17, 2020 City Council Meeting) (Parag Agrawal, Community Development Director) 11) UNFINISHED BUSINESS (None) 12) NEW BUSINESS 1. Consideration of a Resolution Transmitting a Draft Capital Improvements Element (CIE) 2020 Annual Update, Relating to the City’s Impact Fee Program, to the Atlanta Regional Commission for Regional and State Review. (Agenda Item No. 20-253) (Public Hearing at September 9, 2020 City Council Meeting) (Parag Agrawal, Community Development Director) 2. Consideration of An Amended Emergency Ordinance of the Mayor and Council of the City of Milton, Georgia under Section 3.18 of the Charter of the City of Milton, Georgia to Provide the Operation of the City of Milton, Georgia During the Public Emergency known as the Novel Coronavirus Disease 2019 Global Pandemic; to Become Effective Upon Adoption by the Council; to Supersede the Existing Emergency Ordinance; and for Other Purposes. (Agenda Item No. 20-254) (Ken Jarrard, City Attorney) 3. Approval of Subdivision Plats and Revisions. Name of Development / Location Action Comments / # lots Total Acres Density 1. 15060 Freemanville Road LL554 & 555 Final Plat 8 Lot Subdivision with gated private street 24.58 0.325 lots / Acre (Agenda Item No. 20-255) (Parag Agrawal, Community Development Director) MILTON CITY COUNCIL REGULAR COUNCIL MEETING SEPTEMBER 9, 2020 Page 7 of 7 Persons needing special accommodations in order to participate in any City meeting should call 678.242.2500. 13) MAYOR AND COUNCIL REPORTS STAFF REPORTS Department Updates 1. Public Works 2. Fire 3. Economic Development 14) EXECUTIVE SESSION (if needed) 15) ADJOURNMENT (Agenda Item No. 20-256) CITY COUNCIL AGENDA ITEM TO: City Council DATE: September 1, 2020 FROM: Steven Krokoff, City Manager AGENDA ITEM: Consideration Approval of the Financial Statements and Investment Report for the Period Ending July 2020 MEETING DATE: Wednesday, September 9, 2020 City Council Meeting BACKGROUND INFORMATION: (Attach additional pages if necessary) See attached memorandum APPROVAL BY CITY MANAGER: ___ APPROVED ___ NOT APPROVED CITY ATTORNEY APPROVAL REQUIRED: ___ YES ___ NO CITY ATTORNEY REVIEW REQUIRED: ___ YES ___ NO APPROVAL BY CITY ATTORNEY ___ APPROVED ___ NOT APPROVED PLACED ON AGENDA FOR: __________ September 9, 2020 X X X To: Honorable Mayor and City Council Members From: Bernadette Harvill, Finance Director Date: Submitted on August 24, 2020 for the September 9, 2020 Regular Council Meeting Agenda Item: Financial Statements & Investment Report for Period 10 – July 2020 Overview: General Fund Revenue collections for the General Fund are 4.68% over what is anticipated for the tenth period of the fiscal year. Total expenditures to-date are $23,896,015 and are 4.59% less than expected for this period of the fiscal year. Capital Project Fund Expenditures within this fund continue to occur on a project-by-project basis. With a total project expenditure budget of $13,968,570, capital expenditures-to-date total $2,233,735. Please note that the financial statements for capital related funds include current encumbrances. This will provide a clear picture of future commitments of resources prior to an actual payment being made. 1 of 13 City of Milton STATEMENT OF REVENUES & EXPENDITURES General Fund For the Period Ending July 2020 Actual Budgeted Variance over/(under)Actual Budgeted Variance over/(under) Property Tax 12,276,633 14,397 62,597 (48,200) 12,372,443 12,274,887 97,556 Motor Vehicle Tax 727,100 95,552 60,259 35,294 795,399 385,711 409,687 Intangible Tax 215,000 65,478 17,910 47,569 382,577 161,186 221,392 Real Estate Transfer Tax 100,000 14,562 8,330 6,232 94,960 74,970 19,990 Franchise Fees 2,105,800 222,571 452,050 (229,479) 1,483,112 1,653,750 (170,638) Local Option Sales Tax 8,046,653 709,934 555,217 154,718 6,648,053 6,345,767 302,286 Alcohol Beverage Excise Tax 186,000 30,718 15,500 15,218 246,445 155,000 91,445 Business & Occupation Tax 700,000 9,047 - 9,047 803,594 700,000 103,594 Insurance Premium Tax 2,500,000 - - - - - - Financial Institution Tax 52,187 - - - 52,187 52,187 - Penalties & Interest 47,946 1,105 3,304 (2,199) 47,957 41,038 6,919 Alcohol Beverage Licenses 155,000 - 2,625 (2,625) 155,758 157,625 (1,867) Other Non-Business Permits/Licenses 33,100 2,673 2,501 172 30,705 26,992 3,713 Zoning & Land Disturbance Permits 59,050 2,335 4,919 (2,584) 58,650 49,189 9,461 Building Permits 285,000 33,103 23,750 9,353 251,735 237,500 14,235 Intergovernmental Revenue - - - - - - - Other Charges for Service 438,163 13,861 37,164 (23,303) 316,862 372,296 (55,434) Municipal Court Fines 250,000 28,634 20,833 7,801 228,868 208,333 20,535 Interest Earnings 211,000 3,847 10,119 (6,272) 179,429 190,761 (11,332) Contributions & Donations 23,503 - - - 23,503 23,503 0 Other Revenue 109,325 20,775 9,574 11,201 118,956 92,137 26,819 Other Financing Sources 102,094 6,924 6,924 - 90,905 88,245 2,660 Total Revenues 28,623,554 1,275,518 1,293,576 (18,058)24,382,097 23,291,076 1,091,020 Actual Budgeted Variance over/(under)Actual Budgeted Variance over/(under) Mayor and Council 154,101 12,361 13,754 (1,393) 107,468 130,694 (23,227) City Clerk 325,928 19,888 18,747 1,141 168,067 208,171 (40,104) City Manager 644,897 56,212 58,357 (2,145) 461,723 473,534 (11,811) General Administration 57,673 1,250 4,707 (3,457) 29,199 48,196 (18,997) Finance 636,442 50,417 55,169 (4,752) 463,032 531,278 (68,246) Legal 335,000 31,500 27,917 3,583 237,611 279,167 (41,555) Information Technology 1,288,896 72,216 86,882 (14,666) 923,530 971,166 (47,635) Human Resources 349,281 30,002 30,932 (930) 242,200 260,870 (18,670) Risk Management 261,010 24,897 26,454 (1,556) 218,023 227,468 (9,446) General Government Buildings 265,066 10,428 15,434 (5,006) 174,268 215,451 (41,184) Communications 284,875 22,938 27,053 (4,115) 175,885 225,193 (49,308) Community Outreach & Engagement 167,867 16,883 15,808 1,074 131,771 140,322 (8,552) Municipal Court 482,448 50,519 66,685 (16,166) 360,057 401,158 (41,101) Police 5,464,977 510,214 540,405 (30,190) 4,246,753 4,449,513 (202,760) Fire 7,655,723 721,090 752,469 (31,379) 6,168,877 6,332,602 (163,724) Public Works 2,748,400 207,052 218,825 (11,773) 1,799,532 1,842,328 (42,796) Parks & Recreation (Active)1,644,100 94,107 136,519 (42,412) 1,191,560 1,387,514 (195,954) Passive Parks/Greenspace 187,256 1,325 3,784 (2,460) 102,222 132,696 (30,474) Community Development 1,721,891 160,185 171,592 (11,407) 1,279,443 1,360,518 (81,075) Economic Development 179,655 11,559 12,556 (997) 136,252 149,093 (12,841) Debt Service - - - - - - - Operating Transfers to Other Funds 6,135,563 428,511 428,511 - 5,278,542 5,278,542 - Operating Reserve 105,443 - - - - - - Total expenditures 31,096,492 2,533,551 2,712,558 (179,008)23,896,015 25,045,474 (1,149,459) Net Income/(Loss)(2,472,938)(1,258,034)486,082 Fund Balance - Beginning 10,495,407 10,495,407 Fund Balance - Ending 8,022,469 10,981,489 Revenues Annual Budget Current Month Year-to-Date Operating Expenditures Annual Budget Current Month Year-to-Date 2 of 13 Original Budgeted Amounts Amended Budgeted Amounts Current Period Actuals Year-to-Date Actuals Variance with Final Budget - Positive (Negative) REVENUES Crabapple Fest Vendor Fee -$ 1,100$ -$ 1,100$ -$ Rock for Rescues Vendor Fee - - - - - Summer Event Vendor Fee - - - - - Interest Revenues - - 1 46 46 Crabapple Fest Sponsor 15,000 7,500 - 7,500 - Earth Day Sponsor - - - - - Summer Event Sponsor 2,000 2,000 - - (2,000) Private Entity Contributions - - - - - Gas South Partnership - 1,000 55 757 (243) Total revenues 17,000$ 11,600$ 56$ 9,403$ (2,197)$ EXPENDITURES Current: Special Events 120,688$ 120,688$ 350$ 52,201$ 68,487$ Total Expenditures 120,688$ 120,688$ 350$ 52,201$ 68,487$ OTHER FINANCING SOURCES (USES) Transfers in from Hotel/Motel Tax Fund 80,000 45,000 2,051$ 34,823 (10,177) Total other financing sources and uses 80,000$ 45,000$ 2,051$ 34,823$ (10,177)$ Net change in fund balances (23,688)$ (64,088)$ (7,975)$ Fund balance - beginning 71,176 71,176 71,176 Fund balance - ending 47,488$ 7,088$ 63,200$ City of Milton Special Events Fund Statement of Revenues, Expenditures, and Changes in Fund Balances - Budget and Actual For the Period Ended July 31, 2020 3 of 13 Original Budgeted Amounts Current Period Actuals Year-to-Date Actuals Variance with Final Budget - Positive (Negative) REVENUES Cash Confiscations/State Funds -$ -$ 1,521$ 1,521$ Cash Confiscations/Fed Funds - 24,211 24,211 24,211 Interest Revenues/State Funds - 0 0 0 Interest Revenues/Federal Funds - 1 57 57 Realized Gain on Investments/State Funds - - - - Proceeds of Sale of Assets - - - - Total revenues -$ 24,212$ 25,789$ 25,789$ EXPENDITURES Current: Police 6,716$ 8,000$ 21,720$ (15,004)$ Total Expenditures 6,716$ 8,000$ 21,720$ (15,004)$ OTHER FINANCING SOURCES (USES) Transfers in from General Fund -$ -$ -$ -$ Total other financing sources and uses -$ -$ -$ -$ Net change in fund balances (6,716)$ 4,070$ Fund balance - beginning 95,166 95,166 Fund balance - ending 88,450$ 99,236$ City of Milton Confiscated Assets Fund Statement of Revenues, Expenditures, and Changes in Fund Balances - Budget and Actual For the Period Ended July 31, 2020 4 of 13 Original Budgeted Amounts Amended Budgeted Amounts Current Period Actuals Year-to-Date Actuals Variance with Final Budget - Positive (Negative) REVENUES Wireless 911 Fees 980,000$ 1,060,000$ 88,947$ 906,954$ (153,046)$ Total revenues 980,000$ 1,060,000$ 88,947$ 906,954$ (153,046)$ EXPENDITURES Current: Public Safety 980,000$ 1,060,000$ 88,947$ 906,954$ 153,046$ Total Expenditures 980,000$ 1,060,000$ 88,947$ 906,954$ 153,046$ OTHER FINANCING SOURCES (USES) Unallocated -$ -$ -$ -$ -$ Transfers out to Capital Projects - -$ - - - Net change in fund balances -$ -$ -$ Fund balance - beginning - - - Fund balance - ending -$ -$ -$ City of Milton E-911 Fund Statement of Revenues, Expenditures, and Changes in Fund Balances - Budget and Actual For the Period Ended July 31, 2020 5 of 13 Original Budgeted Amounts Final Budgeted Amounts Current Period Actuals Year-to-Date Actuals Variance with Final Budget - Positive (Negative) REVENUES Taxes Hotel/Motel Taxes 80,000$ 45,000$ 2,051$ 34,823$ (10,177)$ Total revenues 80,000$ 45,000$ 2,051$ 34,823$ (10,177)$ OTHER FINANCING SOURCES (USES) Transfers out to Special Events Fund 80,000$ 45,000$ 2,051$ 34,823$ (10,177)$ Total other financing sources and uses 80,000$ 45,000$ 2,051$ 34,823$ (10,177)$ Net change in fund balances -$ - -$ Fund balance - beginning - - - Fund balance - ending -$ -$ -$ City of Milton Hotel/Motel Tax Fund Statement of Revenues, Expenditures, and Changes in Fund Balances - Budget and Actual For the Period Ended July 31, 2020 6 of 13 Original Budgeted Amounts Amended Budgeted Amounts Current Period Actuals Year-to-Date Actuals Year-to-Date Actuals + Encumbrances Variance with Final Budget - Positive (Negative) REVENUES Charges for Service Infrastructure Maintenance Fee 110,000$ 110,000$ 23,593$ 87,133$ 87,133$ (22,867)$ Infrastructure Maint Penalty & Interest - - - 483 483 483 Tree Recompense - - - - - - Landfill Host Fees 48,000 42,000 11,806 34,965 34,965 (7,035) Interest Revenue - - 25 1,464 1,464 1,464 Total revenues 158,000$ 152,000$ 35,424$ 124,044$ 124,044$ (27,956)$ EXPENDITURES Capital Outlay City Council -$ -$ -$ -$ -$ -$ General Admin 13,762 13,762 - - - 13,762 Finance 162,315 162,315 - - - 162,315 Information Services 383,944 383,944 18,956 199,253 216,488 167,456 General Govt Bldg 46,266 46,266 - - - 46,266 Police 226,857 309,393 - 89,092 269,496 39,897 Fire 1,849,610 1,853,950 2,688 1,161,294 1,161,294 692,657 Public Works 5,698,404 6,261,436 11,309 439,722 568,511 5,692,925 Parks & Recreation (Active)3,287,597 3,304,597 - 318,782 391,897 2,912,699 Passive Parks/Greenspace 973,188 973,188 - - 3,586 969,602 Community Development 659,626 659,719 7,005 25,592 384,436 275,283 Total Capital Outlay 13,301,568$ 13,968,570$ 39,957$ 2,233,735$ 2,995,708$ 10,972,862$ Excess of revenues over expenditures (13,143,568)$ (13,816,570)$ (4,533)$ (2,109,691)$ (2,871,664)$ (11,000,817)$ OTHER FINANCING SOURCES (USES) Transfers in from General Fund 4,894,518$ 4,977,054$ 428,511$ 4,120,033$ 4,120,033$ (857,021)$ Transfers in from Capital Grant Fund - 169,938 42,485 84,969 84,969 (84,969) Transfer in from Impact Fee Fund/Roads - 234,135 58,534 117,068 117,068 (117,068) Transfer out to General Fund (83,093) (83,093) (6,924) (69,244) (69,244) 13,849 Contingencies (147,450) (10,398) - - - 10,398 Total other financing sources and uses 4,663,975$ 5,287,636$ 522,604$ 4,252,826$ 4,252,826$ (1,034,811)$ Net change in fund balances (8,479,593)$ (8,528,934) 2,143,134$ 1,381,161$ Fund balance - beginning 8,532,749 8,532,749 8,532,749 8,532,749 Fund balance - ending 53,155$ 3,815$ 10,675,883$ 9,913,910$ City of Milton Capital Project Fund Statement of Revenues, Expenditures, and Changes in Fund Balances - Budget and Actual For the Period Ended July 31, 2020 7 of 13 Original Budgeted Amounts Amended Budgeted Amounts Current Period Actuals Year-to-Date Actuals Year-to-Date Actuals + Encumbrances Variance with Final Budget - Positive (Negative) REVENUES Real Property Tax-Current Year 1,683,096$ 1,697,096$ 1,843$ 1,711,404$ 1,711,404$ 14,308$ Real Property Tax-Prior Year - 13,100 321 15,085 15,085 1,985 Public Utility Tax-Current Year 13,220 13,220 - 12,604 12,604 (616) Personal Property Tax-Current Year 25,090 25,090 4 25,228 25,228 138 Personal Property Tax-Prior Year - - - 105 105 105 Motor Vehicle Tax 5,689 5,689 613 4,855 4,855 (834) Penalties & Interest - Real Property - 2,400 15 2,659 2,659 259 Penalties & Interest - Personal Property - 170 0 171 171 1 Other Miscellaneous Revenue - 37,350 - 37,350 37,350 - Interest Revenue (Regions)200,000 75,000 211 50,034 50,034 (24,966) Interest Revenue (SunTrust)- - 2 323 323 323 Total revenues 1,927,095$ 1,869,115$ 3,009$ 1,859,816$ 1,859,816$ (9,299)$ EXPENDITURES Capital Outlay Passive Parks/Greenspace 7,637,331$ 7,603,245$ 111$ 2,423,910$ 2,471,393$ 5,131,852$ Bond Principal 855,000 855,000 - 855,000 855,000 - Bond Interest 858,875 858,875 - 858,875 858,875 - Total Capital Outlay 9,351,206$ 9,317,120$ 111$ 4,137,785$ 4,185,268$ 5,179,336$ Excess of revenues over expenditures (7,424,111)$ (7,448,005)$ 2,898$ (2,277,968)$ (2,325,452)$ 5,170,037$ Net change in fund balances (7,424,111)$ (7,448,005) (2,277,968)$ (2,325,452)$ Fund balance - beginning 7,536,608 7,536,608 7,536,608 7,536,608 Fund balance - ending 112,497$ 88,602$ 5,258,639$ 5,211,156$ City of Milton Greenspace Bond Fund Statement of Revenues, Expenditures, and Changes in Fund Balances - Budget and Actual For the Period Ended July 31, 2020 8 of 13 Original Budgeted Amounts Amended Budgeted Amounts Current Period Actuals Year-to-Date Actuals Year-to-Date Actuals + Encumbrances Variance with Final Budget - Positive (Negative) REVENUES Transportation Local Option Sales Tax 6,300,000$ 5,542,547$ 552,919$ 4,739,811$ 4,739,811$ (802,736) Interest Revenues - - 20 2,045 2,045 2,045 Realized Gain or Loss (GA Fund 1)200,000 150,000 2,394 116,929 116,929 (33,071) Total revenues 6,500,000$ 5,692,547$ 555,333$ 4,858,785$ 4,858,785$ (833,762)$ EXPENDITURES Capital Outlay Public Works 17,181,402$ 17,181,402$ 47,689$ 2,513,287$ 2,766,506$ 14,414,896 Total Capital Outlay 17,181,402$ 17,181,402$ 47,689$ 2,513,287$ 2,766,506$ 14,414,896$ Excess of revenues over expenditures (10,681,402)$ (11,488,855)$ 507,644$ 2,345,498$ 2,092,279$ 13,581,134$ OTHER FINANCING SOURCES (USES) Transfers in from General Fund -$ -$ -$ -$ -$ -$ Total other financing sources and uses -$ -$ -$ -$ -$ -$ Net change in fund balances (10,681,402)$ (11,488,855)$ 2,345,498$ 2,092,279$ Fund balance - beginning 13,950,834 13,950,834 13,950,834 13,950,834 Fund balance - ending 3,269,433$ 2,461,980$ 16,296,332$ 16,043,113$ City of Milton Transportation Local Option Sales Tax (TSPLOST) Fund Statement of Revenues, Expenditures, and Changes in Fund Balances - Budget and Actual For the Period Ended July 31, 2020 9 of 13 Original Budgeted Amounts Amended Budgeted Amounts Current Period Actuals Year-to-Date Actuals Year-to-Date Actuals + Encumbrances Variance with Final Budget - Positive (Negative) REVENUES Intergovernmental Revenues Recreation Trail Program 198,640$ 198,640$ -$ 6,412$ 6,412$ (192,228)$ Land & Water Conservation Grant 200,000 200,000 - - - (200,000) LMIG Funds 405,528 444,773 - 444,773 444,773 - Smart Communities 65,191 50,000 - - - (50,000) HPP Funds - - 85,523 85,523 85,523 85,523 Trail Connection to Big Creek Greenway 400,000 400,000 - 7,200 7,200 (392,800) Interest Revenues - - - 937 937 937 Contributions & Donations - - - - - - Total revenues 1,269,359$ 1,293,413$ 85,523$ 544,845$ 544,845$ (748,568)$ EXPENDITURES Fire -$ -$ -$ -$ 90,637$ (90,637)$ Public Works 1,383,489 1,252,796 6,750 27,000 45,000 1,207,796 Parks & Recreation 631,443 659,036 51,693 58,705 122,860 536,176 Community Development 104,793 62,102 - 15,000 34,350 27,752 Total Capital Outlay 2,119,725$ 1,973,934$ 58,443$ 100,705$ 292,847$ 1,681,087$ Excess of revenues over expenditures (850,366)$ (680,521) 27,081$ 444,140$ 251,998$ 932,519$ OTHER FINANCING SOURCES (USES) Transfers in from General Fund -$ -$ -$ -$ -$ -$ Transfer Out to Capital Projects Fund - (169,938) (42,485) (84,969) (84,969) (84,969) Budgeted Fund Balance - - - - - - Total other financing sources and uses -$ (169,938)$ (42,485)$ (84,969)$ (84,969)$ (84,969)$ Net change in fund balances (850,366)$ (850,459)$ 359,171$ 167,029$ Fund balance - beginning 850,459 850,459 850,459 850,459 Fund balance - ending 93$ 0$ 1,209,630$ 1,017,488$ City of Milton Capital Grant Fund Statement of Revenues, Expenditures, and Changes in Fund Balances - Budget and Actual For the Period Ended July 31, 2020 10 of 13 Original Budgeted Amounts Amended Budgeted Amounts Current Period Actuals Year-to-Date Actuals Year-to-Date Actuals + Encumbrances Variance with Final Budget - Positive (Negative) REVENUES Admin Fund 30,000$ 22,000$ 1,582$ 20,349$ 20,349$ (1,651)$ Law Enforcement Fund 13,000 10,000 664 8,962 8,962 (1,038) Fire Fund 72,500 55,500 3,805 51,352 51,352 (4,148) Road Fund 110,000 69,000 4,749 64,822 64,822 (4,178) Park Fund 650,000 594,000 43,506 553,144 553,144 (40,856) Interest Revenues/Admin Fund - - 1 52 52 52 Interest Revenues/Law Enforcement Fund - - 0 22 22 22 Interest Revenues/Fire Fund - - 2 128 128 128 Interest Revenues/Road Fund - - 2 161 161 161 Interest Revenues/Park Fund - - 19 1,436 1,436 1,436 Total revenues 875,500$ 750,500$ 54,329$ 700,429$ 700,429$ (50,071)$ EXPENDITURES General Government Buildings 73,437$ 70,012$ -$ -$ -$ 70,012$ Fire 319,372 309,132 - - - 309,132 Public Works 266,709 - - - - - Parks & Recreation 3,063,327 3,086,084 - 1,315,828 1,315,828 1,770,255 Community Development 59,195 55,330 - - - 55,330 Total Capital Outlay 3,782,040$ 3,520,558$ -$ 1,315,828$ 1,315,828$ 2,204,730$ Excess of revenues over expenditures (2,906,540)$ (2,770,058) 54,329$ (615,400)$ (615,400)$ 2,154,658$ OTHER FINANCING SOURCES (USES) Transfer Out to General Fund/Admin -$ -$ -$ -$ -$ -$ Transfer Out to Capital Projects Fund/Road - (234,135) (58,534) (117,068) (117,068) 117,068 Total other financing sources and uses -$ (234,135)$ (58,534)$ (117,068)$ (117,068)$ 117,068$ Net change in fund balances (2,906,540)$ (3,004,194) (732,467)$ (732,467)$ Fund balance - beginning 3,004,194 3,004,194 3,004,194 3,004,194 Fund balance - ending 97,654$ 0$ 2,271,726$ 2,271,726$ City of Milton Capital Projects Fund - Impact Fees Statement of Revenues, Expenditures, and Changes in Fund Balances - Budget and Actual For the Period Ended July 31, 2020 11 of 13 Original Budgeted Amounts Amended Budgeted Amounts Current Period Actuals Year-to-Date Actuals Year-to-Date Actuals + Encumbrances Variance with Final Budget - Positive (Negative) REVENUES Intergovernmental Revenues -$ -$ -$ -$ -$ Interest Revenues (Regions)- 170,338 781 115,946 115,946 (54,392) Contributions & Donations - - - - - - Total revenues -$ 170,338$ 781$ 115,946$ 115,946$ (54,392)$ EXPENDITURES Capital Outlay General Government Buildings 13,853,347$ 13,853,347$ 26,999$ 9,847,686$ 12,647,023$ 1,206,324$ Fire 3,706,563 3,706,563 50,000 170,000 612,587 3,093,976 Fiscal Agent's Fees - 114,971 - 114,971 114,971 - Issuance Costs - 387,932 - 387,932 387,932 - Bond Principal - 8,511,627 - 8,511,627 8,511,627 - Bond Interest - 528,509 - 528,509 528,509 - Total Capital Outlay 17,559,910$ 27,102,950$ 76,999$ 19,560,725$ 22,802,649$ 4,300,301$ Excess of revenues over expenditures (17,559,910)$ (26,932,612)$ (76,218)$ (19,444,779)$ (22,686,703)$ 4,245,909$ OTHER FINANCING SOURCES (USES) Transfers in from General Fund -$ 1,158,509$ 1,158,509$ 1,158,509$ 1,158,509$ -$ Transfers out to General Fund - - - - - - Revenue Bond Proceeds 19,106,563 27,493,663 - 27,493,663 27,493,663 - Total other financing sources and uses 19,106,563$ 28,652,172$ 1,158,509$ 28,652,172$ 28,652,172$ -$ Net change in fund balances 1,546,653$ 1,719,560 9,207,393$ 5,965,469$ Fund balance - beginning (1,546,653) (1,546,653) (1,546,653) (1,546,653) Fund balance - ending -$ 172,908$ 7,660,740$ 4,418,817$ City of Milton Capital Projects Fund - Revenue Bond Statement of Revenues, Expenditures, and Changes in Fund Balances - Budget and Actual For the Period Ended July 31, 2020 12 of 13 Amount Percent Yield Money Market - Quantum Bank 5,388,311 16%0.30% GA Fund 1 14,490,249 43%0.20% GA Fund 1 (TSPLOST)13,856,609 41%0.20% Grand Total Investment Portfolio 33,735,169 100% Current Month YTD Current Month YTD Interest earned 3,847 178,927 2,394 116,929 Budgeted interest 10,036 189,928 9,580 130,840 Variance over/(under)(6,189) (11,001) (7,186) (13,911) General Fund TSPLOST Fund City of Milton Investment Portfolio Month Ending July 31, 2020 13 of 13 CITY COUNCIL AGENDA ITEM TO: City Council DATE: September 1, 2020 FROM: Steven Krokoff, City Manager AGENDA ITEM: Approval of a Construction Services Agreement with DAF Concrete, Inc. for the Construction of the Cogburn Road Sidewalk Improvement Program MEETING DATE: Wednesday, September 9, 2020 City Council Meeting BACKGROUND INFORMATION: (Attach additional pages if necessary) See attached memorandum APPROVAL BY CITY MANAGER: ___ APPROVED ___ NOT APPROVED CITY ATTORNEY APPROVAL REQUIRED: ___ YES ___ NO CITY ATTORNEY REVIEW REQUIRED: ___ YES ___ NO APPROVAL BY CITY ATTORNEY ___ APPROVED ___ NOT APPROVED PLACED ON AGENDA FOR: __________ X X September 9, 2020 X X To: Honorable Mayor and City Council Members From: Robert Drewry, Public Works Director Date: Submitted on August 26, 2020 for the September 9, 2020 Regular City Council Meeting Agenda Item: Approval of a Construction Services Agreement with DAF Concrete Inc. for the Construction of the Cogburn Road Sidewalk Improvement Project _____________________________________________________________________________________ Project Description: The Contractor will be providing construction services for the construction of concrete sidewalks along Cogburn Road. This project will provide sidewalk connectivity to Cambridge High School for Devonshire Farms and Oakstone Glen subdivisions. This also includes all materials, labor, and equipment to complete this work. Staff is recommending approval of this construction services contract. Procurement Summary: Purchasing method used: Bid Award-ITB (Over $50,000) Account Number: 335-4101-54150007 Requisition Total: $409,740.00 Other quotes or bids submitted (vendor/$) Vendor/Firm Quote/Bid Multiplex LLC $420,726.00 Summitt Construction $469,225.82 Ohmshiv Construction $524,136.00 Financial Review: Bernadette Harvill, August 26, 2020 Legal Review: Sam VanVolkenburgh – Jarrard & Davis, August 11, 2020 Concurrent Review: Robert Drewry, Public Works Director Attachment(s): Construction Services Agreement 1 Construction Services Agreement | Version 1.0 ****************************************************************************** ************** CONSTRUCTION SERVICES AGREEMENT Cogburn Road Sidewalk Improvement Project This Construction Services Agreement (the “Agreement”) is made and entered into this ___ day of ____, 20___ (the “Effective Date”), by and between the CITY OF MILTON, GEORGIA, a municipal corporation of the State of Georgia, acting by and through its governing authority, the Mayor and Milton City Council (hereinafter referred to as the “City”), and DAF Concrete Inc., a Georgia corporation hereinafter referred to as the “Contractor”), collectively referred to herein as the "Parties”. W I T N E S S E T H: WHEREAS, the City desires to retain a contractor to perform services for the construction of a Project, as defined below; and WHEREAS, the City solicited bids for construction of the Project pursuant to the Request for bids, dated July 2, 2020 attached hereto as “Exhibit A” and incorporated herein by reference; and WHEREAS, the Contractor submitted a complete and timely bid, attached hereto as “Exhibit B” and incorporated herein by reference, and met all bid requirements such that the City awarded Project Number ITB 20-PW14 to the Contractor; and WHEREAS, the City finds that specialized knowledge, skills, and training are necessary to perform the Work (defined below) contemplated under this Agreement; and WHEREAS, the Contractor has represented that it is qualified by training and experience to perform the Work; and WHEREAS, based upon Contractor’s bid, the City has selected Contractor as the successful bidder, and WHEREAS, Contractor desires to perform the Work as set forth in this Agreement under the terms and conditions provided in this Agreement; and WHEREAS, the public interest will be served by this Agreement; and WHEREAS, Contractor has familiarized itself with the nature and extent of the Contract Documents, the Project, and the Work, and with all local conditions and federal, state and local laws, ordinances, rules and regulations that may in any manner affect cost, progress or performance of Work, and Contractor is aware that it must be licensed to do business in the State of Georgia. 2 Construction Services Agreement | Version 1.0 NOW THEREFORE, for and in consideration of the mutual promises, the public purposes, and the acknowledgements and agreements contained herein and other good and adequate consideration, the sufficiency of which is hereby acknowledged, the Parties hereto do mutually agree as follows: Section 1. Contract Documents This Agreement along with the following documents, attached hereto (except as expressly noted otherwise below) and incorporated herein by reference, constitute the “Contract Documents”: A. Request for Bids, attached hereto as “Exhibit A”; B. Bid Documents from Contractor, dated June 30, 2020 attached hereto as “Exhibit B”; C. Scope of Work, attached hereto as “Exhibit C”; D. Required Performance Bond, Payment Bond and Maintenance Bond, attached hereto collectively as “Exhibits D.1, D.2 and D.3”; E. Noncollusion Affidavit of Prime Bidder, attached hereto as “Exhibit E”; F. Final Affidavit, attached hereto as “Exhibit F”; G. Alien Employment affidavits, attached hereto as “Exhibits G.1 and G.2”; H. Plans, drawings and specifications, attached hereto collectively as “Exhibit H”; I. Additional Payment/Retainage Requirements, attached hereto as “Exhibit I”; J. “Exhibit J” - reserved; K. Contract Administration provisions (if issued), attached hereto as “Exhibit K”; L. General Conditions (if issued), attached hereto as “Exhibit L”; M. Supplementary Conditions (if issued), attached hereto as “Exhibit M”; N. City of Milton Code of Ethics (codified in the official Code of the City of Milton); O. The following, which may be delivered or issued after the Effective Date of the Agreement and are not attached hereto: All Change Orders (defined in Section 6 below), other written amendments, and other documents amending, modifying, or supplementing the Contract Documents if properly adopted in writing and executed by the Parties. 3 Construction Services Agreement | Version 1.0 Section 2. Project Description; Architect; Engineer; Contract Administrator A. Project. A general description of the Project is as follows: services to provide for the installation of sidewalks along Cogburn Road in Milton, GA as specified in the construction plans and specifications as provided in Exhibit “A” (the “Project”). B. Architect/Engineer (if any). (i) Architect [if applicable]. The Project has been designed by Wolverton & Associates, now known as CHA Consulting (hereinafter referred to as the “Architect”). The Architect will have authority to act on behalf of the City only to the extent provided in the Contract Documents, unless otherwise modified in accordance with the provisions of this Agreement. (ii) Engineer [if applicable]. The Project has been designed by ____N/A__________________ (hereinafter referred to as the “Engineer”). The Engineer will have authority to act on behalf of the City only to the extent provided in the Contract Documents, unless otherwise modified in accordance with the provisions of this Agreement. C. Contract Administrator. The Contract Administrator for this Agreement shall be: Matthew Fallstrom, Capital Projects Manager. Section 3. The Work A. The Work. The Work to be completed under this Agreement (the “Work”) includes, but shall not be limited to, the work described in the Scope of Work provided in “Exhibit C”, attached hereto and incorporated herein by reference. The Work includes all material, labor, insurance, tools, equipment, machinery, water, heat, utilities, transportation, facilities, services and any other miscellaneous items and work reasonably inferable from the Contract Documents. The term “reasonably inferable” takes into consideration the understanding of the Parties that some details necessary for proper execution and completion of the Work may not be shown on the drawings or included in the specifications or Scope of Work, but they are a requirement of the Work if they are a usual and customary component of the Work or are otherwise necessary for proper and complete installation and operation of the Work. Contractor shall complete the Work in strict accordance with the Contract Documents. In the event of any discrepancy among the terms of the various Contract Documents, the provision most beneficial to the City, as determined by the City in its sole discretion, shall govern. B. Notice to Proceed. The City will issue a Notice to Proceed, which Notice to Proceed shall state the dates for beginning Work (“Commencement Date”) and the Expected Date of Final Completion (defined in Section 4(A) below). Unless otherwise approved, the Contractor shall perform its obligations under this Agreement as expeditiously as is consistent with reasonable skill and care and the 4 Construction Services Agreement | Version 1.0 orderly progress of the Work. C. Plans; Drawings and Specifications. The plans, drawings and specifications provided in “Exhibit H”, attached hereto, are hereby acknowledged by the Parties and incorporated herein by reference. D. Shop Drawings, Product Data, and Samples. Shop Drawings, Product Data, Samples and similar submittals are not Contract Documents, but must be in conformity therewith. The purpose of their submittal is to demonstrate, for those portions of the Work for which submittals are required by the Contract Documents, the way by which the Contractor proposes to conform to the information given and the design concept expressed in the Contract Documents. (i) “Shop Drawings” are drawings, diagrams, schedules and other data specifically prepared for the Work by the Contractor or a subcontractor, sub-subcontractor, manufacturer, supplier or distributor to illustrate some portion of the Work. (ii) “Product Data” are illustrations, standard schedules, performance charts, instructions, brochures, diagrams and other information furnished by the Contractor to illustrate materials or equipment for some portion of the Work. (iii) “Samples” are physical examples that illustrate materials, equipment or workmanship and establish standards by which the Work will be judged. The Contractor shall review for compliance with the Contract Documents and shall approve and submit to the Contract Administrator Shop Drawings, Product Data, Samples, and similar submittals required by the Contract Documents with reasonable promptness and in such sequence as to cause no delay in the Work or in the activities of the City or of separate contractors. By approving and submitting Shop Drawings, Product Data, Samples and similar submittals, the Contractor represents that the Contractor has determined and verified materials, field measurements and field construction criteria related thereto, or will do so, and has checked and coordinated the information contained within such submittals with the requirements of the Work and of the Contract Documents. Submittals which are not marked as reviewed for compliance with the Contract Documents and approved by the Contractor may be returned by the Contract Administrator without action. The Contractor shall perform no portion of the Work for which the Contract Documents require submittal and review of Shop Drawings, Product Data, Samples or similar submittals until the respective submittal has been approved in writing by the Contract Administrator, provided that submittals that are not required by the Contract Documents may be returned without action. The Work shall be completed in accordance with approved submittals, provided that the Contractor shall not be relieved of responsibility for deviations from 5 Construction Services Agreement | Version 1.0 requirements of the Contract Documents by the Contract Administrator’s approval of Shop Drawings, Product Data, Samples or similar submittals, unless the Contractor has specifically informed the Contract Administrator in writing of such deviation at the time of submittal and (1) the Contract Administrator has given written approval to the specific deviation as a minor change in the Work, or (2) a written Change Order has been issued and approved to authorize the deviation. The Contract Administrator’s approval of the Shop Drawings, Product Data, Samples or similar submittals shall not relieve the Contractor of responsibility for errors or omissions therein. The Contractor shall, in writing or on resubmitted Shop Drawings, Product Data, Samples or similar submittals, direct the Contract Administrator’s attention to any additional revisions included other than those requested by the Contract Administrator on previous submittals. In the absence of such written notice drawing the Contract Administrator’s attention to such additional revisions, the Contract Administrator’s approval of a resubmission shall not apply to such additional revisions. The Contractor shall maintain at the Project site(s) one record copy of the Contract Documents in good order and marked currently to record field changes and selections made during construction and one record copy of approved Shop Drawings, Product Data, Samples and similar required submittals. These documents shall be available to the City and Contract Administrator and shall be delivered to the Contract Administrator or City upon completion of the Work. Section 4. Contract Term; Liquidated Damages; Expedited Completion; Partial Occupancy or Use A. Contract Term. The term of this Agreement (“Term”) shall commence on the Effective Date and continue until final completion and payment for the Work or the proper termination and non-renewal of this Agreement (provided that certain obligations, including but not limited to Warranty obligations, will survive termination/expiration of this Agreement). Contractor warrants and represents that it will perform its Work in a prompt and timely manner, which shall not impose delays on the progress of the Work. The Contractor shall commence Work pursuant to this Agreement within ten (10) calendar days of the Notice to Proceed provided by the City, and the Work shall be completed within 180 calendar days from the Notice to Proceed (the “Expected Date of Final Completion”). Every effort will be made by Contractor to shorten this period. If unusual weather (beyond normal) affects the required completion schedule, the City and the Contractor will negotiate a new completion date. If the Term of this Agreement continues beyond the fiscal year in which this Agreement is executed, 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 the City on September 30 each fiscal year of the Term, and further, that this Agreement shall automatically renew on October 1 of each subsequent fiscal year absent the City’s provision of written notice of non-renewal to Contractor at least five (5) calendar days prior to the end of the then current fiscal 6 Construction Services Agreement | Version 1.0 year. Title to any supplies, materials, equipment, or other personal property shall remain in Contractor until fully paid for by the City. As advertised in the ITB, Liquidated damages for delay beyond the Expected Date of Final Completion shall be charged in accordance with GDOT Standard Specifications Section 108.08. B. Time is of the Essence. Contractor specifically acknowledges that TIME IS OF THE ESSENCE of this Agreement and that City will suffer financial loss if the Work is not completed in accordance with the deadlines specified in Section 4(A) above and within the Contract Documents. C. Expediting Completion. The Contractor is accountable for completing the Work within the time period provided in the Contract Documents. If, in the judgment of the City, the Work is behind schedule and the rate of placement of work is inadequate to regain scheduled progress to ensure timely completion of the entire Work or a separable portion thereof, the Contractor, when so informed by the City, shall immediately take action to increase the rate of work placement by: (1) An increase in working forces; (2) An increase in equipment or tools; (3) An increase in hours of work or number of shifts; (4) Expediting delivery of materials; and/or (5) Other action proposed if acceptable to City. Within five (5) calendar days after such notice from City that the Work is behind schedule, the Contractor shall notify the City in writing of the specific measures taken and/or planned to increase the rate of progress. The Contractor shall include an estimate as to the date of scheduled progress recovery. Should the City deem the plan of action inadequate, the Contractor shall take additional steps to make adjustments as necessary to its plan of action until it meets with the City’s approval and such approval is provided in writing by the City. D. Partial Occupancy or Use. The City may occupy or use any completed or partially completed portion of the Work at any stage when such portion is designated by separate agreement between the City and Contractor, provided such occupancy or use is consented to by the insurer and authorized by public authorities having jurisdiction over the Work. Such partial occupancy or use may commence whether or not the portion is substantially complete, provided the City and Contractor have accepted in writing the responsibilities assigned to each of them for payments, retainage, if any, security, maintenance, heat, utilities, damage to the Work and insurance, and have agreed in writing concerning the period for correction of the Work and commencement of warranties required by the Contract Documents. Consent of the Contractor to partial occupancy or use shall not be unreasonably withheld. Immediately prior to such partial occupancy or use, the City, Contractor and Contract Administrator shall jointly inspect the area to be occupied, or portion of the Work to be used, in order to determine and record the condition of the Work. 7 Construction Services Agreement | Version 1.0 Unless otherwise agreed upon, partial occupancy or use of a portion or portions of the Work shall not constitute acceptance of Work not complying with the requirements of the Contract Documents. Section 5. Contractor’s Compensation; Time and Method of Payment A. Maximum Contract Price. The total amount paid under this Agreement as compensation for Work performed and reimbursement for costs incurred shall not, in any case, exceed $409,740.00 (the “Maximum Contract Price”), except as outlined in Section 6 below. Notwithstanding any language to the contrary in the ITB, the compensation for Work performed shall be based upon the units performed at the unit prices shown in “Exhibit B” subject to the Maximum Contract Price. Contractor represents that the Maximum Contract Price is sufficient to perform all of the Work set forth in and contemplated by this Agreement. The Work consists of performing all necessary construction to implement the design plans, drafted by Wolverton & Associates, that were referenced in the ITB. The City has attempted to estimate the units of specific materials and labor required for the Work in the bid schedule, but recognizes that additional materials or construction activity may be required to fully implement the plans. Accordingly, the City has budgeted up to $100,000.00 for Contractor to perform miscellaneous construction to implement the plans. To the extent Contractor must access this budget (i.e., by exceeding the estimated quantities of materials and labor in the bid schedule), it shall first coordinate with and receive written permission from Matt Fallstrom, the City’s Contract Administrator. To the extent a unit price for materials or labor is set forth in the bid schedule, Contractor shall perform any additional miscellaneous construction activity at the same unit price. To the extent certain materials or labor are required that do not have a unit price in the bid schedule, Contractor shall inform Mr. Fallstrom of the offered unit price and estimated quantity of units, and receive his advance written permission. Absent an approved, executed Change Order, Contractor shall not bill for miscellaneous construction work inconsistent with implementing the design plans. B. Additional Payment Requirements. Additional payment requirements are included as “Exhibit I”, attached hereto and incorporated herein by reference. C. Material Deviations. Any material deviations in tests or inspections performed, or times or locations required to complete such tests or inspections, and like deviations from the Work described in this Agreement shall be clearly communicated to the City before charges are incurred and shall be handled through written Change Orders, as described in Section 6 below. Whenever the Contract Administrator considers it necessary or advisable, it shall have authority to require inspection or testing of the Work. However, neither this authority of the Contract Administrator nor a decision made in good faith either to exercise or not to exercise such authority shall give rise to a duty or responsibility of the Contract Administrator to the Contractor, subcontractors, material and equipment suppliers, their agents or employees, or other persons or entities performing portions of the Work. 8 Construction Services Agreement | Version 1.0 D. Taxes. The City is a governmental tax-exempt entity and shall not be responsible for paying any taxes on any materials or services provided for herein. At Contractor’s request, City shall provide evidence of its tax-exempt status. To the extent, if any, that the City furnishes tangible personal property to Contractor for incorporation into the Project, Contractor shall be responsible for paying the amount of tax owed for such tangible personal property. Section 6. Change Orders A. Change Order Defined. A “Change Order” means a written modification of the Contract Documents, signed by representatives of the City and the Contractor with appropriate authorization. B. Right to Order Changes. The City reserves the right to order changes in the Work to be performed under this Agreement by altering, adding to, or deducting from the Work. All such changes shall be incorporated in written Change Orders and executed by the Contractor and the City. Such Change Orders shall specify the changes ordered and any necessary adjustment of compensation and completion time. If the Parties cannot reach an agreement on the terms for performing the changed work within a reasonable time to avoid delay or other unfavorable impacts as determined by the City in its sole discretion, the City shall have the right to determine reasonable terms, and the Contractor shall proceed with the changed work. C. Change Order Requirement. Any work added to the scope of this Agreement by a Change Order shall be executed under all the applicable conditions of this Agreement. No claim for additional compensation or extension of time shall be recognized, unless contained in a written Change Order duly executed on behalf of the City and the Contractor. D. Authority to Execute Change Order. The City Manager has authority to execute, without further action of the Milton City Council, any number of Change Orders so long as their total effect does not materially alter the terms of this Agreement or materially increase the Maximum Contract Price, as set forth in Section 5(A) above. Any such Change Orders materially altering the terms of this Agreement, or any Change Order affecting the price where the Maximum Contract Price (as amended) is in excess of $50,000, must be approved by resolution of the Milton City Council. E. Minor Changes in the Work. The Contract Administrator will have the authority to order minor changes in the Work not involving adjustment in the Maximum Contract Price or extension of the Term and not inconsistent with the intent of the Contract Documents. Such changes shall be effected by written order signed by the Contract Administrator. The Contractor shall carry out such written orders promptly. If the minor changes subsequently may affect adjustments in the Maximum Contract Price or the Term, the changes shall then be converted to a written Change Order by the requesting Party. 9 Construction Services Agreement | Version 1.0 Section 7. Covenants of Contractor A. Ethics Code; Conflict of Interest. (i) Contractor agrees that it shall not engage in any activity or conduct that would result in a violation of the City of Milton Code of Ethics or any other similar law or regulation. Contractor certifies that to the best of his knowledge no circumstances exist which will cause a conflict of interest in performing the Work. Should Contractor become aware of any circumstances that may cause a conflict of interest during the Term of this Agreement, Contractor shall immediately notify the City. If the City determines that a conflict of interest exists, the City may require that Contractor take action to remedy the conflict of interest or terminate the Agreement without liability. The City shall have the right to recover any fees paid for services rendered by Contractor when such services were performed while a conflict of interest existed if Contractor had knowledge of the conflict of interest and did not notify the City within five (5) business days of becoming aware of the existence of the conflict of interest. (ii) Contractor and the City 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, influencing the content of any specification or procurement standard, rendering of advice, investigation, auditing, or 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. The Contractor and the City further acknowledge that it is prohibited for any payment, gratuity, or offer of employment to be made by or on behalf of a sub-consultant under a contract to the prime Contractor or higher tier sub- consultant, or any person associated therewith, as an inducement for the award of a subcontract or order. B. Meetings. The Contractor is required to meet with the City’s personnel, or designated representatives, to resolve technical or contractual problems that may occur during the Term of this Agreement at no additional cost to the City. Meetings will occur as problems arise and will be coordinated by the City or the Contract Administrator. The Contractor will be given a minimum of three (3) full business days’ notice of meeting date, time, and location. Face-to-face meetings are desired. However, at the Contractor’s option and expense, a conference call meeting may be substituted. Consistent failure to participate in problem resolution meetings, two consecutive missed or rescheduled meetings, or failure to make a good faith effort to resolve problems, may result in termination of the contract for cause. 10 Construction Services Agreement | Version 1.0 C. Expertise of Contractor. Contractor accepts the relationship of trust and confidence established between it and the City, recognizing that the City’s intention and purpose in entering into this Agreement is to engage an entity with the requisite capacity, experience, and professional skill and judgment to provide the Work in pursuit of the timely and competent completion of the Work undertaken by Contractor under this Agreement. The Contractor agrees to use its best efforts, skill, judgment, and abilities to perform its obligations and to further the interests of City and the Project in accordance with City’s requirements and procedures, and Contractor shall employ only persons duly qualified in the appropriate area of expertise to perform the Work described in this Agreement. D. Proper Execution by Contractor. Contractor agrees that it will perform its services in accordance with the usual and customary standards of the Contractor’s profession or business and in compliance with all federal, state, and local laws, regulations, codes, ordinances, or orders applicable to the Project, including, but not limited to, O.C.G.A. § 50-5-63, any applicable records retention requirements, and Georgia’s Open Records Act (O.C.G.A. § 50-18-70, et seq.). Any additional work or costs incurred as a result of error and/or omission by Contractor as a result of not complying with the Contract Documents or not meeting the applicable standard of care or quality, including but not limited to those of repeated procedures and compensation for the Contract Administrator’s services or expenses, will be provided at Contractor’s expense and at no additional cost to the City. This provision shall survive termination of this Agreement. It is the Contractor’s responsibility to be reasonably aware of all applicable laws, statutes, ordinances, building codes, and rules and regulations. If the Contractor observes that portions of the Contract Documents are at variance therewith, the Contractor shall promptly notify the Contract Administrator and the City in writing of any portions of the Contract Documents that are at variance with the applicable laws, statutes, ordinances, building codes, and rules and regulations. The Contractor’s duties shall not be diminished by any approval by the City or Contract Administrator of Work completed or produced; nor shall any approval by the City or Contract Administrator of Work completed or produced release the Contractor from any liability therefor, it being understood that the City is ultimately relying upon the Contractor’s skill and knowledge in performing the Work required under the Contract Documents. Organization of the specifications into divisions, sections and articles, and arrangement of drawings shall not control the Contractor in dividing the Work among subcontractors or in establishing the extent of Work to be performed by any trade. E. Familiarity with the Work. (i) Contractor Familiarity with Work. Contractor represents that it has 11 Construction Services Agreement | Version 1.0 familiarized itself with the nature and extent of the Contract Documents, the Work, work site(s), locality, and all local conditions, laws and regulations that in any manner may affect cost, progress, performance, or furnishing of the Work. Since the Contract Documents are complementary, before starting each portion of the Work, the Contractor shall carefully study and compare the various Contract Documents, site conditions, authorities, tests, reports and studies relative to that portion of the Work, as well as the information furnished by the City, shall take field measurements of any existing conditions related to that portion of the Work, and shall observe any conditions at the Project site(s) affecting it. Contractor represents and agrees that it has correlated the results of all such observations, examinations, investigations, explorations, tests, reports, and studies with the terms and conditions of the Contract Documents. These obligations are for the purpose of facilitating construction by the Contractor and are not for the purpose of discovering errors, omissions, inconsistencies, or ambiguities in the Contract Documents; however, any errors, inconsistencies, omissions, or ambiguities discovered by the Contractor shall be reported promptly to the Contract Administrator and City in writing. Contractor represents that it has given the City written notice of all errors, omissions, inconsistencies, or ambiguities that the Contractor has discovered in the Contract Documents so far, and the written resolution thereof by the City is acceptable to the Contractor. Further, Contractor acknowledges that its obligation to give notice of all such errors, omissions, inconsistencies, or ambiguities shall be continuing during the Term of this Agreement. Any failure on the part of the Contractor to notify the Contract Administrator and City in writing of any errors, omissions, inconsistencies, or ambiguities in the Contract Documents that Contractor discovered or reasonably should have discovered shall result in a waiver and full release by the Contractor of any future arguments or defenses based on such errors, omissions, inconsistencies, or ambiguities against the City. Further, if the Contractor fails to perform its obligations pursuant to this paragraph, the Contractor shall pay such costs and damages to the City as would have been avoided if the Contractor had performed such obligations. (ii) Inspection of Prior Work. If part of the Contractor’s Work depends for proper execution or results upon construction or operations by a separate contractor, the Contractor shall, prior to proceeding with that portion of the Work, promptly report to the Contract Administrator apparent discrepancies or defects in such other construction that would render it unsuitable for such proper execution and results. Failure of the Contractor so to report shall constitute an acknowledgment that the City’s or separate contractor’s completed or partially completed construction is fit and proper to receive the Contractor’s Work, except as to defects not then reasonably discoverable, and Contractor shall be responsible for all costs and damages resulting from its failure to report reasonably discoverable defects. (iii) Contractor Requests for Information. If, with undue frequency (as 12 Construction Services Agreement | Version 1.0 determined by the City in its sole discretion), the Contractor requests information that is obtainable through reasonable examination and comparison of the Contract Documents, site conditions, and previous correspondence, interpretations or clarifications, the Contractor shall be liable to the City for reasonable charges from the Contract Administrator for the additional services required to review, research and respond to such requests for information. F. Supervision, Inspection and Construction Procedures. The Contractor shall supervise and direct the Work, using the Contractor’s best skill and attention. The Contractor shall be solely responsible for and have control over construction means, methods, techniques, sequences and procedures and for coordinating all portions of the Work under the Agreement, unless the Contract Documents give other specific instructions concerning these matters. If the Contract Documents give specific instructions concerning construction means, methods, techniques, sequences or procedures, the Contractor shall evaluate the jobsite safety therefor and, except as stated below, shall be fully and solely responsible for the jobsite safety for such means, methods, techniques, sequences, or procedures. If the Contractor determines that such means, methods, techniques, sequences or procedures may not be safe, the Contractor shall give timely written notice to the City and Contract Administrator and shall not proceed with that portion of the Work without further written instructions from the City or Contract Administrator as approved in writing by the City. The Contractor shall be responsible for initiating, maintaining and supervising all safety precautions and programs in connection with the performance of this Agreement. The Contractor shall take reasonable precautions for the safety of, and shall provide reasonable protection to prevent damage, injury or loss to: (a) employees and other persons who may be affected, (b) the Work and materials and equipment to be incorporated therein, whether in storage on or off the Project site(s), under care, custody or control of the Contractor or Contractor’s subcontractors or sub-subcontractors, and (c) other property at the Project site(s) or adjacent thereto, such as trees, shrubs, lawns, walks, pavements, roadways, structures and utilities not designated for removal, relocation or replacement in the course of construction. The Contractor shall give notices and comply with applicable laws, ordinances, rules, regulations and lawful orders of public authorities bearing on safety of persons or property or their protection from damage, injury or loss. When use or storage of explosives or other hazardous materials or equipment or unusual methods are necessary for execution of the Work, the Contractor shall exercise utmost care and carry on such activities under supervision of properly qualified personnel. If reasonable precautions will be inadequate to prevent foreseeable bodily injury or death to persons resulting from a material or substance, including but not limited to asbestos or polychlorinated biphenyl (PCB), encountered on the Project site(s) by the Contractor, the Contractor shall, upon 13 Construction Services Agreement | Version 1.0 recognizing the condition, immediately stop Work in the affected area and report the condition to the City and Contract Administrator in writing. G. Tests and Inspections. Tests, inspections and approvals of portions of the Work required by the Contract Documents or by laws, or ordinances, rules, regulations or orders of public authorities having jurisdiction shall be made promptly at an appropriate time to avoid unreasonable delay in the Work. Unless otherwise provided, the Contractor shall make arrangements for such tests, inspections and approvals with an independent testing laboratory or entity acceptable to the City, or with the appropriate public authority, and shall bear all related costs of tests, inspections and approvals. The Contractor shall give the Contract Administrator timely notice of when and where tests and inspections are to be made so that the Contract Administrator may be present for such procedures. Required permits or certificates of testing, inspection or approval shall, unless otherwise required by the Contract Documents, be secured by the Contractor and delivered to the Contract Administrator within ten (10) calendar days of issuance. H. Budgetary Limitations. Contractor agrees and acknowledges that budgetary limitations are not a justification for breach of sound principals of Contractor’s profession and industry. Contractor shall take no calculated risk in the performance of the Work. Specifically, Contractor agrees that, in the event it cannot perform the Work within the budgetary limitations established without disregarding sound principals of Contractor’s profession and industry, Contractor will give written notice immediately to the City. I. City’s Reliance on the Work. The Contractor acknowledges and agrees that the City does not undertake to approve or pass upon matters of expertise of the Contractor and that therefore, the City bears no responsibility for Contractor’s Work performed under this Agreement. The Contractor acknowledges and agrees that the acceptance of Work by the City is limited to the function of determining whether there has been compliance with what is required to be produced under this Agreement. The City will not, and need not, inquire into adequacy, fitness, suitability or correctness of Contractor’s performance. Contractor further agrees that no approval of designs, plans, or specifications by any person, body, or agency shall relieve Contractor of the responsibility for adequacy, fitness, suitability, and correctness of Contractor’s Work under professional and industry standards, or for performing services under this Agreement in accordance with sound and accepted professional and industry principles. J. Contractor’s Reliance on Submissions by the City. Contractor must have timely information and input from the City in order to perform the Work required under this Agreement. Contractor is entitled to rely upon information provided by the City, but Contractor shall be required to provide immediate written notice to the City if Contractor knows or reasonably should know that any information provided by the City is erroneous, inconsistent, or otherwise problematic. K. Uncovering and Correction of Work. If a portion of the Work is covered contrary to the Contract Administrator's request or to requirements segci specby ifically press d in the Contract Documents, it must, if n by the ed Administrator, be uncovered for examination by th C in he Agreementact Term, if be replaced at the Contractor's expense without change If a portion of the Work has been covered whichtts beingtcove eact d orlstrator whi h has the not specifically requested to examine prior to 1 Contract Documents did not require to remain u until it be xamined, he Contract Administrator may request to see such by the Contractor. If such Work is in accordancewith tcontract Documents, costs of uncovering and replacement shall, byppapch gidebe at the City's expense, which expense shall be agreed upon in stinDocg prior to being gtion shall y the City, in _be such Work is not in accordance with the Co at the Contractor's expense, unless the condition was ch costsbnclud �g reasonable ch event the City shall be responsible for payment charges, if any, by the Contract Administrator for additional service, which expense shall be agreed upon in writing prior to being incurred. If the City prefers to accept Work that is not in accordance with the requirements of the Contract Documents, the City may do so instead of requiring its removal and as correction, in which case the Maximum Contshall ra effected whether or t Price will be not final appropriate and equitable. Such adjustor ent payment has been made. L. Clean�U �_ Contractor shall keep the Project site(s) and surrounding area ufr eree f from this accumulation of waste materiae Work,rubbish or he Cntractor shall remove from and Agreement. At completion of about the Project waste materials, rublisals, �� the Contractor fails to lean up as Contractor's tools, construction equipment, machinery and surplus mate provided in the Contract Documents, the City may do so, and the cost thereof shall be charged to the Contractor. M. �00�nNtT or's Re resentative.Antonio Sanchez [INSERT NAME OF ACTOR'S REPRESENTATIVE] shall be authorized to act on Contractor's behalf with respect to the Work as Contractor's designated representative. N. lade endent Contractor. Contractor hereby covenants and declares that it is engaged in an independent business and agrees to perform the Work as an independent contractor and not as the agent or employee of the City. Nothing contained in this Agreement shall be construed ts ant Contractor, r agent of the C ty a its employees, servants or subcontractors,employee, for any purpose. The Contractor agrees to be solely responsible for its own matters relating to the time and place the Work is performed and the method used to perform such Work; the instrumentalities, tools, supplies, and/or materials necessary to complete the Work; hiring of subcontractors, agents, or employees to complete the Work; and the payment of employees, including benefits and Construction Services Agreement I Version 1.0 15 Construction Services Agreement | Version 1.0 compliance with Social Security, withholding, and all other regulations governing such matters. The Contractor agrees to be solely responsible for its own acts and those of its subordinates, employees, and subcontractors during the life of this Agreement. There shall be no contractual relationship between any subcontractor or supplier and the City by virtue of this Agreement with the Contractor. Any provisions of this Agreement that may appear to give the City the right to direct Contractor as to the details of the services to be performed by Contractor or to exercise a measure of control over such services will be deemed to mean that Contractor shall follow the directions of the City with regard to the results of such services only. It is further understood that this Agreement is not exclusive, and the City may hire additional entities to perform Work related to this Agreement. Inasmuch as the City and the Contractor are independent of each other, neither has the authority to bind the other to any third person or otherwise to act in any way as the representative of the other, unless otherwise expressly agreed to in writing signed by both Parties hereto. The Contractor agrees not to represent itself as the City’s agent for any purpose to any party or to allow any employee of the Contractor to do so, unless specifically authorized, in advance and in writing, to do so, and then only for the limited purpose stated in such authorization. The Contractor shall assume full liability for any contracts or agreements the Contractor enters into on behalf of the City without the express knowledge and prior written consent of the City. O. Responsibility of Contractor and Indemnification of City. The Contractor covenants and agrees to take and assume all responsibility for the Work rendered in connection with this Agreement. The Contractor shall bear all losses and damages directly or indirectly resulting to it and/or the City on account of the performance or character of the Work rendered pursuant to this Agreement. To the fullest extent permitted by law, Contractor shall defend, indemnify, and hold harmless the City and the City’s elected and appointed officials, officers, boards, commissions, employees, representatives, consultants, servants, agents, attorneys and volunteers (individually an “Indemnified Party” and collectively “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 and costs of defense (“Liabilities”), which may arise from or be the result of alleged willful, negligent, or tortious act or omission arising out of the Work, performance of contracted services, or operations by the Contractor, any subcontractor, anyone directly or indirectly employed by the Contractor or subcontractor, or anyone for whose acts the Contractor 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 16 Construction Services Agreement | Version 1.0 Contractor, its subcontractor, anyone directly or indirectly employed by the Contractor or subcontractor, or anyone for whose acts the Contractor 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 Contractor or any subcontractor under workers’ or workmen’s compensation acts, disability benefit acts, or other employee benefit acts. This obligation to indemnify, defend, and hold harmless the Indemnified Party(ies) shall survive expiration or termination of this Agreement, provided that the claims are based upon or arise out of actions or omissions that occurred during the performance of this Agreement. P. Insurance. (1) Requirements: The Contractor shall have and maintain in full force and effect for the duration of this Agreement, insurance insuring against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the Work by the Contractor, its agents, representatives, employees or subcontractors. All policies shall be subject to approval by the City as to form and content. These requirements are subject to amendment or waiver if so approved in writing by the City Manager. (2) Minimum Limits of Insurance: Contractor shall maintain the following insurance policies with coverage and limits no less than: (a) Commercial General Liability: $1,000,000 (one million dollars) combined single limit per occurrence $2,000,000 (two million dollars) aggregate comprehensive/extended/enhanced Commercial General Liability policy with coverage including bodily and personal injury, sickness, disease or death, injury to or destruction of property, including loss of use resulting therefrom, damage to premises/operations, products/completed operations, independent consultants and contractual liability (specifically covering the indemnity), broad-from property damage, and underground, explosion and collapse hazard. This coverage may be achieved by using an excess or umbrella policy. The policy or policies must be on “an occurrence” basis (“claims made” coverage is not acceptable). (b) Commercial Automobile Liability (owned, non-owned, hired): $1,000,000 (one million dollars) combined single limit per occurrence $2,000,000 (two million dollars) aggregate for comprehensive Commercial Automobile liability coverage (owned, non-owned, hired) including bodily and personal injury, sickness, disease or death, injury to or destruction of property, including loss of use resulting therefrom. 17 Construction Services Agreement | Version 1.0 (c) Professional Liability: $1,000,000 (one million dollars) limit Professional Liability policy for claims arising out of professional services and caused by the Contractor’s errors, omissions, or negligent acts (required if any professional services will be provided). (d) Workers’ Compensation and Employers’ Liability: Workers’ Compensation policy with limits as required by the State of Georgia and Employers’ Liability limits of $1,000,000 (one million dollars) per occurrence or disease. (If Contractor is a sole proprietor, who is otherwise not entitled to coverage under Georgia’s Workers’ Compensation Act, Contractor must secure Workers’ Compensation coverage approved by both the State Board of Workers’ Compensation and the Commissioner of Insurance. The amount of such coverage shall be the same as what is otherwise required of employers entitled to coverage under the Georgia Workers’ Compensation Act. Further, the Contractor shall provide a certificate of insurance indicating that such coverage has been secured and that no individual has been excluded from coverage.) (e) RESERVED. (f) Commercial Umbrella Liability Coverage: $5 million per occurrence shall be provided and will apply over all liability policies, without exception, including but not limited to Commercial General Liability, Commercial Automobile Liability, Employers’ Liability, and Professional Liability. (3) Deductibles and Self-Insured Retentions: Any deductibles or self-insured retentions must be declared to and approved by the City in writing so that the City may ensure the financial solvency of the Contractor; self-insured retentions should be included on the certificate of insurance. (4) Other Insurance Provisions: Each policy shall contain, or be endorsed to contain, the following provisions respectively: (a) General Liability, Automobile Liability and Umbrella Liability Coverage. (i) Additional Insured Requirement. The City and City’s elected and appointed officials, officers, boards, commissioners, employees, representatives, consultants, servants, agents and volunteers (individually “Insured Party” and collectively “Insured Parties”) shall be named as additional insureds as respects: liability arising out of activities performed by or on behalf of the Contractor; products and completed operations of the Contractor; 18 Construction Services Agreement | Version 1.0 premises owned, leased, or used by the Contractor; automobiles owned, leased, hired, or borrowed by the Contractor. The coverage shall contain no special limitations on the scope of protection afforded to the Insured Parties. Nothing contained in this section shall be construed to require the Contractor to provide liability insurance coverage to any Insured Party for claims asserted against such Insured Party for its sole negligence. (ii) Primary Insurance Requirement. The Contractor’s insurance coverage shall be primary noncontributing insurance as respects to any other insurance or self-insurance available to the Insured Parties. Any insurance or self- insurance maintained by the Insured Parties shall be in excess of the Contractor’s insurance and shall not contribute with it. (iii) Reporting Requirement. Any failure to comply with reporting provisions of the policies shall not affect coverage provided to the Insured Parties. (iv) Separate Coverage. Coverage shall state that the Contractor’s insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to limits of insurance provided. (v) Defense Costs/Cross Liability. Coverage shall be provided on a “pay on behalf” basis, with defense costs payable in addition to policy limits. There shall be no cross liability exclusion. (vi) Subrogation. The insurer shall agree to waive all rights of subrogation against the Insured Parties for losses arising from Work performed by the Contractor for the City. (b) Workers’ Compensation Coverage: The insurer providing Workers’ Compensation Coverage will agree to waive all rights of subrogation against the Insured Parties for losses arising from Work performed by the Contractor for the City. (c) All Coverages: (i) Notice Requirement. Each insurance policy required by this Agreement shall be endorsed to state that coverage shall not be suspended, voided, or canceled except after thirty (30) calendar days prior written notice (or 10 calendar days if due to non-payment) has been given to the City. The City 19 Construction Services Agreement | Version 1.0 reserves the right to accept alternate notice terms and provisions, provided they meet the minimum requirements under Georgia law. (ii) Starting and Ending Dates. Policies shall have concurrent starting and ending dates. (iii) Incorporation of Indemnification Obligations. Policies shall include an endorsement incorporating the indemnification obligations assumed by the Contractor under the terms of this Agreement, including but not limited to Section 7(O) of this Agreement. (5) Acceptability of Insurers: The insurance to be maintained by Contractor must be issued by a company licensed or approved by the Insurance Commissioner to transact business in the State of Georgia. Such insurance shall be placed with insurer(s) with an A.M. Best Policyholder’s rating of no less than “A-” and with a financial rate of Class VII or greater. The Contractor shall be responsible for any delay resulting from the failure of its insurer to provide proof of coverage in the proscribed form. (6) Verification of Coverage: Contractor shall furnish to the City for City approval certificates of insurance and endorsements to the policies evidencing all coverage required by this Agreement prior to the start of work. Without limiting the general scope of this requirement, Contractor is specifically required to provide an endorsement naming the City as an additional insured when required. The certificates of insurance and endorsements for each insurance policy are to be on a form utilized by Contractor’s insurer in its normal course of business and are to be signed 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. The City reserves the right to require complete, certified copies of all required insurance policies at any time. The Contractor shall provide proof that any expiring coverage has been renewed or replaced prior to the expiration of the coverage. (7) Subcontractors: Contractor shall either (1) ensure that its insurance policies (as described herein) cover all subcontractors and the Work performed by such subcontractors or (2) ensure that any subcontractor secures separate policies covering that subcontractor and its Work. All coverage for subcontractors shall be subject to all of the requirements stated in this Agreement, including, but not limited to, naming the Insured Parties as additional insureds. (8) Claims-Made Policies: Contractor shall extend any claims-made insurance policy for at least six (6) years after termination or final payment under the 20 Construction Services Agreement | Version 1.0 Agreement, whichever is later, and have an effective date which is on or prior to the Effective Date. (9) Progress Payments: The making of progress payments to the Contractor shall not be construed as relieving the Contractor or its subcontractor or insurance carriers from providing the coverage required in this Agreement. Q. Bonds. In public works construction contracts valued at more than one hundred thousand dollars ($100,000.00) or road construction/maintenance contracts valued at five thousand dollars ($5,000.00) or more, or in any other instance where the City has elected to include such bond requirements as exhibits to this Agreement, the Contractor shall provide Performance and Payment bonds as a condition of this Agreement. At the conclusion of the Work, Contractor shall also provide City with a maintenance bond in the amount of one-third (1/3) of the total amount paid under the Agreement, guaranteeing the repair or replacement caused by defective workmanship or materials for a period of two (2) years from the completion of the Work. Bonds shall be provided on the forms attached hereto as “Exhibits D.1, D.2 and D.3” and with a surety licensed to do business in Georgia and listed on the Treasury Department’s most current list (Circular 570 as amended). Upon the request of any person or entity appearing to be a potential beneficiary of bonds covering payment of obligations arising under this Agreement, the Contractor shall promptly furnish a copy of the bonds or shall permit a copy to be made. R. Assignment of Agreement. The Contractor covenants and agrees not to assign or transfer any interest in, or delegate any duties of this Agreement, without the prior express written consent of the City. As to any approved subcontractors, the Contractor shall be solely responsible for reimbursing them, and the City shall have no obligation to them. S. Employment of Unauthorized Aliens Prohibited – E-Verify Affidavit. Pursuant to O.C.G.A. § 13-10-91, the City shall not enter into a contract for the physical performance of services unless: (1) the Contractor shall provide evidence on City-provided forms, attached hereto as “Exhibits G.1 and G.2” (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 its 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, or (2) the Contractor provides evidence that it is not required to provide an affidavit because it is an individual licensed pursuant to Title 26 or Title 43 or by the State Bar of Georgia and is in good standing. 21 Construction Services Agreement | Version 1.0 The Contractor hereby verifies that it has, prior to executing this Agreement, executed a notarized affidavit, the form of which is provided in “Exhibit G.1”, and submitted such affidavit to City or provided the City with evidence that it is an individual not required to provide such an affidavit because it is licensed and in good standing as noted in sub-subsection (2) above. Further, Contractor hereby agrees to comply with the requirements of the federal Immigration Reform and Control Act of 1986 (IRCA), P.L. 99-603, O.C.G.A. § 13-10-91 and Georgia Department of Labor Rule 300-10-1-.02. In the event the Contractor employs or contracts with any subcontractor(s) in connection with the covered contract, the Contractor 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 G.2”, which subcontractor affidavit shall become part of the contractor/subcontractor agreement, or evidence that the subcontractor is not required to provide such an affidavit because it is licensed and in good standing as noted in sub-subsection (2) above. If a subcontractor affidavit is obtained, Contractor agrees to provide a completed copy to the City within five (5) business days of receipt from any subcontractor. Where Contractor is required to provide an affidavit pursuant to O.C.G.A. § 13-10- 91, the City Manager or his/her designee shall be authorized to conduct an inspection of the Contractor’s and Contractor’s subcontractors’ verification process at any time to determine that the verification was correct and complete. The Contractor and Contractor’s subcontractors shall retain all documents and records of their respective verification process for a period of five (5) years following completion of the contract. Further, where Contractor is required to provide an affidavit pursuant to O.C.G.A. § 13-10-91, the City Manager or his/her designee shall further be authorized to conduct periodic inspections to ensure that no City Contractor or Contractor’s subcontractors employ unauthorized aliens on City contracts. By entering into a contract with the City, the Contractor and Contractor’s subcontractors agree to cooperate with any such investigation by making their records and personnel available upon reasonable notice for inspection and questioning. Where a Contractor or Contractor’s subcontractors are found to have employed an unauthorized alien, the City Manager or his/her designee may report same to the Department of Homeland Security. The Contractor’s failure to cooperate with the investigation may be sanctioned by termination of the contract, and the Contractor shall be liable for all damages and delays occasioned by the City thereby. Contractor agrees that the employee-number category designated below is applicable to the Contractor. [Information only required if a contractor affidavit is required pursuant to O.C.G.A. § 13-10-91.] [DESIGNATE/MARK APPROPRIATE CATEGORY] ____ 500 or more employees. _ 100 or more employees_ X Fewer than 100 employees. Contractor hereby agrees that, in the event Contractor Agreementmplloys or contracts where with ith any subcontractor(s) in connection with subcontractor is required to provide an affidavitbtpursuant ra �o�( jtO O h . s bcontractor{sl} the Contractor will secure from the 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. T. Records Re orts and Audits. (l) Records: (a) Books, records, documents, account legers, data bases, and similar materials relating to the Work performed for the City under this Agreement ("Records") shall be established and maintained by the Contractor in accordance with applicable law and requirements prescribed by the City with respect to all matters covered by this Agreement. Except as otherwise authorized or required, such Records shall be maintained for at least three (3) years from the date that final payment is made to Contractor by City under this Agreement. Furthermore, Records that are years e subject of audit audit findings shall be retained for three (3) yr findings have been resolved, whichever is later. (b) All costs claimed or anticipated to be incurred in the performance of this Agreement shall be supported by properly executed payrolls, time records, invoices, contracts, or vouchers, or other official documentation evidencing in proper detail the nature and propriety of the charges. All checks, payrolls, invoices, contracts, vouchers, orders, or other accounting documents pertaining in whole or in part to this Agreement shall be clearly identified and readily accessible. (2) Reports and Information.: Upon request, the Contractor shall furnish to the City any and all Records in the form requested by the City. All Records stored on a computer database must be of a format compatible with the City's computer systems and software. (3) Audits and Ins ections: At any time during normal business hours and as often as the City may deem necessary, Contractor shall make available to the City or City's representative(s) for examination all Records. The Contractor will permit the anscri is from esucheRec rds) t C ntxactor shall and make excerpts or tr p Construction Services Agreement i Version 1.0 23 Construction Services Agreement | Version 1.0 provide proper facilities for City or City’s representative(s) to access and inspect the Records, or, at the request of the City, shall make the Records available for inspection at the City’s office. Further, Contractor shall permit the City or City’s representative(s) to observe and inspect any or all of Contractor’s facilities and activities during normal hours of business for the purpose of evaluating Contractor’s compliance with the terms of this Agreement. In such instances, the City or City’s representative(s) shall not interfere with or disrupt such activities. U. Confidentiality. Contractor acknowledges that it may receive confidential information of the City and that it will protect the confidentiality of any such confidential information and will require any of its subcontractors, contractors, and/or staff to likewise protect such confidential information. The Contractor agrees that confidential information it receives or such reports, information, opinions, or conclusions that Contractor creates under this Agreement shall not be made available to, or discussed with, any individual or organization, including the news media, without prior written approval of the City. Contractor shall exercise reasonable precautions to prevent the unauthorized disclosure and use of City information whether specifically deemed confidential or not. Contractor acknowledges that the City’s disclosure of documentation is governed by Georgia’s Open Records Act, and Contractor further acknowledges that, if Contractor submits records containing trade secret information and if Contractor wishes to keep such records confidential, Contractor must submit and attach to such records an affidavit affirmatively declaring that specific information in the records constitutes trade secrets pursuant to Article 27 of Chapter 1 of Title 10, and the Parties shall follow the requirements of O.C.G.A. § 50-18-72(a)(34) related thereto. V. Licenses, Certifications and Permits. The Contractor covenants and declares that it has obtained all diplomas, certificates, licenses, permits, or the like required of the Contractor by any and all national, state, regional, county or local boards, agencies, commissions, committees or other regulatory bodies in order to perform the Work contracted for under this Agreement; provided that some permits or licenses related to the Project may be obtained as part of the Work and shall be obtained as required. The Contractor shall secure and pay for the building permit and other permits and governmental fees, licenses and inspections necessary for proper execution and completion of the Work, which are customarily secured after execution of the Agreement and which are legally required. Contractor shall furnish copies of such permits, licenses, etc. to the City within ten (10) days after issuance. W. RESERVED. X. Authority to Contract. The Contractor covenants and declares that it has obtained all necessary approvals of its board of directors, stockholders, general partners, limited partners, or similar authorities to simultaneously execute and bind Contractor to the terms of this Agreement, if applicable. 24 Construction Services Agreement | Version 1.0 Y. Ownership of Work. All reports, designs, drawings, plans, specifications, schedules, work product, and other materials, including those in electronic form, prepared or in the process of being prepared for the Work to be performed by the Contractor (“Materials”) shall be the property of the City, and the City shall be entitled to full access and copies of all Materials in the form prescribed by the City. Any Materials remaining in the hands of the Contractor or subcontractor upon completion or termination of the Work shall be delivered immediately to the City whether or not the Project or Work is commenced or completed, provided, however, that Contractor may retain a copy of any deliverables for its records. The Contractor assumes all risk of loss, damage or destruction of or to Materials. If any Materials are lost, damaged, or destroyed before final delivery to the City, the Contractor shall replace them at its own expense. Any and all copyrightable subject matter in all Materials is hereby assigned to the City, and the Contractor agrees to execute any additional documents that may be necessary to evidence such assignment. Z. Nondiscrimination. During the performance of this Agreement, the Contractor agrees as follows: 1. Compliance with Regulations. The Contractor shall comply with the Regulations, hereinafter defined, relative to nondiscrimination in federally-assisted programs of the Department of Transportation (the “DOT”), Title 49, Code of Federal Regulations, part 21, as they may be amended from time to time (the “Regulations”), which are herein incorporated by reference and made a part of this Agreement. 2. Nondiscrimination. The Contractor, with regard to the Work performed by it during the contract, shall not discriminate on the grounds of race, color, sex, belief, political affiliation, or national origin in the selection and retention of employees or subcontractors, including procurement of materials and leases of equipment. The Contractor shall not participate either directly or indirectly in discrimination prohibited by Section 21.5 of the Regulations, including employment practices when the Agreement covers a program set forth in Appendix B of the Regulations. 3. Solicitations for Subcontracts, Including Procurement of Materials and Equipment. In all solicitations either by competitive bidding or negotiations made by the Contractor for Work to be performed under a subcontract, including procurement of materials or leases of equipment, each potential subcontractor or supplier shall be notified by the Contractor of the Contractor’s obligations under this Agreement and the Regulations relative to nondiscrimination on the ground of race, color, sex, or national origin. 4. Information and Reports. The Contractor shall provide all information and reports required by the Regulations or directives issued pursuant thereto, and shall permit access to its books, records, accounts, and other sources of information and its facilities as may be determined by the County, GDOT, or the Federal Highway Administration to be pertinent to ascertain compliance with such Regulations, orders, and instructions. Where any information required of a contractor is in the exclusive possession of another who fails or refuses to furnish this information, the 25 Construction Services Agreement | Version 1.0 Contractor shall so certify to the County, or GDOT or the Federal Highway Administration, as appropriate, and shall set forth what efforts it has made to obtain such information. 5. Sanctions for Noncompliance. In the event of the Contractor’s noncompliance with the nondiscriminatory provision of this Agreement, County shall impose contract sanctions as it or GDOT or the Federal Highway Administration may determine to be appropriate, including, but not limited to: (a) Withholding of payments to the Contractor under the Agreement until Contractor complies; and/or (b) Cancellation, termination, or suspension of the Agreement, in whole or in part. 6. Incorporation of Provisions. The Contractor shall include the provisions of paragraphs (1) through (5) in every subcontract, procurement of materials and leases of equipment, unless exempt by the Regulations, or directives issue thereto. The Contractor shall take such action with respect to any subcontractor or procurement as the County or GDOT or the Federal Highway Administration may direct as a means of enforcing such provisions including sanctioning noncompliance: Provided, however, that in the event a Contractor becomes involved in, or is threatened with litigation with a subcontractor or supplier as a result of such direction, the Contractor may request the County to enter into such litigation to protect the interest of the County and, in addition, the Contractor may request the Georgia Department of Transportation to enter into such litigation to protect the interests of the State and the United States to enter into such litigation to protect the interests of the United States. AA. Consultants Assisting with Procurement. As required by O.C.G.A. § 36-80-28, if the Agreement requires the Consultant to prepare, develop, or draft specifications or requirements for a solicitation (including bids, requests for proposals, procurement orders, or purchase orders) or to serve in a consultative role during a bid or proposal evaluation or negotiation process: (a) the Consultant shall avoid any appearance of impropriety and shall follow all ethics and conflict-of-interest policies and procedures of the City; (b) the Consultant shall immediately disclose to the City any material transaction or relationship, including, but not limited to, that of the Consultant, the Consultant’s employees, or the Consultant’s agents or subsidiaries, that reasonably could be expected to give rise to a conflict of interest, including, but not limited to, past, present, or known prospective engagements, involvement in litigation or other dispute, client relationships, or other business or financial interest, and shall immediately disclose any material transaction or relationship subsequently discovered during the pendency of the Agreement; and (c) the Consultant agrees and acknowledges that any violation or threatened violation of this paragraph may cause irreparable injury to the City, entitling the City to seek injunctive relief in addition to all other legal remedies. Section 8. Covenants of the City A. Right of Entry. The City shall provide for right of entry for Contractor and Contractor’s equipment as required for Contractor to complete the Work; provided 26 Construction Services Agreement | Version 1.0 that Contractor shall not unreasonably encumber the Project site(s) with materials or equipment. B. City’s Representative. Matthew Fallstrom shall be authorized to act on the City’s behalf with respect to the Work as the City’s designated representative on this Project; provided that any changes to the Work or the terms of this Agreement must be approved as provided in Section 6 above. Section 9. Final Project Documents; Warranty A. Final Project Documents. Prior to final payment, Contractor shall deliver to City a written assignment of all warranties, guaranties, certificates, permits, and other documents, including without limitation, all contractors’ and manufacturers’ warranties. At such time, Contractor shall also deliver to the City copies of all as- built drawings, operations, and maintenance manuals, and any other pertinent documents relating to the construction and operation of the Work that is not otherwise in the possession of the City. B. Warranty. The Contractor warrants to the City and the Contract Administrator that materials and equipment furnished under the Agreement will be of good quality and new, unless otherwise required or permitted by the Contract Documents, that the Work will be free from defects not inherent in the quality required or permitted, and that the Work will conform to the requirements of the Contract Documents. Work not conforming to these requirements, including substitutions not properly approved and authorized, is considered defective. This warranty excludes remedy for damage or defect caused by abuse by the City or modifications to the Work not executed by the Contractor or an employee/subcontractor/sub-subcontractor thereof. Except as may be otherwise specified or agreed, the Contractor shall repair or replace all defects in materials, equipment, or workmanship appearing within 2 year(s) (the “Warranty Period”) from the date of final completion at no additional cost to the City. An inspection shall be conducted by the City or its representative(s) near the completion of the Warranty Period to identify any issues that must be resolved by the Contractor. Expiration of the Warranty Period shall not affect the Contractor’s continued liability under an implied warranty of merchantability and fitness. All warranties implied by law, including fitness for a particular purpose and suitability, are hereby preserved and shall apply in full force and effect beyond any Warranty Period. Section 10. Termination A. For Convenience. The City may terminate this Agreement for convenience at any time upon providing written notice thereof to Contractor at least seven (7) calendar days in advance of the termination date. B. For Cause. The Contractor shall have no right to terminate this Agreement prior to 27 Construction Services Agreement | Version 1.0 completion of the Work, except in the event of City’s failure to pay the Contractor within thirty (30) calendar days of Contractor providing the City with notice of a delinquent payment and an opportunity to cure. The City may terminate this Agreement for cause as provided in Section 11 of this Agreement. The City shall give Contractor at least seven (7) calendar days’ written notice of its intent to terminate the Agreement for cause and the reasons therefor, and if Contractor, or its Surety, fails to cure the default within that period, the termination shall take place without further notice. The City shall then make alternative arrangements for completion of the Project. C. Statutory Termination. In compliance with O.C.G.A. § 36-60-13, this Agreement shall be deemed terminated as provided in Section 4(A) of this Agreement. Further, this Agreement shall terminate immediately and absolutely at such time as appropriated or otherwise unobligated funds are no longer available to satisfy the obligation of the City. D. Payment. Provided that no damages are due to the City for Contractor’s failure to perform in accordance with this Agreement, and except as otherwise provided herein, the City shall, upon termination for convenience or statutory termination, pay Contractor for Work performed prior to the date of termination in accordance with Section 5 herein. The City shall have no further liability to Contractor for such termination. At its sole discretion, the City may pay Contractor for additional value received as a result of Contractor’s efforts, but in no case shall said payment exceed any remaining unpaid portion of the Maximum Contract Price. If this Agreement is terminated for cause, the City will make no further payment to the Contractor or its Surety until the Project is completed and all costs of completing the Project are paid. If the unpaid balance of the amount due the Contractor, according to this Agreement, exceeds the cost of finishing the Project, City shall provide payment to the Contractor (or its Surety) for services rendered and expenses incurred prior to the termination date, provided that such payment shall not exceed the unpaid balance of the amount otherwise payable under this Agreement minus the cost of completing the Project. If the costs of completing the Project exceed the unpaid balance, the Contractor or its Surety shall pay the difference to the City. E. Assumption of Contracts. The City reserves the right in termination for cause to take assignment of all contracts between the Contractor and its subcontractors, vendors, and suppliers. The City will promptly notify the Contractor of the contracts the City elects to assume. Upon receipt of such notice, the Contractor shall promptly take all steps necessary to effect such assignment. F. Conversion to Termination for Convenience. If the City terminates this Agreement for cause and it is later determined that the City did not have grounds to do so, the termination will be converted to and treated as a termination for convenience under the terms of Section 10(A) above. 28 Construction Services Agreement | Version 1.0 G. Requirements Upon Termination. Upon termination, the Contractor shall: (1) promptly discontinue all services, cancel as many outstanding obligations as possible if requested to do so by the City, and not incur any new obligations, unless the City directs otherwise; and (2) promptly deliver to the City all data, drawings, reports, summaries, and such other information and materials as may have been generated or used by the Contractor in performing this Agreement, whether completed or in process, in the form specified by the City. H. Reservation of Rights and Remedies. The rights and remedies of the City and the Contractor provided in this Section are in addition to any other rights and remedies provided under this Agreement or at law or in equity. Section 11. City’s Rights; Contractor Default A. City Rights Related to the Work. (i) City’s Right to Stop the Work. If the Contractor fails to correct Work which is not in accordance with the requirements of the Contract Documents, as required by the Contract Administrator, or persistently fails to carry out Work in accordance with the Contract Documents, the City may issue a written order to the Contractor to stop the Work, or any portion thereof, until the cause for such order has been eliminated; however, the right of the City to stop the Work shall not give rise to a duty on the part of the City to exercise this right for the benefit of the Contractor or any other person or entity. Such a stoppage of Work shall not extend the Expected Date of Final Completion of the Work. (ii) City’s Right to Carry Out the Work. If the Contractor defaults or neglects to carry out the Work in accordance with the Contract Documents and fails within a seven (7) calendar day period after receipt of written notice from the City to commence and/or continue correction of such default or neglect with diligence and promptness, the City may, without prejudice to other remedies the City may have, correct such deficiencies. In such case, an appropriate Change Order shall be issued deducting from payments then or thereafter due the Contractor the reasonable cost of correcting such deficiencies, including City’s expenses and compensation for the Architect/Engineer’s and/or Contract Administrator’s additional services (if any) made necessary by such default, neglect or failure. If payments then or thereafter due the Contractor are not sufficient to cover such amounts, the Contractor shall pay the difference to the City. B. Contractor Default. For the purposes of this Agreement, Contractor shall be in default if any of the following occur during the Term of this Agreement: (a) a failure to fulfill in a timely and proper manner Contractor’s obligations under this Agreement; (b) Contractor violates any of the material provisions, agreements, representations or covenants of this Agreement or any applicable city, state, or federal laws, which do not fall within the force majeure provisions of this Agreement; (c) the Contractor becomes insolvent or unable to pay its debts as they mature, or makes an assignment for the benefit of creditors, or files a bankruptcy petition under the United States 29 Construction Services Agreement | Version 1.0 Bankruptcy Code; or (d) Contractor is the subject of a judgment or order for payment of money, which judgment or order exceeds $100,000 and is no longer subject to appeal or, in the opinion of the City, would be fruitless to appeal and where (i) such judgment or order shall continue un-discharged or unpaid for a period of thirty (30) calendar days, (ii) an insurer acceptable to the City has not acknowledged that such judgment or order is fully covered by a relevant policy of insurance, or (iii) the City is otherwise reasonably satisfied that such judgment or order is not likely to be satisfied or complied with within sixty (60) calendar days of its issuance. In the event of Contractor’s default under this Agreement, the City shall send written notice to the Contractor setting forth the specific instances of the default and providing the Contractor with at least seven (7) calendar days to cure or otherwise remedy the default to the reasonable satisfaction of the City. If the default is not remedied during the stated cure period, then the City may, at its election: (a) in writing terminate the Agreement in whole or in part; (b) cure such default itself and charge the Contractor for the costs of curing the default against any sums due or which become due to the Contractor under this Agreement; and/or (c) pursue any other remedy then available, at law or in equity, to the City for such default. Section 12. Construction Administration If a Contract Administrator other than the City has been hired in relation to the Project, the Contract Administrator’s administration of the construction of the Project shall be as described in “Exhibit K”, attached hereto. The Contractor agrees to the construction administration provisions contained in “Exhibit K.” Section 13. Miscellaneous A. Complete Agreement. This Agreement, including all of the Contract Documents, constitutes the complete agreement between the Parties and supersedes any and all other agreements, either oral or in writing, between the Parties with respect to the subject matter of this Agreement. No other agreement, statement, or promise relating to the subject matter of this Agreement not contained in this Agreement or the Contract Documents shall be valid or binding. This Agreement may be modified or amended only by a written document signed by representatives of both Parties with appropriate authorization. B. Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of Georgia without regard to choice of law principles. 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 or the U.S. District Court for the Northern District of Georgia – Atlanta Division, and Contractor submits to the jurisdiction and venue of such court. C. Counterparts. This Agreement may be executed in any number of counterparts, 30Construction Services Agreement | Version 1.0 each of which shall be deemed to be an original, but all of which together shall constitute one and the same instrument. D.Invalidity of Provisions; Severability. Should any article(s) or section(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 if this Agreement had been executed with the invalid portion hereof eliminated, it being the intention of the Parties that they would have executed the remaining portion of this Agreement without including any such part, parts, or portions that may for any reason be hereafter declared invalid. E.Business License. Prior to commencement of the Work to be provided hereunder, Contractor shall apply to the City for a business license, pay the applicable business license fee, and maintain said business license during the Term of this Agreement, unless Contractor provides evidence that no such license is required. F.Notices. (1)Communications Relating to Day-to-Day Activities. All communications relating to the day-to-day activities of the Work shall be exchanged between Matthew Fallstrom for the City and ___________________ [INSERT CONTACT NAME] for the Contractor. (2)Official Notices. 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 calendar 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 addresses given below, or at a substitute address previously furnished to the other Party by written notice in accordance herewith: NOTICE TO CITY shall be sent to: City of Milton Attn: Procurement Manager 2006 Heritage Walk Milton, GA 30004 NOTICE TO CONTRACTOR shall be sent to: DAF Concrete Inc. Antonio Sanchez 31 Construction Services Agreement | Version 1.0 Attn: Antonio Sanchez 9160 Turner Road Jonesboro, GA 30236 G. Waiver of Agreement. No failure by the City to enforce any right or power granted under this Agreement, or to insist upon strict compliance by Contractor 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 Contractor 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. H. Survival. All sections of this Agreement which by their nature should survive termination will survive termination, including, without limitation, confidentiality obligations, warranties, and insurance maintenance requirements. I. Sovereign Immunity. Nothing contained in this Agreement shall be construed to be a waiver of the City’s sovereign immunity or any individual’s qualified good faith or official immunities. J. No Personal Liability. Nothing herein shall be construed as creating any individual or personal liability on the part of any of City’s elected or appointed officials, officers, boards, commissions, employees, representatives, consultants, servants, agents, attorneys or volunteers. No such individual shall be personally liable to the Contractor or any successor in interest in the event of any default or breach by the City or for any amount which may become due to the Contractor or successor or on any obligation under the terms of this Agreement. Likewise, Contractor’s performance of services under this Agreement shall not subject Contractor’s individual employees, officers, or directors to any personal liability, except where Contractor is a sole proprietor. The Parties agree that their sole and exclusive remedy, claim, demand, or suit shall be directed and/or asserted only against Contractor or the City, respectively, and not against any elected or appointed official, officers, boards, commissions, employees, representatives, consultants, servants, agents, attorneys and volunteers. K. Force Majeure. Neither the City nor Contractor shall be liable for their 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 their respective duties or obligations under this Agreement or for any delay in such performance due to: (i) any cause beyond their respective reasonable control; (ii) any act of God; (iii) any change in applicable governmental rules or regulations rendering the performance of any portion of this Agreement legally impossible; (iv) earthquake, fire, explosion, or flood; (v) strike or labor dispute, excluding strikes or labor disputes by employees and/or agents of Contractor; (vi) delay or failure to act by any governmental or military authority; or (vii) any war, hostility, embargo, 32 Construction Services Agreement | Version 1.0 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. L. Headings. All headings herein are intended for convenience and ease of reference purposes only and in no way define, limit, or describe the scope or intent thereof, or of this Agreement, or in any way affect this Agreement. M. No Third Party Rights. This Agreement shall be exclusively for the benefit of the Parties and shall not provide any third parties with any remedy, claim, liability, reimbursement, cause of action or other right. N. Successors and Assigns. Subject to the provision of this Agreement regarding assignment, each Party binds itself, its partners, successors, assigns, and legal representatives to the other Party hereto, its partners, successors, assigns, and legal representatives with respect to all covenants, agreements, and obligations contained in the Contract Documents. O. Agreement Construction and Interpretation. Contractor represents that it has reviewed and become familiar with this Agreement and has notified the City of any discrepancies, conflicts or errors in the Contract Documents. 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 interest of brevity, the Contract Documents may omit modifying words such as “all” and “any” and articles such as “the” and “an,” but the fact that a modifier or an article is absent from one statement and appears in another is not intended to affect the interpretation of either statement. P. Material Condition. Each term of this Agreement is material, and Contractor’s breach of any term of this Agreement shall be considered a material breach of the entire Agreement and shall be grounds for termination or exercise of any other remedies available to the City at law or in equity. Q. Use of Singular and Plural. Words or terms used as nouns in the Agreement shall be inclusive of their singular and plural forms, unless the context of their usage clearly requires contrary meaning. IN WITNESS WHEREOF, the City and the Contractor have executed this Agreement effective as of the Effective Date first above written. [SIGNATURES ON FOLLOWING PAGE] CITY OF MILTON, GEORGIA In Joe Lockwood, Mayor [CITY SEAL] Attest: Print Name: Its: City Clerk Approved as to form: City Attorney CONTRACTOR: DAF Concrete, Inc. By: f 0 t b S r_�-► Ch z Print Name: �n 1-b r' i5b Its: [CIRCLE ONE] resident ice President (Corporation) Attest itness: Print Name: t�A C ( C, Its: 3e.Grc..bq Construction Services Agreement # Version 1.0 “EXHIBIT A” ITB 20-PW14 1 | Page CITY OF MILTON INVITATION TO BID (THIS IS NOT AN ORDER) Bid Number: 20-PW14 Project Name: Cogburn Road Sidewalk Improvement Project Due Date and Time: July 30, 2020 at 2:00 pm EST **Pending updates relating to COVID-19 the City may conduct the bid opening via a virtual meeting. Responding bidders will be emailed a meeting link should the need to hold this type meeting arise. Number of Pages: 106 ISSUING DEPARTMENT INFORMATION Issue Date: July 2, 2020 City of Milton Public Works Department 2006 Heritage Walk Milton, GA 30004 Phone: 678-242-2500 Website: www.cityofmiltonga.us INSTRUCTIONS TO BIDDERS Electronic Submittal: **Bids must be submitted electronically via Milton’s BidNet procurement portal/platform at www.cityofmiltonga.us If you have not registered as a vendor via BidNet we encourage you to register. There is no cost to join, and you will be notified of any potential bid opportunities with the City of Milton as well as other agencies who are part of the Georgia Purchasing Group. Mark Face of Envelope/Package: Bid Number: 20-PW14 Name of Company or Firm Special Instructions: Deadline for Written Questions July 20, 2020 at 5:00 pm Submit questions online via the BidNet Direct procurement portal at www.cityofmiltonga.us BIDDERS MUST COMPLETE THE FOLLOWING Bidder Name/Address: Authorized Bidder Signatory: (Please print name and sign in ink) Bidder Phone Number: Bidder FAX Number: Bidder Federal I.D. Number: Bidder E-mail Address: BIDDERS MUST RETURN THIS COVER SHEET WITH BID RESPONSE ITB 20-PW14 2 | Page Table of Contents Topic Page Definitions 3 Invitation to Bid 4 Schedule of Events 6 Bidding Instructions (What must be submitted) 7 Insurance/Bond Requirements 8 Bid Form and Addenda Acknowledgement 13 Bid Bond (3 pages) 15 Qualifications Signature and Certification 18 Corporate Certificate 18 List of Subcontractors 19 Contractor Affidavit and Agreement (eVerify) 20 Disclosure Form 21 Project Specifications (Special Provisions) 23 Bid Submittal Form (4 pages) 30 General Conditions 34 EPD Air Quality Rules 40 Sample Contract Agreement 41 ITB 20-PW14 3 | Page DEFINITIONS COMPW: City of Milton Public Works Department CY: Cubic Yard GDOT: Georgia Department of Transportation ENGINEER: The City of Milton Director of Public Works or a duly authorized representative. ADA: Americans with Disabilities Act EA: Each GAL: Gallon LF: Lineal Feet LM: Lineal Mile LS: Lump Sum SY: Square Yard TN: Ton MUTCD: Manual on Uniform Traffic Control Devices OSHA: Occupational Safety and Health Administration FHWA: Federal Highway Administration AASHTO: American Association of State Highway and Transportation Officials ITB 20-PW14 4 | Page Invitation to Bid 20-PW14 The City of Milton is accepting sealed bids from qualified firms for the Cogburn Road Sidewalk Improvement Project for the Public Works Department in conformance with Title 32, Chapter 4, Article 4, Part 2 of the Official Code of Georgia Annotated. All work will be done in accordance with Georgia Department of Transportation’s (GDOT) Standard Drawings, Standard Specifications (current edition), and Pay Items Index as standards and specifications for the construction and completion of the work required. All bidders must comply with all general and special requirements of the bid information and instructions enclosed herein. Sealed (electronic) bids will be received no later than 2:00 PM Local Time on July 30, 2020. Electronic bids shall be submitted online via BidNet Direct, the City’s procurement portal, at www.cityofmiltonga.us At approximately 2:15 PM Local Time on the day bids are received the bids will be publicly opened and the bidder’s name and total bid amount will be read aloud at: City of Milton City Hall, 2006 Heritage Walk, Milton, GA 30004. **Pending updates relating to COVID-19 the City may conduct the bid opening via a virtual meeting. Responding bidders will be emailed a meeting link should the need to hold this type meeting arise. Any other interested members of the public may attend. Bids received after the above time will not be accepted. Questions must also be submitted online in the same manner listed above for bids. Deadline for questions is July 20, 2020 at 5:00pm. Official answers to questions and potential changes to the ITB (Addendums) will be posted at the same web location as the ITB on or about July 23, 2020. Any other form of interpretation, correction, or change to this ITB will not be binding upon the City. It is the bidder’s responsibility to check the websites for potential updates. Please refer to Bid (20- PW14) and bid name (Cogburn Road Sidewalk Improvement Project) when requesting information. The City of Milton reserves the right to reject any or all bids and to waive technicalities and informalities, and to make award in the best interest of the City of Milton. The selected contractor must be able to start work within ten (10) calendar days after the “Notice to Proceed” is issued. The time of completion for the project is to be determined prior to the issuance of the “Notice to Proceed.” If unusual ITB 20-PW14 5 | Page weather (beyond normal) affects the required completion schedule, The City and selected contractor will negotiate a new completion date. Section 108.08 of the State of Georgia Department of Transportation Standard Specifications Construction of Transportation Systems (current edition) shall be applied. ITB 20-PW14 6 | Page SCHEDULE OF EVENTS FOR REFERENCE ONLY - DO NOT SUBMIT WITH BID RESPONSE EVENT DATE ITB Issue Date July 2, 2020 Deadline for Receipt of Written Questions 5 PM on July 20, 2020 Posting of Written Answers by City to Websites on or about July 23, 2020 ITB DUE No Later than 2:00 PM on July 30, 2020 Tentative Contract Award (on/about) August 17, 2020 Notice to Proceed (on/about) To be coordinated with the Contractor NOTE: PLEASE CHECK THE CITY WEBSITE (http://www.cityofmiltonga.us) FOR ADDENDA AND SCHEDULE UPDATES. ITB 20-PW14 7 | Page BIDDING INSTRUCTIONS FAILURE TO RETURN THE FOLLOWING BID DOCUMENTS COULD RESULT IN THE BID BEING DEEMED NON-RESPONSIVE AND BEING REJECTED: Item Description Page(s) 1 Filled out and Signed Invitation to Bid (Cover Sheet) 1 2 Bid Form and Addenda Acknowledgement (2 pages) 13-14 3 Bid Bond (3 pages) 15-17 4 Qualifications Signature and Certification 18 5 List of Subcontractors 19 6 Contractor Affidavit and Agreement (eVerify) 20 7 Disclosure Form 21 8 Bid Submittal Form (4 pages) 30-33 INFORMATION AND INSTRUCTIONS The purpose of this solicitation is to enter into a unit price “purchasing contract” with one firm to be the primary supplier of the Cogburn Road Sidewalk Improvement Project, ITB 20-PW14. No specification expressed or implied shall be construed as any type of restrictive specification that would limit competition. Unless clearly shown as “no substitute” or any words to that effect, any items in these contract documents which have been identified, described or referenced by a brand name or trade name are for reference only. Such identification is intended to be descriptive but not restrictive and is to indicate the general quality and characteristics of products that may be offered. Each bid item for which an equivalent item is proposed must be individually identified on the bid sheet with the following information: brand name, model or manufacturer’s number or identification regularly used in the trade. Photographs, specifications and cut sheets shall be provided of the proposed alternative. The City shall be the sole judge of the suitability of the proposed alternative and may consider function, design, materials, construction, workmanship, finishes, operating features, overall quality, local service facilities, warranty terms and service or other relevant features. The City reserves the right to cancel the contract at any time with 30 days written ITB 20-PW14 8 | Page notice. Title to any supplies, materials, equipment or other personal property shall remain the Contractors’ until fully paid for by the City. All items to be bid FOB, Milton, Georgia. No sales taxes are to be charged. Any damage to any building or traffic control device, or equipment incurred during the course of work shall be repaired at the contractor’s expense to the complete satisfaction of the City of Milton with no additional expense to the City. EVALUATION The City intends to evaluate the ITB on the lowest, responsible and responsive bidder. Bids may be found nonresponsive at any time during the evaluation or contract process, if any of the required information is not provided; the submitted price is found to be inadequate; or the proposal is not within the specifications described and required in the ITB. If a bid is found to be non- responsive or non-qualified, it will not be considered further. INSURANCE REQUIREMENTS Within ten (10) days of Notice of Award, and at all times that this Contract is in force, the Contractor shall obtain, maintain and furnish the City Certificates of Insurance from licensed companies doing business in the State of Georgia with an A.M. Best Rating A-6 or higher and acceptable to the City. Within ten (10) days of Notice of Award, and at all times that this Contract is in force, the Contractor shall obtain, maintain and furnish the City Certificates of Insurance from licensed companies doing business in the State of Georgia with an A.M. Best Rating A-6 or higher and acceptable to the City. Insurance requirements are provided below and included in the CONTRACT AGREEMENT (Section 7.K). (1) Requirements: The Contractor shall have and maintain in full force and effect for the duration of this Agreement, insurance insuring against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the Work by the Contractor, its agents, ITB 20-PW14 9 | Page representatives, employees or subcontractors. All policies shall be subject to approval by the City Attorney as to form and content. These requirements are subject to amendment or waiver if so approved in writing by the City. (2) Minimum Limits of Insurance: Contractor shall maintain the following insurance policies with limits no less than: (a) Comprehensive General Liability of $1,000,000 (one million dollars) limit per single occurrence, $2,000,000 (two million dollars) umbrella, including coverage for bodily and personal injury, sickness, disease or death, injury to or destruction of property, including loss of use resulting therefrom, vandalism, property loss and theft. (b) Comprehensive Automobile Liability (owned, non-owned, hired) of $1,000,000 (one million dollars) combined single limit per occurrence for bodily and personal injury, sickness, disease or death, injury to or destruction of property, including loss of use resulting therefrom. (c) Workers' Compensation limits as required by the State of Georgia and Employers Liability limits of $1,000,000 (one million dollars) per accident. (3) Deductibles and Self-Insured Retentions: Any deductibles or self-insured retentions must be declared to and approved by the City in writing. (4) Other Insurance Provisions: The policy is to contain, or be endorsed to contain, the following provisions: (a) General Liability and Automobile Liability Coverage. (i) The City and City Parties are to be covered as insureds. The coverage shall contain no special limitations on the scope of protection afforded to the City or City Parties. (ii) The Contractor’s insurance coverage shall be primary noncontributing insurance as respects to any other insurance or self-insurance available to the City or City Parties. Any insurance or self-insurance maintained by the City or City Parties shall be in excess of the Contractor’s insurance and shall not contribute with it. ITB 20-PW14 10 | Page (iii) Any failure to comply with reporting provisions of the policies shall not affect coverage provided to the City or City Parties. (iv) Coverage shall state that the Contractor’s insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the limits of the insurer's liability. (v) Coverage shall be provided on a “pay on behalf” basis, with defense costs payable in addition to policy limits. There shall be no cross liability exclusion. (vi) The insurer agrees to waive all rights of subrogation against the City and City Parties for losses arising from Work performed by the Contractor for the City for General Liability coverage only. (b) Workers' Compensation Coverage: The insurer providing Workers’ Compensation Coverage will agree to waive all rights of subrogation against the City and City Parties for losses arising from Work performed by the Contractor for the City. (c) All Coverages: (i) Each insurance policy required by this clause shall be endorsed to state that coverage shall not be suspended, voided, canceled, reduced in coverage or in limits except after thirty (30) days prior written notice by certified mail, return receipt requested, has been given to the City. (ii) Policies shall have concurrent starting and ending dates. (5) Acceptability of Insurers: Insurance is to be placed with insurers authorized to do business in the State of Georgia and with an A.M. Bests' rating of no less than A:VI. (6) Verification of Coverage: Contractor shall furnish the City with certificates of insurance and endorsements to the policies evidencing coverage required by this clause prior to the start of Work. The certificate of insurance and endorsements shall be on a form utilized by Contractor’s insurer in its normal course of business and shall be received and approved by the City within ten (10) days of the Notice of Award. The City reserves the right to require complete, certified copies of all required insurance policies, at any ITB 20-PW14 11 | Page time. The Contractor shall provide proof that any expiring coverage has been renewed or replaced at least two (2) weeks prior to the expiration of the coverage. (7) Subcontractors: Contractor shall include all subcontractors as insureds under its policies or shall furnish separate certificates and endorsements for each subcontractor. All coverage for subcontractors shall be subject to all of the requirements stated in this Agreement, including but not limited to naming the Parties as additional insureds. (8) Claims-Made Policies: Contractor shall extend any claims-made insurance policy for at least six (6) years after termination or final payment under the Agreement, whichever is later. (9) City as Additional Insured and Loss Payee: The City shall be named as an additional insured and loss payee on all policies required by this Agreement, except the City need not be named as an additional insured and loss payee on any Workers’ Compensation policy. BONDING REQUIREMENTS Each bid must be accompanied with a BID BOND (bond only: certified checks or other forms are not acceptable) in an amount equal to five percent (5%) of the base bid, payable to the City of Milton. Said bid bond guarantees the bidder will enter into a contract to construct the project strictly within the terms and conditions stated in this bid and in the bidding and contract documents, should the construction contract be awarded. The Successful Bidder shall be required to furnish PAYMENT AND PERFORMANCE BONDS for the faithful performance on the contract and a bond to secure payment of all claims for materials furnished and/or labor performed in performance of the project, both in amounts equal to one hundred percent (100%) of the base bid price. The Successful Bidder shall also be required to furnish a MAINTENANCE BOND, in the amount of one-third (1/3) of the contract price, guaranteeing the repair or replacement caused by defective workmanship or materials for a period of two (2) years from the completion of construction. ITB 20-PW14 12 | Page Bonds shall be issued by a corporate surety appearing on the Treasury Department’s most current list (Circular 570 as amended) and be authorized to do business in the State of Georgia. Bonds shall be on the forms provided by the City and subject to the review and approval of the City Attorney. Date of Bond must not be prior to date of Contract. If Contractor is a Partnership, all partners shall execute Bond. OATH Prior to commencing the Work, the successful bidder shall execute a written oath as required by O.C.G.A. §§ 32-4-122 and 36-91-21(e). COST OF PREPARING A BID The costs for developing and delivering responses to this ITB and any subsequent presentations of the proposal as requested by the City are entirely the responsibility of the bidder. The City is not liable for any expense incurred by the bidder in the preparation and presentation of their proposal. All materials submitted in response to this ITB become the property of the City of Milton. ITB 20-PW14 13 | Page [BIDDERS MUST RETURN THIS FORM WITH BID RESPONSE] BID FORM and ADDENDA ACKNOWLEDGEMENT TO: PURCHASING OFFICE CITY OF MILTON MILTON, GEORGIA 30004 Ladies and Gentlemen: In compliance with your Invitation To Bid, the undersigned, hereinafter termed the Bidder, proposes to enter into a Contract with the City of Milton, Georgia, to provide the necessary machinery, tools, apparatus, other means of construction, and all materials and labor specified in the Contract Documents or as necessary to complete the Work in the manner therein specified within the time specified, as therein set forth, for: Bid Number 20-PW14 Cogburn Road Sidewalk Improvement Project The Bidder has carefully examined and fully understands the Contract, Specifications, and other documents hereto attached, has made a personal examination of the Site of the proposed Work, has satisfied himself as to the actual conditions and requirements of the Work, and hereby proposes and agrees that if his bid is accepted, he will contract with the City of Milton in full conformance with the Contract Documents. Unless otherwise directed, all work performed shall be in accordance with the Georgia Department of Transportation Standard Specifications, Construction of Transportation Systems (current edition). It is the intent of this Bid to include all items of construction and all Work called for in the Specifications, or otherwise a part of the Contract Documents. In accordance with the foregoing, the undersigned proposes to furnish and construct the items listed in the attached Bid schedule for the unit prices stated. The Bidder agrees that the cost of any work performed, materials furnished, services provided or expenses incurred, which are not specifically delineated in the Contract Documents but which are incidental to the scope, intent, and completion of the Contract, shall be deemed to have been included in the prices bid. ITB 20-PW14 14 | Page The Bidder further proposes and agrees hereby to promptly commence the Work with adequate forces within ten (10) calendar days from the Notice to Proceed, and to complete all Work as scheduled in Task Order(s) issued. If unusual weather (beyond normal) affects the required completion schedule, the City and selected Bidder will negotiate a new completion date. Attached hereto is an executed Bid Bond in the amount of __________________ Dollars ($ (Five Percent of Amount Bid). If this bid shall be accepted by the City of Milton and the undersigned shall fail to execute a satisfactory contract in the form of said proposed Contract, and give satisfactory Performance and Payment Bonds, or furnish satisfactory proof of carriage of the insurance required within ten days from the date of Notice of Award of the Contract, then the City of Milton may, at its option, determine that the undersigned abandoned the Contract and there upon this bid shall be null and void, and the sum stipulated in the attached Bid Bond shall be forfeited to the City of Milton as liquidated damages. Bidder acknowledges receipt of the following addenda: Addendum No. Date viewed _______________ _______________ _______________ _______________ Bidder further declares that the full name and resident address of Bidder’s Principal is as follows: Signed, sealed, and dated this _______ day of _____________, 20_____ Bidder _______________________ (Seal) Company Name Bidder Mailing Address: ___________________________________________ ___________________________________________ ___________________________________________ Signature: ________________________________________ Print Name: ______________________________________ Title: _____________________________________________ ITB 20-PW14 15 | Page [BIDDERS MUST RETURN THESE SHEETS WITH BID RESPONSE] BID BOND CITY OF MILTON, GEORGIA BIDDER (Name and Address): SURETY (Name and Address of Principal Place of Business): OWNER (hereinafter referred to as the “City” (Name and Address): City of Milton, Georgia ATTN: Purchasing Office 2006 Heritage Walk Milton, Georgia 30004 BID BID DUE DATE: PROJECT (Brief Description Including Location): BOND BOND NUMBER: DATE (Not later that Bid due date): PENAL SUM: _______________________________________________________________________ (Words) (Figures) IN WITNESS WHEREOF, Surety and Bidder, intending to be legally bound hereby to the City, subject to the terms printed below or on the reverse side hereof, do each cause this Bid Bond to be duly executed on its behalf by its authorized officer, agent or representative. BIDDER SURETY (Seal) (Seal) Bidder’s Name and Corporate Seal Surety’s Name and Corporate Seal By: By: ___________________________ Signature and Title: Signature and Title: (Attach Power of Attorney) Attest: Attest:_________________________ Signature and Title: Signature and Title: ITB 20-PW14 16 | Page Note: (1) Above addresses are to be used for giving any notice required by the terms of this Bid Bond. (2) Any singular reference to Bidder, Surety, the City or any other party shall be considered plural where applicable. 1. Bidder and Surety, jointly and severally, bind themselves, their heirs, executors, administrators, successors and assigns to pay to the City upon Default of Bidder the penal sum set forth on the face of this Bond. 2. Default of Bidder shall occur upon the failure of Bidder to deliver within the time required by the Bidding Documents (or any extension of that time agreed to in writing by the City) the executed Agreement required by the Bidding Documents and any performance and payment Bonds required by the Bidding Documents. 3. This obligation shall be null and void if: 3.1 The City accepts Bidder’s Bid and Bidder delivers within the time required by the Bidding Documents (or any extension of that time agreed to in writing by the City) the executed Agreement required by the Bidding Documents and any performance and payment Bonds required by the Bidding Documents; or 3.2 All Bids are rejected by the City; or 3.3 The City fails to issue a Notice of Award to Bidder within the time specified in the Bidding Documents (or any extension of that time agreed to in writing by Bidder and, if applicable, consented to by Surety when required by paragraph 5 hereof). 4. Payment under this Bond will be due and payable upon Default by Bidder within 30 calendar days after receipt by Bidder and Surety of a written Notice of Default from the City, which Notice will be given with reasonable promptness and will identify this Bond and the Project and include a statement of the amount due. 5. Surety waives notice of, as well as any and all defenses based on or arising out of, any time extension to issue a Notice of Award agreed to in writing by the City and Bidder, provided that the total time, including extensions, for issuing a Notice of Award shall not in the aggregate exceed 120 days from Bid due date without Surety’s written consent. 6. No suit or action shall be commenced under this Bond either prior to 30 calendar days after the Notice of Default required in paragraph 4 above is received by Bidder and Surety or later than one year after Bid due date. 7. Any suit or action under this Bond shall be commenced only in a court of competent jurisdiction located in the State of Georgia. 8. Notices required hereunder shall be in writing and sent to Bidder and Surety at their ITB 20-PW14 17 | Page respective addresses shown on the face of this Bond. Such notices may be sent by personal delivery, commercial courier or by United States Registered or Certified Mail, return receipt requested, postage pre-paid, and shall be deemed to be effective upon receipt by the party concerned. 9. Surety shall cause to be attached to this Bond a current and effective Power of Attorney evidencing the authority of the officer, agent or representative who executed this Bond on behalf of Surety to execute, seal and deliver such Bond and bind the Surety thereby. 10. This Bond is intended to conform to all applicable statutory requirements. Any applicable requirement of any applicable statute that has been omitted from this Bond shall be deemed to be included herein as if set forth at length. If any provision of this Bond conflicts with any applicable statute, then the provision of said statute shall govern and the remainder of this Bond that is not in conflict therewith shall continue in full force and effect. 11. The term “Bid” as used herein includes a Bid, offer or proposal, as applicable under the particular circumstances. 12. The terms of this Bid Bond shall be governed by the laws of the State of Georgia. ITB 20-PW14 18 | Page [BIDDERS MUST RETURN THIS FORM WITH BID RESPONSE] QUALIFICATIONS SIGNATURE AND CERTIFICATION I certify that this offer is made without prior understanding, agreement, or connection with any corporation, firm, or person submitting a proposal for the same materials, supplies, equipment, or services and is in all respects fair and without collusion or fraud. I understand collusive bidding is a violation of State and Federal Law and can result in fines, prison sentences, and civil damage awards. I agree to abide by all conditions of the proposal and certify that I am authorized to sign this proposal for the proposer. I further certify that the provisions of the Official Code of Georgia Annotated, including but not limited to Title 32, Chapter 4, Article 4, Part 2 and Sections 45-10-20 et seq. have not been violated and will not be violated in any respect. Authorized Signature______________________________Date_______________________ Print/Type Name______________________________________________________________ Print/Type Company Name Here_______________________________________________ CORPORATE CERTIFICATE I, ___________________________________, certify that I am the Secretary of the Corporation named as Contractor in the foregoing bid; that _______________________________________ who signed said bid in behalf of the Contractor, was then (title)_________________________ of said Corporation; that said bid was duly signed for and in behalf of said Corporation by authority of its Board of Directors, and is within the scope of its corporate powers; that said Corporation is organized under the laws of the State of _________________________________. This _________________ day of ________________, 20______ ______________________________________(Seal) (Signature) ITB 20-PW14 19 | Page [BIDDERS MUST RETURN THIS FORM WITH BID RESPONSE] LIST OF SUBCONTRACTORS I do _________, do not _______, propose to subcontract some of the work on this project. I propose to Subcontract work to the following subcontractors: Company Name:___________________________________________________ ITB 20-PW14 20 | Page [BIDDERS MUST RETURN THIS FORM WITH BID RESPONSE] 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: _________________________________ eVerify Number _________________________________ Date of Authorization _________________________________ Name of Contractor Cogburn Road Sidewalk Improvement Project Name of Project City of Milton, Georgia Name of Public Employer I hereby declare under the penalty of perjury that the foregoing is true and correct. Executed on ______, ___, 20___ in _____(city), ______(state). Signature of Authorized Officer or Agent _______________________________ Printed Name and Title of Authorized Officer or Agent _______________________________ SUBSCRIBED AND SWORN BEFORE ME ON THIS THE ______ DAY OF ______________,20___. _________________________________ NOTARY PUBLIC [NOTARY SEAL] My Commission Expires: ________________________________ ITB 20-PW14 21 | Page DISCLOSURE FORM This form is for disclosure of campaign contributions and family member relations with City of Milton officials/employees. Please complete this form and return as part of your bid package when it is submitted. Name of Bidder __________________________________________________ Name and the official position of the Milton Official to whom the campaign contribution was made (Please use a separate form for each official to whom a contribution has been made in the past two (2) years.) ________________________________________________________________ List the dollar amount/value and description of each campaign contribution made over the past two (2) years by the Applicant/Opponent to the named Milton Official. Amount/Value Description ________________ ___________________________________________ ________________ ___________________________________________ Please list any family member that is currently (or has been employed within the last 9 months) by the City of Milton and your relation: ________________ ___________________________________________ ___________________ ____________________________________________________ ITB 20-PW14 22 | Page GENERAL CONDITIONS 1. The Contractor shall comply with the plans and specifications for the Cogburn Road Sidewalk Improvement Project as prepared by WOLVERTON (Design Engineer), dated 6/17/2020. The plans may be downloaded at: Cogburn Road Sidewalk Improvement Project (https://files.secureserver.net/0s5wYAROgIHQAY) In addition to other standard specifications referenced herein, the bid package includes: a. Construction Drawings; b. Special Provision 163 – Miscellaneous Erosion Control Items; c. Special Provision 165 - Maintenance of Temporary Erosion and Sedimentation Control Devices; d. Special Provision 171 – Silt Fence; e. Special Provision 700 – Grassing. 2. Where contract documents reference "The Department" or "GA Department of Transportation" or “The Engineer”, it shall also mean "City of Milton." 3. All traffic control measures and detour signage are the responsibility of the contractor. Contractor shall coordinate all work with the City of Milton. 4. Replace, in kind, any vegetation or landscaping damaged during construction. Include cost in the price bid. 5. Unless otherwise directed, all work performed under this contract shall be in accordance with the Georgia Department of Transportation Standard Specifications, Construction of Transportation Systems (current edition), and Special Provisions modifying them, except as noted herein. ITB 20-PW14 23 | Page PROJECT SPECIAL PROVISIONS The right of way and easements for some parcels have not all been acquired at the time this bid is released. The City anticipates parcels 2, 3, 4, 5, and 7 right of way and easement areas to be acquired by notice to proceed for the Cogburn Road Sidewalk Improvement Project. Parcel 1 – Contractor shall not disturb existing large privacy pine trees next to fence along entire frontage. Contractor shall not disturb fruit trees, fence, or gate. Parcel 4 – Contractor to plan low growing shrubs on bank. Parcel 7 – Contractor will work around any landscaping within easement area if possible or replace in kind if any landscaping is disturbed. All project signage and striping to be pre-marked and approved by Milton Public Works prior to installation. PROSECUTION AND PROGRESS Construction shall begin no later than TEN (10) calendar days past the issuance of Notice to Proceed. The time of completion for the project is 180 calendar days. PERMITS AND LICENSES The Contractor shall procure all permits and licenses, pay all charges, taxes and fees, and give all notices necessary and incidental to the due and lawful prosecution of the work. MATERIALS Contractor will be responsible for replacing any work performed with material from rejected sample lot at no cost to the City. DEVIATION OF QUANTITIES The quantities given are estimates only and will vary from those indicated. Payment will be made based on actual quantities of work completed and accepted. The City reserves the right to add or delete quantities at any time. Contractor will notify the City in writing if additional items are identified or quantities of contract items will exceed plan. At no time will contractor proceed with work outside the prescribed scope of services for which additional payment will be requested without the written authorization of the City. ITB 20-PW14 24 | Page EROSION CONTROL It is the responsibility of the contractor to follow all Federal, State and Local erosion and sediment control laws and specifications. This includes meeting all NPDES guidelines. The contractor shall serve as the Primary Permittee for this project and is responsible for filing the NOI and all necessary fees associated with it. Erosion/Sediment Control measures shall be installed and maintained by the contractor throughout the duration of the project. The contractor is responsible for the removal and disposal, off project site, of all installed temporary erosion/sediment control measures when affected areas have been restored to a level where vegetative coverings will minimize erosion. The cost for this will be considered incidental to the project and included in the overall bid. UTILITIES There are utilities in the project area. Contractor shall be responsible for locating and coordinating any utility relocation necessary for completion of the work. Utility plan sheets provided are based on early coordination and are subject to change. Call “811 Know what’s below Call before you dig.” Locate, maintain and protect existing utilities at all times during construction. TEMPORARY TRAFFIC CONTROL The contractor shall, at all times, conduct his work in accordance with the traffic control plan and so as to assure the least possible obstruction of traffic. The safety and convenience of the general public and the residents along the roadway and the protection of persons and property shall be provided for by the contractor as specified in the State of Georgia, Department of Transportation Standard Specifications Sections 104.05, 107.09 and 150. Traffic whose origin and destination is within the limits of the project shall be provided ingress and egress at all times unless otherwise specified by the City. The ingress and egress includes entrances and exits VIA driveways at various properties, and access to the intersecting roads and streets. The contractor shall maintain sufficient personnel and equipment (including flaggers and traffic control signing) on the project at all times, particularly during inclement weather, to insure that ingress and egress are safely provided when and where needed. ITB 20-PW14 25 | Page The Contractor shall furnish, install and maintain all necessary and required barricades, signs, temporary striping and other traffic control devices in accordance with the MUTCD and DOT specifications, and take all necessary precautions for the protection of the workers and safety of the public. This shall include variable message boards to be placed near the intersection location, prior to beginning construction activities, to notify the traveling public of the upcoming lane closure(s). These variable message boards shall remain in place from to the beginning construction until substantial completion of the project. There shall be two (2) variable message boards, (one in each direction). All existing signs, markers and other traffic control devices removed or damaged during construction operations will be reinstalled or replaced at the Contractor’s expense. At no time will Contractor remove regulatory signing which may cause a hazard to the public. The Contractor shall, within 24 hours place temporary pavement markings (paint or removable tape) matching existing pavement markings on milled or patched pavements. All personnel and equipment required for maintaining temporary traffic control, public convenience and safety will be included in the contract price. PROTECTION AND RESTORATION OF PROPERTY AND LANDSCAPE The Contractor shall be responsible for the preservation of all public and private property, crops, fish ponds, trees, monuments, highway signs and markers, fences, grassed and sodded areas, mail boxes and supports, water meters, etc. along and adjacent to the highway, road or street, and shall use every precaution necessary to prevent damage or injury thereto, unless the removal, alteration, or destruction of such property is provided for under the contract. No stone or asphalt chunks shall be left in the right-of-way and screened topsoil shall be placed in all disturbed areas before grassing. Contractor is responsible for ensuring that all permanent grassing shall match the existing grassing When or where any direct or indirect damage or injury is done to public or private property by or on account of any act, omission, neglect or misconduct in the execution of the work, or in consequence of the non-execution thereof by the Contractor, he shall restore, at his/her own expense, such property to a condition similar or equal to that existing before such damage or injury was done, by repairing, rebuilding or otherwise restoring as may be directed, or she/he shall make good such damage or injury in an acceptable manner. The contractor shall correct all disturbed areas before retainage will be released. ITB 20-PW14 26 | Page CLEANUP All restoration and clean-up work shall be performed daily. Operations shall be suspended if the contractor fails to accomplish restoration and clean-up within an acceptable period of time. Asphalt and other debris shall be removed from gutters, sidewalks, yards, driveways, etc. Failure to perform clean-up activities may result in suspension of the work. Milling operation shall be followed immediately by clean-up at which the Contractor is to provide power brooms, vacuum sweepers, power blowers, or other means to remove loose debris or dust. Do not allow dust control to restrict visibility of passing traffic or to disrupt adjacent property owners. All pavement areas shall be clean and dry prior to placing tack coat, asphaltic concrete or other materials. SAFETY Beginning with mobilization and ending with acceptance of work, the contractor shall be responsible for providing a clean and safe work environment at the project site. The Contractor shall comply with all OSHA regulations as they pertain to this project. QC/QA TESTING OF MATERIALS The Contractor will be responsible for all quality control testing (sampling, testing, and inspections) of materials incorporated into the project. All materials and workmanship shall meet appropriate GDOT specifications. Materials quality control testing types will meet GDOT specifications at a frequency equal to or exceeding that set by those specifications. Contractor shall secure the services of a GDOT qualified geotechnical testing firm to perform all required tests. Test results shall be provided to the City promptly as the work progresses. Tests shall meet GDOT Specs for type, method, and frequency. This work shall be considered incidental to the rest of the work and no separate payment will be made. Contractor will be responsible for replacing any work performed with material from rejected sample lot at no cost to the City. PAVEMENT MILLING The milling equipment shall be a power driven, self-propelled machine which is specifically designed to mill and remove a specified depth of existing asphalt paving. The equipment shall be of size, shape and dimensions so as not to restrict the safe passage of traffic in areas adjacent to the work. Conveyors capable of side, rear or front loading shall be provided together with the ITB 20-PW14 27 | Page necessary equipment to transfer the milled material from the roadway to a truck. Dust control shall be such as not to restrict visibility of passing traffic or annoy adjacent property owners. The Contractor shall also mill across the whole roadway at the beginning and ending limits of the project to provide an adequate tie-in with existing pavements. Topping shall be tapered/feathered so as to tie into existing driveways with the best possible ride and aesthetic result. Tie-ins shall be marked on the ground and approved by the City prior to paving. Areas where no curb exists are not to be milled except as may be directed on the plans or to provide adequate tie-in with existing pavement. The milling operation shall provide a pavement surface that is true to line, grade and cross- section and of uniform texture. Areas where curb and gutter exist shall be edge milled to a distance of 6 feet from the edge of the gutter to provide a level transition from the final paved surface to the top of the gutter pan. Depth of the edge milling at the gutter shall be equal to the depth of the final asphalt topping coarse. A ten-foot straightedge shall be maintained in the vicinity of the milling operation at all times for the purpose of measuring surface irregularities of the milled pavement surface. The Contractor shall provide the straightedge and labor for its use. All irregularities in excess of 1/8" in 10' shall be re-milled at no additional cost. The finished cross slope shall be uniform to a degree that no depressions or misalignment of slope greater than 1/4" in 12' are present when tested with a straightedge placed perpendicular to the centerline. The finished pavement surface will be subject to visual and straightedge inspection. The Contractor shall be responsible to repair any damage to existing curbs, aprons, and driveways caused by the Contractor’s operations at no additional cost to the City. All material generated as a result of the milling operation shall become the property of the Contractor. The milled material shall be stockpiled, recycled and utilized by the bidder as a means to offset the unit cost of patching. ITB 20-PW14 28 | Page After milling is completed all loose and flaking masses of asphalt shall be removed. The Contractor and City shall measure all work and determine the total pavement area in square yards, to establish the basis of payment for the milling work. BITUMINOUS TACK COAT This work shall consist of the placement of bituminous tack on all areas. The cost of bituminous tack shall be included in the cost of the project. Bituminous tack is not measured as a separate pay item. AC-20 or AC-30 shall be used. All surfaces shall be cleaned completely and thoroughly before any tack is applied. Tack shall not be applied when the pavement is wet. Bituminous tack coat shall be applied between .03 to .06 gallons per square yard. CONCRETE SIDEWALKS AND ADA RAMPS This work shall consist of the installation of new 5’ sidewalk and ADA compliant ramps. The Contractor will install the new sidewalk in accordance with GDOT Standard Specifications Sections, Article 441. Ramps will be constructed in accordance to GDOT detail A3 that replaces GA Standard 9031W and must meet Federal ADA standards with regard to slope and grade and shall be constructed using 3000 psi concrete (class A). The Contractor shall inspect the locations specified in the bid to determine the extent of work necessary to construct or upgrade each ramp. The Contractor is to select the ramp type to be used based on the site conditions and configuration of existing sidewalk present unless specifically indicated. In some circumstances the Contractor can install detectable warning panels if existing ramps are constructed to at the proper grade and slope. Expansion joints shall be placed at an interval of 40 feet on center throughout the sidewalk length and at all interfaces with existing sidewalk or structures. The surface of the sidewalk and subgrade shall not exceed a cross slope of 2%. This slope shall be directed to the street unless otherwise directed by the City. The forms shall be made of steel or wood to insure the accurate maintenance of lines and grades. Flexible strips may be used where necessary on curves. After forms are completely set in place the Contractor shall have the forms inspected by the City prior to pouring concrete. ITB 20-PW14 29 | Page All new concrete sidewalks shall be a minimum of 4 inches thick and shall meet the GDOT specifications for Portland Cement Concrete. The subgrade shall be thoroughly moistened and the concrete shall be deposited to the proper depth. The concrete along the edges of the forms shall be well spaded against the forms and the concrete shall be struck off until all voids are removed and the surface has the required grade and cross section. The surface shall be struck off with a straight edge, floated and troweled just enough to produce a smooth dense surface, free from irregularities. Brushing crosswise with a fine hare brush or broom is required to produce a non-slip surface. All joints and edges shall be rounded to a radius of one-quarter (1/4) inch with an approved finishing tool. The City reserves the right to reject any sidewalk segments not finished in accordance with these standards or finished in a professional and workmanlike manner. All sidewalk sections that are rejected by the City shall be removed and replaced by the Contractor at no additional charge. The Contractor is responsible for protecting the sidewalk from the elements, travel and vandalism. After the concrete has set sufficiently, but not more than three (3) days, the forms shall be removed and the spaces shall be backfilled with topsoil. The area between the sidewalk and the curb shall be graded to slope toward the curb and allow drainage to flow toward the curb after sod installation. The removal and disposal of existing curb and other concrete to construct or upgrade each ramp and construct sidewalk along with any clearing, grubbing, tree and shrub trimming or removal that impacts construction shall be considered incidental. ITB 20-PW14 30 | Page Bid Submittal Form Cogburn Road Sidewalk Improvement Project ~ 4 Pages The undersigned, as bidder, declares and represents that it has examined the site of the work and informed himself/herself fully in regard to all conditions pertaining to the place where the work is to be performed, including those conditions affecting the cost of the work and the delivery, handling and storage of materials and equipment. The bidder has examined and read the Bidding Document and has satisfied himself/herself that the Bidding Document is an adequate and acceptable reflection of the work which is required to be performed and that the bidder is willing and able to perform all of the work necessary. The bidder further certifies that no additional information is required to complete the work encompassed by this bid within the cost and schedule established and agreed upon within this bidding document. In compliance with the attached Specification, the undersigned offers and agrees that if this Bid is accepted, by the City Council within One Hundred and Twenty (120) days of the date of Bid opening, that he will furnish any or all of the Items upon which Prices are quoted, at the Price set opposite each Item, delivered to the designated point(s) within the time specified in the Bid Schedule. COMPANY___________________________________________________________________ ADDRESS____________________________________________________________________ AUTHORIZED SIGNATURE____________________________________________________ PRINT / TYPE NAME __________________________________________________________ TITLE _______________________________________________________________________ [BIDDERS MUST RETURN THIS FORM WITH BID RESPONSE] ITB 20-PW14 31 | Page BID SCHEDULE COGBURN ROAD SIDEWALK IMPROVEMENT PROJECT Pay Item # Description Unit Quantity Unit Price TOTAL ROADWAY ITEMS 150-1000 TRAFFIC CONTROL LS 1 210-0100 GRADING COMPLETE LS 1 310-1101 GR AGGR BASE CRS, INCL MATL TN 200 318-3000 AGGR SURF CRS TN 220 441-0016 DRIVEWAY CONCRETE, 6 IN TK SY 324 441-0104 CONC SIDEWALK, 4 IN SY 969 441-6222 CONC CURB & GUTTER, 8 IN X 30 IN, TP 2 LF 2100 DRAINAGE ITEMS 550-1180 STORM DRAIN PIPE, 18 IN, H 1-10 LF 1397 550-1240 STORM DRAIN PIPE, 24 IN, H 1-10 LF 31 550-1300 STORM DRAIN PIPE, 30 IN, H 1-10 LF 95 550-4224 FLARED END SECTION, 24 IN, STORM DRAIN EA 1 550-4230 FLARED END SECTION, 30 IN, STORM DRAIN EA 1 603-2182 STN DUMPED RIP RAP, TP 3, 24 IN SY 17 603-7000 PLASTIC FILTER FABRIC SY 17 668-2100 DROP INLET, GP 1 EA 2 668-1100 CATCH BASIN, GP 1 EA 12 668-1110 CATCH BASIN, GP 1, ADDL DEPTH LF 7 668-4300 STORM SEWER MANHOLE, TP 1 EA 1 668-4311 STORM SEWER MANHOLE, TP1, ADDL DEPTH, CL 1 LF 4.4 SIGNING AND MARKING 611-5551 REMOVE AND RESET SIGN SPECIAL GUIDE SIGN EA 2 653-1501 THERMOPLASTIC SOLID TRAF STRIPE, 5 IN, WHITE LF 2160 [BIDDERS MUST RETURN THIS FORM WITH BID RESPONSE] ITB 20-PW14 32 | Page EROSION CONTROL - TEMPORARY 163-0232 TEMPORARY GRASSING AC 1 163-0240 MULCH TN 13 163-0300 CONSTRUCTION EXIT EA 1 163-0503 CONSTRUCT AND REMOVE SILT CONTROL GATE, TP 3 EA 1 163-0550 CONSTRUCT AND REMOVE INLET SEDIMENT TRAP EA 13 165-0010 MAINTENANCE OF TEMPORARY SILT FENCE, TP A LF 1200 165-0087 MAINTENANCE OF SILT CONTROL GATE, TP 3 EA 1 165-0101 MAINTENANCE OF CONSTRUCTION EXIT EA 1 165-0105 MAINTENANCE OF INLET SEDIMENT TRAPS EA 13 171-0010 TEMPORARY SILT FENCE, TYPE A LF 2400 PERMANENT GRASSING Pay Item # Description Unit Quantity Unit Price TOTAL 700-6910 PERMANENT GRASSING AC 1 700-7000 AGRICULTURAL LIME TN 3 700-8000 FERTILIZER MIXED GRADE TN 2 700-8100 FERTILIZER NITROGEN CONTENT LB 50 716-2000 EROSION CONTROL MATS, SLOPES SY 100 SUB-TOTAL BID ESTIMATE Miscellaneous Construction $100,000 TOTAL PROJECT ITB 20-PW14 33 | Page [BIDDERS MUST RETURN THIS FORM WITH BID RESPONSE] Cogburn Road Sidewalk Improvement Project Print Total Bid Price __________________________________________ Total Bid Price in Words _______________________________________ In compliance with the attached Specification, the undersigned offers and agrees that if this Bid is accepted, by the City Council within One Hundred and Twenty (120) days of the date of Bid opening, that he will furnish any or all of the Items upon which Prices are quoted, at the Price set opposite each Item, delivered to the designated point(s) within the time specified in the Bid Schedule. COMPANY_________________________________________________________________ ADDRESS___________________________________________________________________ AUTHORIZED SIGNATURE_____________________________________________________ PRINT / TYPE NAME _________________________________________________________ TITLE _______________________________________________________________________ ITB 20-PW14 34 | Page GENERAL CONDITIONS Unless otherwise directed, all work performed under this contract shall be in accordance with the Georgia Department of Transportation Standard Specifications, Construction of Transportation Systems (current edition), and Special Provisions modifying them, except as noted below. SECTION 101 DEFINITION AND TERMS Section 101.10 Delete as written and substitute the BOARD following: CITY COUNCIL OF CITY OF MILTON, GEORGIA Section 101.14 Delete as written and substitute the COMMISSIONER following: DIRECTOR OF PUBLIC WORKS, CITY OF MILTON Section 101.16 Delete the second paragraph and substitute CONTRACT the following: The Contract Documents shall be composed of the Advertisement for Bid; Notice to Contractors; Form of Bid Proposal; General Conditions; Special Provisions; Detail Specifications, as identified in Section 105.03; Form of Contract; Form of Bond(s); Addenda; the drawings, including all changes incorporated herein before their execution; and also any Change Orders and Supplemental Agreements that are required to complete the construction of The Work in an acceptable manner, including authorized extensions thereof, all of which constitute one instrument. No oral agreement or orders are to be considered as valid or as a part of the Contract. Section 101.22 Delete as written and substitute the DEPARTMENT following: PUBLIC WORKS DEPARTMENT CITY OF MILTON ITB 20-PW14 35 | Page Section 101.24 Delete as written and substitute the ENGINEER following: DIRECTOR OF PUBLIC WORKS, CITY OF MILTON, ACTING DIRECTLY OR THROUGH A DULY AUTHORIZED REPRESENTATIVE OF THE DIRECTOR Section 101.47 Delete as written and substitute STATE HIGHWAY ENGINEER following: DIRECTOR OF PUBLIC WORKS, CITY OF MILTON, ACTING DIRECTLY OR THROUGH A DULY AUTHORIZED REPRESENTATIVE OF THE DIRECTOR Section 101.74 Retain as written and substitute the SUPPLEMENTAL AGREEMENT following: Any Supplemental Agreement that has a dollar value amount that is less than $25,000.00 shall not require the assent of the Surety." Section 101.84 Add: DIRECTOR OF PUBLIC WORKS CITY OF MILTON SECTION 102 - BIDDING REQUIREMENTS AND CONDITIONS Section 102.05 EXAMINATION OF PLANS, Add the following paragraph: SPECIFICATIONS, SPECIAL PROVISIONS, “The City will not be responsible for AND SITE OF THE WORK Bidders’ errors or misjudgment, nor for any information on local conditions or general laws and regulations.” Section 102.07 REJECTION OF Add the following subparagraphs PROPOSALS “I. The City reserves the right to reject any and all bids, to waive technicalities, and to make an award as deemed in its best interest. It is understood that all bids are made subject to this Agreement, that the City reserves the right to award the bid to the lowest, responsible Bidder, and in arriving at this decision, full consideration will be given to the reputation of the Bidder, his financial responsibility, and work of this type successfully completed. ITB 20-PW14 36 | Page “J. The City also reserves the right to reject any and all bids from any person, firm, or corporation who is in arrears in any debt or obligation to The City of Milton, Georgia.” Section 102.08 PROPOSAL Substitute the following for the first GUARANTY sentence “No bid will be considered unless it is accompanied by an acceptable bid bond an amount not less than five percent (5%) of the amount bid and made payable to City of Milton, Georgia. Such Bid Bond shall be on the forms provided by the City.” Add Section 102.15 ADDENDA AND INTERPRETATION Delete in its entirety and substitute the following: Bids shall be submitted on the Bid Form provided by the City. The bid package as described in Notice to Contractors, Page 1 must be submitted with the bid. Failure to do so could result in the omission of pertinent documents and the rejection of the apparent low bid.” Section 102.09 DELIVERY OF PROPOSALS: Add the following as 102.15: “No interpretation of the meaning of the Contract Documents will be made orally to any Bidder. Any request for such interpretation should be in writing addressed to the Purchasing Department, The City of Milton 2006 Heritage Walk Milton, Ga. 30004. TEL. 678/242-2500, FAX 678/242- 2499.Each such interpretation shall be given in writing, separately numbered and dated, and furnished to each interested Bidder. Any request not received in time to accomplish such interpretation and distribution will not be accepted. SECTION 103 - AWARD OF AWARD AND EXECUTION OF CONTRACT ITB 20-PW14 37 | Page Section 103.02 AWARD OF CONTRACT Delete in its entirety and substitute the following: “The contract, if awarded, shall be awarded to the lowest responsible bidder. The City of Milton reserves the right to exercise exclusive discretion as to the responsibility of any bidder. The contract shall be executed on the forms attached, will be subject to all requirements of the Contract Document, and shall form a binding Contract between the contracting parties.” Section 103.05 REQUIREMENTS OF Delete in its entirety and substitute the CONTRACT BONDS following: “At the time of the execution of the contract, and as a part thereof, the successful bidder shall furnish Contract Bond Below: Performance Bond in the full amount of the contract. Payment Bond in the full amount of the contract. Maintenance bond in the amount of one-third (1/3) of the contract. “ Section 103.07 FAILURE TO Delete in its entirety and substitute the EXECUTE CONTRACT following: “Failure to execute the Contract Performance, Payment or Maintenance Bonds, or furnish satisfactory proof of carriage of the insurance required within ten days after the date of Notice of Award of the Contract, may be just cause for the annulment of the award and for the forfeiture of the proposal guaranty to the City of Milton, not as a penalty, but as liquidation of damages sustained. At the discretion of the City, the award may then be made to the next lowest bidder, may be re-advertised, or may be constructed by City forces. The Contract and Contract bonds shall be executed in quadruplicate.” SECTION 107 - LEGAL REGULATIONS AND RESPONSIBILITY TO THE PUBLIC ITB 20-PW14 38 | Page Section 107.18 ACQUISITION OF Add the following paragraph: RIGHT OF WAY “The Contractor shall inspect all easements and rights-of-way to ensure that the City has obtained all land and rights-of-way necessary for completion of the Work to be performed pursuant to the Contract Documents. The Contractor shall comply with all stipulations contained in easements acquired by the Department.” Section 107.21 CONTRACTORS Add the following sentence to Paragraph A: RESPONSIBILITY FOR UTILITY “The Contractor is responsible for the PROPERTY AND SERVICE location of above and below ground Utilities and structures which may be affected by the Work.” SECTION 109 MEASUREMENT AND PAYMENT Section 109.07 PARTIAL PAYMENTS Delete the first sentence of the Second Paragraph under ‘A. General” As long as the gross value of completed work is less than 50% of the total Contract amount, or if the Contractor is not maintaining his construction schedule to the satisfaction of the Engineer, the Department shall retain 10% of the gross value of the work that has been completed as indicated by the current estimate certified by the Engineer for payment. Section 109.08 FINAL PAYMENT Delete in its entirety and substitute the Following: “Final Payment: Upon completion by the Contractor of the work, including the receipt of any final written submission of the Contractor and the approval thereof by the Department, the CITY will pay the Contractor a sum equal to 100 percent (100%) of the compensation set forth herein, less the total of all previous partial payments, paid or in the process of payment. ITB 20-PW14 39 | Page The Contractor agrees that acceptance of this final payment shall be in full and final settlement of all claims arising against the CITY for work done, materials furnished, costs incurred, or otherwise arising out of this Agreement and shall release the CITY from any and all further claims of whatever nature, whether known or unknown for and on account of said Agreement, and for any and all work done, and labor and materials furnished, in connection with same.” ITB 20-PW14 40 | Page ***NOTICE TO CONTRACTORS*** EPD AIR QUALITY RULES ON OPEN BURNING REFER TO CHAPTER 391-3-1-02-05 For additional/information, please contact: Georgia Department of Natural Resources Environmental Protection Division Air Protection Branch 4244 International Parkway, Suite 120 Atlanta, GA 30354 404/363-7000; 404/362-2534 – FAX ~ SAMPLE CONTRACT INTENTIONALLY OMITTED ~ 1 | Page ITB20-PW14-Addendum #1 ACKNOWLEDGEMENT RECEIPT OF ADDENDUM #1 ITB 20-PW14 Upon receipt of documents, please email, fax or mail this page to: City of Milton Attn: Honor Motes, Purchasing Office 2006 Heritage Walk Milton, GA 30004 Phone: 678-242-2500 Fax: 678-242-2499 Email: honor.motes@cityofmiltonga.us I hereby acknowledge receipt of documents pertaining to the above referenced ITB. COMPANY NAME: ___________________________________________ CONTACT PERSON: _________________________________________ ADDRESS: __________________________________________________ CITY: _________________ STATE: ____________ ZIP: _____________ PHONE: ______________________ FAX: _________________________ EMAIL ADDRESS: ___________________________________________ ____________________________________ ______________________ Signature Date ADDENDUM #1 2 | Page ITB20-PW14-Addendum #1 ADDENDUM #1 ITB 20-PW14 Questions and Answers This Addendum forms a part of the contract documents and modifies the original ITB documents as noted below: ** A REVISED Bid Schedule is provided as part of this Addendum and replaces the Bid Schedule in the original bid solicitation document. ** 1. On the construction plan, typical sections, drawings 05-001and 05-002 coll out for installation of concrete curb & gutter will be 8''x24'', type. However, there is not any pay line item on the bid schedule for that. On the other hand, on the bid schedule, there is a pay line item for concrete curb & gutter 8''x30'', type 2. Please clarify which one the contractor should install. Plans are correct. Please see revise bid schedule to indicate 8”x 24”, Type 2. 2. Subject: Relocation of an existing flashing school sign - Question: In which line item should the contractor include the cost of relocating the existing flashing school sign shown in Sta 105+50 LT (Drawing 26-0002)? See new bid schedule attached adding pay item for REMOVE AND RESET FLASHING SCHOOL SIGN. 3. Can you indicate on the drawings where the contractor will to "REMOVE AND RESET the 2 SIGNS SPECIAL GUIDE SIGN" that the bid schedule calls out on the item 611-5551?. See revised bid schedule. This item refers to actually 3 roadside signs for resetting. RESET HIGHWAY SIGN, EA, 3 4. The plans were unclear and did not show any asphalt pavement/GAB being installed in the roadways or any where on the plan pages for that matter. Can you provide additional define on where asphalt is to be installed? There is no asphalt required on the project. GAB to be placed under curb and gutter per typical section. 5. Does the City of Milton need the contractor to install a thin strip of asphalt required to be paved or a 8’ wide strip which is the minimum width of our paver)? No asphalt on the project. 6. If asphalt paving IS in fact required, and it has no correlation to the summary of quantities, we will need to know how many driveways/sq. yardages/paving spec/etc. to provide more accurate quote. Can the City of Milton provide additional information on the location and driveway dimensions? No asphalt on the project. All driveways are to be replaced with concrete. 7. There is a line item on the bid schedule for permanent grassing. However, it is not indicated in the drawings. On the other hand, the erosion control plans indicate to install Ds4 (sodding), but there is not a line item on the bid schedule. Please clarify. See revised bid schedule adding sod and removing permanent grassing. 8. Will there be a sod pay item in addition to the permanent grassing pay item? See revised bid schedule. 3 | Page ITB20-PW14-Addendum #1 9. Landscape at parcel 4, will it be added to the contract or be covered in Grading Complete? Removal of landscaping within the project limits is covered under Grading Complete. Installation of new landscaping to be performed by others. 10. Will the City provide an estimated qty for the amount of material to be imported? The City does not have this information. It can be determined from the cross sections. 11. Does the newly installed storm drainage system need to be videoed, profiled and asbuilts? Follow GDOT specifications 550 12. What 2 guided signs are to be relocated? Does this include the flashing school zone sign as shown on the plans? See revised bid schedule and previous questions above. 13. Are there any lane closure time restrictions and are there time restrictions for weekend work? Normal workday for this project shall be 7:30 am to 7:30 pm and the normal workweek shall be Monday through Friday. The City will consider extended workdays or workweeks upon written request by the Contractor on a case by case basis. No work will be allowed on Sunday or national holidays (i.e. Memorial Day, July 4th, Labor Day, etc.). Lane closures will only be permitted between the hours of 9:00am and 4:00pm, Monday-Friday, unless otherwise approved by the City. 14. Is HDPE pipe acceptable where applicable on the plans? Traffic counts will not allow HDPE pipe on the project as cross drains. It is allowable as side drains. 15. The drawings have not been posted in this site. How can we obtain the drawings set of this project? Hyperlinks for the drawings are provided in the bid document. 4 | Page ITB20-PW14-Addendum #1 ** This REVISED Bid Schedule Replaces Bid Schedule in Bid Document ** REVISED BID SCHEDULE COGBURN ROAD SIDEWALK IMPROVEMENT PROJECT (2 SHEETS) – BIDDERS MUST RETURN THIS FORM WITH BID RESPONSE Pay Item # Description Unit Quantity Unit Price TOTAL ROADWAY ITEMS 150- 1000 TRAFFIC CONTROL LS 1 210- 0100 GRADING COMPLETE LS 1 310- 1101 GR AGGR BASE CRS, INCL MATL TN 200 318- 3000 AGGR SURF CRS TN 220 441- 0016 DRIVEWAY CONCRETE, 6 IN TK SY 324 441- 0104 CONC SIDEWALK, 4 IN SY 969 441- 6216 CONC CURB & GUTTER, 8 IN X 24 IN, TP 2 LF 2100 DRAINAGE ITEMS 550- 1180 STORM DRAIN PIPE, 18 IN, H 1- 10 LF 1397 550- 1240 STORM DRAIN PIPE, 24 IN, H 1- 10 LF 31 550- 1300 STORM DRAIN PIPE, 30 IN, H 1- 10 LF 95 550- 4224 FLARED END SECTION, 24 IN, STORM DRAIN EA 1 550- 4230 FLARED END SECTION, 30 IN, STORM DRAIN EA 1 603- 2182 STN DUMPED RIP RAP, TP 3, 24 IN SY 17 603- 7000 PLASTIC FILTER FABRIC SY 17 668- 2100 DROP INLET, GP 1 EA 2 5 | Page ITB20-PW14-Addendum #1 668- 1100 CATCH BASIN, GP 1 EA 12 668- 1110 CATCH BASIN, GP 1, ADDL DEPTH LF 7 668- 4300 STORM SEWER MANHOLE, TP 1 EA 1 668- 4311 STORM SEWER MANHOLE, TP1, ADDL DEPTH, CL 1 LF 4.4 SIGNING AND MARKING 611 REMOVE AND RESET FLASING SCHOOL ASSEMBLY EA 1 611- 5360 RESET HIGHWAY SIGN EA 3 653- 1501 THERMOPLASTIC SOLID TRAF STRIPE, 5 IN, WHITE LF 2160 EROSION CONTROL - TEMPORARY 163- 0232 TEMPORARY GRASSING AC 1 163- 0240 MULCH TN 13 163- 0300 CONSTRUCTION EXIT EA 1 163- 0503 CONSTRUCT AND REMOVE SILT CONTROL GATE, TP 3 EA 1 163- 0550 CONSTRUCT AND REMOVE INLET SEDIMENT TRAP EA 13 165- 0010 MAINTENANCE OF TEMPORARY SILT FENCE, TP A LF 1200 165- 0087 MAINTENANCE OF SILT CONTROL GATE, TP 3 EA 1 165- 0101 MAINTENANCE OF CONSTRUCTION EXIT EA 1 165- 0105 MAINTENANCE OF INLET SEDIMENT TRAPS EA 13 171- 0010 TEMPORARY SILT FENCE, TYPE A LF 2400 PERMANENT GRASSING Pay Item # Description Unit Quantity Unit Price TOTAL 700- 6910 SOD SY 5000 700- 7000 AGRICULTURAL LIME TN 3 700- 8000 FERTILIZER MIXED GRADE TN 2 6 | Page ITB20-PW14-Addendum #1 700- 8100 FERTILIZER NITROGEN CONTENT LB 50 716- 2000 EROSION CONTROL MATS, SLOPES SY 100 SUB-TOTAL BID ESTIMATE Miscellaneous Construction $100,000 TOTAL PROJECT “EXHIBIT B” HOME OF' BEST�iIAUNOFiLIIU �U11111 CITY OF MILTON N4 1 TON INVITATION TO BID (THIS IS NOT AN ORDER) Bid Number: Project Name: 20-PW14 Cogburn Road Sidewalk Improvement Project Due Date and Time: July 30, 2020 at 2:00 pm EST *'Pending updates relating to COVID-19 the City may Number of Pages: 106 conduct the bid opening via a virtual meeting. Responding bidders will be emailed a meeting link should the need to hold this_type meeting arise. ISSUING DEPARTMENT INFORMATION Issue Date: July 2, 2020 City of Milton Phone: 678-242-2500 Public Works Department Website: www.cityofmiltonga.us 2006 Heritage Walk www.cityofmiltongo. us Milton, GA 30004 Special Instructions: INSTRUCTIONS TO BIDDERS Electronic Submittal: **Bids must be Mark Face of Envelope/Package: submitted electronically via Milton's Bid Number: 20-PW14 BidNet procurement portal/platform at Name of Company or Firm www.cityofmiltongo. us Bidder FAX Number: Special Instructions: (678) 545-6218 If you have not registered as a vendor Deadline for Written Questions via BidNet we encourage you to July 20, 2020 at 3:00 pm register. There is no cost to join, and you will be notified of any potential bid Submit questions online via the BidNet opportunities with the City of Milton as Direct procurement portal at well as other agencies who are part of www.cityofrriiltonga.us the Georgia Purchasing Group. BIDDERS MUST COMPLETE THE FOLLOWING Bidder Name/Address: Authorized Bidder Signatory:: DAF Concrete, Inc. P>i 7lp 17 / O SGL cb -aLZ 9160 Turner Rd. Jonesboro, GA, 30236 Please pCint name and sign in ink Bidder Phone Number: Bidder FAX Number: (770) 629-4036 (404) 433-8824 (678) 545-6218 Bidder Federal I.D. Number: Bidder E-mail Address: 30-0217601 daf concrete_inc@yahoo.com BIDDERS MIDST RETURN THIS COVER SHEET WITH BID RESPONSE ITB 20 -PW 14 1 1 Page MILTON)� ESTABLISHED 2006 [BIDDERS MUST RETURN THIS FORM WITH BID RESPONSE] BID FORM and ADDENDA ACKNOWLEDGEMENT TO: PURCHASING OFFICE CITY OF MILTON MILTON, GEORGIA 30004 Ladies and Gentlemen: In compliance with your Invitation To Bid, the undersigned, hereinafter termed the Bidder, proposes to enter into a Contract with the City of Milton, Georgia, to provide the necessary machinery, tools, apparatus, other means of construction, and all materials and labor specified in the Contract Documents or as necessary to complete the Work in the manner therein specified within the time specified, as therein set forth, for: Bid Number 20-PW14 Cogburn Road Sidewalk Improvement Project The Bidder has carefully examined and fully understands the Contract, Specifications, and other documents hereto attached, has made a personal examination of the Site of the proposed Work, has satisfied himself as to the actual conditions and requirements of the Work, and hereby proposes and agrees that if his bid is accepted, he will contract with the City of Milton in full conformance with the Contract Documents. Unless otherwise directed, all work performed shall be in accordance with the Georgia Department of Transportation Standard Specifications, Construction of Transportation Systems (current edition). It is the intent of this Bid to include all items of construction and all Work called for in the Specifications, or otherwise a part of the Contract Documents. In accordance with the foregoing, the undersigned proposes to furnish and construct the items listed in the attached Bid schedule for the unit prices stated. The Bidder agrees that the cost of any work performed, materials furnished, services provided or expenses incurred, which are not specifically delineated in the Contract Documents but which are incidental to the scope, intent, and completion of the Contract, shall be deemed to have been included in the prices bid. ITB 20 -PW 14 13 1 Page The Bidder further proposes and agrees hereby to promptly commence the Work with adequate forces within ten (10) calendar days from the Notice to Proceed, and to complete all Work as scheduled in Task Order(s) issued. If unusual weather (beyond normal) affects the required completion schedule, the City and selected Bidder will negotiate a new completion date. Attached hereto is an executed Bid Band in the amount of JJ10974000 Dollars ($ (Five Percent of Amount Bid). If this bid shall be accepted by the City of Milton and the undersigned shall fail to execute a satisfactory contract in the form of said proposed Contract, and give satisfactory Performance and Payment Bonds, or furnish satisfactory proof of carriage of the insurance required within ten days from the date of Notice of Award of the Contract, then the City of Milton may, at its option, determine that the undersigned abandoned the Contract and there upon this bid shall be null and void, and the sum stipulated in the attached Bid Bond shall be forfeited to the City of Milton as liquidated damages. Bidder acknowledges receipt of the following addenda: Addendum No. Date viewed I 712312020 723/2020 Bidder further declares that the full name and resident address of Bidder's Principal is as follows: Signed, sealed, and dated this rib day of 20�0-- Bidder Mailing Address: DAP Concrete, Inc. 9160 Turner Road Jonesboro, GA, 30236 Bidder DAF Concrete, Inc. (Seal) Company Name Signature: i;�j1q J7)t2,e& (�,,AnrAe.7., Print Name: Antonio Sanchez Title: President ITB 20 -PW 14 14 1 Page MILIONIP ESTABLISHED 2006 [BIDDERS MUST RETURN THESE SHEETS WITH BID RESPONSE] BID BOND CITY OF MILTON, GEORGIA BIDDER (Name and Address): DAF Concrete, Inc., 212 Hicks Drive, Marietta, GA 30060 Nationwide Mutual Insurance Company, 1100 Locust St, Dept 2006, Des Moines IA 50391-2006 OWNER (hereinafter referred to as the "City" (Name and Address): City of Milton, Georgia ATTN: Purchasing Office 2006 Heritage Walk Milton, Georgia 30004 BID BID DUE DATE: July 30, 2020 PROJECT (Brief Description Including Location): ITB-20-PW14: Cogburn Road Sidewalk Improvement Project BOND BOND NUMBER: DATE (Not later that Bid due date): PENAL SUM: Five Percent of Bid Amount 5% of Bid Amount (Words) (Figures) IN WITNESS WHEREOF, Surety and Bidder, intending to be legally bound hereby to the City, subject to the terms printed below or on the reverse side hereof, do each cause this Bid Bond to be duly executed on its behalf by its authorized officer, agent or representative. DAF Concrete, Inc. (Seal) Bidder's Name and Corporate Seal By: Signature and Title: Attest: Signature and Title: ITB 20 -PW 14 SURETY .•�� e Nationwide Mutual Insurance Company Surety's N nd Corporate Seal By: Signature d Title: Keith Griffin, Attorney -In -Fact (Attach Power of Attorney) �- Attest: --_ Signature and NW:- - 15 (P Note: (1) Above addresses are to be used for giving any notice required by the terms of this Bid Bond. (2) Any singular reference to Bidder, Surety, the City or any other party shall be considered plural where applicable. 1. Bidder and Surety, jointly and severally, bind themselves, their heirs, executors, administrators, successors and assigns to pay to the City upon Default of Bidder the penal sum set forth on the face of this Bond. 2. Default of Bidder shall occur upon the failure of Bidder to deliver within the time required by the Bidding Documents (or any extension of that time agreed to in writing by the City) the executed Agreement required by the Bidding Documents and any performance and payment Bonds required by the Bidding Documents. 3. This obligation shall be null and void if: 3.1 The City accepts Bidder's Bid and Bidder delivers within the time required by the Bidding Documents (or any extension of that time agreed to in writing by the City) the executed Agreement required by the Bidding Documents and any performance and payment Bonds required by the Bidding Documents; or 3.2 All Bids are rejected by the City; or 3.3 The City fails to issue a Notice of Award to Bidder within the time specified in the Bidding Documents (or any extension of that time agreed to in writing by Bidder and, if applicable, consented to by Surety when required by paragraph 5 hereof). 4. Payment under this Bond will be due and payable upon Default by Bidder within 30 calendar days after receipt by Bidder and Surety of a written Notice of Default from the City, which Notice will be given with reasonable promptness and will identify this Bond and the Project and include a statement of the amount due. 5. Surety waives notice of, as well as any and all defenses based on or arising out of, any time extension to issue a Notice of Award agreed to in writing by the City and Bidder, provided that the total time, including extensions, for issuing a Notice of Award shall not in the aggregate exceed 120 days from Bid due date without Surety's written consent. 6. No suit or action shall be commenced under this Bond either prior to 30 calendar days after the Notice of Default required in paragraph 4 above is received by Bidder and Surety or later than one year after Bid due date. 7. Any suitor action under this Bond shall be commenced only in a court of competent jurisdiction located in the State of Georgia. 8. Notices required hereunder shall be in writing and sent to Bidder and Surety at their ITB 20 -PW 14 16 1 Page respective addresses shown on the face of this Bond. Such notices may be sent by personal delivery, commercial courier or by United States Registered or Certified Mail, return receipt requested, postage pre -paid, and shall be deemed to be effective upon receipt by the party concerned. 9. Surety shall cause to be attached to this Bond a current and effective Power of Attorney evidencing the authority of the officer, agent or representative who executed this Bond on behalf of Surety to execute, seal and deliver such Bond and bind the Surety thereby. 10. This Bond is intended to conform to all applicable statutory requirements. Any applicable requirement of any applicable statute that has been omitted from this Bond shall be deemed to be included herein as if set forth at length. If any provision of this Bond conflicts with any applicable statute, then the provision of said statute shall govern and the remainder of this Bond that is not in conflict therewith shall continue in full force and effect. 11. The term "Bid" as used herein includes a Bid, offer or proposal, as applicable under the particular circumstances. 12. The terms of this Bid Bond shall be governed by the laws of the State of Georgia. ITB 20 -PW 14 17 1 Page Power of Attorney KNOW ALL MEN BY THESE PRESENTS THAT; Nationwide Mutual Insurance Company, an Ohio corporation hereinafter referred to severally as the "Company" and collectively as "the Companies" does hereby make, constitute and appoint: Keith Griffin each in their individual capacity, its true and lawful attorney-in-fact, with full power and authority to sign, seal, and execute on its behalf any and all bonds and undertakings, and other obligatory instruments of similar nature, in penalties not exceeding the sum of Seven Hundred Fifty Thousand and no/100 -- Dollars $750,000,00 and to bind the Company thereby, as fully and to the same extent as if such instruments were signed by the duly authorized officers of the Company; and all acts of said Attorney pursuant to the authority given are hereby ratified and confirmed. This power of attorney is made and executed pursuant to and by authority of the following resolution duly adopted by the board of directors of the Company: "RESOLVED, that the president, or any vice president be, and each hereby is, authorized and empowered to appoint attorneys -in -fact of the Company, and to authorize them to execute and deliver on behalf of the Company any and all bonds, forms, applications, memorandums, undertakings, recognizances, transfers, contracts of indemnity, policies, contracts guaranteeing the fidelity of persons holding positions of public or private trust, and other writings obligatory in nature that the business of the Company may require; and to modify or revoke, with or without cause, any such appointment or authority; provided, however, that the authority granted hereby shall in no way limit the authority of other duly authorized agents to sign and countersign any of said documents on behalf of the Company." "RESOLVED FURTHER, that such attorneys -in -fact shall have full power and authority to execute and deliver any and all such documents and to bind the Company subject to the terms and limitations of the power of attorney issued to them, and to affix the seal of the Company thereto; provided, however, that said seal shall not be necessary for the validity of any such documents." This power of attorney is signed and sealed under and by the following bylaws duly adopted by the board of directors of the Company. Execution of Instruments. Any vice president, any assistant secretary or any assistant treasurer shall have the power and authority to sign or attest all approved documents, instruments, contracts, or other papers in connection with the operation of the business of the company in addition to the chairman of the board, the chief executive officer, president, treasurer or secretary; provided, however, the signature of any of them may be printed, engraved, or stamped on any approved document, contract, instrument, or other papers of the Company. IN WITNESS WHEREOF, the Company has caused this instrument to be seated and duly attested by the signature of its officer the 2r day of February. 2019. ___4 Antonio C. Albanese, Vice President of Nationwide Mutual Insurance Company s���♦ ACKNOWLEDGMENT k+ STATE OF NEW YORK, COUNTY OF NEW YORK: ss r On this 27th day of February. 2019, before me came the above-named officer for the Company #� aforesaid, to me personalty known to be the officer described in and who executed the preceding ....... � . instrument, and he acknowledged the execution of the same, and being by me duly sworn, deposes and says, that he is the officer of the Company aforesaid, that the seal affixed hereto is the corporate seal of said Company, and the said corporate seal and his signature were duly affixed and subscribed to said instrument by the authority and direction of said Company. Sutanne C. Deli Notary Public, State of New York i No. 02DE61266a9 / Qualified in Westchester County �•�`-�'—-uj�- Commission Expires September 16, 2021 I houry PvW%c My ewnm,ss,On Owes Septtrnou 16, 2021 CERTIFICATE I, Laura B. Guy, Assistant Secretary of the Company, do hereby certify that the foregoing is a full, true and correct copy of the original power of attorney issued by the Company; that the resolution included therein is a true and correct transcript from the minutes of the meetings of the boards of directors and the same has not been revoked or amended in any manner; that said Antonio C. Albanese was on the date of the execution of the foregoing power of attorney the duly elected officer of the Company, and the corporate seal and his signature as officer were duly affixed and subscribed to the said instrument by the authority of said board of directors; and the foregoing power of attorney is stili in full force and effect. IN VYITNESS WHEREOF, I have hereunto subscribed my name as Assistant Secretary, and affixed the corporate seal of said Company this. 21st day of July 20202 BDJ 1(02-19)00 Assistant Secretary HTABLl5ELED 2oG6 [BIDDERS MUST RETURN THIS FORM WITH BID RESPONSE] QUALIFICATIONS SIGNATURE AND CERTIFICATION I certify that this offer is made without prior understanding, agreement, or connection with any corporation, firm, or person submitting a proposal for the same materials, supplies, equipment, or services and is in all respects fair and without collusion or fraud. I understand collusive bidding is a violation of State and Federal Law and can result in fines, prison sentences, and civil damage awards. I agree to abide by all conditions of the proposal and certify that I am authorized to sign this proposal for the proposer. I further certify that the provisions of the Official Code of Georgia Annotated, including but not limited to Title 32, Chapter 4, Article 4, Part 2 and Sections 45-10-20 et seq. have not been violated and will not be violated in any respect. Authorized Signature AQY2 ,0 CbeZ Date Print/Type Name Antonio Sanchez Print/Type Company Name Here DAF Concrete, Inc. CORPORATE CERTIFICATE 1, Antonio Sanchez , certify that I am the Secretary of the Corporation named as Contractor in the foregoing bid; that Antonio Sanchez who signed said bid in behalf of the Contractor, was then (title) President of said Corporation; that said bid was duly signed for and in behalf of said Corporation by authority of its Board of Directors, and is within the scope of its corporate powers; that said Corporation is organized under the laws of the State of Georgia This... day of L&q 20-W uA-)Cj _L, jSeal) (Signature) ITB 20-P W 14 18 1 Page [BIDDERS MUST RETURN THIS FORM WITH BID RESPONSE] LIST OF SUBCONTRACTORS I do , do not X , propose to subcontract some of the work on this project. I propose to Subcontract work to the following subcontractors: Company Name: DAF Concrete, Inc. ITB 20 -PW 14 19 1 Page �svy C, ESTABLISHED 2006 [BIDDERS MUST RETURN THIS FORM WITH BID RESPONSE] 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, tirm, 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: 390540 1 hereby declare under the penalty of perjury eVerify Number that the foregoing is true and correct. 0212012 Date of Authorization DAP Concrete, Inc. Name of Contractor Co burn Road Sidewalk Improvement Protect Name of Project City of Milton, Georgia Name of Public Employer ITB 20 -PW 14 ecuted on _1, Q, 20 0 in )hr (state). Signature of Authorized Officer or Agent Antonio Sanchez - President Printed Name and Title of Authorized Officer or Agent SUBS IBED AND W LF ORE ME ON THIS E DAY OF 2020 ! ��i TARP PUBLIC i [NOTARY SEAL] _ ,QTAIV = �•� ¢ =m=i M fission 414& �'. 'OUB 00 ' Co 20 Page M1Lr-f"()N*k4 ESTABLISHED 2006 DISCLOSURE FORM This form is for disclosure of campaign contributions and family member relations with City of Milton officials/employees. Please complete this form and return as part of your bid package when if is submitted. Name of Bidder DAP Concrete, Inc. Name and the official position of the Milton Official to whom the campaign contribution was made (Please use a separate form for each official to whom a contribution has been made in the past two (2) years.) N 1h List the dollar amount/value and description of each campaign contribution made over the past two (2) years by the Applicant/Opponent to the named Milton Official Amount/Value Description Please list any family member that is currently (or has been employed within the last 9 months) by the City of Milton and your relation: ITB 20 -PW 14 21 1 Page MILTO ESTABLISHED 2005 Bid Submittal Form Cogburn Road Sidewalk Improvement Project 4 Pages The undersigned, as bidder, declares and represents that it has examined the site of the work and informed himself/herself fully in regard to all conditions pertaining to the place where the work is to be performed, including those conditions affecting the cost of the work and the delivery, handling and storage of materials and equipment. The bidder has examined and read the Bidding Document and has satisfied himself/herself that the Bidding Document is an adequate and acceptable reflection of the work which is required to be performed and that the bidder is willing and able to perform all of the work necessary. The bidder further certifies that no additional information is required to complete the work encompassed by this bid within the cost and schedule established and agreed upon within this bidding document. In compliance with the attached Specification, the undersigned offers and agrees that if this Bid is accepted, by the City Council within One Hundred and Twenty (120) days of the date of Bid opening, that he will furnish any or all of the Items upon which Prices are quoted, at the Price set opposite each Item, delivered to the designated point(s) within the time specified in the Bid Schedule. COMPANY DAF Concrete, Inc. ADDRESS 9160 Turner Road. Jonesboro, GA, 30236 AUTHORIZED SIGNATURE PRINT / TYPE NAME Antonio Sanchez TITLE President ITB 20 -PW 14 30 1 P a g e MILTON% ESTABLISHED 2006 ** This REVISED Bid Schedule Replaces Bid Schedule in Bid Document ** REVISED BID SCHEDULE COGBURN ROAD SIDEWALK IMPROVEMENT PROJECT (2 SHEETS) - BIDDERS MUST RETURN THIS FORM WITH Rin RF-RPnNSF Pay _ Item # Description Unit Quantity Unit Price TOTAL ROADWAY ITEMS 150- 1000 TRAFFIC CONTROL LS 1 $20,000.00 $20,000.00 210 0100 GRADING COMPLETE LS 1 $30,000.00 $30,000.00 310- GR AGGR BASE CRS, INCL 1101 MATL TN 200 $30.00 $6,000.00 318- 3000 AGGR SURF CRS TN 220 $30.00 $6,600.00 441 0016 DRIVEWAY CONCRETE, 6 IN TK SY 324 $40.00 $12,960.00 441- 0104 CONC SIDEWALK, 4 IN SY 969 $40.00 $38,760.00 441- CONC CURB & GUTTER, 8 IN X 6216 24 IN, TP 2 LF 2100 $18,00 $37,800.00 DRAINAGE ITEMS 550-- STORM DRAIN PIPE, 18 IN, H 1- 1180 10 LF 1397 $50.00 $69,850.00 550- STORM DRAIN PIPE, 24 IN, H 1- 1240 10 LF 31 $60.00 $1,860.00 550- STORM DRAIN PIPE, 30 IN, H 1- 1300 10 LF 95 $70.00 $6,650.00 550- FLARED END SECTION, 24 IN, 4224 STORM DRAIN EA 1 $600.00 $600.00 550- FLARED END SECTION, 30 IN, 4230 STORM DRAIN EA 1 $800.00 $800.00 603- STN DUMPED RIP RAP, TP 3, 24 2182 W SY 17 $15.00 $255.00 603- 7000 PLASTIC FILTER FABRIC SY17 $5.00 $85.00 668- 2100 DROP INLET, GP 1 FA 2 $1,000.00 $2,000.00 41Pagc ITB20-PWI4-Addendum 1 668 1100 CATCH BASIN, GP 1 EA T2 $1,500.00 $18,000.00 668- CATCH BASIN, GP 1, ADDL 1110 DEPTH LF 7 $200.00 $1,400.00 668 4300 STORM SEWER MANHOLE, TP T EA 1 $1,500.00 $1,500.00 668- STORM SEWER MANHOLE, TP 1, 4311 ADDL DEPTH, CL 1 LF 4.4 $200.00 $880.00 SIGNING AND MARKING 611 REMOVE AND RESET FLASING EA 1 $3,000.00 SCHOOL ASSEMBLY $3.000.00 611- 5360 RESET HIGHWAY SIGN EA 3 $400.00 $1,200.00 653-- THERMOPLASTIC SOLID TRAF 1501 STRIPE, 5 IN, WHITE LF 2160 $2.00 $4,320.00 EROSION CONTROL - TEMPORARY 163- 0232 TEMPORARY GRASSING AC 1 $800.00 $800.00 163- 0240 MULCH TN 13 $40.00$520.00 163- 0300 CONSTRUCTION EXIT EA 1 $1,000.00 $1,000.00 163- CONSTRUCT AND REMOVE 0503 SILT CONTROL GATE, TP 3 EA 1 $200.0 $200.00 163- CONSTRUCT AND REMOVE EA 13 $150.00 $1,950.00 0550 INLET SEDIMENT TRAP 165- MAINTENANCE OF 0010 TEMPORARY SILT FENCE, TPA LF 1200 $0 50 $6fl0.Ofl 165- MAINTENANCE OF SILT 0087 CONTROL GATE, TP 3 EA 1 $100.00 $100.00 165- MAINTENANCE OF 0101 CONSTRUCTION EXIT EA 1 $200.00 $200.00 165- MAINTENANCE OF INLET EA 13 0105 SEDIMENT TRAPS $5fl-00 $650.00 171- TEMPORARY SILT FENCE, TYPE 0010 A LF 2400 $2.50 $6,000.00 PERMANENT GRASSING Pay Item # Description Unit Quantity Unit Price TOTAL 700- 6910 SOD SY 5000 $6.00 $30,000.00 700- 7000 AGRICULTURAL LIME TN 3 $300.00 $900.00 700- 8000 FERTILIZER MIXED GRADE TN 2 $400.00 $Soo.oQ 51fla=e 1TB20-PSV 14 -Addendum P 1 700- FERTILIZER NITROGEN LB 50 $20.00 $1,000.00 8100 CONTENT 716- EROSION CONTROL MATS, SY 100 $500.00 2000 SLOPES $5.00 SUB -TOTAL BID ESTIMATE $309,740.00 Miscellaneous Construction $100,000 TOTAL PROJECT $409,740.00 61 Page ITB20-PW14- Add endum 41 ESTABLISHED 2OD6 [BIDDERS MUST RETURN THIS FORM WITH BID RESPONSE] Cogburn Road Sidewalk Improvement Project Print Total Bid Price $409,740.00 Total Bid Price in Words Four Hundred Nine Thousand, Seven Hundred Forty In compliance with the attached Specification, the undersigned offers and agrees that if this Bid is accepted, by the City Council within One Hundred and Twenty (120) days of the date of Bid opening, that he will furnish any or all of the Items upon which Prices are quoted, at the Price set opposite each Item, delivered to the designated point(s) within the time specified in the Bid Schedule. COMPANY DAF Concrete, Inc. ADDRESS 91.60 Turner Road. Jonesboro, GA 30236 AUTHORIZED SIGNATURE 700/ b gJ) G X -Z, PRINT / TYPE NAME Antonio Sanchez TITLE President ITB 20 -PW 14 33 1 Page M.-ILTON'§ ESTABLISHED 2006 ACKNOWLEDGEMENT RECEIPT OF ADDENDUM #1 ITB 20- PW 14 Upon receipt of documents, please email, fax or mail this page to: City of Milton Attn: Honor Motes, Purchasing Office 2006 Heritage Walk Milton, GA 30004 Phone: 678-242-2500 Fax: 678-242-2499 Email: honor.motes@citvofmiltonga.us I hereby acknowledge receipt of documents pertaining to the above referenced ITB. COMPANY NAME: CONTACT PERSON: ADDRESS: DAF Concrete, Inc. Antonio Sanchez 9160 Turner Road CITY: Jonesboro STATE: GA zip: 30236 PHONE: (770)629-4036 FAX: (678) 545-6218 EMAIL ADDRESS: daf_concrete_inc@yahoo.com Py)4ox-)/-p �c� h G� e Z 7/30/2020 Signature Date ADDENDUM 91 t� gC 1TB20-PW 14 -Addendum +I OBJECTIVE DAF Concrete Inc. has been in business since 2003. We have grown from doing residential foundation to working with counties repairing, removing and installing driveways, sidewalks, storm drains etc. DAF also lays Asphalt for roadways and parking lots. We are known for getting the job done with the best quality and professionalism. SKILLS & ABILITIES - Concrete Estimator -Concrete Finishing - Asphalt repairs - Repair, Remove and install of Storm drains, Catch Basin Tops, Sidewalks, Curbing, Driveways, etc. - Brick Pavers - Stone and Brick Masonry - Concrete Retaining Wall - Concrete Covers Contacts Antonio Sanchez – President (404) 433-8824 Osvaldo Sanchez – Project Manager (404) 395-8464 Audrey Clyde – Secretary (770) 629-4036 Office Address 9160 Turner Road Jonesboro, GA, 30236 Office #: (770) 629-4036 Fax #: (678) 545-6218 Email: daf_concrete_inc@yahoo.com Website: www.dafconcreteinc.com EIN # 30-0217601 EXPERIENCE YR 2020 Annual Contract for Miscellaneous Concrete Work, Clayton County Water Authority (Still affective) Marcus Mclester– (404) 593-3614 Annual Contract for Asphalt Repairs, Paving, Patching and Milling, Dekalb County School District Fred Schoenfield – (678) 676-1408 Annual Contract for Asphalt Patching and Paving, Clayton County Water Authority (Still affective) Scott Mask – (678) 699-0759 FY2020 Sidewalk Repairs, City of Alpharetta, Joshua Chance – (678) 297-6234 Canton Street Pedestrian Improvements, City of Alpharetta, Andrew Echols – (678) 297-6238 W Pike St Sidewalk Addition, City of Lawrenceville, Johannes Louw – (770) 277-7533 Idlewood Road Sidewalk Improvements, City of Tucker, Sam Durrance Nuckolls Road Sidewalk Improvements, Forsyth County, Charlie Crowe - (770) 781-2165 W Taylor Avenue Sidewalk Improvements, City of East Point, Cadell Hall – (404) 291-7245 YR 2019 Street Repairs/ Richard D. Sailors, City of Powder Springs, Dwayne Eberhart – (404) 273-4509 Echols Rd Sidewalk Improvements, Forsyth County, Charlie Crowe - (770) 781-2165 Street Repairs/ Hopkins Road, City of Powder Springs, Dwayne Eberhart – (404) 273-4509 Fire station #20 Driveway Replacement, Gwinnett County, Michael R. Williamson – (404) 391- 1145 Headland Drive and Delowe Drive Sidewalks Phase III, City of East Point, Vincent Reynolds – (404) 270-7114 Curb & Gutter Repair, Henry County, Marvin Wiley – (770) 288-7262 Driveway and Curb Repair, Fayette County, James Munster – (770) 320-6082 Nichols Rd & Nichols Dr Sidewalk Improvements, Forsyth County, Charlie Crowe – (770) 781- 2165 E. Drew Valley Sidewalks Project, City of Brookhaven, Don Sherrill - 404) 637-0682 Cheshire Way Sidewalks Project, City of Brookhaven, Don Sherrill – (404) 637-0682 Woodrow Way Sidewalks Project, City of Brookhaven, Don Sherrill – (404) 637-0682 YR 2018 Evans Drive Sidewalks Project, City of Riverdale, Lisa Kopro – (404) 491-5044 Mill Creek Road Sidewalks Project, City of Brookhaven, Don Sherrill – (404) 637-0682 Cartecay Drive Sidewalks Project, City of Brookhaven, Greg Smith – (404) 735-7838 Lanier Drive Sidewalks Project, City of Brookhaven, Don Sherrill – (404) 637-0682 Tyron Rd Sidewalks Project, City of Brookhaven, Don Sherrill – (404) 637-0682 Installing Speed Tables, City of Milton, Matthew Fallstrom – (678)-242-2558 Headland Drive and Delowe Drive Sidewalks, City of East Point, Vincent Reynolds – (404) 270- 7114 YR 2017 Asphalt/ Concrete Pavement Maintenance and Repairs Services, Fulton County, Mark Moore – (404) 285-1307 CDBG – West Street Roadways and Sidewalks, City of Forest Park, Jeff Eady – (404) 608-2310 Moon Road Sidewalks, City of Lawrenceville, Johannes Louw – (678) 618-2839 East Crogan Street Sidewalks, City of Lawrenceville, Johannes Louw – (678) 618-2839 Annual Contract for Miscellaneous Concrete Work, Clayton County Water Authority (Still affective) Scott Mask – (678) 699-0759 Annual Contract for Asphalt Patching and Paving, Clayton County Water Authority (Still affective) Marcus Mclester– (404) 593-3614 Annual Contract for BL065-15 (Concrete & Asphalt), Gwinnett County, GA (Still affective), Christopher Neidlinger – (678) 376-6969 Annual Contract for BL032-17 (Poured-in-Place Concrete & Associated Miscellaneous Site Work) Gwinnett County, GA (Still affective) YR 2016 Panhandle Road Sidewalk Construction from McDonough Rd to Tara Rd for Clayton County, GA Project Manager: Jatta Battary – (404) 655-2582 YR 2015 Austell Powder Springs Road, City of Powder Springs Old Monticello Street Stream and Shoulder Improvements, City of Covington, GA Project Manager: Ken Swain - (770) 778-5830 Restoration of Utility Repairs on an Annual Contract (Still affective) Project Manager: Chris Neidlinger – (678) 725-9805 YR 2014 North Fulton Ave. CDBG Sidewalk, City of Hapeville Project Manager: Keck & Wood Inc. (678) - 417-4000 Lake Ridge Pkwy Sidewalk Installation, Board of Commissioners of Clayton County Central Services Department, GA Cemetery Street Sidewalk, City of Austell Project Manager: Keck & Wood Inc. (678) -417-4000 CDBG Sidewalk Improvements Glenn Dr. Sharon Street and School Place, Forest Park Department of Public Work Project Manager: Jeff Eady 678) 300-4314 Annual Contract for Miscellaneous Concrete Work, Clayton County Water Authority (Still affective) Nuckolls Road Sidewalk Improvements ITB 18-69-3150 Bid Owner: Forsyth County Procurement Department County Representative: Charlie Crowe – Construction Supervisor Office Phone: (770) 781-2165 Email: cdcrowe@forsythco.com Donna Kukarola – Procurement Director Office Phone: (770) 888-8872 Email: dhkukarola@forsythco.com Location: Nuckolls Rd (Buford Dam Rd to Buford Hwy) Cumming, GA Original Contract Price: $1,404,593.00 Completed Total of Contract: $1,320,752.61 Contract was Bonded by Nationwide Mutual Insurance Company. Date Work Begin: 4/1/2019 Date of Completion: 3/12/2020 Project Description: - Installed 3196 LF of Storm Drain – RCP, 1,118 TN of GAB, 8,300 LF of Curb & Gutter, 3956 SY of 4” Sidewalk, 353 SY of 6”- 8” Driveway. - Build a CLASS A CONCRETE, INCL REINF STEEL, ASHLAR STONE FINISH (389 CY) and 1,500 SF MSE Wall (Modular Wall) - Paved section of Nuckolls using 55TN of Rec.Asph.Conc.25MM, 30TN of Rec.Asph.Conc.12.5MM, 40TN of Rec.Asph.Conc.19MM. Finished with necessary Striping. - Landscaping – Installed 3,696 of Sod in the 2FT beauty strip along the Sidewalk and Right a way. Mulch is necessary areas. EP-207 W Taylor Ave Sidewalks Contract No. #2020-1721 Bid Owner: City of East Point County Representative: Cadell Hall – Transportation Division Manager Office Phone: (404) 291-7245 Email: chall@eastpointcity.org Location: Taylor Ave. (Washington Rd to Main St.) East Point, GA Original Contract Price: $178,194.00 Change Order: $97,004.00 Completed Total of Contract: $250,565.00 Contract was Bonded by Nationwide Mutual Insurance Company. Date Work Begin: 11/4/2019 Date of Completion: 4/28/2020 Project Description: - Removed Existing Curb, Rough Grading, Fine Grading, And Removal of Debris. - Installed 6,989 LF of Curb & Gutter, 2,336 SY of 4” Sidewalk, 1,002 SY of 6”- 8” Concrete Driveway. Raised Water Meters to Grade. - Build a Retaining Wall with Brick Face. (1,160 SF) - Striping and Signage. - Installed Galv Steel Handrail, 2in, Round. - Installed Storm Sewer Manholes TP1 (7 EA) - Landscaping – Installed Permanent Grassing. Idlewood Road Sidewalk Improvement Project ITB #2019-039 Bid Owner: City of Tucker County Representative: Sam Durrance – Construction Supervisor Email: sdurrance@tuckerga.gov Ken Hilderbrandt – P.E., PTOE City Engineer Office Phone: (770) 865-5645 Email: khildebrandt@tuckerga.gov Location: Idlewood Road (2165 to Lawrenceville Hwy) Tucker, GA Original Contract Price: $346,214.00 Completed Total of Contract: $369,557.50 Contract was Bonded by Nationwide Mutual Insurance Company. Date Work Begin: 11/4/2019 Date of Completion: 4/28/2020 Project Description: - Installed 1126 LF of Storm Drain – RCP, 2481 SY of GAB, 1227 LF of Curb & Gutter, 1151 SY of 4” Sidewalk, 723 SY of 6”- 8” Concrete Valley Gutter with Curb. Raised Water Meters to Grade. - Build a CLASS A CONCRETE, INCL REINF STEEL, ASHLAR STONE FINISH (2.32 CY) - Paved section of Idlewood Road using 50TN of Rec.Asph.9.5MM. Finished with necessary Striping and Signage. - Installed Storm Sewer Manholes TP1 (7 EA) - Landscaping – Installed 3,000 of Sod along the right a way. 3- Gallon Knockout Roses near Lawrenceville Hwy. Mulch is necessary areas. Canton Street Pedestrian Improvements Contract No. 20-008 Bid Owner: City of Alpharetta County Representative: Andrew Echols – Assistant Construction Manager Office Phone: (678) 297-6200 Cell Phone: (678) 297-6238 Email: aechols@alpharetta.ga.us Location: Canton Street & School Drive (4 different locations) Alpharetta, GA Original Contract Price: $162,930.00 Completed Total of Contract: $145,348.00 Contract was Bonded by Auto Owners Insurance Company. Date Work Begin: 2/7/2020 Date of Completion: 6/10/2020 Project Description: - Installed 70 TN of GAB, 210 LF of Curb & Gutter, 330LF of Header Curb, 330 LF of 4’ Sidewalk, 230 SF of 4’ Brick Pavers including Concrete Base, 6 Handicap ADA Ramp. - Build a CLASS A CONCRETE, INCL REINF STEEL, ASHLAR STONE FINISH (2.32 CY) - Landscaping – Installed 108 CY of Topsoil, 2,500 of Sod along the right a way. 63 of Loropetalum Chinese 'Crimson Fire' (Crimson Fire Loropetalum), 320 of Liriope spicata (Creeping Lilyturf), 18CY of Mulch in necessary areas. FY2020 – Sidewalk Repair and Replacement Contract No. 20-004 Bid Owner: City of Alpharetta County Representative: Joshua Chance – Assistant Construction Manager Office Phone: (678) 297-6200 Cell Phone: (678) 297-6234 Email: jchance@alpharetta.ga.us Location: Old Milton Pkwy – South Side of Road, Old Milton Pkwy – North Side of Road, Milton Avenue – South Side of Road. Original Contract Price: $450,850.00 Total Billed of as of 7/24/2020: $376,878.00 Contract was Bonded by Auto Owners Insurance Company. Date Work Begin: 11/19/2019 Date of Completion: 5/14/2020. Contract is still open. Project Description: - 1,800SF of Removed and Replaced Existing Sidewalk. 7,902 of New Sidewalk. 50LF of Curb and Gutter. - Reconstruction of 23 Handicap Ramps - Installed 30,000SF of Bermuda Sod Pike & Crogan Street Sidewalk Addition Project Contract No. SB013-19 Bid Owner: City of Lawrenceville County Representative: Johannes Louw – City Engineer Office Phone: (770) 277-7533 Email: johannes.louw@lawrencevillega.org Location: Turning Lane on E Crogan Street & Pike Street Lawrenceville, GA Original Contract Price: $78,189.10 Change Order: $17,500.00 Total of Job Completed: $93,533.16 Project is not Complete. Contract was Bonded by Auto Owners Insurance Company. Date Work Begin: 2/3/2020 Job Completed: 6/22/2020 Project Description: - Clearing, Grubbing, Tree Removal & Removal of Unsuitable Soil. - Installed 200 LF of Curb & Gutter, 116 SY of 4’ Sidewalk. - Installed 40 LF of HDPE 18” Pipe and Replaced the Catch basin Top. - Guardrails along the right way. - Remove & Relocate complete existing Street lights including base, conduit, and wiring. - Landscaping – Installed Tree Planting, Shrubs, Seed & Finished with Final Grassing. ST- 09 Ashford Dunwoody/Johnson Ferry Rd Intersection Improvement Contract No. 19-407 Bid Owner: City of Brookhaven County Representative: Don Sherrill – City Engineer Office Phone: (404) 637-0682 Email: don.sherrill@brookhavenga.gov Location: Ashford Dunwoody Rd (Kaleston Dr. to intersection Johnson Ferry Rd) Original Contract Price: $425,800.00 Change Order: $163,459.00 Total of Completed Project: $494,752.30 Contract was Bonded by Auto Owners Insurance Company. Date Work Begin: 2/6/2020 Job Completed: 7/10/2020 Project Description: - Clearing, Grubbing, Tree Removal & Removal of Unsuitable Soil. - Installed 450TN of GAB, 2,590 LF of Curb & Gutter, 44LF of Valley Concrete Gutter, 1,163 SY of Sidewalk, 295SY of Concrete Median. - Installed Signal Modification, (4) Pull Box, Pedestrian Rapid Flashing Beacon Solar Powered (2), Loop Detector, Conduits, Directional Boreing. - Construct 8’ Knee Wall (290LF). - Installed 350TN of Asphalt paving surface course – 1.5” Thick super pave 12.5mm. 60TN of Asphalt paving surface course – 2” Thick Super pave 9.5mm. Mill Asphalt Paving 4,000 SY. Striping, as Necessary. - Landscaping – Installed Sodding rD a (D Ln 0 !D L O 3rDrD rr _y 0 O 0 0 @ M m I z CD �' j O CD cz tl7 ro m C p f ro n � », cz 7 rD �(Di, O rD CoLn ip n N CD TI c`DD rA � Q CD N `] n n m � Lq o ° o z ZO n p rD V Q m tl -1, N m 7J m Ze u�e i- [T, Q � 7u O -m-' m ro O77 M x C rD Gl o_� n -D Ln y n a o n� w o rD , o • m o NJ .- rn (D sy, cn p rp z., rD rD ro p :D m n c C cn ro LrD Q S C7 ID a' cm c n v w u� r rrD ro :3 c n CD q Z7 -1 CD 3 N o Q m n• a rD CD CD n rD d w H CA c 1 c TrD in 3 Cb O r o v' m a w 0. rte - II : 2tc � Co O In O rD Q m ED 0rDZ �D S r13 n rD ; � 77 S3 Q^ CL c p w O (D C7 CO Lnm n rD .-r w m w c Q o iT7 Q C7 rD n ID 6 �% NrD I! k pn _ ver rD n ■Fl a ti(D D O CD NJ zi� r x Q CD _ O n CD c �. �. M a O 3 0 �• C2 (D rD ,� rD 3' f:. “EXHIBIT C” See Exhibits “A” and “B”. The Work consists of performing all necessary construction to implement the design plans, drafted by Wolverton & Associates, that were referenced in the ITB. The City has attempted to estimate the units of specific materials and labor required for this Work in the bid schedule, but recognizes that additional materials or construction activity may be required to fully implement the plans. “EXHIBITS D.1, D.2 & D.3” "EXHIBIT D.1" PERFORMANCE BOND CITY OF MILTON, GEORGIA KNOW ALL MEN BY THESE PRESENTS THAT DAF Concrete Inc. (as CONTRACTOR, hereinafter referred to as the "Principal"), and Nationwide Mutual ins Company (as SURETY COMPANY, hereinafter referred to as the "CONTRACTOR'S SURETY"), are held and firmly bound unto City of Milton, Georgia (as OWNER, hereinafter referred to as the "City"), for the use and benefit of the City, in the sura of Four Hundred Nine Thousand Seven Hundred Forty dollars ($409,740.000), lawful money of the United States of America, for the payment of which the Principal and the Contractor's ,Surety bind themselves, their heirs, executors, administrators, successors and assigns, jointly and severally, firmly by these presents. WHEREAS, the Principal has entered, or is about to enter, into a certain written agreement with the City for the construction of a project known as Cogburn Road Sidewalk Improvement Project (hereinafter referred to as "the Project"), which agreement is incorporated herein by reference in its entirety (hereinafter referred to as the "Contract"). NOW THEREFORE, the conditions of this obligation are as follows: l . That if the Principal shall fully and completely perform each and all of the terms, provisions and requirements of the Contract, including and during the period of any warranties or guarantees required thereunder, and all modifications, amendments, changes, deletions, additions, and alterations thereto that may hereafter be made, and if the Principal and the Contractor's Surety shall indemnify and hold harmless the City from any and all losses, IiabiIity and damages, claims, judgments, liens, costs and fees of every description, including but not limited to, any damages for delay, which the City may incur, sustain or suffer by reason of the failure or default on the part of the Principal in the performance of any and all of the terms, provisions, and requirements of the Contract, including all modifications, amendments, changes, deletions, additions, and alterations thereto, and any warranties or guarantees required thereunder, then this obligation shall be void; otherwise to remain in full force and effect; 2. In the event of a failure of performance of the Contract by the Principal, which shall include, but not be limited to, any breach or default of the Contract: a. The Contractor's Surety shall commence performance of its obligations and undertakings under this Bond no later than thirty (30) calendar days after written notice from the City to the Contractor's Surety; and b. The means, method or procedure by which the Contractor's Surety undertakes to perform its obligations under this Bond shall be subject to the advance written approval of the City. The Contractor's Surety hereby waives notice of any and all modifications, omissions, additions, changes, and advance payments or deferred payments in or about the Contract, and agrees that the obligations undertaken by this Bond shall not be impaired in any manner by reason of any such modifications, omissions, additions, changes, and advance payments or deferred payments. The Parties further expressly agree that any action on this Bond may be brought within the time allowed by Georgia law for suit on contracts under seal. IN WITNESS WHEREOF, the Principal and Contractor's Surety have hereunto affixed their corporate seals and caused this obligation to be signed by their duly authorized officers or attorneys -in -fact, as set forth below. Attest: -8"ignature) kAdr Q! dc. (print) Title: L2,t cr.4 arm Date:—,fin I ??. Attest: (signature) Kelly Worthey (print) Title: Date: d -% q- oao CONTRACTOR ("Principal-): DAF Concrete Inc. By: Pfk)�b;v Sc� Ch if Z (signature) Antonio Sanchez (print) Title: (SEAL) Date: _S-ig-!9n CONTRACTOR'S SURETY: Nationwide Mutual insurance Company By: (signature) Keith AGriff (print) Title: Attorney -In -Fact Date: )o (ATTACH SURETY'S POWER OF ATTORNEY) (SEAL) "EXHIBIT D.2" PAYMENT BOND CITY OF MILTON, GEORGIA KNOW ALL MEN BY THESE PRESENTS THAT DAF Concrete Inc. (as CONTRACTOR, hereinafter referred to as the "Principal"), and Nationwide Mutual Ens Company (as SURETY COMPANY, hereinafter referred to as the "Contractor's Surety"), are held and firmly bound unto City of Milton, Georgia (as OWNER, hereinafter referred to as the "City"), for the use and benefit of any "Claimant," as hereinafter defined, in the sum of Four Hundred Nine Thousand Seven Hundred Forty dollars ($409,740.000) , lawful money of the United States of America, for the payment of which the Principal and the Contractor's Surety bind themselves, their heirs, executors, administrators, successors and assigns, jointly and severally, firmly by these presents. WHEREAS, the Principal has entered, or is about to enter, into a certain written agreement with the City for the construction of a project known as Cogburn Road Sidewalk Improvement Project (hereinafter referred to as "the Project"), which agreement is incorporated herein by reference in its entirety (hereinafter referred to as the "Contract"). NOW THEREFORE, the condition of this obligation is such that if the Principal shall promptly matte payment to any Claimant, as hereinafter defined, for all labor, services, and materials used or reasonably required for use in the performance of the Contract, then this obligation shall be void; otherwise to remain in full force and effect. A "Claimant" shall be defined herein as any subcontractor, person, party, partnership, corporation, or other entity furnishing labor, services, or materials used or reasonably required for use in the performance of the Contract, without regard to whether such labor, services, or materials were sold, leased, or rented, and without regard to whether such Claimant is or is not in privity of the Contract with the Principal or any subcontractor performing Work on the Project. In the event of any claim made by the Claimant against the City, or the filing of a lien against the property of the City affected by the Contract, the Contractor's Surety shall either settle or resolve the claim and shall remove any such lien by bond or otherwise as provided in the Contract. The Parties farther expressly agree that any action on this Bond may be brought within the time allowed by Georgia law for suit on contracts under seal. IN WITNESS WHEREOF, the Principal and Contractor's Surety have hereunto affixed their corporate seals and caused this obligation to be signed by their duly authorized officers, as set forth below. [SIGNATURES ON FOLLOWING PAGE] Title: Date; Attest: (signature) (printed) signature) Kelly Worthey (printed) Title: Date: ?-19- 20 CONTRACTOR: DAF Concrete Inc. Ey: 0 J wr7 GJ} -e -,7y (signature) Antonio Sanchez (printed) Title: J �— (SEAL) Date: CONTRACTOR'S SURETY: Nationwide Mutual Ins Cpmpany BY: —�:A (signature) Keith A Griffin (printed) Title; Attorney -in -Fact (SEAL) Date: F41— a,o (ATTACH SURETY'S POWER OF ATTORNEY) KNOW ALL HIEN BY THESE PRESENTS THAT; Nationwide Mutual Insurance Company, an Ohio corporation Allied Property and Casualty insurance Company, an Iowa corporation Power of Attorney AMCO Insurance Company, an Iowa corporation hereinafter referred to severally as the "Company" and collectively as "the Companies" does hereby make, constitute and appoint: KEITH ALAN GRIFFIN each in their individual capacity, its true and lawful attorney-in-fact, with full power and authority to sign, seal, and execute on its behalf any and all bonds and undertakings, and other obfigatory instruments of similar nature, in penalties not exceeding the sum of Four Hundred Nine Thousand Seven Hundred Forty and no/100 dollars ($409,740.00) and to bind the Company thereby, as fully and to the same extent as if such instruments were signed by the duly authorized officers of the Company; and all acts of said Attorney pursuant to the authority given are hereby ratified and confirmed. This power of attorney is made and executed pursuant to and by authority of the following resolution duly adopted by the board of directors of the Company: "RESOLVED, that the president, or any vice president be, and each hereby is, authorized and empowered to appoint attomeys-in-fact of the Company, and to authorize them to execute and deliver on behalf of the Company any and all bonds, forms, applications, memorandums, undertakings, recognizances, transfers, contracts of indemnity, policies, contracts guaranteeing the fidelity of persons holding positions of public or private trust, and other writings obligatory in nature that the business of the Company may require; and to modify or revoke, with or without cause, any such appointment or authority; provided, however, that the authority granted hereby shall in no way limit the authority of other duly authorized agents to sign and countersign any of said documents on behalf of the Company." "RESOLVED FURTHER, that such attorneys -in -fact shall have full power and authority to execute and deliver any and all such documents and to bind the Company subject to the terms and limitations of the power of attorney issued to them, and to affix the seal of the Company thereto; provided, however, that said seal shall not be necessary for the validity of any such documents." This power of attorney is signed and sealed under and by the following bylaws duly adopted by the board of directors of the Company, Execution of Instruments. Any vice president, any assistant secretary or any assistant treasurer shall have the power and authority to sign or attest all approved documents, instruments, contracts, or other papers in connection with the operation of the business of the company in addition to the chairman of the board, the chief executive officer, president, treasurer or secretary; provided, however, the signature of any of them may be printed, engraved, or stamped on any approved document, contract, instrument, or other papers of the Company. IN WITNESS WHEREOF, the Company has caused this instrumento sealed and duly attested by the signature of its officer the 271h day of Eebrualy, 2019. All! �vuussv i -SEAQ Antonfo C, Albanese, Vice President of Nationwide Mutual Insurance Company, AMC0 Insurance Company, Atied Property and Casualty insurance Company .. 01.SEAL *i ACKNOWLEDGMENT STATE OF NEW YORK, COUNTY OF NEW YORK: ss On this 2T" day of February. 2019, before me came the above-named officer for the Company aforesaid, to me personally known to be the officer described in and who executed the preceding instrument, and he acknowledged the execution of the same, and being by me duty sworn, deposes and says, that he is the officer of the Company aforesaid, that the seal affixed hereto is the corporate seal of said Company, and the said corporate seal and his signature were duly affixed and subscribed to said instrument by the authority and direction of said Company. i, Laura B. Guy, Assistant Secretary of the Company, do hereby certify that the foregoing is a full, true and correct copy of the original power of attorney issued by the Company; that the resolution included therein is a true and correct transcript from the minutes of the meetings of the boards of directors and the same has not been revoked or amended in any manner; that said Antonio C. Albanese was on the date of the execution of the foregoing pourer of attorney the duly elected officer of the Company, and the corporate seat and his signature as officer were duly affixed and subscribed to the sald instrument by the authority of said board of directors; and the foregoing power of attorney is still in full force and effect. INWITNESS WHEREOF, i�ay�hereunto subscribed my name as Assistant Secretary, and affixed the corporate seal of said Comp Jany this 18th day of F .. UJL Bt7J Assistant Secretary 1(02-19}Oa Surlrene C. �eN6 Nrltsry P„blir, 5!.te or N[w Yarlc /S �� f w� h� -1 -L i�� A � g�f, kp. 02Ri1266a9 4 !v/ L+'�Sr !E^'L.�4' rlwi!ttetl In wenehesfer Caunry ComrNssion Expires 5eptlmb.r 16, 702I fl[ury v„y,s MY Crrnmt,s!on Exprp CERTIFICATE 5.mmbe, I6, Iva] i, Laura B. Guy, Assistant Secretary of the Company, do hereby certify that the foregoing is a full, true and correct copy of the original power of attorney issued by the Company; that the resolution included therein is a true and correct transcript from the minutes of the meetings of the boards of directors and the same has not been revoked or amended in any manner; that said Antonio C. Albanese was on the date of the execution of the foregoing pourer of attorney the duly elected officer of the Company, and the corporate seat and his signature as officer were duly affixed and subscribed to the sald instrument by the authority of said board of directors; and the foregoing power of attorney is still in full force and effect. INWITNESS WHEREOF, i�ay�hereunto subscribed my name as Assistant Secretary, and affixed the corporate seal of said Comp Jany this 18th day of F .. UJL Bt7J Assistant Secretary 1(02-19}Oa “EXHIBIT D.3” MAINTENANCE BOND CITY OF MILTON, GEORGIA KNOW ALL MEN BY THESE PRESENTS THAT DAF Concrete Inc.. (as CONTRACTOR, hereinafter referred to as the “Principal”), and _________________________ (as SURETY COMPANY, hereinafter referred to as the “Contractor’s Surety”), are held and firmly bound unto the City of Milton, Georgia (as OWNER, hereinafter referred to as the “City”), for the use and benefit of the City for maintenance of improvements as described below in the sum of ________________________________________________ ($_________________________) (one third of the total amount paid under the Contract), lawful money of the United States of America, for the payment of which the Principal and the Contractor’s Surety bind themselves, their heirs, executors, administrators, successors and assigns, jointly and severally, firmly by these presents. WHEREAS, the Principal has entered into a certain written agreement with the City for the construction of a project known as Cogburn Road Sidewalk Improvement Project (hereinafter referred to as “the Project”), which agreement is incorporated herein by reference in its entirety (hereinafter referred to as the “Contract”). WHEREAS, said Project has been approved by the City of Milton, under the terms that a maintenance bond is required of said Principal and good and sufficient surety payable to the City, and conditioned that the Principal shall, for a period of two (2) year beginning on the date of final completion of the Project, repair and replace any defects arising from the Project in accordance with all applicable federal and state laws, with the Agreement, and with all applicable City regulations, including but not limited to the Code of Ordinances for the City of Milton, Georgia, in force as of the date of said approval. NOW THEREFORE, the conditions of this obligation are as follows: 1.That if the Principal shall repair and replace any and all defects arising from the Project, whether resulting from defective materials or defective workmanship, and if the Principal and the Contractor’s Surety shall indemnify and hold harmless the City from any and all losses, liability and damages, claims, judgments, liens, costs and fees of every description, which the City may incur, sustain or suffer by reason of the failure or default on the part of the Principal in the performance of any and all of the terms, provisions and requirements described herein, then this obligation shall be void; otherwise to remain in full force and effect; 2. In the event of a failure of performance by the Principal; a. The Contractor’s Surety shall commence performance of its obligations and undertakings under this bond no later than thirty (30) days after written notice from the City to the Contractor’s Surety; b. The means, method or procedure by which the Contractor’s Surety undertakes to perform its obligations under this bond shall be subject to the advance written approval of the City. The parties further expressly agree that any action on this bond may be brought within the time allowed by Georgia law for suit on contracts under seal. IN WITNESS WHEREOF, the Principal and Contractor’s Surety have hereunto affixed their corporate seals and caused this obligation to be signed by their duly authorized officers or attorneys-in-fact, as set forth below. CONTRACTOR (“Principal”): DAF Concrete, Inc. By: __________________________ (signature) __________________________ (print) Title: ___________________________ (SEAL) Attest: Date: ___________________________ _____________________ (signature) _____________________ (print) Title: ________________ Date:_________________ CONTRACTOR’S SURETY: _________________________ By: __________________________ (signature) __________________________ (print) Title: __________________________ (SEAL) Attest: Date: __________________________ _____________________ (signature) _____________________ (print) Title: ________________ Date:_________________ (ATTACH SURETY’S POWER OF ATTORNEY) "EXHIBIT E" NONCOLLUSION AFFIDAVIT OF PRIME BIDDER STATE OF Geor is COUNTY OF Clayton Antonio Sanchez being first duly sworn, deposes and says that: (1) He is Owner (Owner, Partner, Officer, Representative, or Agent) of DAF Concrete, Inc (the `Bidder") that has submitted the attached Bid; (2) He is fully informed respecting the preparation and contents of the attached Bid and of all pertinent circumstances respecting such Bid; (3) Such Bid is genuine and is not a collusive of sham Bid; (4) Neither the said Bidder nor any of its officers, partners, owners, agents, representatives, employees, or parties in interest, included in this affidavit, has in any way colluded, conspired, connived, or agreed, directly or indirectly, with any other Bidder, firm or person to submit a collusive or sham Bid in connection with the Contract for which the attached Bid has been submitted or to refrain from bidding in connection with such Contract, or has in any manner, directly or indirectly, sought by agreement or collusion or communication or conference with any other Bidder, firm or person to fix the price or prices in the attached Bid or of any other Bidder, or to fix any overhead, profit or cost element of the Bid price of any other Bidder or to secure through any collusion, conspiracy, connivance, or unlawful agreement any advantage against the City of Milton or any person interested in the proposed Contract; and, (S) The price or prices quoted in the attached Bid are fair and proper and are not tainted by any collusion, conspiracy, connivance, or unlawful agreement on the part of the Bidder or any of its agents, representatives, owners, employees, or parties in interest, including this Affiant. (6) Bidder has not directly or indirectly violated any law, ordinance or regulation related to the Bid. -- Signature of Authorized Officer or Agent Antonio Sanchez Printed Name and Title of Authorized Officer or Agent ISCRIBED AND SWORN BEFORE ON THIS THE DAY OF ,,,4_, 0 ,llllli!!I/j No ary Public N,O D [NOTARY SEAL] ��.• NST �.� .� < �G \ � M = My ommission Expires: o . e4 Q GEO %'Zk 141111110% “EXHIBIT F” FINAL AFFIDAVIT STATE OF __________________ COUNTY OF ________________ TO CITY OF MILTON, GEORGIA I, _______________________________, hereby certify that all suppliers of materials, equipment and service, subcontractors, mechanics, and laborers employed by ______________________ or any of its subcontractors in connection with the construction of __________________________ for City of Milton, Georgia have been paid and satisfied in full as of ______________, 20_____, and that there are no outstanding obligations or claims of any kind for the payment of which City of Milton, Georgia on the above named project might be liable, or subject to, in any lawful proceeding at law or in equity. ______________________________ Signature ______________________________ Title Personally appeared before me this ____ day of ________, 20____._______________________, who under oath deposes and says that he is ______________________________ of the firm of ___________________________________, that he has read the above statement, and that to the best of his knowledge and belief same is an exact true statement. ______________________________ Notary Public [NOTARY SEAL] My Commission Expires ______________________________ STATE OF Georgia COUNTY OF Clayton "EXHIBIT G.1" CONTRACTOR AFFIDAVIT AND AGREEMENT 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: 390540 Federal Work Authorization User Identification Number 2/2012 Date of Authorization DAF Concrete Inc. Name of Contractor Co burn Road Sidewalk Improvement Project Name of Project City of Milton, Georg Name of Public Employer I hereby declare under penalty of perjury that the foregoing is true and correct. Executed onAugnst 19, 20 in Jonesbro (city), GA (state). 7'�7caf c+y��7�2 Signature of Authorized Officer or Agent Antonio Sanchez Printed Name and Title of Authorized Officer or Agent SUBSCRIBED AND SWORN BEFORE E ON THIS THE i DAY OF 20,;;0 Notary Public REyi, [NOTARY SEAL] amm'�sionExpire . Q. •• •••. Qom. M a.q � • UBLIG • 0UNTY, 1111111 “EXHIBIT G.2” SUBCONTRACTOR AFFIDAVIT STATE OF ___________________ COUNTY OF _______________ 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 DAF Concrete Inc. 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: _________________________________ Federal Work Authorization User Identification Number _________________________________ Date of Authorization _________________________________ Name of Subcontractor Cogburn Road Sidewalk Improvement Project Name of Project City of Milton, Georgia Name of Public Employer I hereby declare under penalty of perjury that the foregoing is true and correct. Executed on ______ ___, 201__ in _____(city), ______(state). _________________________________ Signature of Authorized Officer or Agent _______________________________ Printed Name and Title of Authorized Officer or Agent SUBSCRIBED AND SWORN BEFORE ME ON THIS THE ______ DAY OF ______________,201__. _________________________________ NOTARY PUBLIC [NOTARY SEAL] My Commission Expires: _______________________________ “EXHIBIT H” See Exhibit A. Plans referenced via weblink in the ITB are incorporated herein by reference. “EXHIBIT I” ADDITIONAL PAYMENT TERMS A. Defined Terms. Terms used in this Agreement shall have their ordinary meaning, unless otherwise defined below or elsewhere in the Contract Documents. (i) “Substantial Completion” means when the Work or designated portion thereof is complete in accordance with the Contract Documents so that any remaining Work includes only (1) Minor Items that can be completed or corrected within the following thirty (30) calendar days, (2) Permitted Incomplete Work that will be completed by the date agreed upon by the Parties, and (3) any Warranty Work. Substantial Completion shall require complete operation of all applicable building systems including, but not limited to, mechanical, electrical, plumbing, fire protection, fire alarm, telecom, data, security, elevators, life safety, and accessibility (if any). (ii) “Minor Item” means a portion or element of the Work that can be totally complete within thirty (30) calendar days. (iii) “Permitted Incomplete Work” means Work that is incomplete through no fault of the Contractor, as determined by the City in its sole discretion. (iv) “Final Completion” means when the Work has been completed in accordance with terms and conditions of the Contract Documents. B. Payment for Work Completed and Costs Incurred. City agrees to pay the Contractor for the Work performed and costs incurred by Contractor upon certification by the Contract Administrator and the City that the Work was actually performed and costs actually incurred in accordance with this Agreement. Payment shall be based on the value of the Work completed, as provided in the Contract Documents, plus the value of materials and equipment suitably stored, insured, and protected at the construction site, and, only if approved in writing by the City (which approval shall be given at the sole discretion of the City), such materials and equipment suitably stored, insured, and protected off site at a location approved by the City in writing, less retainage (as described below). Compensation for Work performed and reimbursement for costs incurred shall be paid to the Contractor upon receipt and approval by the City of invoices setting forth in detail the Work performed and costs incurred, along with all supporting documents required by the Contract Documents or requested by the City to process the invoice. Invoices shall be submitted on a monthly basis, and such invoices shall reflect costs incurred versus costs budgeted. Each invoice shall be accompanied by an Interim Waiver and Release upon Payment (or a Waiver and Release upon final payment in the case of the invoice for final payment) procured by the Contractor from all subcontractors in accordance with O.C.G.A. § 44-14-366. The City shall pay the Contractor within thirty (30) calendar days after approval of the invoice by City staff, less any retainage as described in Section D below. No payments will be made for unauthorized work. Payment will be sent to the designated address by U. S. Mail only; payment will not be hand-delivered, though the Contractor may arrange to pick up payments directly from the City or may make written requests for the City to deliver payments to the Contractor by Federal Express delivery at the Contractor’s expense. C. Evaluation of Payment Requests. The Contract Administrator will evaluate the Contractor’s applications for payment and will either issue to the City a Certificate for Payment (with a copy of the Contractor’s application for payment) for such amount as the Contract Administrator determines is properly due, or notify the Contractor and City in writing of the Contract Administrator’s reasons for withholding certification in whole or in part. The Contract Administrator may reject Work that does not conform to the Contract Documents and may withhold a Certificate of Payment in whole or in part, to the extent reasonably necessary to protect the City. When the reasons for withholding certification are removed, certification will be made for amounts previously withheld. Even following a Certificate of Payment, the City shall have the right to refuse payment of any invoice or part thereof that is not properly supported, or where requests for payment for Work or costs are in excess of the actual Work performed or costs incurred, or where the Work product provided is unacceptable or not in conformity with the Contract Documents, as determined by the City in its sole discretion. The City shall pay each such invoice or portion thereof as approved, provided that neither the approval or payment of any such invoice, nor partial or entire use or occupancy of the Project by the City, shall be considered to be evidence of performance by the Contractor to the point indicated by such invoice, or of receipt or acceptance by the City of Work covered by such invoice, where such work is not in accordance with the Contract Documents. D. Final Payment and Retainage. The City and Contractor shall comply with the provisions of O.C.G.A. § 13-10-80. The Contractor through each invoice may request payment of no more than ninety percent (90%) of that portion of the Work completed during the term covered by such invoice until fifty percent (50%) of the Maximum Contract Price, as may be adjusted, is due and the manner of completion of the Work and its progress are reasonably satisfactory to the City. Payment for the remaining ten percent (10%) of Work completed and covered by such invoices shall be retained by the City until Substantial Completion. Once fifty percent (50%) of the Maximum Contract Price, as may be adjusted, is due and the manner of completion of the Work and its progress are reasonably satisfactory to the City, no additional retainage shall be withheld, except as provided below. All amounts retained by the City shall be held as a lump sum until Substantial Completion of the Work, regardless of earlier completion of individual component(s) of the Work; provided, however, that, at the discretion of the City and with the written approval of the Contractor, the retainage of each subcontractor may be released separately as the subcontractor completes his or her work. If, after discontinuing the retention, the City determines that the Work is unsatisfactory or has fallen behind schedule, retention may be resumed at the previous level. If retention is resumed by the City, the Contractor and subcontractors shall be entitled to resume withholding retainage accordingly. At Substantial Completion of the Work and as the Contract Administrator determines the Work to be reasonably satisfactory, the City shall, within 30 days after the invoice and other appropriate documentation as may be required by the Contract Documents are provided to the City, pay the retainage to the Contractor. If at that time there are any remaining incomplete Minor Items or Permitted Incomplete Work, an amount equal to 200 percent of the value of each Minor Item or Permitted Incomplete Work, as determined by the Contract Administrator in its sole discretion, shall be withheld until such item, items or work are completed. The reduced retainage shall be shared by the Contractor and subcontractors as their interests may appear. The Contractor shall, within ten (10) days from its receipt of retainage from the City, pass through payments to subcontractors and shall reduce each subcontractor’s retainage in the same manner as the Contractor’s retainage is reduced by the City; provided, however, that the value of each subcontractor’s work complete and in place equals fifty percent (50%) of his or her subcontract value, including approved Change Orders and other additions to the subcontract value; provided, further, that the work of the subcontractor is proceeding satisfactorily and the subcontractor has provided or provides such satisfactory reasonable assurances of continued performance and financial responsibility to complete his or her work including any warranty work as the Contractor in his or her reasonable discretion may require, including, but not limited to, a payment and performance bond. The subcontractor shall, within ten (10) days from the subcontractor’s receipt of retainage from the Contractor, pass through payments to lower tier subcontractors and shall reduce each lower tier subcontractor’s retainage in the same manner as the subcontractor’s retainage is reduced by the Contractor; provided, however, that the value of each lower tier subcontractor’s work complete and in place equals fifty percent (50%) of his or her subcontract value, including approved Change Orders and other additions to the subcontract value; provided, further, that the work of the lower tier subcontractor is proceeding satisfactorily and the lower tier subcontractor has provided or provides such satisfactory reasonable assurances of continued performance and financial responsibility to complete his or her work including any warranty work as the subcontractor in his or her reasonable discretion may require, including, but not limited to, a payment and performance bond. Final payment of any retained amounts to the Contractor shall be made after certification by the Contract Administrator that the Work has been satisfactorily completed and is accepted in accordance with the Agreement and Contract Documents. Neither final payment nor any remaining retainage shall become due until the Contractor submits to the Contract Administrator (1) an affidavit that payrolls, bills for materials and equipment, and other indebtedness connected with the Work for which the City or City property might be responsible or encumbered (less amounts withheld by City) have been paid or otherwise satisfied, (2) a certificate evidencing that insurance, required by the Contract Documents to remain in force after final payment, is currently in effect and will not be canceled or allowed to expire until at least thirty (30) calendar days prior written notice has been given to the City; (3) a written statement that the Contractor knows of no substantial reason that the insurance will not be renewable to cover the period required by the Contract Documents, (4) consent of surety, if any, to final payment, (5) a release or waiver of liens, claims, security interests, and encumbrances by all subcontractors and material suppliers, and (6), if required by the City, other data establishing payment or satisfaction of obligations, such as receipts, to the extent and in such form as may be designated by the City. If a subcontractor or material supplier refuses to furnish a release or waiver as required by the City, the Contractor may furnish a bond satisfactory to the City to indemnify the City against such lien. If such lien remains unsatisfied after payments are made, the Contractor shall refund to the City all money that the City may be compelled to pay in discharging such lien, including all costs and reasonable attorneys’ fees. Acceptance of final payment by the Contractor, a subcontractor or material supplier shall constitute a waiver of claims by that payee, except those claims previously made in writing and identified by that payee as unsettled at the time of final application for payment. “EXHIBIT J” Reserved “EXHIBIT K” The City will be Administering the Contract Itself “EXHIBIT L” See Exhibit A “EXHIBIT M” Contractor Responsibility for Project and Worksite During Construction 1. Maintenance of Worksite: The Contractor shall maintain the Project and the surrounding worksite from the Commencement Date until Final Completion of the Project. Such maintenance duties include, but shall not be limited to, continuous and effective prosecution of the Work day by day with adequate equipment and forces to ensure that the roadway or structures within the Project worksite are kept in satisfactory condition at all times. All existing guard rail, signs, pavement, pavement markings, bridge handrail, traffic control devices and other safety appurtenances that are not subject to removal or relocation in the completion of the Work shall also be maintained in a safe and satisfactory condition. The Contractor shall not allow vegetative growth at any time to obstruct signs, delineation, traffic movements, or sight distance. The Contractor shall, as necessary to keep the worksite clean and clear of all litter and debris, clean up and remove litter and debris. The Contractor shall, at intervals not to exceed 6 months, remove all weeds from around guard rail, barrier, poles, standards, utility facilities, and other structures, and cut or trim trees, bushes, or tall grass. These requirements shall apply to all areas within the Project worksite (i.e., the Project termini and lateral limits). All maintenance costs during construction and before the Work is accepted will be included in the Maximum Contract Price (and any individual flat fee or unit prices), and the Contractor will not be paid any additional compensation for such maintenance services. 2. Repair of Worksite and Private Property In the Case of Damage: From the Commencement Date until the Final Completion, the Contractor shall take every precaution against injury or damage to any part of the Project and the surrounding worksite by any cause whatsoever. The Contractor shall rebuild, repair, restore, and make good all injuries or damages to any portion of the Project or the worksite (with the exception of injury or damage caused by the sole negligence of the Owner) before Final Completion and shall bear the expense thereof. In case of suspension of Work from any cause whatsoever, the Contractor shall be responsible for the Project and shall take such precautions as may be necessary to prevent damage to the Project, provide for normal drainage and shall erect any necessary temporary structures, signs, or other facilities at its expense. Where the City elects to carry out a portion of the Work, in accordance with Section 11(A)(ii) of the Agreement, the City will determine if certain precautions are unnecessary and may be waived in that instance. The Contractor shall also take every precaution against injury or damage to private property in or around the worksite and shall repair or replace any private property damaged (directly or indirectly) by the Work. For purposes of progress payments and retainage calculation, and except where otherwise approved by the City in writing, damage to the Project or the worksite shall be repaired to the satisfaction of the City before the Work shall be deemed to have increased in value such that any further progress payments are due to the Contractor. Further, except where otherwise approved by the City in writing, any damage to private property in or around the worksite, which damage is caused by the Contractor, shall be repaired or otherwise addressed to the satisfaction of the City before the Work shall be deemed to have increased in value such that any further progress payments are due to the Contractor. 3. Roadway Maintenance and Repair Duties in Relation to Traffic Activity: If the Project requires that traffic be maintained through the Project worksite during the prosecution of the Work, the Contractor shall assume all responsibility for damage to the Project and surrounding worksite caused by such traffic until Final Completion of the Work. If the Work requires that traffic be relocated to an alternate roadway or the Project is constructed on a new location, the Contractor shall be responsible for all damage to the Project and the worksite until the City directs that the Project be opened to traffic. At that time, the Contractor will no longer be responsible for traffic-related damage to the Project or worksite other than damage attributable to the Contractor’s actions or inadequate construction. CITY COUNCIL AGENDA ITEM TO: City Council DATE: September 1, 2020 FROM: Steven Krokoff, City Manager AGENDA ITEM: Approval of an Agreement between City of Milton, Georgia and OpenEdge (a Subsidiary of Global Payments Direct, Inc.) for Electronic Payment Processing Services that Integrates with Incode MEETING DATE: Wednesday, September 9, 2020 City Council Meeting BACKGROUND INFORMATION: (Attach additional pages if necessary) See attached memorandum APPROVAL BY CITY MANAGER: ___ APPROVED ___ NOT APPROVED CITY ATTORNEY APPROVAL REQUIRED: ___ YES ___ NO CITY ATTORNEY REVIEW REQUIRED: ___ YES ___ NO APPROVAL BY CITY ATTORNEY ___ APPROVED ___ NOT APPROVED PLACED ON AGENDA FOR: __________ X September 9, 2020 X X X To: Honorable Mayor and City Council Members From: Stacey Inglis, Assistant City Manager Date: Submitted on August 25, 2020 for the September 9, 2020 Regular City Council Meeting Agenda Item: Approval of an Agreement between City of Milton, Georgia and OpenEdge (a Subsidiary of Global Payments Direct, Inc.) for Electronic Payment Processing Services that Integrates with Incode _____________________________________________________________________________________ Department Recommendation: Approval. Executive Summary: OpenEdge is a secure web-based electronic payment processing solution that fully integrates with our finance software, Incode. With full integration, the payment invoicing and processing will flow seamlessly between Incode and OpenEdge. With this new provider, customers will also have the option of paying their property taxes, occupational taxes and other fees with an ACH/EFT method of payment. This is currently not offered with the existing payment processing company. Funding and Fiscal Impact: The service fees for credit card processing will be charged directly to the customer and paid to OpenEdge. The service fees for ACH payments will be also be charged to the customer, but they will be collected by the City and then paid to OpenEdge. Their development department hasn’t created that capability yet, but my hope is that they will in the near future. Alternatives: None. Legal Review: Sam VanVolkenburg, Jarrard & Davis (August 18, 2020) Concurrent Review: Steve Krokoff, City Manager Attachment(s): OpenEdge Merchant and Check Services Applications and Terms and Conditions 1 Rev. 10-18-GP-WF-OE-MUA Member Bank (Acquirer) Information Merchant Application Business Information Merchant's DBA Name/Outlet Name: Merchant's Legal Name: Physical Street Address (No P.O. Box):Legal Address: City, State, Zip: City, State, Zip: DBA Phone: Fax: Corp. Phone: Fax: Contact Name at this Address: Contact Name at this Address: E-Mail:E-Mail: Customer Service Phone # (Required for MOTO and Internet merchants only): Website Address (Required for Internet merchants): Merchant Profile Ticker Symbol: Market Type:Sales Profile (Must equal 100%) Type of Ownership: Sole Proprietor Partnership Retail Supermarket Card Swiped Corporation LLC Professional Assoc. Restaurant Emerging Market Manual Keyed with Imprint Tax Exempt Org (501C: 3 4 10) Government/Municipality Lodging Public Sector Mail Order/Telephone Type of Goods or Services Sold:SIC Code: MO/TO Auto Rental Internet P-Card Cash Advance Total E-Commerce Other Years in Business Under Current Ownership: Federal Tax ID #: Do you currently accept AMEX/Visa/MasterCard/Discover? Yes No Does merchant accept transactions before the customer receives product or service? 䢢Yes 䢢No If yes: How long does customer wait before product is received? % of sales in this category % cost that is prepayment? Does merchant offer warranties, dues, subscriptions, memberships or other extended services? 侊䢢Yes 侊䢢No If yes: Duration of extended service or benefit (in weeks): Annual Amex/Visa/MC/Discover Sales: Average Ticket: Total Amex/Visa/MC/Discover Sales (multiple locations only): Wells Fargo Bank, P.O. Box 6079 – Concord, CA 94524 – (844) 284-6834 Important Member Bank (Acquirer) Responsibilities Important Merchant Responsibilities 1. A Visa Member is the only entity approved to extend acceptance of Visa products directly to a merchant. 2. A Visa Member must be a principal (signer) to the Merchant Agreement. 3. The Visa Member is responsible for and must provide settlement funds to the merchant. 4. The Visa Member is responsible for all funds held in reserve that are derived from settlement. 5. The Visa Member is responsible for educating merchants on pertinent Visa International Operating Regulations with which merchants must comply. 1. Ensure compliance with cardholder data security and storage requirements. 2. Maintain fraud and chargebacks below thresholds. 3. Review and understand the terms of the Merchant Agreement. 4. Comply with Visa International Operating Regulations. Merchant Resources The responsibilities listed above do not supersede terms of the Merchant Agreement and are provided to ensure the Merchant understands some important obligations of each party and that the Visa member (acquirer) is the ultimate authority should the merchant have any problems. You may download "Visa Regulations" from Visa at: https://usa.visa.com/dam/VCOM/download/about-visa/visa-rules-public.pdf You may download "MasterCard Rules" from MasterCard at: http://www.mastercard.us/en-us/about-mastercard/what-we-do/rules.html You may download additional merchant information from Discover at: http://www.discovernetwork.com/merchants/index.html You may download "American Express Merchant Operating Requirements" at: https://icm.aexp-static.com/Internet/NGMS/US_en/Images/MerchantPolicyOptBlue.pdf Merchant's Signature: Name (printed): Title: Date For questions regarding Card Services, contact: Customer Service within 60 days of the date of the statement and/or notice. Global Payments Direct Inc. – 3550 Lenox Road NE, Suite 3000, Atlanta, GA 30326 or call: 1-800-367-2638. Note: Billing disputes must be forwarded, in writing, to Customer Service within 60 days of the date of the statement and/or notice. GD\ V City of Milton -Finance 2006 Heritage Walk Milton, GA 30004 (678) 242-2500 Bernadette Harvill bernadette.harvill@cityofmiltonga.us (678) 242-2500 City of Milton 2006 Heritage Walk Milton, GA 30004 (678) 242-2500 Bernadette Harvill bernadette.harvill@cityofmiltonga.us ✔ ✔70% 0% 30% 0% 100%Business License,Pouring Permits, Background Checks and False Alarm Fees and Permits 9399 13 510608862 ✔ ✔ ✔ $227,000.00 $350.00 Joe Lockwood Mayor 2 Rev. 10-18-GP-WF-OE-MUA Surcharges: (Non-Qualified surcharges are marked "NQ" and are per-occurence) Plan Type New Existing Existing Merchant # Discount Rate Per Item Per Auth 5 VISA Credit 5 N/A N/A 5 9,6$&KHFN 5 N/A N/A 5 0DVWHU&DUG&UHGLW 5 N/A N/A 5 'HELW0DVWHU&DUG 5 N/A N/A 5 'LVFRYHU&UHGLW 5 N/A 5 'LVFRYHU&KHFN 5 5 3D\3DO&UHGLW FDUGSUHVHQW 5 N/A 5 'LQHUV&OXE&KLQD8QLRQ3D\-&% 5 'HELW RWKHUWKDQ9LVDRU0& 5 5 (%7 5 5 $PHULFDQ([SUHVV 2.8500% $0.1500 5 $PHULFDQ([SUHVV3UHSDLG Merchant FNS# Cash Benefits: YES NO Daily Discount: YES NO Surcharges: Tiered Pass-Through Plus Interchange Plus Rewards Discount Pass-Through Plus Mid-Qualified Discount Non-Qualified Discount A list of additional fees/rates can be found on pages 2 and 4 of this Card Services Agreement contract under the headings "Other Fees" and "Association Fees and Assessments." The foregoing discount rate, per item and authorization fees are based upon Merchant's complying with all processing requirements as established by the applicable governing authority of the payment type which qualifies Merchant for the most favorable interchange rates available for such payment type. Transactions that do not qualify for the most favorable interchange rates will be subject to the surcharges up to 3.00% in addition to the rate quoted. See "Other Fees" section of this Card Services Agreement and Section 34 of the Card Services Terms and Conditions for more information regarding non-qualifying surcharges. Discount rates and other percentage fees are calculated by multiplying the rates or fees and the Merchant's applicable transaction volume. Per item and per authorization fees are calculated per transaction or authorization, as applicable. See Section 13 of the Card Services Terms and Conditions for information regarding the early termination fee. In addition to the per item fee, all Debit Transactions include fees assessed by the applicable network organization. Other Fees (Per occurrence fees marked with a *) Non-Refundable Application Fee * Virtual Site Survey Fee * Membership Fee Retrieval Fee * Monthly Regulatory Compliance Fee Minimum Monthly Discount Annual Association Technology Fee Voice AVS Fee * Global Access @dvantage Monthly Fee PCI ASSURE Monthly Fee Voice Authorization Fee * PCI ASSURE Non-Compliance Batch/ACH Fee * Fee (monthly) Non-Sufficient Fund * Data Monitoring Fee * Chargeback Fee * Monthly Debit Card Membership Fee Global Transport VT (Recurring Billing) Setup Fee * Global Transport VT (Recurring Billing) Monthly Fee Global Transport VT (Recurring Billing) Transaction Fee * &XVWRPHU(QJDJHPHQW6XLWH 0RQWKO\ Account Maintenance Fee Other: Gateway Monthly Fee Gateway Setup Fee Association Fees and Assessments (Per occurrence fees marked with a *) GP Fee - DISC Assessments * GP Fee - DISC Intl Processing * GP Fee - DISC Intl Service * *3)HH',6&3URJUDP,QWHJULW\)HH GP Fee - PayPal Assessment * GP Fee - PayPal Participation * GP Fee - VISA Assessments-Credit * GP Fee - VISA Assessments-Debit * GP Fee - VISA Intl Svc Assessment-Purchase * GP Fee - VISA Intl Svc Assessment * GP Fee - VISA Intl Acquiring * GP Fee - VISA Trans Integrity * GP Fee - VISA APF - Credit * GP Fee - VISA APF - Debit * GP Fee - V,6$ APF Intl - Credit * GP Fee - V,6$ APF Intl - Debit * GP Fee - VISA AVS Only * GP Fee - VISA Misuse of Auth * *3)HH9,6$$FFRXQW9HULILFDWLRQ)HH&UHGLW *3)HH9,6$$FFRXQW9HULILFDWLRQ)HH'HELW *3)HH9,6$$FFRXQW9HULILFDWLRQ)HH,QWO *3)HH9,6$.LORE\WH)HH *3)HH0&$FFW6WDWXV,QTXLU\ GP Fee - MC Data Integrity * GP Fee - MC CVC2 * GP Fee - MC Assessments * GP Fee - MC Assessments Lg Tkt * GP Fee - MC Acceptance & Licensing * GP Fee - MC Cross Bdr Domestic * GP Fee - MC Cross Bdr Foreign * GP Fee - MC Acq Program Support * GP Fee - MC Digital Enablement * GP Fee - MC Monthly Fee GP Fee - MC Integrity - Final Auth (Max) * GP Fee - MC Integrity - Final Auth (Min) per Auth PI * *3Fee - MC Integrity - Pre Auth/Undefined per Auth PI * *3Fee - AMEX Inbound * GP Fee - AMEX Network * GP Fee - AMEX CNP * GP Fee - AMEX Access * *3)HH6HWWOHPHQW)XQGLQJ)HH *3)HH6HWWOHPHQW)XQGLQJ)HH3, *3)HH5LVN$VVHVVPHQW)HH *3)HH5LVN$VVHVVPHQW)HH3, Credit/Debit Card Services and Fee Schedule* 0.0000% 0.0000% 0.0000% 0.0000% 0.0000% 0.0000% 0.0000% 0.0000% 0.0000% $0.0000 $0.0000 $0.0000 $0.0000 $0.0000 $0.0000 $0.0000 $0.0000 $0.0000 $0.0000 $0.0000 $0.0000 $0.0000 $0.0000 $0.0000 $0.0000 $0.0000 $0.0000 $0.0000 ✔ ✔ 0.00% 0.00% 0.00% $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 0.0000% 0.0000% 0.0000% 0.0000% 0.0000% $0.0000 0.0000% 0.0000% 0.0000% 0.0000% $0.0000 $0.0000 $0.0000 $0.0000 $0.0000 $0.0000 $0.0000 $0.0000 $0.0000 $0.0000 $0.0000 0.0000% 0.0000% 0.0000% 0.0000% 0.0000% 0.0000% 0.0000% 0.0000% $0.0000 $0.0000 0.0000% 0.0000% 0.0000% 0.0000% 0.0000% $0.0000 $0.0000 $0.0000 $0.0000 $0.0000 $0.0000 0.0000% $0.0000 3 Rev. 10-18-GP-WF-OE-MUA I/We hereby irrevocably guarantee to Global Direct and Member, their successors and assigns, the full, prompt, and complete performance of Merchant and all of Merchant's obligations under the Card Services Agreement, including but not limited to all monetary obligations arising out of Merchant's performance or non-performance under the Card Services Agreement, whether arising before or after termination of the Card Services Agreement. This guaranty shall not be discharged or otherwise affected by any waiver, indulgence, compromise, settlement, extension of credit, or variation of terms of the Card Services Agreement made by or agreed to by Global Direct, Member, and/or Merchant. I/We hereby waive any notice of acceptance of this guaranty, notice of nonpayment or nonperformance of any provision of the Card Services Agreement by Merchant, and all other notices or demands regarding the Card Services Agreement. I/We agree to promptly provide to Global Direct and Member any information requested by any of them from time to time concerning my/our financial condition(s), business history, business relationships, and employment information. I/We agree that Global Direct and Global Direct (on behalf of Member) may order a consumer credit report on me, Merchant and each of Merchant's officers, partners, and/or owners, as well as subsequent consumer credit reports, which may be required or used in conjunction with the maintenance, updating, renewal or extension of the services provided hereunder, or in conjunction with reviewing, taking collection action on, or other legitimate purposes associated with the Merchant account. I/We have read, understand, and agree to be bound by the Card Services Terms & Conditions provided to Merchant and those terms and conditions contained in this Merchant Application. Signature of Guarantor (please sign below) X , an individual Name (printed): Signature of Guarantor (please sign below) Name (printed): X , an individual Name: Title: Equity Owned: Date of Birth (mm/dd/yyyy): Social Security #: Home Phone #: Home Address: City: State: Zip Code: Years There: Former Address (if less than 1 year at current address): City: State: Zip Code: Years There: Name: Title: Equity Owned: Date of Birth (mm/dd/yyyy): Social Security #: Home Phone #: Home Address: City: State: Zip Code: Years There: Former Address (if less than 1 year at current address): City: State: Zip Code: Years There: Name Title: Equity Owned: Date of Birth (mm/dd/yyyy): Social Security #: Home Phone #: Home Address: City: State: Zip Code: Years There: Former Address (if less than 1 year at current address): City: State: Zip Code: Years There: Name Title: Equity Owned: Date of Birth (mm/dd/yyyy): Social Security #: Home Phone #: Home Address: City: State: Zip Code: Years There: Former Address (if less than 1 year at current address): City: State: Zip Code: Years There: ,VDQ\RZQHURIILFHUGLUHFWRUHPSOR\HHRUDJHQWDFXUUHQWRUIRUPHURIILFLDOLQWKHH[HFXWLYHOHJLVODWLYHDGPLQLVWUDWLYHPLOLWDU\RUMXGLFLDOEUDQFKRIDQ\JRYHUQPHQW HOHFWHGRUQRW DVHQLRURIILFLDORIDPDMRUSROLWLFDOSDUW\ DQH[HFXWLYHRID JRYHUQPHQWRZQHGFRPPHUFLDOHQWHUSULVH DIDPLO\PHPEHURIDQ\RIWKHIRUHJRLQJRIILFLDOV RUDFORVHSHUVRQDORUSURIHVVLRQDODVVRFLDWHRIDQ\RIWKHIRUHJRLQJRIILFLDOV" Yes No If "yes," please attach details. Bank Information (Attach Voided Check or Bank Letter): Routing Number: DDA/Checking Account#: Deposit Discount Chargebacks Equipment Supplies Misc. Fees Bank 1 Bank 2 Bank 3 Bank 4 Merchant Site Survey Report (To be Completed by Sales Representative) Merchant Location: Retail Location with Store Front Office Building Residence Other: Surrounding Area: Commercial Industrial Residential Does the amount of inventory and merchandise on shelves and floor appear consistent with the type of business? Yes No If no, explain: Does the Merchant use a Fulfillment House? Yes No If yes, was the Fulfillment House inspected? Yes No The Merchant: Owns Leases the business premises Further comments by inspector (must complete): I hereby verify that this application has been fully completed by merchant applicant and that I have physically inspected the business premises of the merchant at this address and the information stated above is true and correct to the best of my knowledge and belief. Verified and inspected by (print name): Representative Name: Representative Signature: X Date: Sales Rep Name: Sales Rep Code: Sales Phone Number: Sales Email Address: Amex annual volume < $1,000,000 YES NO Amex Acceptance 5 YES NO Amex Marketing 5 YES NO Owner/Officer Information Complete Owner/Officer Information must be present for all Equity Owners with 25% or greater equity in the business and for any person(s) with authority or control. An owner or person with control listed, must be the one to accept the agreement at the end of this application. Personal Guaranty Joe Lockwood Mayor 0%09/09/1999 999-99-9999 (678) 242-2500 2006 Heritage Walk Milton GA 30004 2 061000104 1000137235791 ✔✔✔✔✔✔ ✔ ✔ Joe Lockwood 4 Rev. 10-18-GP-WF-OE-MUA American Express ESA Program By signing below, I represent that I have read and am authorized to sign and submit this application for the above entity, which agrees to be bound by the American Express® Card Acceptance Agreement ("Agreement"), and that all information provided herein is true, complete, and accurate. I authorize Global Direct and American Express Travel Related Services Company, Inc. ("American Express") and American Express’s agents and Affiliates to verify the information in this application and receive and exchange information about me personally, including by requesting reports from consumer reporting agencies from time to time, and disclose such information to their agent, subcontractors, Affiliates and other parties for any purpose permitted by law. I authorize and direct Global Direct and American Express and American Express’s agents and Affiliates to inform me directly, or inform the entity above, about the contents of reports about me that they have requested from consumer reporting agencies. Such information will include the name and address of the agency furnishing the report. I also authorize American Express to use the reports on me from consumer reporting agencies for marketing and administrative purposes. I am able to read and understand the English language. Please read the American Express Privacy Statement at https://www.americanexpress.com/privacy to learn more about how American Express protects your privacy and how American Express uses your information. I understand that I may opt out of marketing communications by visiting this website or contacting American Express at 1-(800)-528-5200. I understand that upon American Express's approval of the application, the entity will be provided with the Agreement and materials welcoming it to American Express's Card acceptance program. Merchant's Signature Name (printed): Title: Date: X Hardware Quantity Hardware Device Rental/Purchase Unit Price Special Instructions: 5DWH7DEOH *OREDO7HUPLQDO7\SH 1 1 PIN Pad - Ingenico - iPP320 V4 PIN Pad - Ingenico - iPP320 V4 Rental New Equipment $0.00 $349.00 N (M) ZQ2 * Indicates Unit Price is recurring See attached Equipment Rental Agreement (Addendum A) which is incorporated into this agreement and has additional terms and conditions specific to equipment rentals. Joe Lockwood Mayor 5 Rev. 10-18-GP-WF-OE-MUA PCI DSS and Card Network rules prohibit storage of sensitive authentication data after the transaction has been authorized (even if encrypted). If you or your POS system store, process, or transmit full cardholder’s data, then you (merchant) must validate PCI DSS compliance. If you (merchant) utilize a payment application the POS software must be PA DSS (Payment Application Data Security Standards) validated where applicable. If you use a payment gateway, they must be PCI DSS Compliant. As required under the Payment Card Industry Data Security Standard (PCI DSS), I do hereby declare and confirm the following: Questions: Merchant will maintain full PCI DSS compliance at all times and will notify Global Payments when it changes its point of sale software, system, application or vendor YES NO N/A Do your transactions process through any other Third Parties (i.e. web hosting companies, gateways, corporate office)? YES 5 NO N/A Merchant utilizes the services of a PCI SSC Qualified Integrator Reseller (QIR) when POS payment applications are utilized. YES 5 NO N/A The signing merchant listed below has experienced an account data compromise. YES NO N/A (I have never accepted payment cards) The signing merchant listed below is storing Sensitive Authentication Data* (even if encrypted) after the transaction has been authorized. YES 5 NO N/A (I have never accepted payment cards) Merchant utilizes an EMV enabled terminal YES 5 NO N/A *Sensitive Authentication Data is security related information (Card Verification Values, complete Magnetic Stripe Data, PINs, and PIN blocks) that is used to authenticate cardholders. Please note that if you have indicated that your organization has experienced an account data compromise in the past, a PCI DSS Level 1 Compliance Assessment may be required upon Global’s request. A compromise of cardholder data from your location(s) may result in the issuance of fines and/or penalties by the card brand, for which you will be responsible under your Merchant Agreement, notwithstanding this Compliance Statement. It is imperative that you notify Global Payments immediately should the information on this Compliance Statement change. Acceptance of Merchant Application and Terms & Conditions / Merchant Authorization Your Card Services Agreement is between Global Payments Direct, Inc. ('Global Direct'), the Merchant named above and the Member named below ('Member'). Member is a member of Visa, USA, Inc. ('Visa') and MasterCard International, Inc. ('MasterCard'); Global Direct is a registered independent sales organization of Visa, a member service provider of MasterCard and a registered acquirer for Discover Financial Services, LLC. ('Discover') and a registered Program Participant of American Express Travel Related Services Company, Inc. ('American Express'). A copy of the Card Services Terms and Conditions, revision number 10-18-GP-WF-OE-MUA, has been provided to you. Please sign below to signify that you have received a copy of the Card Services Terms & Conditions and that you agree to all terms and conditions contained therein. If this Merchant Application is accepted for card services, Merchant agrees to comply with the Merchant Application and the Card Services Terms & Conditions as may be modified or amended in the future. If you disagree with any Card Services Terms & Conditions, do not accept service. IF MERCHANT SUBMITS A TRANSACTION TO GLOBAL DIRECT HEREUNDER, MERCHANT WILL BE DEEMED TO HAVE ACCEPTED THE CARD SERVICES TERMS & CONDITIONS. By your signature below on behalf of Merchant, you certify that all information provided in this Merchant Application is true and accurate and you authorize Global Direct, and Global Direct on Member's behalf, to initiate debit entries to Merchant's checking account(s) in accordance with the Card Services Terms and Conditions. In addition by your signature below on behalf of Merchant you authorize Global Direct to order a consumer credit report on you, Merchant and each of Merchant's officers, partners, and/or owners, as well as subsequent consumer credit reports, which may be required or used in conjunction with the maintenance, updating, renewal or extension of the services provided hereunder, or in conjunction with reviewing, taking collection action on, or other legitimate purposes associated with the Merchant account. Merchant's Signature - Owner/Officer Name 1: Name (printed): Title: Date: Merchant's Signature - Owner/Officer Name 2: Name (printed): Title: Date: Merchant's Signature - Owner/Officer Name 3: Name (printed): Title: Date: Merchant's Signature - Owner/Officer Name 4: Name (printed): Title: Date: Signing for Global Payments Direct, Inc.: Name (printed): Title: Date: Signing for Member: Name (printed): Name of Member (printed): Date: Merchant’s Electronic Signature Details: Logged In User: IP Address: Date and Time: Cardholder Data Storage Compliance & Service Provider ✔ ✔ Joe Lockwood Mayor 1 Rev. 10-18-GP-WF-OE-MUA Member Bank (Acquirer) Information Merchant Application Business Information Merchant's DBA Name/Outlet Name: Merchant's Legal Name: Physical Street Address (No P.O. Box):Legal Address: City, State, Zip: City, State, Zip: DBA Phone: Fax: Corp. Phone: Fax: Contact Name at this Address: Contact Name at this Address: E-Mail:E-Mail: Customer Service Phone # (Required for MOTO and Internet merchants only): Website Address (Required for Internet merchants): Merchant Profile Ticker Symbol: Market Type:Sales Profile (Must equal 100%) Type of Ownership: Sole Proprietor Partnership Retail Supermarket Card Swiped Corporation LLC Professional Assoc. Restaurant Emerging Market Manual Keyed with Imprint Tax Exempt Org (501C: 3 4 10) Government/Municipality Lodging Public Sector Mail Order/Telephone Type of Goods or Services Sold:SIC Code: MO/TO Auto Rental Internet P-Card Cash Advance Total E-Commerce Other Years in Business Under Current Ownership: Federal Tax ID #: Do you currently accept AMEX/Visa/MasterCard/Discover? Yes No Does merchant accept transactions before the customer receives product or service? 䢢Yes 䢢No If yes: How long does customer wait before product is received? % of sales in this category % cost that is prepayment? Does merchant offer warranties, dues, subscriptions, memberships or other extended services? 侊䢢Yes 侊䢢No If yes: Duration of extended service or benefit (in weeks): Annual Amex/Visa/MC/Discover Sales: Average Ticket: Total Amex/Visa/MC/Discover Sales (multiple locations only): Wells Fargo Bank, P.O. Box 6079 – Concord, CA 94524 – (844) 284-6834 Important Member Bank (Acquirer) Responsibilities Important Merchant Responsibilities 1. A Visa Member is the only entity approved to extend acceptance of Visa products directly to a merchant. 2. A Visa Member must be a principal (signer) to the Merchant Agreement. 3. The Visa Member is responsible for and must provide settlement funds to the merchant. 4. The Visa Member is responsible for all funds held in reserve that are derived from settlement. 5. The Visa Member is responsible for educating merchants on pertinent Visa International Operating Regulations with which merchants must comply. 1. Ensure compliance with cardholder data security and storage requirements. 2. Maintain fraud and chargebacks below thresholds. 3. Review and understand the terms of the Merchant Agreement. 4. Comply with Visa International Operating Regulations. Merchant Resources The responsibilities listed above do not supersede terms of the Merchant Agreement and are provided to ensure the Merchant understands some important obligations of each party and that the Visa member (acquirer) is the ultimate authority should the merchant have any problems. You may download "Visa Regulations" from Visa at: https://usa.visa.com/dam/VCOM/download/about-visa/visa-rules-public.pdf You may download "MasterCard Rules" from MasterCard at: http://www.mastercard.us/en-us/about-mastercard/what-we-do/rules.html You may download additional merchant information from Discover at: http://www.discovernetwork.com/merchants/index.html You may download "American Express Merchant Operating Requirements" at: https://icm.aexp-static.com/Internet/NGMS/US_en/Images/MerchantPolicyOptBlue.pdf Merchant's Signature: Name (printed): Title: Date For questions regarding Card Services, contact: Customer Service within 60 days of the date of the statement and/or notice. Global Payments Direct Inc. – 3550 Lenox Road NE, Suite 3000, Atlanta, GA 30326 or call: 1-800-367-2638. Note: Billing disputes must be forwarded, in writing, to Customer Service within 60 days of the date of the statement and/or notice. GD\ V City of Milton - Online 2006 Heritage Walk Milton, GA 30004 (678) 242-2500 Bernadette Harvill bernadette.harvill@cityofmiltonga.us (678) 242-2500 https://www.cityofmiltonga.us/ City of Milton 2006 Heritage Walk Milton, GA 30004 (678) 242-2500 Bernadette Harvill bernadette.harvill@cityofmiltonga.us ✔ ✔ 0% 0% 0% 100% 100%Business License,Pouring Permits, Background Checks and False Alarm Fees and Permits 9399 13 510608862 ✔ ✔ ✔ $1,360,000.00 $300.00 Joe Lockwood Mayor 2 Rev. 10-18-GP-WF-OE-MUA Surcharges: (Non-Qualified surcharges are marked "NQ" and are per-occurence) Plan Type New Existing Existing Merchant # Discount Rate Per Item Per Auth 5 VISA Credit 5 N/A N/A 5 9,6$&KHFN 5 N/A N/A 5 0DVWHU&DUG&UHGLW 5 N/A N/A 5 'HELW0DVWHU&DUG 5 N/A N/A 5 'LVFRYHU&UHGLW 5 N/A 5 'LVFRYHU&KHFN 5 5 3D\3DO&UHGLW FDUGSUHVHQW 5 N/A 5 'LQHUV&OXE&KLQD8QLRQ3D\-&% 5 'HELW RWKHUWKDQ9LVDRU0& 5 5 (%7 5 5 $PHULFDQ([SUHVV 2.8500% $0.1500 5 $PHULFDQ([SUHVV3UHSDLG Merchant FNS# Cash Benefits: YES NO Daily Discount: YES NO Surcharges: Tiered Pass-Through Plus Interchange Plus Rewards Discount Pass-Through Plus Mid-Qualified Discount Non-Qualified Discount A list of additional fees/rates can be found on pages 2 and 4 of this Card Services Agreement contract under the headings "Other Fees" and "Association Fees and Assessments." The foregoing discount rate, per item and authorization fees are based upon Merchant's complying with all processing requirements as established by the applicable governing authority of the payment type which qualifies Merchant for the most favorable interchange rates available for such payment type. Transactions that do not qualify for the most favorable interchange rates will be subject to the surcharges up to 3.00% in addition to the rate quoted. See "Other Fees" section of this Card Services Agreement and Section 34 of the Card Services Terms and Conditions for more information regarding non-qualifying surcharges. Discount rates and other percentage fees are calculated by multiplying the rates or fees and the Merchant's applicable transaction volume. Per item and per authorization fees are calculated per transaction or authorization, as applicable. See Section 13 of the Card Services Terms and Conditions for information regarding the early termination fee. In addition to the per item fee, all Debit Transactions include fees assessed by the applicable network organization. Other Fees (Per occurrence fees marked with a *) Non-Refundable Application Fee * Virtual Site Survey Fee * Membership Fee Retrieval Fee * Monthly Regulatory Compliance Fee Minimum Monthly Discount Annual Association Technology Fee Voice AVS Fee * Global Access @dvantage Monthly Fee PCI ASSURE Monthly Fee Voice Authorization Fee * PCI ASSURE Non-Compliance Batch/ACH Fee * Fee (monthly) Non-Sufficient Fund * Data Monitoring Fee * Chargeback Fee * Monthly Debit Card Membership Fee Global Transport VT (Recurring Billing) Setup Fee * Global Transport VT (Recurring Billing) Monthly Fee Global Transport VT (Recurring Billing) Transaction Fee * &XVWRPHU(QJDJHPHQW6XLWH 0RQWKO\ Account Maintenance Fee Other: Gateway Monthly Fee Gateway Setup Fee Association Fees and Assessments (Per occurrence fees marked with a *) GP Fee - DISC Assessments * GP Fee - DISC Intl Processing * GP Fee - DISC Intl Service * *3)HH',6&3URJUDP,QWHJULW\)HH GP Fee - PayPal Assessment * GP Fee - PayPal Participation * GP Fee - VISA Assessments-Credit * GP Fee - VISA Assessments-Debit * GP Fee - VISA Intl Svc Assessment-Purchase * GP Fee - VISA Intl Svc Assessment * GP Fee - VISA Intl Acquiring * GP Fee - VISA Trans Integrity * GP Fee - VISA APF - Credit * GP Fee - VISA APF - Debit * GP Fee - V,6$ APF Intl - Credit * GP Fee - V,6$ APF Intl - Debit * GP Fee - VISA AVS Only * GP Fee - VISA Misuse of Auth * *3)HH9,6$$FFRXQW9HULILFDWLRQ)HH&UHGLW *3)HH9,6$$FFRXQW9HULILFDWLRQ)HH'HELW *3)HH9,6$$FFRXQW9HULILFDWLRQ)HH,QWO *3)HH9,6$.LORE\WH)HH *3)HH0&$FFW6WDWXV,QTXLU\ GP Fee - MC Data Integrity * GP Fee - MC CVC2 * GP Fee - MC Assessments * GP Fee - MC Assessments Lg Tkt * GP Fee - MC Acceptance & Licensing * GP Fee - MC Cross Bdr Domestic * GP Fee - MC Cross Bdr Foreign * GP Fee - MC Acq Program Support * GP Fee - MC Digital Enablement * GP Fee - MC Monthly Fee GP Fee - MC Integrity - Final Auth (Max) * GP Fee - MC Integrity - Final Auth (Min) per Auth PI * *3Fee - MC Integrity - Pre Auth/Undefined per Auth PI * *3Fee - AMEX Inbound * GP Fee - AMEX Network * GP Fee - AMEX CNP * GP Fee - AMEX Access * *3)HH6HWWOHPHQW)XQGLQJ)HH *3)HH6HWWOHPHQW)XQGLQJ)HH3, *3)HH5LVN$VVHVVPHQW)HH *3)HH5LVN$VVHVVPHQW)HH3, Credit/Debit Card Services and Fee Schedule* 0.0000% 0.0000% 0.0000% 0.0000% 0.0000% 0.0000% 0.0000% 0.0000% 0.0000% $0.0000 $0.0000 $0.0000 $0.0000 $0.0000 $0.0000 $0.0000 $0.0000 $0.0000 $0.0000 $0.0000 $0.0000 $0.0000 $0.0000 $0.0000 $0.0000 $0.0000 $0.0000 $0.0000 ✔ ✔ 0.00% 0.00% 0.00% $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 0.0000% 0.0000% 0.0000% 0.0000% 0.0000% $0.0000 0.0000% 0.0000% 0.0000% 0.0000% $0.0000 $0.0000 $0.0000 $0.0000 $0.0000 $0.0000 $0.0000 $0.0000 $0.0000 $0.0000 $0.0000 0.0000% 0.0000% 0.0000% 0.0000% 0.0000% 0.0000% 0.0000% 0.0000% $0.0000 $0.0000 0.0000% 0.0000% 0.0000% 0.0000% 0.0000% $0.0000 $0.0000 $0.0000 $0.0000 $0.0000 $0.0000 0.0000% $0.0000 3 Rev. 10-18-GP-WF-OE-MUA I/We hereby irrevocably guarantee to Global Direct and Member, their successors and assigns, the full, prompt, and complete performance of Merchant and all of Merchant's obligations under the Card Services Agreement, including but not limited to all monetary obligations arising out of Merchant's performance or non-performance under the Card Services Agreement, whether arising before or after termination of the Card Services Agreement. This guaranty shall not be discharged or otherwise affected by any waiver, indulgence, compromise, settlement, extension of credit, or variation of terms of the Card Services Agreement made by or agreed to by Global Direct, Member, and/or Merchant. I/We hereby waive any notice of acceptance of this guaranty, notice of nonpayment or nonperformance of any provision of the Card Services Agreement by Merchant, and all other notices or demands regarding the Card Services Agreement. I/We agree to promptly provide to Global Direct and Member any information requested by any of them from time to time concerning my/our financial condition(s), business history, business relationships, and employment information. I/We agree that Global Direct and Global Direct (on behalf of Member) may order a consumer credit report on me, Merchant and each of Merchant's officers, partners, and/or owners, as well as subsequent consumer credit reports, which may be required or used in conjunction with the maintenance, updating, renewal or extension of the services provided hereunder, or in conjunction with reviewing, taking collection action on, or other legitimate purposes associated with the Merchant account. I/We have read, understand, and agree to be bound by the Card Services Terms & Conditions provided to Merchant and those terms and conditions contained in this Merchant Application. Signature of Guarantor (please sign below) X , an individual Name (printed): Signature of Guarantor (please sign below) Name (printed): X , an individual Name: Title: Equity Owned: Date of Birth (mm/dd/yyyy): Social Security #: Home Phone #: Home Address: City: State: Zip Code: Years There: Former Address (if less than 1 year at current address): City: State: Zip Code: Years There: Name: Title: Equity Owned: Date of Birth (mm/dd/yyyy): Social Security #: Home Phone #: Home Address: City: State: Zip Code: Years There: Former Address (if less than 1 year at current address): City: State: Zip Code: Years There: Name Title: Equity Owned: Date of Birth (mm/dd/yyyy): Social Security #: Home Phone #: Home Address: City: State: Zip Code: Years There: Former Address (if less than 1 year at current address): City: State: Zip Code: Years There: Name Title: Equity Owned: Date of Birth (mm/dd/yyyy): Social Security #: Home Phone #: Home Address: City: State: Zip Code: Years There: Former Address (if less than 1 year at current address): City: State: Zip Code: Years There: ,VDQ\RZQHURIILFHUGLUHFWRUHPSOR\HHRUDJHQWDFXUUHQWRUIRUPHURIILFLDOLQWKHH[HFXWLYHOHJLVODWLYHDGPLQLVWUDWLYHPLOLWDU\RUMXGLFLDOEUDQFKRIDQ\JRYHUQPHQW HOHFWHGRUQRW DVHQLRURIILFLDORIDPDMRUSROLWLFDOSDUW\ DQH[HFXWLYHRID JRYHUQPHQWRZQHGFRPPHUFLDOHQWHUSULVH DIDPLO\PHPEHURIDQ\RIWKHIRUHJRLQJRIILFLDOV RUDFORVHSHUVRQDORUSURIHVVLRQDODVVRFLDWHRIDQ\RIWKHIRUHJRLQJRIILFLDOV" Yes No If "yes," please attach details. Bank Information (Attach Voided Check or Bank Letter): Routing Number: DDA/Checking Account#: Deposit Discount Chargebacks Equipment Supplies Misc. Fees Bank 1 Bank 2 Bank 3 Bank 4 Merchant Site Survey Report (To be Completed by Sales Representative) Merchant Location: Retail Location with Store Front Office Building Residence Other: Surrounding Area: Commercial Industrial Residential Does the amount of inventory and merchandise on shelves and floor appear consistent with the type of business? Yes No If no, explain: Does the Merchant use a Fulfillment House? Yes No If yes, was the Fulfillment House inspected? Yes No The Merchant: Owns Leases the business premises Further comments by inspector (must complete): I hereby verify that this application has been fully completed by merchant applicant and that I have physically inspected the business premises of the merchant at this address and the information stated above is true and correct to the best of my knowledge and belief. Verified and inspected by (print name): Representative Name: Representative Signature: X Date: Sales Rep Name: Sales Rep Code: Sales Phone Number: Sales Email Address: Amex annual volume < $1,000,000 YES NO Amex Acceptance 5 YES NO Amex Marketing 5 YES NO Owner/Officer Information Complete Owner/Officer Information must be present for all Equity Owners with 25% or greater equity in the business and for any person(s) with authority or control. An owner or person with control listed, must be the one to accept the agreement at the end of this application. Personal Guaranty Joe Lockwood Mayor 0%09/09/1999 999-99-9999 (678) 242-2500 2006 Heritage Walk Milton GA 30004 2 061000104 1000137235791 ✔✔✔✔✔✔ ✔ ✔ Joe Lockwood 4 Rev. 10-18-GP-WF-OE-MUA American Express ESA Program By signing below, I represent that I have read and am authorized to sign and submit this application for the above entity, which agrees to be bound by the American Express® Card Acceptance Agreement ("Agreement"), and that all information provided herein is true, complete, and accurate. I authorize Global Direct and American Express Travel Related Services Company, Inc. ("American Express") and American Express’s agents and Affiliates to verify the information in this application and receive and exchange information about me personally, including by requesting reports from consumer reporting agencies from time to time, and disclose such information to their agent, subcontractors, Affiliates and other parties for any purpose permitted by law. I authorize and direct Global Direct and American Express and American Express’s agents and Affiliates to inform me directly, or inform the entity above, about the contents of reports about me that they have requested from consumer reporting agencies. Such information will include the name and address of the agency furnishing the report. I also authorize American Express to use the reports on me from consumer reporting agencies for marketing and administrative purposes. I am able to read and understand the English language. Please read the American Express Privacy Statement at https://www.americanexpress.com/privacy to learn more about how American Express protects your privacy and how American Express uses your information. I understand that I may opt out of marketing communications by visiting this website or contacting American Express at 1-(800)-528-5200. I understand that upon American Express's approval of the application, the entity will be provided with the Agreement and materials welcoming it to American Express's Card acceptance program. Merchant's Signature Name (printed): Title: Date: X Hardware Quantity Hardware Device Rental/Purchase Unit Price Special Instructions: 5DWH7DEOH *OREDO7HUPLQDO7\SH N (M) ZP2 Joe Lockwood Mayor 5 Rev. 10-18-GP-WF-OE-MUA PCI DSS and Card Network rules prohibit storage of sensitive authentication data after the transaction has been authorized (even if encrypted). If you or your POS system store, process, or transmit full cardholder’s data, then you (merchant) must validate PCI DSS compliance. If you (merchant) utilize a payment application the POS software must be PA DSS (Payment Application Data Security Standards) validated where applicable. If you use a payment gateway, they must be PCI DSS Compliant. As required under the Payment Card Industry Data Security Standard (PCI DSS), I do hereby declare and confirm the following: Questions: Merchant will maintain full PCI DSS compliance at all times and will notify Global Payments when it changes its point of sale software, system, application or vendor YES NO N/A Do your transactions process through any other Third Parties (i.e. web hosting companies, gateways, corporate office)? YES 5 NO N/A Merchant utilizes the services of a PCI SSC Qualified Integrator Reseller (QIR) when POS payment applications are utilized. YES 5 NO N/A The signing merchant listed below has experienced an account data compromise. YES NO N/A (I have never accepted payment cards) The signing merchant listed below is storing Sensitive Authentication Data* (even if encrypted) after the transaction has been authorized. YES 5 NO N/A (I have never accepted payment cards) Merchant utilizes an EMV enabled terminal YES 5 NO N/A *Sensitive Authentication Data is security related information (Card Verification Values, complete Magnetic Stripe Data, PINs, and PIN blocks) that is used to authenticate cardholders. Please note that if you have indicated that your organization has experienced an account data compromise in the past, a PCI DSS Level 1 Compliance Assessment may be required upon Global’s request. A compromise of cardholder data from your location(s) may result in the issuance of fines and/or penalties by the card brand, for which you will be responsible under your Merchant Agreement, notwithstanding this Compliance Statement. It is imperative that you notify Global Payments immediately should the information on this Compliance Statement change. Acceptance of Merchant Application and Terms & Conditions / Merchant Authorization Your Card Services Agreement is between Global Payments Direct, Inc. ('Global Direct'), the Merchant named above and the Member named below ('Member'). Member is a member of Visa, USA, Inc. ('Visa') and MasterCard International, Inc. ('MasterCard'); Global Direct is a registered independent sales organization of Visa, a member service provider of MasterCard and a registered acquirer for Discover Financial Services, LLC. ('Discover') and a registered Program Participant of American Express Travel Related Services Company, Inc. ('American Express'). A copy of the Card Services Terms and Conditions, revision number 10-18-GP-WF-OE-MUA, has been provided to you. Please sign below to signify that you have received a copy of the Card Services Terms & Conditions and that you agree to all terms and conditions contained therein. If this Merchant Application is accepted for card services, Merchant agrees to comply with the Merchant Application and the Card Services Terms & Conditions as may be modified or amended in the future. If you disagree with any Card Services Terms & Conditions, do not accept service. IF MERCHANT SUBMITS A TRANSACTION TO GLOBAL DIRECT HEREUNDER, MERCHANT WILL BE DEEMED TO HAVE ACCEPTED THE CARD SERVICES TERMS & CONDITIONS. By your signature below on behalf of Merchant, you certify that all information provided in this Merchant Application is true and accurate and you authorize Global Direct, and Global Direct on Member's behalf, to initiate debit entries to Merchant's checking account(s) in accordance with the Card Services Terms and Conditions. In addition by your signature below on behalf of Merchant you authorize Global Direct to order a consumer credit report on you, Merchant and each of Merchant's officers, partners, and/or owners, as well as subsequent consumer credit reports, which may be required or used in conjunction with the maintenance, updating, renewal or extension of the services provided hereunder, or in conjunction with reviewing, taking collection action on, or other legitimate purposes associated with the Merchant account. Merchant's Signature - Owner/Officer Name 1: Name (printed): Title: Date: Merchant's Signature - Owner/Officer Name 2: Name (printed): Title: Date: Merchant's Signature - Owner/Officer Name 3: Name (printed): Title: Date: Merchant's Signature - Owner/Officer Name 4: Name (printed): Title: Date: Signing for Global Payments Direct, Inc.: Name (printed): Title: Date: Signing for Member: Name (printed): Name of Member (printed): Date: Merchant’s Electronic Signature Details: Logged In User: IP Address: Date and Time: Cardholder Data Storage Compliance & Service Provider ✔ ✔ Joe Lockwood Mayor 1 Rev. 10-18-GP-WF-OE-MUA Member Bank (Acquirer) Information Merchant Application Business Information Merchant's DBA Name/Outlet Name: Merchant's Legal Name: Physical Street Address (No P.O. Box):Legal Address: City, State, Zip: City, State, Zip: DBA Phone: Fax: Corp. Phone: Fax: Contact Name at this Address: Contact Name at this Address: E-Mail:E-Mail: Customer Service Phone # (Required for MOTO and Internet merchants only): Website Address (Required for Internet merchants): Merchant Profile Ticker Symbol: Market Type:Sales Profile (Must equal 100%) Type of Ownership: Sole Proprietor Partnership Retail Supermarket Card Swiped Corporation LLC Professional Assoc. Restaurant Emerging Market Manual Keyed with Imprint Tax Exempt Org (501C: 3 4 10) Government/Municipality Lodging Public Sector Mail Order/Telephone Type of Goods or Services Sold:SIC Code: MO/TO Auto Rental Internet P-Card Cash Advance Total E-Commerce Other Years in Business Under Current Ownership: Federal Tax ID #: Do you currently accept AMEX/Visa/MasterCard/Discover? Yes No Does merchant accept transactions before the customer receives product or service? 䢢Yes 䢢No If yes: How long does customer wait before product is received? % of sales in this category % cost that is prepayment? Does merchant offer warranties, dues, subscriptions, memberships or other extended services? 侊䢢Yes 侊䢢No If yes: Duration of extended service or benefit (in weeks): Annual Amex/Visa/MC/Discover Sales: Average Ticket: Total Amex/Visa/MC/Discover Sales (multiple locations only): Wells Fargo Bank, P.O. Box 6079 – Concord, CA 94524 – (844) 284-6834 Important Member Bank (Acquirer) Responsibilities Important Merchant Responsibilities 1. A Visa Member is the only entity approved to extend acceptance of Visa products directly to a merchant. 2. A Visa Member must be a principal (signer) to the Merchant Agreement. 3. The Visa Member is responsible for and must provide settlement funds to the merchant. 4. The Visa Member is responsible for all funds held in reserve that are derived from settlement. 5. The Visa Member is responsible for educating merchants on pertinent Visa International Operating Regulations with which merchants must comply. 1. Ensure compliance with cardholder data security and storage requirements. 2. Maintain fraud and chargebacks below thresholds. 3. Review and understand the terms of the Merchant Agreement. 4. Comply with Visa International Operating Regulations. Merchant Resources The responsibilities listed above do not supersede terms of the Merchant Agreement and are provided to ensure the Merchant understands some important obligations of each party and that the Visa member (acquirer) is the ultimate authority should the merchant have any problems. You may download "Visa Regulations" from Visa at: https://usa.visa.com/dam/VCOM/download/about-visa/visa-rules-public.pdf You may download "MasterCard Rules" from MasterCard at: http://www.mastercard.us/en-us/about-mastercard/what-we-do/rules.html You may download additional merchant information from Discover at: http://www.discovernetwork.com/merchants/index.html You may download "American Express Merchant Operating Requirements" at: https://icm.aexp-static.com/Internet/NGMS/US_en/Images/MerchantPolicyOptBlue.pdf Merchant's Signature: Name (printed): Title: Date For questions regarding Card Services, contact: Customer Service within 60 days of the date of the statement and/or notice. Global Payments Direct Inc. – 3550 Lenox Road NE, Suite 3000, Atlanta, GA 30326 or call: 1-800-367-2638. Note: Billing disputes must be forwarded, in writing, to Customer Service within 60 days of the date of the statement and/or notice. GD\ V City of Milton- Police 2006 Heritage Walk Milton, GA 30004 (678) 242-2500 Bernadette Harvill bernadette.harvill@cityofmiltonga.us (678) 242-2500 https://www.cityofmiltonga.us/ City of Milton, GA 2006 Heritage Walk Milton, GA 30004 (678) 242-2500 Bernadette Harvill bernadette.harvill@cityofmiltonga.us ✔ ✔10% 0% 5% 85% 100%Police Fines and Fees 9399 13 510608862 ✔ ✔ ✔ $25,000.00 $75.00 Joe Lockwood Mayor 2 Rev. 10-18-GP-WF-OE-MUA Surcharges: (Non-Qualified surcharges are marked "NQ" and are per-occurence) Plan Type New Existing Existing Merchant # Discount Rate Per Item Per Auth 5 VISA Credit 5 N/A N/A 5 9,6$&KHFN 5 N/A N/A 5 0DVWHU&DUG&UHGLW 5 N/A N/A 5 'HELW0DVWHU&DUG 5 N/A N/A 5 'LVFRYHU&UHGLW 5 N/A 5 'LVFRYHU&KHFN 5 5 3D\3DO&UHGLW FDUGSUHVHQW 5 N/A 5 'LQHUV&OXE&KLQD8QLRQ3D\-&% 5 'HELW RWKHUWKDQ9LVDRU0& 5 5 (%7 5 5 $PHULFDQ([SUHVV 2.8500% $0.1500 5 $PHULFDQ([SUHVV3UHSDLG Merchant FNS# Cash Benefits: YES NO Daily Discount: YES NO Surcharges: Tiered Pass-Through Plus Interchange Plus Rewards Discount Pass-Through Plus Mid-Qualified Discount Non-Qualified Discount A list of additional fees/rates can be found on pages 2 and 4 of this Card Services Agreement contract under the headings "Other Fees" and "Association Fees and Assessments." The foregoing discount rate, per item and authorization fees are based upon Merchant's complying with all processing requirements as established by the applicable governing authority of the payment type which qualifies Merchant for the most favorable interchange rates available for such payment type. Transactions that do not qualify for the most favorable interchange rates will be subject to the surcharges up to 3.00% in addition to the rate quoted. See "Other Fees" section of this Card Services Agreement and Section 34 of the Card Services Terms and Conditions for more information regarding non-qualifying surcharges. Discount rates and other percentage fees are calculated by multiplying the rates or fees and the Merchant's applicable transaction volume. Per item and per authorization fees are calculated per transaction or authorization, as applicable. See Section 13 of the Card Services Terms and Conditions for information regarding the early termination fee. In addition to the per item fee, all Debit Transactions include fees assessed by the applicable network organization. Other Fees (Per occurrence fees marked with a *) Non-Refundable Application Fee * Virtual Site Survey Fee * Membership Fee Retrieval Fee * Monthly Regulatory Compliance Fee Minimum Monthly Discount Annual Association Technology Fee Voice AVS Fee * Global Access @dvantage Monthly Fee PCI ASSURE Monthly Fee Voice Authorization Fee * PCI ASSURE Non-Compliance Batch/ACH Fee * Fee (monthly) Non-Sufficient Fund * Data Monitoring Fee * Chargeback Fee * Monthly Debit Card Membership Fee Global Transport VT (Recurring Billing) Setup Fee * Global Transport VT (Recurring Billing) Monthly Fee Global Transport VT (Recurring Billing) Transaction Fee * &XVWRPHU(QJDJHPHQW6XLWH 0RQWKO\ Account Maintenance Fee Other: Gateway Monthly Fee Gateway Setup Fee Association Fees and Assessments (Per occurrence fees marked with a *) GP Fee - DISC Assessments * GP Fee - DISC Intl Processing * GP Fee - DISC Intl Service * *3)HH',6&3URJUDP,QWHJULW\)HH GP Fee - PayPal Assessment * GP Fee - PayPal Participation * GP Fee - VISA Assessments-Credit * GP Fee - VISA Assessments-Debit * GP Fee - VISA Intl Svc Assessment-Purchase * GP Fee - VISA Intl Svc Assessment * GP Fee - VISA Intl Acquiring * GP Fee - VISA Trans Integrity * GP Fee - VISA APF - Credit * GP Fee - VISA APF - Debit * GP Fee - V,6$ APF Intl - Credit * GP Fee - V,6$ APF Intl - Debit * GP Fee - VISA AVS Only * GP Fee - VISA Misuse of Auth * *3)HH9,6$$FFRXQW9HULILFDWLRQ)HH&UHGLW *3)HH9,6$$FFRXQW9HULILFDWLRQ)HH'HELW *3)HH9,6$$FFRXQW9HULILFDWLRQ)HH,QWO *3)HH9,6$.LORE\WH)HH *3)HH0&$FFW6WDWXV,QTXLU\ GP Fee - MC Data Integrity * GP Fee - MC CVC2 * GP Fee - MC Assessments * GP Fee - MC Assessments Lg Tkt * GP Fee - MC Acceptance & Licensing * GP Fee - MC Cross Bdr Domestic * GP Fee - MC Cross Bdr Foreign * GP Fee - MC Acq Program Support * GP Fee - MC Digital Enablement * GP Fee - MC Monthly Fee GP Fee - MC Integrity - Final Auth (Max) * GP Fee - MC Integrity - Final Auth (Min) per Auth PI * *3Fee - MC Integrity - Pre Auth/Undefined per Auth PI * *3Fee - AMEX Inbound * GP Fee - AMEX Network * GP Fee - AMEX CNP * GP Fee - AMEX Access * *3)HH6HWWOHPHQW)XQGLQJ)HH *3)HH6HWWOHPHQW)XQGLQJ)HH3, *3)HH5LVN$VVHVVPHQW)HH *3)HH5LVN$VVHVVPHQW)HH3, Credit/Debit Card Services and Fee Schedule* 0.0000% 0.0000% 0.0000% 0.0000% 0.0000% 0.0000% 0.0000% 0.0000% 0.0000% $0.0000 $0.0000 $0.0000 $0.0000 $0.0000 $0.0000 $0.0000 $0.0000 $0.0000 $0.0000 $0.0000 $0.0000 $0.0000 $0.0000 $0.0000 $0.0000 $0.0000 $0.0000 $0.0000 ✔ ✔ 0.00% 0.00% 0.00% $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $14.75 $39.00 $0.00 $0.00 0.0000% 0.0000% 0.0000% 0.0000% 0.0000% $0.0000 0.0000% 0.0000% 0.0000% 0.0000% $0.0000 $0.0000 $0.0000 $0.0000 $0.0000 $0.0000 $0.0000 $0.0000 $0.0000 $0.0000 $0.0000 0.0000% 0.0000% 0.0000% 0.0000% 0.0000% 0.0000% 0.0000% 0.0000% $0.0000 $0.0000 0.0000% 0.0000% 0.0000% 0.0000% 0.0000% $0.0000 $0.0000 $0.0000 $0.0000 $0.0000 $0.0000 0.0000% $0.0000 3 Rev. 10-18-GP-WF-OE-MUA I/We hereby irrevocably guarantee to Global Direct and Member, their successors and assigns, the full, prompt, and complete performance of Merchant and all of Merchant's obligations under the Card Services Agreement, including but not limited to all monetary obligations arising out of Merchant's performance or non-performance under the Card Services Agreement, whether arising before or after termination of the Card Services Agreement. This guaranty shall not be discharged or otherwise affected by any waiver, indulgence, compromise, settlement, extension of credit, or variation of terms of the Card Services Agreement made by or agreed to by Global Direct, Member, and/or Merchant. I/We hereby waive any notice of acceptance of this guaranty, notice of nonpayment or nonperformance of any provision of the Card Services Agreement by Merchant, and all other notices or demands regarding the Card Services Agreement. I/We agree to promptly provide to Global Direct and Member any information requested by any of them from time to time concerning my/our financial condition(s), business history, business relationships, and employment information. I/We agree that Global Direct and Global Direct (on behalf of Member) may order a consumer credit report on me, Merchant and each of Merchant's officers, partners, and/or owners, as well as subsequent consumer credit reports, which may be required or used in conjunction with the maintenance, updating, renewal or extension of the services provided hereunder, or in conjunction with reviewing, taking collection action on, or other legitimate purposes associated with the Merchant account. I/We have read, understand, and agree to be bound by the Card Services Terms & Conditions provided to Merchant and those terms and conditions contained in this Merchant Application. Signature of Guarantor (please sign below) X , an individual Name (printed): Signature of Guarantor (please sign below) Name (printed): X , an individual Name: Title: Equity Owned: Date of Birth (mm/dd/yyyy): Social Security #: Home Phone #: Home Address: City: State: Zip Code: Years There: Former Address (if less than 1 year at current address): City: State: Zip Code: Years There: Name: Title: Equity Owned: Date of Birth (mm/dd/yyyy): Social Security #: Home Phone #: Home Address: City: State: Zip Code: Years There: Former Address (if less than 1 year at current address): City: State: Zip Code: Years There: Name Title: Equity Owned: Date of Birth (mm/dd/yyyy): Social Security #: Home Phone #: Home Address: City: State: Zip Code: Years There: Former Address (if less than 1 year at current address): City: State: Zip Code: Years There: Name Title: Equity Owned: Date of Birth (mm/dd/yyyy): Social Security #: Home Phone #: Home Address: City: State: Zip Code: Years There: Former Address (if less than 1 year at current address): City: State: Zip Code: Years There: ,VDQ\RZQHURIILFHUGLUHFWRUHPSOR\HHRUDJHQWDFXUUHQWRUIRUPHURIILFLDOLQWKHH[HFXWLYHOHJLVODWLYHDGPLQLVWUDWLYHPLOLWDU\RUMXGLFLDOEUDQFKRIDQ\JRYHUQPHQW HOHFWHGRUQRW DVHQLRURIILFLDORIDPDMRUSROLWLFDOSDUW\ DQH[HFXWLYHRID JRYHUQPHQWRZQHGFRPPHUFLDOHQWHUSULVH DIDPLO\PHPEHURIDQ\RIWKHIRUHJRLQJRIILFLDOV RUDFORVHSHUVRQDORUSURIHVVLRQDODVVRFLDWHRIDQ\RIWKHIRUHJRLQJRIILFLDOV" Yes No If "yes," please attach details. Bank Information (Attach Voided Check or Bank Letter): Routing Number: DDA/Checking Account#: Deposit Discount Chargebacks Equipment Supplies Misc. Fees Bank 1 Bank 2 Bank 3 Bank 4 Merchant Site Survey Report (To be Completed by Sales Representative) Merchant Location: Retail Location with Store Front Office Building Residence Other: Surrounding Area: Commercial Industrial Residential Does the amount of inventory and merchandise on shelves and floor appear consistent with the type of business? Yes No If no, explain: Does the Merchant use a Fulfillment House? Yes No If yes, was the Fulfillment House inspected? Yes No The Merchant: Owns Leases the business premises Further comments by inspector (must complete): I hereby verify that this application has been fully completed by merchant applicant and that I have physically inspected the business premises of the merchant at this address and the information stated above is true and correct to the best of my knowledge and belief. Verified and inspected by (print name): Representative Name: Representative Signature: X Date: Sales Rep Name: Sales Rep Code: Sales Phone Number: Sales Email Address: Amex annual volume < $1,000,000 YES NO Amex Acceptance 5 YES NO Amex Marketing 5 YES NO Owner/Officer Information Complete Owner/Officer Information must be present for all Equity Owners with 25% or greater equity in the business and for any person(s) with authority or control. An owner or person with control listed, must be the one to accept the agreement at the end of this application. Personal Guaranty Joe Lockwood Mayor 0%09/09/1999 999-99-9999 (678) 242-2500 2006 Heritage Walk Milton GA 30004 2 061000104 1000137235791 ✔✔✔✔✔✔ ✔ ✔ Joe Lockwood 4 Rev. 10-18-GP-WF-OE-MUA American Express ESA Program By signing below, I represent that I have read and am authorized to sign and submit this application for the above entity, which agrees to be bound by the American Express® Card Acceptance Agreement ("Agreement"), and that all information provided herein is true, complete, and accurate. I authorize Global Direct and American Express Travel Related Services Company, Inc. ("American Express") and American Express’s agents and Affiliates to verify the information in this application and receive and exchange information about me personally, including by requesting reports from consumer reporting agencies from time to time, and disclose such information to their agent, subcontractors, Affiliates and other parties for any purpose permitted by law. I authorize and direct Global Direct and American Express and American Express’s agents and Affiliates to inform me directly, or inform the entity above, about the contents of reports about me that they have requested from consumer reporting agencies. Such information will include the name and address of the agency furnishing the report. I also authorize American Express to use the reports on me from consumer reporting agencies for marketing and administrative purposes. I am able to read and understand the English language. Please read the American Express Privacy Statement at https://www.americanexpress.com/privacy to learn more about how American Express protects your privacy and how American Express uses your information. I understand that I may opt out of marketing communications by visiting this website or contacting American Express at 1-(800)-528-5200. I understand that upon American Express's approval of the application, the entity will be provided with the Agreement and materials welcoming it to American Express's Card acceptance program. Merchant's Signature Name (printed): Title: Date: X Hardware Quantity Hardware Device Rental/Purchase Unit Price Special Instructions: 5DWH7DEOH *OREDO7HUPLQDO7\SH 1 1 PIN Pad - Ingenico - iPP320 V4 PIN Pad - Ingenico - iPP320 V4 Rental New Equipment $0.00 $349.00 N (M) ZQ2 * Indicates Unit Price is recurring See attached Equipment Rental Agreement (Addendum A) which is incorporated into this agreement and has additional terms and conditions specific to equipment rentals. Joe Lockwood Mayor 5 Rev. 10-18-GP-WF-OE-MUA PCI DSS and Card Network rules prohibit storage of sensitive authentication data after the transaction has been authorized (even if encrypted). If you or your POS system store, process, or transmit full cardholder’s data, then you (merchant) must validate PCI DSS compliance. If you (merchant) utilize a payment application the POS software must be PA DSS (Payment Application Data Security Standards) validated where applicable. If you use a payment gateway, they must be PCI DSS Compliant. As required under the Payment Card Industry Data Security Standard (PCI DSS), I do hereby declare and confirm the following: Questions: Merchant will maintain full PCI DSS compliance at all times and will notify Global Payments when it changes its point of sale software, system, application or vendor YES NO N/A Do your transactions process through any other Third Parties (i.e. web hosting companies, gateways, corporate office)? YES 5 NO N/A Merchant utilizes the services of a PCI SSC Qualified Integrator Reseller (QIR) when POS payment applications are utilized. YES 5 NO N/A The signing merchant listed below has experienced an account data compromise. YES NO N/A (I have never accepted payment cards) The signing merchant listed below is storing Sensitive Authentication Data* (even if encrypted) after the transaction has been authorized. YES 5 NO N/A (I have never accepted payment cards) Merchant utilizes an EMV enabled terminal YES 5 NO N/A *Sensitive Authentication Data is security related information (Card Verification Values, complete Magnetic Stripe Data, PINs, and PIN blocks) that is used to authenticate cardholders. Please note that if you have indicated that your organization has experienced an account data compromise in the past, a PCI DSS Level 1 Compliance Assessment may be required upon Global’s request. A compromise of cardholder data from your location(s) may result in the issuance of fines and/or penalties by the card brand, for which you will be responsible under your Merchant Agreement, notwithstanding this Compliance Statement. It is imperative that you notify Global Payments immediately should the information on this Compliance Statement change. Acceptance of Merchant Application and Terms & Conditions / Merchant Authorization Your Card Services Agreement is between Global Payments Direct, Inc. ('Global Direct'), the Merchant named above and the Member named below ('Member'). Member is a member of Visa, USA, Inc. ('Visa') and MasterCard International, Inc. ('MasterCard'); Global Direct is a registered independent sales organization of Visa, a member service provider of MasterCard and a registered acquirer for Discover Financial Services, LLC. ('Discover') and a registered Program Participant of American Express Travel Related Services Company, Inc. ('American Express'). A copy of the Card Services Terms and Conditions, revision number 10-18-GP-WF-OE-MUA, has been provided to you. Please sign below to signify that you have received a copy of the Card Services Terms & Conditions and that you agree to all terms and conditions contained therein. If this Merchant Application is accepted for card services, Merchant agrees to comply with the Merchant Application and the Card Services Terms & Conditions as may be modified or amended in the future. If you disagree with any Card Services Terms & Conditions, do not accept service. IF MERCHANT SUBMITS A TRANSACTION TO GLOBAL DIRECT HEREUNDER, MERCHANT WILL BE DEEMED TO HAVE ACCEPTED THE CARD SERVICES TERMS & CONDITIONS. By your signature below on behalf of Merchant, you certify that all information provided in this Merchant Application is true and accurate and you authorize Global Direct, and Global Direct on Member's behalf, to initiate debit entries to Merchant's checking account(s) in accordance with the Card Services Terms and Conditions. In addition by your signature below on behalf of Merchant you authorize Global Direct to order a consumer credit report on you, Merchant and each of Merchant's officers, partners, and/or owners, as well as subsequent consumer credit reports, which may be required or used in conjunction with the maintenance, updating, renewal or extension of the services provided hereunder, or in conjunction with reviewing, taking collection action on, or other legitimate purposes associated with the Merchant account. Merchant's Signature - Owner/Officer Name 1: Name (printed): Title: Date: Merchant's Signature - Owner/Officer Name 2: Name (printed): Title: Date: Merchant's Signature - Owner/Officer Name 3: Name (printed): Title: Date: Merchant's Signature - Owner/Officer Name 4: Name (printed): Title: Date: Signing for Global Payments Direct, Inc.: Name (printed): Title: Date: Signing for Member: Name (printed): Name of Member (printed): Date: Merchant’s Electronic Signature Details: Logged In User: IP Address: Date and Time: Cardholder Data Storage Compliance & Service Provider ✔ ✔ Joe Lockwood Mayor globalpayments Integrated CARD SERVICES TERMS & CONDITIONS - GOVERNMENT ENTITIES 1. GENERAL. 1.1. The "Card Services Agreement" consists of these Card Services Terms & Conditions and the Merchant Application and is made by and among Merchant (or "you"), Global Payments Direct, Inc. ("Global Direct"), and Member (as defined below). The provisions in the Card Services Agreement are applicable to Merchant if Merchant has signed the appropriate space in the Acceptance of Terms & Conditions/Merchant Authorization section of the Merchant Application. The member bank identified in the Merchant Application ("Member") is a member of Visa USA, Inc. ("Visa") and Mastercard International, Inc. ("Mastercard"). Global Direct is a registered independent sales organization of Visa®, a member service provider of Mastercarde, a registered Program Participant of American Express Travel Related Services Company, Inc. ("American Express" ); and a registered acquirer for Discover Financial Services LLC ("Discover"). Any references to the Debit Sponsor shall refer to the debit sponsor identified below. 1.2. Merchant and Global Direct agree that the rights and obligations contained in these Card Services Terms and Conditions do not apply to the Member with respect to American Expresse, Discover@ and PayPal0 transactions and Switched Transactions (as defined below). To the extent Merchant accepts Discover cards, the provisions in this Card Services Agreement with respect to Discover apply if Merchant does not have a separate agreement with Discover. In such case, Merchant will also be enabled to accept ]CBS', China UnionPayO, Diner's Cluboo and, for card present transactions, PayPal cards under the Discover network and such transactions will be processed at the same fee rate as Merchant's Discover transactions are processed. To the extent Merchant accepts Discover cards and has a separate agreement with Discover, Discover and PayPal card transactions shall be processed as Switched Transactions (as defined below). To the extent Merchant accepts American Express cards, the provisions in this Card Services Agreement with respect to American Express apply if Merchant does not have a separate agreement with American Express. 1.3. Under the terms of the Card Services Agreement, Merchant will be furnished with the services and products, including any software, described herein and in the Merchant Application and selected by Merchant therein (collectively and individually, as applicable, the "Services"). Any Merchant accepted by Global Direct for card processing services agrees to be bound by the Card Services Agreement, including the terms of the Merchant Application and these Card Services Terms & Conditions as may be modified or amended in the future. A Merchant's submission of a transaction to Global Direct shall be deemed to signify Merchant's Acceptance of the Card Services Agreement, including the Terms and Conditions herein. 1.4. Except as expressly stated in the first three paragraphs of section 13, all terms and conditions of this Card Services Agreement shall survive termination. 2. SERVICE DESCRIPTIONS. 2.1. Credit Card Processing Services: Global Direct's credit card processing services consist of authorization and electronic draft capture of credit card transactions; outclearing of such transactions to the appropriate card associations and/or issuers (e.g., Visa, Mastercard, American Express, Diners, Discover); settlement; dispute resolution with cardholders' banks; and transaction -related reporting, statements and products. From time to time under this Card Services Agreement, upon Merchant's request, Global Direct may facilitate the transmission of certain payment card transactions ("Switched Transactions") to the respective card issuers, including but not limited to American Express, Diners Club and various fleet, private label and commercial cards. Switched Transactions require Global Direct's prior written approval and Card Services Ts & Cs Government Entitiesv2.2020glj Page 1 of 27 CONFIDENTIAL are subject to applicable pricing, Global Direct does not purchase the indebtedness associated with Switched Transactions. 2.2. EBT Transaction Processing Services: Global Direct offers electronic interfaces to Electronic Benefits Transfer ("EBT") networks for the processing of cash payments or credits to or for the benefit of benefit recipients ("Recipients"). Global Direct will provide settlement and switching services for various Point of Sale transactions initiated through Merchant for the authorization of the issuance of the United States Department of Agriculture, Food and Nutrition Services ("FNS") food stamp benefits ("FS Benefits") and/or government delivered cash assistance benefits ("Cash Benefits," with FS Benefits, "Benefits") to Recipients through the use of a state - issued card ("EBT Card"). 2.3. Provisions regarding debit card services are set forth in section 27 below. 2.4. Provisions regarding Decline Minimizer Services are set forth in section 29 below. 2.5. Provisions regarding CallPop Open Edge Services are set forth in section 30 below. 2.6. With respect to Visa and Mastercard products, Merchant may elect to accept credit cards or debit/prepaid cards or both. Merchant shall so elect on the Merchant Application being completed contemporaneously herewith. Merchant agrees to pay and Merchant's account(s) will be charged pursuantto section 5 of this Card Services Agreement for any -additional fees incurred as a result of Merchant's subsequent acceptance of transactions with any Visa or Mastercard product that it has elected not to accept. 3. PROCEDURES. 3.1. Merchant will permit holders of valid cards bearing the symbols of the cards authorized to be accepted by Merchant hereunder to charge purchases or leases of goods and services and the debt resulting therefrom shall be purchased hereunder, provided that the transaction complies with the terms of this Card Services Agreement. All indebtedness submitted by Merchant for purchase will be evidenced by an approved sales slip. Merchant will not present for purchase any indebtedness that does not arise out of a transaction between a cardholder and Merchant. Merchant agrees to follow the Card Acceptance Guide which is incorporated into and made part of this Card Services Agreement, and to be bound by the operating regulations, requirements, and rules of Visa, Mastercard, American Express, Discover, PayPal and any other card association or network organization covered by this Card Services Agreement, as any of the above referenced documents maybe modified and amended from time to time. Merchant acknowledges that the Card Acceptance Guide is located on Global Direct's website at www.globalpaymentsinc.com,. Without limiting the generality of the foregoing, Merchant agrees to comply with and be bound by, and to cause any third party who provides Merchant with services related to payment processing or facilitates Merchant's ability to accept credit and debit cards and who is not a party to this Card Services Agreement to comply with and be bound by, the rules and regulations of Visa, Mastercard, American Express, Discover, Pay -Pal and any other card association or network organization related to cardholder and transaction information security, including without limitation, all rules and regulations imposed by the Payment Card Industry ("PCI") Security Standards Council (including without limitation the PCI Data Security Standard), Visa's Cardholder Information Security Program, Mastercard's Site Data Protection Program, and Payment Application Best Practices. Merchant also agrees to cooperate at its sole expense with any request for an audit or investigation by Global Direct, Member, a card association or network organization in connection with cardholder and transaction information security. 3.2. Without limiting the generality of the foregoing, Merchant agrees that it will use information obtained from a cardholder in connection with a card transaction solely for the purpose of processing a transaction with that cardholder or attempting to re -present a chargeback with Page 2 of 27 respect to such transaction. To the maximum extent permissible under applicable law, and to the extent attributable to Merchant's acts or omissions, Merchant will indemnify and hold Global Direct and Member harmless from any fines and penalties issued by Visa, Mastercard, American Express, Discover, PayPal or any card association or network organization and any other fees and costs arising out of or relating to the processing of transactions by Global Direct and Member at Merchant's location(s) and will reimburse Global Direct for any losses incurred by Global Direct with respect to any such fines, penalties, fees and costs except to the extent that such fines, fees or costs arise solely from the gross negligence or willful misconduct of Global Direct. 3.3. Without limiting the generality of any other provision of this Card Services Agreement, Merchant also agrees that it will comply with all applicable laws, rules and regulations related to both: (a) the truncation or masking of cardholder numbers and expiration dates on transaction receipts from transactions processed at Merchant's location(s), including without Iimitation the Fair and Accurate Credit Transactions Act and applicable state laws ("Truncation Laws"); and (b) the collection of personal information from a cardholder in connection with a card transaction, including all applicable state laws ("Laws on Collection of personal Information"). As between Merchant, on the one hand, and Global Direct and Member, on the other hand, Merchant shall be solely responsible for complying with all Truncation Laws and Laws on Collection of Personal Information and will, to the maximum extent permissible under applicable law, and to the extent attributable to Merchant's acts or omissions, indemnify and hold Global Direct and Member harmless from any claim, loss or damage resulting from a violation of Truncation Laws or Laws on .Collection of Personal Information as a result of transactions processed at Merchant's location(s). 3.4. Global Direct may, from time to time, issue written directions (via mail or Internet) regarding procedures to follow and forms to use to carry out this Card Services Agreement. These directions and the terms of the forms are binding as soon as they are issued and shall form a part of these Card Services Terms & Conditions. Such operating regulations and rules may be reviewed upon appointment at Global Direct's designated premises and Merchant acknowledges that it has had the opportunity to requesta review and/or review such operating regulations and rules in connection with its execution of this Card Services Agreement. 4. MARKETING. Merchant shall adequately display the card issuer service marks and promotional materials supplied by Global Direct. Merchant shall cease to use or display such service marks immediately upon notice from Global Direct or upon termination of this Card Services Agreement. S. PAYMENT, CHARGES AND FEES, Fees and charges payable by Merchant for all products, services and applications, whether provided by Global Direct, a third party through Global Direct, or directly by a third party with Global Direct collecting monies with respect thereto (e.g., a POS Vendor Fee), shall be as set forth in the Merchant Application (exclusive of taxes, duties and shipping and handling charges). With respect to POS Vendor Fees, Global Direct does not control and is not responsible for the POS Vendor Fees charged to Merchant, and the pricing for any such fees depends on Merchant's agreement with such third party. Merchant shall at all times maintain one or more commercial checking accounts with Member or with another financial institution of Merchant's choice acceptable to Member and Global Direct that belongs to the Automated Clearing House ("ACH") network and which can accept ACH transactions. Merchant will be paid for indebtedness purchased under this Card Services Agreement by credit to Merchant's account(s). Merchant's account(s) will be credited for the gross amount of the indebtedness deposited less the amount of any credit vouchers deposited. Merchant shall not be entitled to credit for any indebtedness that arises out of a transaction not processed in accordance with the terms of this Card Services Agreement or the rules and regulations of a card association or network organization. Availability of any such funds shall be subject to the procedures of the applicable financial institution. Chargebacks and adjustments will be charged to Merchant's account(s) on a daily basis. Merchant agrees to pay and Merchant's account(s) Page 3 of 27 will be charged for the discount, fees, product service costs, chargebacks, and other fees and charges described in this Card Services Agreement. Merchant also agrees to pay and Merchant's account(s) will be debited for all fees, fines, penalties, etc. charged or assessed by third parties, the card associations or network organizations on account of or related to Merchant's processing hereunder, including without limitation with regards to any third party who provides Merchant with services related to payment processing or facilitates Merchant's ability to accept credit and debit cards and who is not a party to this Card Services Agreement. if any type of overpayment to Merchant or other error occurs, Merchant's account(s) may be debited or credited, without notice, and if Merchant's account(s) do not contain sufficient funds, Merchant agrees to remit the amount owed directly to Global Direct. Merchant agrees not to, directly or indirectly, prevent, block or otherwise preclude any debit by Global Direct or Member to Merchant's account which is permitted hereunder. Merchant represents and warrants that no one other than Merchant has any claim against such indebtedness except as authorized in writing by Member and Global Direct. Merchant hereby assigns to Member and Global Direct all of its right, title, and interest in and to all indebtedness submitted hereunder, agrees that Member and Global Direct have the sole right to receive payment on any indebtedness purchased hereunder, and further agrees that Merchant shall have no right, title or interest in any such funds, including any such funds held in a Reserve Account (as defined below). 6. EQUIPMENT AND SUPPLIES/THIRD PARTY SERVICES. 6.1. Merchant agrees that it will not acquire any title, copyrights, or any other proprietary right to any advertising material; leased equipment including imprinters, authorization terminals, card reader hardware or printers; software; credit card authenticators; unused forms (online or paper); all hardware and software related to the CallPop OpenEdge Services (as defined below); and Merchant deposit plastic cards provided by Global Direct in connection with this Card Services Agreement. Merchant will protect all such items from loss, theft, damage or any legal encumbrance and will allow Global Direct and its designated representatives reasonable access to Merchant's premises for their repair, removal, modification, installation and relocation. Merchant acknowledges that any equipment or software provided under this Card Services Agreement is embedded with proprietary technology ("Software"). Merchant shall not obtain title, copyrights or any other proprietary right to any Software. At all time, Global Direct or its suppliers retain all rights to such Software, including but not limited to updates, enhancements and additions. Merchant shall not disclose such Software to any party, convey, copy, license, sublicense, modify, translate, reverse engineer, decompile, disassemble, tamper with, or create any derivative work based on such Software, or transmit any data that contains software viruses, time bombs, worms, Trojan horses, spyware, disabling devices, or any other malicious or unauthorized code. Merchant's use of such Software shall be limited to that expressly authorized by Global Direct. Global Direct's suppliers are intended third party beneficiaries of this Card Services Agreement to the extent of any terms herein pertaining to such suppliers' ownership rights; such suppliers have the right to rely on and directly enforce such terms against Merchant. 6.2. The operating instructions or user guides will instruct Merchant in the proper use of the terminals, other hardware or payment application(s), and Merchant shall use and operate the terminals, other hardware or payment application(s) only in such manner. If Merchant has purchased the relevant maintenance/help desk service hereunder, Merchant will promptly notify Global Direct of any equipment malfunction, failure or other incident resulting in the loss of use of the equipment or software or need for repair or maintenance, whereupon Global Direct will make the necessary arrangements to obtain required maintenance or replacement software or hardware. Merchant is responsible for shipping costs. Merchant shall cooperate with Global Direct in its attempt to diagnose any problem with the terminal, other hardware or payment application(s). If Merchant's terminal requires additional Software, Merchant is obligated to cooperate and participate in a dial in down line load procedure. With respect to any item of equipment leased to Merchant by Global Direct, Merchant will not be liable for normal wear and Page 4 of 27 tear, provided, however, that Merchant will be liable to Global Direct if any leased item of equipment is lost, destroyed, stolen or rendered inoperative. To the extent permissible under applicable law, Merchant will indemnify Global Direct against any loss arising out of damage to or destruction of any item of equipment or software provided hereunder for any cause whatsoever, with the exception of loss caused by Global Direct. Merchant also agrees, to the extent permissible under applicable law, and to the extent attributable to Merchant's acts or omissions, to hold harmless and indemnify Global Direct for any costs, expenses, and judgments Global Direct may suffer, including reasonable attorney's fees, as a result of Merchant's use of the equipment or software provided hereunder. Any unused equipment in its original packaging purchased from Global Direct hereunder may be returned to Global Direct at Merchant's expense within 60 days of receipt. Merchant shall receive a refund of any money paid in connection therewith subject to a re -stacking fee of an amount equal to 20 percent of the total purchase price for the returned equipment. No refunds shall be issued for any equipment returned after 60 days. 6.3. Merchant acknowledges that some of the services and applications to be provided by Global Direct and Member hereunder may be provided by third parties. Merchant agrees that except for its right to utilize such services in connection with this Card Services Agreement, it acquires no right, title or interest in any such services. Merchant further agrees that it has no contractual relationship with any third party providing Services under this Card Services Agreement and that Merchant is not a third party beneficiary of any agreement between Global Direct or Member, as applicable, and such third party. Merchant may not resell the services of any third party providing Services under this Card Services Agreement to any other party. 6.4. Merchant acknowledges that it may directly obtain software platform services from a third party that facilitate or integrate Global Direct's Services as set forth in section 2. Global Direct does not control and is not responsible for such software platform services or any fees (and their occurrence) charged by such third party to Merchant related to such software platform services. The pricing for Merchant's use of any third -party platform services and any associated fees depends on Merchant's agreement with such third party. Merchant authorizes Global Direct to collect all monies related to Merchant's use of such third -party software (i.e., the POS Vendor Fee) on behalf of such third party as set forth in the Merchant Application and Merchant's agreement with such third party. Global Direct is not responsible for the acts or omissions of any third party and shall have no responsibility for or liability in connection with any software platform services Merchant receives from a third party, even if Global Direct collects monies with respect to such software or services. Global Direct makes no representation or warranty with respect to such third party's software platform services or such third party's access to or ability to integrate with the products, services, and systems of Global Direct and any such access or ability may terminate at any time and Global Direct shall have no obligation to advise Merchant of such termination. FINANCIAL INFORMATION. Merchant agrees to furnish Global Direct and Member such financial statements and information concerning Merchant as Global Direct or Member may from time to time request. Global Direct and Member, or their duly authorized representatives, may examine the books and records of Merchant, including records of all indebtedness previously purchased or presented for purchase. Merchant agrees to retain copies of all paper and electronic sales slips and credit slips submitted to Global Direct for a period of two years from submission, or such longer period of time as may be required by the operating rules or regulations of the card associations or network organizations, by law, or by Global Direct as specifically requested in writing in individual cases, 8. CHANGE 1N BUSINESS. Merchant agrees to provide Global Direct and Member 60 days prior written notice of its: (a) transfer or sale of any substantial part (ten percent or more) of its total stock, assets and/or to liquidate; or (b) change to the basic nature of its business, or (c) provided that Merchant has not indicated on the Merchant Application that it accepts mail order, telephone order, or internet-based transactions, conversion of all or part of the business to mail order sales, telephone Page 5 of 27 order sales, Internet -based sales or to other sales where the card is not present and swiped through Merchant's terminal or other card reader. Upon the occurrence of any such event, the terms of this Card Services Agreement may be modified to address issues arising therefrom, including but not limited to requirements of applicable card associations or network organizations. TRANSFERABILITY. This Card Services Agreement is not transferable by Merchant without the prior written consent of Global Direct and Member. Any attempt by Merchant to assign its rights or to delegate its obligations in violation of this paragraph shall be void. Merchant agrees that the rights and obligations of Global Direct hereunder may be transferred by Global Direct without notice to Merchant. Merchant agrees that the rights and obligations of Member hereunder may be transferred to any other member without notice to Merchant. Merchant acknowledges that the transferable rights of Global Direct and Member hereunder shall include, but shall not be limited to, the authority and right to debit the Merchant's account(s) as described herein. 10. WARRANTIES AND REPRESENTATIONS. 10.1.Merchant warrants and represents to Global Direct and Member: (a) that each sales transaction delivered hereunder will represent a bona fide sale to a cardholder by Merchant for the amount shown on the sales slip as the total sale and constitutes the binding obligation of the cardholder, free from any claim, demand, defense, setoff or other adverse claim whatsoever; (b) that each sales slip or other evidence of indebtedness will accurately describe the goods and services which have been sold and delivered to the cardholder or in accordance with his instructions; (c) that Merchant will comply fully with all federal, state and local laws, rules and regulations applicable to its business; (d) that Merchant will fulfill completely all of its obligations to the cardholder and will resolve any customer dispute or complaint directly with the cardholder; (e) that the signature on the sales slip will be genuine and authorized by cardholder and not forged or unauthorized; (f) that the sales transaction shall have been consummated and the sales slip prepared in full compliance with the provisions of the Card Acceptance Guide and the operating regulations and rules of the applicable card association or network organization, as amended from time to time; (g) provided that Merchant has not indicated on the Merchant Application that it accepts mail order, telephone order, or internet-based transactions, that none of the sales transactions submitted hereunder represent sales by telephone, or mail, or Internet, or where the card is not physically present at the Merchant's location and swiped through Merchant's terminal, unless Merchant is specifically authorized in writing by Global Direct to submit such sales slips for purchase, (h) to the extent Merchant has indicated on the Merchant Application that it accepts mail order, telephone order, or internet-based transactions, Merchant shall not submit such a transaction to Global Direct and Member for processing until the goods and/or services are shipped or performed, as applicable, unless otherwise permitted by the card associations or network organizations, (i) that sales transactions submitted hereunder for purchase representing sales to any principal, partner, or proprietor of Merchant shall not constitute an unreasonable portion of Merchant's transactions relative to the Merchant's legitimate business requirements, (j) that, without limiting the generality of the foregoing, each sales transaction submitted hereunder and the handling, retention, and storage of information related thereto, will comply with the rules and regulations of Visa, Mastercard, American Express, Discover, PayPal and any other card association or network organization related to cardholder and transaction information security, including without limitation PCI Data Security Standards, Visa's Cardholder Information Security Program and Mastercard's Site Data Protection Program, and (k) that all of the information contained in this Card Services Agreement (including the Merchant Application) is true and correct (with the exception of personal information related to City of Milton Mayor Joe Lockwood). If that any of the foregoing warranties or representations is breached, the affected sales slips or other indebtedness may be refused, or prior acceptance revoked and charged back to the Merchant. Furthermore, if Merchant submits for purchase hereunder a sales transaction that is not the result of a sale of Merchant's goods or services offered to the general public or if Merchant submits any sales Page 6 of 27 transactions for purchase hereunder which represents an unreasonable sales transaction to any principal, partner, or proprietor, of Merchant, such sales transaction may be refused or charged back. 10.2. Merchant must notify Global Direct if Merchant elects to use the terminal service of American Express, Novus, or any other third -party provider. If Merchant elects to use a third -party terminal provider, that provider becomes Merchant's agent for the delivery of card transactions to Global Direct via the applicable card -processing network. Global Direct and Member shall have no responsibility for or liability in connection with any hardware, software or services Merchant receives from a third party agent, even if Global Direct collects monies with respect to such hardware, software or services. Neither Global Direct nor Member makes any representation or warranty with respect to such agent's access to or ability to integrate with the products, services, and systems of Global Direct and any such access or ability may terminate at any time and Global Direct shall have no obligation to advise Merchant of such termination. Merchant agrees to assume full responsibility and liability for any failure of such agent to comply with the operating regulations and rules of the applicable card association or network organization, including without limitation any violation, which results in a chargeback to the Merchant. Global Direct and Member have no responsibility for any card transactions until it receives data for the card transaction in the format required by Global Direct. Merchant also agrees that the obligation hereunder to reimburse the Merchant for the value of the card transactions captured by an agent is limited to the value of the transactions (less applicable fees) received by the card -processing network from the agent. 10.3.Neither Member, nor Global Direct, nor any Supplier makes any representations or warranties, express or implied, including without limitation any warranty of merchantability or fitness for a particular purpose with respect to any terminal, any equipment, software orservices leased, sold, or otherwise furnished hereunder. 11. INDEMNITY. Merchant agrees to satisfy directly with the cardholder any valid claim or complaint arising in connection with the card sale, regardless of whether such claim or complaint is brought by the cardholder, Global Direct, or another party. To the extent permissible under applicable law, and to the extent attributable to Merchant's acts or omissions, Merchant agrees to indemnify and hold Global Direct, Member and their respective parent companies, subsidiaries and affiliates (including, without limitation, the respective officers, directors, employees, attorneys, shareholders, representatives and agents of all of the foregoing) harmless from and against any and all liabilities, judgments, arbitration awards, settlements, actions, suits, claims, demands, losses, damages, costs (including, but not limited to, court costs and out of pocket costs and expenses), expenses of any and every type, litigation expenses, and reasonable attorneys' fees, including, but not limited to, attorneys' fees incurred in any and every type of suit, proceeding, or action, including but not limited to, bankruptcy proceedings, in connection with, by virtue of, or arising from, either directly or indirectly: (a) any card transaction that does not conform to the requirements of this Card Services Agreement, the rules and regulations of any card association or applicable laws; (b) any card transaction or any act or omission of Merchant in connection with a cardholder; (c) Merchant's breach or default or an alleged breach or default of or under any term, covenant, condition, representation, warranty, obligation, undertaking, promise or agreement contained in this Card Services Agreement or in any agreement (whether oral or written) with any cardholder, any agreement with any card association, or in any other agreement with Member or Global Direct, any breach or threatened breach by Merchant of the card association rules and regulations or any violation by Merchant of laws, rules and regulations applicable to Merchant; (d) the rescission, cancellation or avoidance of any card transaction, by operation of law, adjudication or otherwise; (e) RESERVED; (f) damages, including, without limitation, those for death or injury caused by the good or service purchased with the card; or (g) for all web based, Internet or electronic commerce transactions including Merchant's insecure transmission of card transaction data and/or storage of cardholder information. For purposes of this Card Services Agreement, including the foregoing indemnities to the extent permissible under applicable law, Merchant is Page 7 of 27 responsible and liable for the acts and omissions of its employees, agents and representatives (whether or not acting within the scope of their deities). 12. LIMITATION OF LIABILI'T'Y. 12.1.Neither Member nor GIobal Direct shall be liable for failure to provide the Services or delay in providing the Services including processing delays or other non-performance if such failure is due to any cause or, condition beyond such Party's reasonable control. Such causes or conditions shall include, but shall not he limited to, acts of God or the public enemy, acts of the government in either its sovereign or contractual capacity, fires, floods, epidemics, quarantine restrictions, strikes, riots, war, shortages of labor or materials, freight embargoes, unusually severe weather, breakdowns, operational failures, electrical power failures, telecommunications failures, equipment failures, unavoidable delays, the errors or failures of third party systems, non- performance of vendors, suppliers, processors or transmitters of information, or other similar causes beyond such party's control. 12.2. The liability of Global Direct and Member for any loss arising out of or relating in any way to this Card Services Agreement, including but not limited to damages arising out of any malfunction of the Equipment or the failure of the Equipment to operate, the unavailability or malfunction of the Equipment or thefailure e of the Equipment to operate, the unavailability or malfunction of the Services, personal injury or property damage, shall, in the aggregate, be limited to actual, direct, and general money damages in an amount not to exceed three months average charge paid by Merchant hereunder (exclusive of interchange fees, assessments, and any other - fees or costs that are imposed by a third party in connection with Merchant's payment processing) for - the Services during the previous 12 months or such lesser number of months as shall have elapsed subsequent to the Effective Date of this Card Services Agreement. This shall be the extent of Global Direct's and Member's liability arising out of or relating in any way to this Card Services Agreement, including alleged acts of negligence, breach of contract, or, otherwise and regardless of the form in which any legal or equitable action may be brought against Global Direct or Member, whether contract, tort, or otherwise, and the foregoing shall constitute Merchant's exclusive remedy. 12.3. Under no circumstances shall Global Direct or Member by liable for special, consequential, punitive or exemplary damages, including lost profits, revenues and business opportunities, arising out of or relating in any way to this Card Services Agreement, including but not limited to damages arising out of placement of a merchant's name on any terminated merchant list for any reason even if Global Direct or Member has been advised of the possibility of such damages. Under no circumstances shall Global Direct, or Member be liable for any settlement amounts pertaining to Switched Transactions; Merchant's recourse therefore shall be to the applicable card issuer. Member shall not be responsible or liable to Merchant for any action taken by Member (or the results thereof) that is authorized by this Card Services Agreement. 12.4. It is agreed that in no event will Global Direct or Member be liable for any claim, loss, billing error; damage or expense arising out of or relating in any way to this Card Services Agreement which is not reported in writing to Global Direct by Merchant within 60 days of such failure to perform, or, if a billing error occurs, within 90 days of the date of the invoice or applicable statement. Merchant expressly waives any such claim that is not brought within the time periods stated herein. 12.5.Global Direct agrees to maintain commercially reasonable levels of insurance coverage during the term of the Card Services Agreement consistent with the scope and nature of its business and applicable industry best practices. Upon reasonable request, Global Direct shall deliver a certificate of insurance reflecting its then -current policy coverage and carriers. 13. TERM AND TERMINATION. Page 8 of 27 13.1.This Card Services Agreement shall remain in full force and effect for an initial term of one year (the "Initial Term"). The Card Services Agreement will automatically renew for additional one year periods ("Renewal Term" or "Renewal Terms", and together with the initial Term, the "Term") unless Merchant gives 30 days' advance written notice of termination prior to the end of the then -current term. This Card Services Agreement is expressly made subject to the limitations of the Merchant's state constitution. Nothing herein shall constitute, nor be deemed to constitute, the creation of a debt or multi-year fiscal obligation or an obligation of future appropriations by Merchant, contrary to the any constitutional, statutory or charter debt limitation. Notwithstanding any other provision of this Card Services Agreement, with respect to any financial obligation of Merchant which may arise under this Card Services Agreement in any fiscal year, if the budget or other means of appropriations for any such year fails to provide funds in sufficient amounts to discharge such obligation, such failure shall not constitute a default or breach of this Card Services Agreement, including any sub -agreement, attachment, schedule, or exhibit thereto, by the Merchant. In addition to the foregoing, as required by O.C.G.A. § 36-60- 13(a), to the extent the Term of the Agreement extends beyond one calendar year, the Agreement shall terminate absolutely and without further obligation on the part of Merchant on December 31 each calendar year of the Term, and shall automatically renew on January 1 of each subsequent calendar year for the remainder of the then -applicable Initial or Renewal Term, absent Merchant's provision of written notice of non -renewal to Global Direct and Member at least thirty (30) days prior to the end of the then -current calendar year. Title to any supplies, materials, equipment, or other personal property (if any should transfer) shall remain in Global Direct and Member until fully paid for by Merchant. 13.2. Notwithstanding the foregoing, Global Direct may terminate this Card Services Agreement or any portion thereof upon written notice to Merchant. Furthermore, Global Direct may terminate this Card Services Agreement at any time without notice upon Merchant's default in performing under any provision of this Card Services Agreement, upon an unauthorized conversion of all or any part of Merchant's activity to mail order, telephone order, Internet order, or to any activity where the card is not physically present and swiped through the Merchant's terminal or other card reader, upon any failure to follow the Card Acceptance Guide or any operating regulation or rule of a card association or network organization, upon any misrepresentation by Merchant, upon commencement of bankruptcy or insolvency proceedings by or against the Merchant, upon a material change in the Merchant's average ticket or volume as stated in the Merchant Application, or if Global Direct reasonably deems itself insecure in continuing this Card Services Agreement. 13.3.If Global Direct and Member breach the terms and conditions hereof, the Merchant may, at its option, give written notice to Global Direct and Member of its intention to terminate this Card Services Agreement unless such breach is remedied within 30 days of such notice. Failure to remedy such a breach shall make this Card Services Agreement terminable, at the option of the Merchant, at the end of such 30 -day period unless notification is withdrawn. 13.4.Any Merchant deposit of sales or credit slips that is accepted by Global Direct and Member or by a designated depository after the effective date of termination will be returned to Merchant and will not be credited (or debited) to Merchant's account(s). If the deposit has already been posted to Merchant's account(s), said posting will be reversed and the deposit returned to Merchant. Termination of this Card Services Agreement shall not affect Merchant's obligations which have accrued prior to termination or which relate to any indebtedness purchased hereunder prior to termination, including but not limited to chargebacks even if such chargebacks come in after termination. If a termination occurs, all equipment leased from, and software provided by, Global Direct including but not limited to imprinters, terminals, and printers; all supplies; Card Acceptance Guides; and operating instructions must be returned immediately to Global Direct at Merchant's expense. Page 9 of 27 14. RETURNED ITEMS/CHARGEBACKS, If a cardholder disputes any transaction, if a transaction is charged back for any reason by the card issuing institution, or if Global Direct or Member has any reason to believe an indebtedness previously purchased is questionable, not genuine, or is otherwise unacceptable, the amount of such indebtedness may be charged back and deducted from any payment due to Merchant or may be charged against any of Merchant's accounts or the Reserve Account (as defined below). Merchant acknowledges and agrees that it is bound by the rules of the card associations and network organizations with respect to any chargeback. Merchant further acknowledges that it is solely responsible for providing Global Direct and Member with any available information to re -present a chargeback and that, regardless of any information it provides or does not provide Global Direct and Member in connection with a chargeback, or any other reason, Merchant shall be solely responsible for the liability related to such chargeback. A list of some common reasons for chargebacks is contained in the Card Acceptance Guide provided, however, that such list is not exclusive and does not limit the generality of the foregoing. If any such amount is uncollectible through withholding from any payments due hereunder or through charging Merchant's accounts or the Reserve Account, Merchantshall, upon demand by Global Direct, pay Global Direct the full amount of the chargeback. Merchant understands that obtaining an authorization for any sale shall not constitute a guarantee of payment, and such sales slips can be returned or charged back to Merchant like any other item hereunder. 15. RESERVE ACCOUNT. 15.1.At any time, Global Direct and Member may, at their option, establish a reserve account to secure the performance of Merchant's obligations under this Card Services Agreement to such party ("Reserve Account"). The Reserve Account may be funded, at Global Direct's sole discretion, through any or all of the following: (a) direct payment by Merchant—at the request of Global Direct or Member, Merchant will deposit funds in the Reserve Account; or (b) the proceeds of indebtedness presented for purchase. Merchant hereby grants Member a security interest in all accounts referenced in section 5 or any other accounts, including certificates of deposits, maintained by Merchant with any designated depository or other financial institution and authorizes Global Direct (to the extent authorized by Member) or Member to make such withdrawals at such times and in such amounts as it may deem necessary hereunder. Merchant hereby instruct said financial institutions to honor- any requests made by Global Direct and Member under the terms of this provision. To the extent permissible under applicable law, and to the extent attributable to Merchant's acts or omissions, Merchant will hold harmless the financial institutions and indemnify them for any claims or losses they may suffer as a result of honoring withdrawal requests from Global Direct and Member. 15.2. Merchant hereby agrees that Global Direct and Member may deduct from this Reserve Account any amount owed to such party in accordance with this Card Services Agreement. Any funds in the Reserve Account may be held until the later of (a) the expiration of any potentially applicable chargeback rights in respect of purchased indebtedness under the rules and regulations of the card associations or network organizations and (b] the period necessary to secure the performance of Merchant's obligations under this Card Services Agreement, which holding period may extend beyond termination of this Card Services Agreement. Merchant will not receive any interest on funds being held in a Reserve Account and Merchant has no right to access the funds being held in the Reserve Account or otherwise transfer, pledge or use these funds for its own purposes. Without limiting the generality of the foregoing, Merchant shall, upon termination of this Card Services Agreement, maintain the sum of at least five percent of gross sales for the 90 -day period prior to termination to be held in a Reserve Account in accordance with the terms of this Card Services Agreement. Global may, at its discretion upon termination of this Card Services Agreement, require that the Merchant maintain more than five percent of gross sales for the 90 -day period prior to termination in a Reserve Account. 16. DEFAULT/SECURITY INTEREST. Page 10 of 27 16.1.Upon failure by Merchant to meet any of its obligations under this Card Services Agreement (including funding the Reserve Account), any of the accounts referred to in section 5 may be debited without notice to Merchant, and Merchant (on behalf of itself and its affiliated entities) hereby grants to Member, Global Direct a lien and security interest in all of Merchant's right, title and interest in or to any of the following assets or properties: (a) all of the accounts referenced in the preceding sentence; (b) the Reserve Account; (c) any rights to receive credits or payments under this Card Services Agreement; and (d) all deposits and other property of Merchant that Member or its affiliates possess or maintain (including all proceeds of the foregoing). Merchant shall execute, acknowledge or deliver any documents or take any actions Member, Global Direct may from time to time request to better assure, preserve, protect, perfect, maintain or enforce this security interest. To the extent permitted by law, Merchant irrevocably authorizes Member, Global Direct to file any financing statements (at Merchant's expense) in any relevant jurisdiction or any other documents or instruments related to this security interest. Merchant represents and warrants that: (a) Merchant has good and valid rights and title to the property described herein; (b) Merchant has full power and authority to grant to Member the security interest pursuant hereto and to execute, deliver and perform its obligations in accordance with the terms of this Card Services Agreement, without the consent or approval of any other person or entity; (c) no other person or entity has a security interest or lien in any of the property described herein; and (d) this security interest is a first lien security interest and secures Merchant's obligations to Member under this Card Services Agreement. Member shall have all rights of a secured party and Merchant must obtain the prior written consent of Member before granting any subsequent security interest or lien in the property described herein. Merchantagrees that it is Merchant's intent that these accounts and secured property shall to the extent allowed by applicable law not be subject to any preference, claim, or stay by reason of any bankruptcy or insolvency law. Merchant agrees to act consistently with the understanding that said accounts and secured property under this Card Services Agreement are free of all such preferences, claims or stays by reason of and as allowed by any such law. The scope of the security interest, and Merchant's (on behalf of itself and its affiliated entities) instructions to its financial institutions to accept withdrawal requests from Global Direct, Member, and Merchant's agreement to hold such institutions harmless and to indemnify them, to the extent permissible under applicable law, are described above in section 15. 16.2. Merchant also agrees that, if a default by Merchant occurs, Member has a right of setoff and may apply any of Merchant's balances or any other monies due Merchant from Member towards the payment of amounts due from Merchant under the terms of this Card Services Agreement. The rights stated herein are in addition to any other rights Global Direct, Member may have under applicable law. 17. DISPUTE RESOLUTION AND CLASS ACTION WAIVER 17.1.Any litigated action regarding, relating to or involving the validity, scope and/or enforceability of this Card Services Agreement, shall be brought in either the courts of the state of Georgia sitting in Muscogee County or the United States District Court for the Middle District of Georgia, and Merchant and Global Direct expressly agree to the exclusive jurisdiction of such courts. Merchant and Global Direct hereby agree and consent to the personal jurisdiction and venue of such courts, and expressly waive any objection that Merchant or Global Direct might otherwise have to personal jurisdiction or venue in such courts. The law of the State of Georgia will apply to this Card Services Agreement and any documents incorporate by reference into this Agreement, without regard to choice of law principles. 17.2.Class Action Waiver: Merchant acknowledges and agrees that all disputes arising out of or related to this Card Services Agreement shall be resolved on an individual basis without resort to any form of class action and shall not be consolidated with the claims of any other parties. Page 11 of 27 Merchantfurther agrees to waive, and hereby waives, the right to participate in a class action or to litigate or arbitrate on a class -wide basis. 17.3.Merchant hereby agrees that claims applicable to American Express may be resolved through arbitration as further described in the American Express Merchant Requirements Guide (the "American Express Guide"). 18. AMENDMENTS. Global Direct may change the terms of or add new terms to this Agreement at any time when required to render the Agreement in compliance with applicable law, to make the Agreement consistent with card rule changes, or for other similar purposes. Any such changes or new terms shall be effective when notice thereof is given by Global Direct through written communication or on its Merchant website located at: https://reporting.globalpay.com. Notwithstanding anything herein to the contrary, all fees, charges and/or discounts charged to Merchant hereunder may be changed immediately and without prior written notice to Merchant, provided that Global Direct will notify Merchant of any such changes promptly, either through written communication or on the Merchant website listed above. If Merchant provides written objection to such changes or amendments, Merchant shall have 1S calendar days from receipt of such changes or amendments to provide written notice to Global Direct of its desire to terminate this Card Services Agreement. Following receipt of such written notice, the amendments communicated by Global Direct or Member shall not tale effect, and the Card Services Agreement shall continue under the prior terms for a period of up to 30 days. At the end of such 30 -day period, this Card Services Agreement shall terminate and Merchant's ability to utilize the Services will cease. 19. WAIVER. No provision of this Card Services Agreement shall be deemed waived by any party unless such waiver is in writing and signed by the party against whom enforcement is sought. No failure to exercise, and no delay in exercising on the part of any party hereto, any right, power or privilege under this Card Services Agreement shall operate as a waiver thereof; nor shall any single or partial exercise of any right, power or privilege under this Card Services Agreement preclude any other or further exercise thereof or the exercise of any other right, power, or privilege. 20. EXCHANGE OF INFORMATION. Merchant authorizes Global Direct to order a credit report on Merchant. Merchant hereby authorizes Member or any depository institution to release any financial information concerning Merchant or its accounts to Global Direct. Subsequent credit reports may be ordered in connection with updating, renewing or continuing this Card Services Agreement. Upon the written request of any individual who is the subject of a consumer credit report, Global Direct will provide the name and address of the consumer credit reporting agency furnishing such report, if any. Global Direct may exchange information about Merchant with Member, other financial institutions and credit card associations, network organizations and any other party. Merchant hereby authorizes Global Direct to disclose information concerning Merchant's activity to any card association, network organizations, or any of their member financial institutions, or any other party without any liability whatsoever to Merchant. 21. GENERAL. If any provision of this Card Services Agreement or portion thereof is held to be unenforceable, such a determination will not affect the remainder of this Card Services Agreement. Paragraph headings are included for convenience only and are notto be used in interpreting this Card Services Agreement. 22. NOTICES. All notices required by this Card Services Agreement shall be in writing and shall be sent by facsimile, by overnight carrier, or by regular or certified mail. All notices sent to Global Direct or Member shall be effective upon actual receipt by the Corporate Secretary of Global Payments Direct, Inc.- 3550 Lenox Road NE, Suite 3000, Atlanta GA 30326. Any notices sent to Merchant shall be effective upon actual receipt by the Merchant at the address provided by Merchant in the Merchant Application or to any other e-mail or physical address customarily used by the Merchant for purposes of receiving notices, statements and/or other communications from Global Direct. The parties hereto Page 12 of 27 may change the name and address of the person to whom notices or other documents required under this Card Services Agreement must be sent at any time by giving written notice to the other party. 23. MERGER. This Card Services Agreement, including these Card Services Terms & Conditions and the Merchant Application, constitutes the entire agreement between Merchant, Global Direct, and Member and supersedes all prior memoranda or agreements relating thereto, whether oral or in writing. 24. EFFECTIVE DATE. This Card Services Agreement shall become effective only upon acceptance by Global Direct and Member, or upon delivery of indebtedness at such locations as designated by Global Direct for purchase, whichever event shall first occur. 25. DESIGNATION OF DEPOSITORY. The financial institution set forth in the Merchant Application is designated by Merchant as a depository institution ("Depository") for its credit card indebtedness. Such financial institution must be a member of an Automated Clearing House Association. Merchant authorizes payment for indebtedness purchased hereunder to be made by paying Depository therefore with instructions to credit Merchant's accounts. Depository, Member, and/or Global Direct may charge any of Merchant's accounts at Depository for any amount due under this Card Services Agreement. Global Direct must approve in writing any proposed changes to the account numbers or to the Depository. Merchant hereby authorizes Depository to release any and all account information to Global Direct as Global Direct may request without any further authorization, approval or notice from or to Merchant. 26. FINANCIAL ACCOMMODATION. The acquisition and processing of sales slips hereunder is a financial accommodation and, as such, if Merchant becomes a debtor in bankruptcy, this Card Services Agreement cannot be assumed or enforced, and Global Direct and Member shall be excused from performance hereunder. 27. DEBIT / ATM PROCESSING SERVICES: ADDITIONAL TERMS AND CONDITIONS. 27.1.Debit Sponsor shall act as Merchant's sponsor with respect to the participation of point-of-sale terminals owned, controlled, and/or operated by Merchant (the "Covered Terminals") in each of the following debit card networks ("Networks"). Accel, AFFN, Alaska Option, CU24, Interlink, Maestro, NYCE, Pulse, Shazam, Star, and Tyme, which Networks may be changed from time -to - time by Debit Sponsor or Global Direct without notice. Merchant may also have access to other debit networks that do not require a sponsor. Global Direct will provide Merchant with the ability to access the Networks at the Covered Terminals for the purpose of authorizing debit card transactions from cards issued by the members of the respective Networks. Global Direct will provide connection to such Networks, terminal applications, settlement, and reporting activities. Merchant will comply with all federal, state, and local laws, rules, regulations, and ordinances ("Applicable Laws") and with all by-laws, regulations, rules, and operating guidelines of the Networks ("Network Rules"). Merchant will execute and deliver any application, participation, or membership agreement or other document necessary to enable Debit Sponsor to act as sponsor for Merchant in each Network. Merchant agrees to utilize the debit card Services in accordance with the Card Services Agreement, its exhibits or attachments, and Global Direct's instructions and specifications (including but not limited to the Card Acceptance Guide which is incorporated into and made a part of this Card Services Agreement), and to provide Global Direct with the necessary data in the proper format to enable Global Direct to properly furnish the Services. Copies of the relevant agreements or operating regulations shall be made available to Merchant upon request. 27.2.Merchant shall not in any way indicate that Debit Sponsor endorses Merchant's activities, products, or services. Debit Sponsor and Merchant are and shall remain independent contractors of one another, and neither they, nor their respective individual employees, shall have or hold themselves out as having any power to bind the other to any third party. Nothing contained in Page 13 of 27 this section 27 shall be construed to create or constitute a partnership, joint venture, employer- employee, or agency relationship between Debit Sponsor and Merchant. 27.3.1f the Debit Sponsor's sponsorship of Merchant in any Network is terminated prior to the termination of the Card Services Agreement, Global Direct may assign Debit Sponsor's rights and obligations hereunder to a third party. All provisions in this section necessary to enforce the rights and obligations of the parties contained in this section 27 shall survive the termination of Debit Sponsor's debit sponsorship of Merchant under the Card Services Agreement. Debit Sponsor may assign this Card Services Agreement to any parent, subsidiary, affiliate, or successor -in -interest. 28. MERCHANT ACCEPTANCE OF EBT TRANSACTIONS: ADDITIONAL TERMS AND CONDITIONS. If Merchant accepts EBT transactions (as defined in section 2, Services Descriptions), Merchant agrees to issue Benefits to Recipients in accordance with the procedures specified herein, and in all documentation and user guides provided to Merchant by Global Direct, as amended from time -to - time (including but not limited to the Card Acceptance Guide which is incorporated into and made a part of this Card Services Agreement); and pursuant to the Quest Operating Rules (the "Rules"), as amended from time -to -time, issued by the [National Automated Clearing House Association as approved by the Financial Management Service of the U.S. Treasury Department. Unless otherwise defined herein, all capitalized terms shall have the meanings ascribed them in the Rules. Merchant will provide each recipient a receipt of each Benefit issuance. Merchant will be solely responsible for Merchant's issuance of Benefits other than in accordance with authorizations. Merchant agrees to comply with all the requirements, laws, rules and regulations pertaining to the delivery of services to Benefit Recipients and Benefit Recipient confidentiality. If Merchant issues FS Benefits under this Card Services Agreement, Merchant represents and warrants to Global Direct that Merchant is an FNS -authorized "Merchant" (as such term is defined in the Rules) and is not currently suspended or disqualified by FNS, Merchant agrees to secure and maintain at its own expense all necessary licenses, permits, franchises, or other authorities required to lawfully effect the issuance and distribution of Benefits under this Card Services Agreement, including without limitation, any applicable franchise tax certificate and non-governmental contractor's certificate, and covenants that Merchant will not issue Benefits at any time during which Merchant is not in compliance with the requirements of any applicable law. Merchant agrees to hold Global Direct harmless from any costs of compliance or failure to comply with any such obligation by Merchant. Global Direct may terminate or modify the provision of Services to Merchant if any of Global Direct's agreements with government EBT agencies are terminated for any reason or if any party threatens to terminate services to Global Direct due to some action or inaction on the part of Merchant. If any of these Card Services Terms & Conditions are found to conflict with Federal or State law, regulation or policy of the Rules, these Card Services Terms & Conditions are subject to reasonable amendment by Global Direct, the State or its EBT Service Provider to address such conflict upon 90 days written notice to Merchant, provided that Merchant may, upon written notice, terminate the Card Services Agreement upon receipt of notice of such amendment. Nothing contained herein shall preclude the State from commencing appropriate administrative or legal action against Merchant or for making any referral for such action to any appropriate Federal, State, or local agency. Any references to "State" herein shall mean the State in which Merchant issues Benefits pursuant hereto. If Merchant issues Benefits in more than one State pursuant hereto, then the reference shall mean each such State severally, not jointly. 29. DECLINE MINIMIZER SERVICES. If Merchant elects to use Global Direct's Decline Minimizer Service (as defined below), the following terms apply. Merchant represents and warrants that its business is of such a nature that it periodically needs to receive updated cardholder account information and that Merchant does not belong to any high-risk categories as determined by any Card Schemes. In consideration of Merchant's payment of any fees and charges set forth herein, Global Direct agrees to provide to Merchant certain Card decline minimizer services facilitated by applicable card associations, which services are designed to assist merchants in recurring payment industries with maintenance of current cardholder account data (such services, the "decline Minimizer Services"). The Decline Minimizer Services are Page 14 of 27 subject to availability as determined by the card associations. Merchant acknowledges that a card association may terminate or suspend Global Direct's ability or right to provide the Decline Minimizer Services, and Global Direct may terminate its obligations with respect to the Decline Minimizer Service at any time upon notice to Merchant. The Decline Minimizer Services may be subject to additional terms, conditions, and/or fees, notice of which shall be provided to Merchant in accordance with this Card Services Agreement. 30. CALLPOP OPENEDGE SERVICES. 30.1. Global Direct offers hardware and services, which may include but are not limited to, phone/fax to VOIP smart box converter, phone analytics, two-way calling call notes and call history, quick text for incoming and missed calls, reviews via text, text to pay, smart caller ID, reporting portal(s), and mobile application(s) among other things (collectively, the "CallPop OpenEdge Services") for Merchant's sole use with its internal business operations. 30.2.If Merchant elects to use Global Direct's CallPop OpenEdge Services (as defined above), the following terms apply. In consideration of Merchant's payment of the fees and charges set forth in the Merchant Application with respect to Global Direct's CallPop OpenEdge Services, and subject to the terms and conditions herein, Global Direct agrees to provide Merchant certain CallPop Services and hereby grants Merchant a limited, non-exclusive, non-sublicensable, non- transferable license in the United States of America to access and use the CallPop Open Edge Services (as defined above) solely for Merchant's internal business operations. Merchant shall not and shall not permit or authorize any other party to (a) decompile, disassemble, reverse engineer, or otherwise attempt to discern the source code of the CallPop OpenEdge Services; or (b) copy, modify, enhance, or otherwise create derivative works of the CallPop OpenEdge Services. Either party may terminate or suspend the CallPop OpenEdge Services without terminating the rest of the Card Services Agreement pursuant to the termination and/or suspension rights specified in the Card Services Agreement. Notwithstanding the foregoing, Global Direct may terminate its obligations with respect to the CallPop OpenEdge Services at any Lime upon notice to Merchant. The CallPop OpenEdge Services may be subject to additional terms, conditions, and/or fees, notice of which shall be provided to Merchant in accordance with this Card Services Agreement. 30.3. Notwithstanding anything to the contrary herein, excepts as expressly provided herein, Global Direct makes no representation or warranty, express or implied with respect to the CallPop OpenEdge Services, including without limitation, any hardware provided in connection therewith. Global Direct specifically disclaims all warranties as to the merchantability, condition, design, or compliance with specifications or standards, and expressly disclaims all implied warranties, including without limitation implied warranties of merchantability, fitness for a particular use, or non -infringement of third party rights, with respect to the CallPop OpenEdge Services. Global Direct does not warrant that the CallPop OpenEdge Services will operate without interruption or on an error free basis. Global Direct shall have not liability to Merchant for incidental, special, consequential, indirect or exemplary damages, including without limitation lost profits, revenues and business opportunities, or damages for injury to person or property, arising out of or in connection with the use by Merchant of the CallPop OpenEdge Services. 31. DISCOVER PROGRAM MARKS, Merchant is hereby granted a limited non-exclusive, non -transferable license to use Discover brands, emblems, trademarks, and/or logos that identify Discover cards ("Discover Program Marks"). Merchant is prohibited from using the Discover Program Marks other than as expressly authorized in writing by Global Direct. Merchant shall not use the Discover Program Marks other than to display decals, signage, advertising and other forms depicting the Discover Program Marks that are provided to Merchant by Global Direct pursuant to this Card Services Agreement or otherwise approved in advance in writing by Global Direct. Merchant may use the Discover Program Marks only to promote the services covered by the Discover Program Marks by Page 15 of 27 using them on decals, indoor and outdoor signs, advertising materials and marketing materials; provided that all such uses by Merchant must be approved in advance by Global Direct in writing. Merchant shall not use the Discover Program Marks in such a way that customers could believe that the products or services offered by Merchant are sponsored or guaranteed by the owners of the Discover Program Marks. Merchant recognizes that it has no ownership rights in the Discover Program Marks and shall not assign to any third party any of the rights to use the Discover Program Marks. 32. PAYPAL MARKS, PayPal Marks means the brands, emblems, trademarks, and/or logos that identify PayPal Acceptance. Merchant shall not use the PayPal Marks other than to display decals, signage, advertising, and other forms depicting the PayPal Marks that are provided to Merchant by Global Direct pursuant to the Merchant Program or otherwise approved in advance in writing by Acquirer. Merchant may use the PayPal Marks only to promote the services covered by the PayPal Marks by using them on decals, indoor and outdoor signs, advertising materials and marketing materials; provided that all such uses by Merchant must be approved in advance by Global Direct in writing. Merchant shall not use the PayPal Marks in such a way that customers could believe that the products or services offered by Merchant are sponsored or guaranteed by the owners of the PayPal Marks. Merchant recognizes that it has no ownership rights in the PayPal Marks. Merchant shall not assign to any third party any of the rights to use the PayPal Marks. Merchant is prohibited from using the PayPal Marks, not permitted above, unless expressly authorized in writing by PayPal. 33. AMERICAN EXPRESS CARD ACCEPTANCE. 33.1. If Merchant accepts American Express transactions, Merchant hereby acknowledges and agrees that for purposes of acceptance of American Express, the American Express Guide is hereby incorporated by reference into this Card Services Agreement. In addition, Merchant agrees to comply with the terms of all other security and operational guides published by American Express from time to time, including the American Express Data Security Requirements. Merchant hereby authorizes Global Direct to submit American Express transactions to, and receive settlement from, American Express on behalf of Merchant. Merchant must accept the American Express card as payment for goods and services [other than those goods and services prohibited under the American Express Guide sold, or (if applicable) for charitable contributions made, at all of its establishments, except as expressly permitted by state statute. Merchant is jointly and severally liable for the obligations of Merchant's establishments under the Card Services Agreement. For the avoidance of doubt, "cardholder" as used in this Card Services Agreement shall include Card Members as defined in the American Express Guide. 33.2. Merchant hereby acknowledges and agrees that (i) Global Direct may disclose American Express Transaction Data (which for purposes of this section 33 shall have the same definition as "Transaction Data" in the American Express Guide), Merchant Data (as defined below), and other information about Merchant to American Express, (ii) American Express may use such information to perform its responsibilities in connection with the American Express Program, promote the American Express Network, perform analytics and create reports, and for any other lawful business purpose, including marketing purposes, and (iii) American Express may use the information obtained in this application at the time of setup to screen and/or monitor Merchant in connection with American Express Card marketing and administrative purposes. If Merchant has provided a wireless phone number in connection with this Card Services Agreement, Merchant hereby agrees that it may be contacted at that number and the communications sent may include autodialed text messages or automated prerecorded calls. if Merchant has provided a fax number, Merchant hereby agrees that it may be sent fax communications. To opt out of American Express -related marketing communications, Merchant may contact Global Direct customer service as described in this Card Services Agreement. For purposes of this section 33, "Merchant Data" means names, postal and email addresses, tax ID numbers, names and social Page 16 of 27 security numbers of the authorized signer of Merchant and similar identifying information about Merchant, For clarification, Merchant Data does not include American Express Transaction Data. 33.3.Merchant hereby agrees that, if Merchant becomes a High Charge Volume Merchant (as defined below), Merchant will be converted from the American Express Program to a direct American Express Card acceptance relationship with American Express, and upon such conversion, (i) Merchant will be bound by American Express' then -current card acceptance agreement, and (ii) American Express will set pricing and other fees payable by Merchant for American Express Card acceptance. "High Charge Volume Merchant" for purposes of this section 33 means an American Express Program Merchant with either (i) greater than $1,000,000 in American Express charge volume in a rolling 12 -month period or (ii) greater than $100,000 in American Express charge volume in any 3 consecutive months. For clarification, if Merchant has multiple establishments, the American Express charge volume from all establishments shall be summed to together when determining whether Merchant has exceeded the thresholds above. 33.4. Merchant shall not assign to any third party any American Express -related payments due to it under this Card Services Agreement, and all indebtedness arising from American Express Charges (as defined below) will be for bona fide sales of goods and services (or both) at its establishments (as defined below) and free of liens, claims, and encumbrances other than ordinary sales taxes; provided, however, that Merchant may sell and assign future American Express transaction receivables to Global Direct, its affiliated entities and/or any other cash advance funding source that partners with Global Direct or its affiliated entities, without consent of American Express. 33,5. In connection with Merchants acceptance of American Express, Merchant agrees to comply with and be bound by, the rules and regulations imposed by the PCI Security Standards Council (including without limitation the PCI Data Security Standard). Merchant hereby agrees to report all actual or suspected Data Incidents (as such term is defined in the American Express Data Security Requirements) immediately to Global Direct and American Express immediately upon discovery thereof. 33.6.Merchant hereby agrees that American Express small have third party beneficiary rights, but not obligations, to enforce the Card Services Agreement against Merchant to the extent applicable to American Express processing. Merchant's termination of American Express card acceptance shall have no direct or indirect effect on Merchant's rights to accept other card brands. To terminate American Express acceptance, Merchant may contact Global Direct customer service as described in this Card Services Agreement. 33.7.Without limiting any other rights provided herein, Global Direct shall have the right to immediately terminate Merchant's acceptance of American Express cards upon request of American Express. Merchant may not bill or collect from any American Express Card Member for any purchase or payment on the American Express card unless a chargeback has been exercised, Merchant has fully paid for such charge, and it otherwise has the right to do so. Merchant shall use the American Express brand and marks in accordance with the requirements set forth in the American Express Guide. 34. ELECTRONIC SIGNATURES. 34.1.Under the Electronic Signatures in Global and National Commerce Act (E -Sign), this Card Services Agreement and all electronically executed documents related hereto are legally binding in the same manner as are hard copy documents executed by hand signature when: (a) your electronic signature is associated with the Card Services Agreement and related documents, (b) you consent and intend to be bound by the Card Services Agreement and related documents; and (c) the Card Services Agreement is delivered in an electronic record capable of retention by the recipient at the time of receipt (i.e., print or otherwise store the electronic record). This Card Page 17 of 27 Services Agreement and all related electronic documents shall be governed by the provisions of E -Sign. 34.2. By pressing Submit, you agree: (a) that the Card Services Agreement and related documents shall be effective by electronic means; (b) to be bound by the terms and conditions of this Card Services Agreement and related documents; (c) that you have the ability to print or otherwise store the Card Services Agreement and related documents; and (d) to authorize us to conduct an investigation of your credit history with various credit reporting and credit bureau agencies for the sole purpose of determining the approval of the applicant for merchant status or equipment leasing. This information is kept strictly confidential and will not be released. 35. SURCHARGES/OTHER FEES. 35.1. Merchant pricing appears in the Card Services Fee Schedule of the Merchant Application. T&E merchants (airline, car rental, cruise line, fast food, lodging, restaurant, travel agent, transportation) may have separate rates quoted for consumer and commercial (business) transactions. Transactions that do not clear as priced are subject to surcharges (as outlined in Merchant Application) that are billed back to you on your monthly statement. The most predominant market sectors and transactions types for surcharges appear in the Surcharge Addendum attached, however, such sectors and transaction types are not comprehensive and are subject to change. Most surcharges can be avoided by using a product that supports authorization and market data requirements established by the card associations and that are subject to change from time to time. Some surcharges occur on specific types of cards (including without limitation Visa Rewards Card, Visa Signature Card, Visa Signature Preferred Card, Visa Infinite Card, Mastercard Rewards Card, Mastercard World Card, Mastercard World Elite Card, Discover Rewards Card, Discover Premium Card, Discover Premium Plus Card, and "foreign" cards issued outside the United States). Unless your Card Services Fee Schedule specifically addresses commercial cards (i.e., Business Cards, Corporate Cards, Fleet Cards, GSA Cards, Purchase Cards), you will be billed back for the higher cost of acceptance of commercial cards, unless you are primarily a business -to -business supplier with corresponding pricing based on acceptance of commercial cards. The card associations require that information from the original authorization, including a lifecycle identifier, be retained and returned with subsequent authorizations and/or the settled transaction data. The card associations validate this information as part of the clearing and settlement process. If authorization data is not retained and returned at settlement, then the transaction will not clear as priced and will incur a surcharge. For more information concerning surcharging and to view market data, you may wish to check the Global Direct website (www.globalpaymeiitsinc.com) for best practices information and to license Global Access @dvantage (GAO) or Business View for transaction detail review. 35.2.The items listed in this section 35 are not and are not intended to be a comprehensive list of all instances in which surcharges may apply. Surcharges may apply in additional situations. All surcharges may include additional fees assessed by the applicable card association and Member or Global Direct. 35.3. In addition, Merchant maybe assessed additional fees which will be in addition to the fees stated on the Merchant Application, including the following: 35.4. Merchant will also be assessed: (a) Cross -Border fees and a U.S. Acquirer Support fee for international Mastercard and Maestro transactions; (b) an International Service Assessment fee and International Acquirer fee for international Visa transactions; and (c) an International Processing fee and International Service fee for international Discover transactions. These fees, which are applicable to transactions between Merchant and a non -US. Mastercard, Maestro, Visa, American Express, or Discover cardholder will be displayed as a separate item on Merchant's monthly statement and may include fees assessed by both the applicable card association and Member or Global Direct. Page 18 of 27 35.5.Merchantwill also be assessed per transaction access or participation fees and assessment rates for Visa, Mastercard, American Express, Discover and PayPal transactions, which will be displayed as a separate item on Merchant's monthly statement and may include fees by both the applicable card association and Member or Global Direct. 35.6. Merchant will also be assessed a Discover Network Authorization Fee. 35.7. Merchant may also be assessed a PCI DSS Compliance fee, which will appear as a separate item on Merchant's monthly statement. This fee is assessed by Member and Global Direct in connection with Member and Global Direct's efforts to comply with the PCI Data Security Standard and does not ensure Merchant's compliance with the PCI Data Security Standard or any law, rule or regulation related to cardholder data security. The payment of such fee shall not relieve Merchant of its responsibility to comply with all rules and regulations related to cardholder data security, including without limitation the PCI Data Security Standard. Merchant may also be assessed a PCI DSS Non -Compliance fee until they validate compliance or confirm they are using a PA DSS Validated payment application. 35.8. Merchant will also be assessed the following fees on or related to Visa transactions: the Visa Misuse of Authorization System fee, which will be assessed on authorizations that are approved but never settled with the Merchant's daily batch, the Visa Zero Floor Limit Fee, which will be assessed on settled transactions that were not authorized, the Visa Zero Dollar Verification fee, which will be assessed on transactions where Merchant requested an address verification response without an authorization, the Visa Transaction Integrity fee, which will be assessed on Visa signature debit and prepaid transactions that fail to meet processing and transaction standards defined by Visa, and a monthly fee based on the number of card present Merchant locations by Merchant taxpayer identification number and/or all Visa volume processed by a Merchant's taxpayer identification number. Merchant will also be assessed a Mastercard CVC2 Transaction fee and the Mastercard Misuse of Authorization System fee, which will be assessed on authorizations that are approved but never settled with the Merchant's daily batch or not properly reversed within 120 days, and an acceptance and licensing fee that will be applied to the Merchant's total U.S. Mastercard sales volume. These fees will be displayed as separate items on Merchant's monthly statement, provided that the acceptance and licensing fee may be included with Merchant's Mastercard assessment fees, and may include fees assessed by both the applicable card association and Member or Global Direct. 36. ADDITIONAL MERCHANT TERMS. 36.1. Nothing contained in this Agreement shall be construed to be a waiver of Merchant's sovereign immunity or any individual's qualified, good faith or official immunities. The parties acknowledge that certain sections of the Merchant Application that are populated with the name of City of Milton Mayor Joe Lockwood as personal guarantor are not intended to personally bind Mr. Lockwood or to any other Merchant officer or employee. Mr. Lockwood and any other impacted Merchant officers or employees are the intended third -party beneficiaries of this paragraph and may enforce this paragraph affirmatively or as a contract defense in any action arising out of the Agreement. 36.2. Nondiscrimination: In accordance with Title VI of the Civil Rights Act of 1964, 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, Global Direct and Member agree that, during performance of the Agreement, Global Direct and Member, each 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, Global Direct and Member agree to comply with all applicable implementing regulations of the Page 19 of 27 statutes referenced above, and shall include the provisions of this paragraph in every subcontract for services contemplated under the Agreement. 36.3. To the extent required by law, each party agrees to complywith the Georgia Open Records Act (O.C.G.A. § 50-18-70, et seq.) and the Georgia Open Meetings Act (O.C.G.A. § 50-14-1, et seq.) and no confidentiality requirement in the Agreement shall impose any obligation inconsistent with the rights and duties created by those Acts. 36.4. Merchant and Global Direct and Member acknowledge that it is prohibited for any person to offer, give, or agree to give any City of Milton 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, influencing the content of any specification or procurement standard, rendering of advice, investigation, auditing, or in any other advisory capacity in any proceeding or application, requestfor 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. Merchant and Global Direct and Member further acknowledge that it is prohibited for any payment, gratuity, or offer of employment to be made by or on behalf of a sub - consultant under a contract to Global Direct or Member or any higher tier sub -consultant, or any person associated therewith, as an inducement for the award of a subcontract or order. 36.5. Pursuant to O.C.G.A. § 13-10-91, Merchant may not enter into a contract for the performance of services unless Global Direct and Member shall provide evidence on the forms, attached hereto as Exhibits "A" and "B" (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 its subcontractors have registered with, are authorized to use and use the federal work authorization program commonly known as 13 -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. Global Direct and Member hereby verify that each has, prior to executing the Agreement, executed a notarized affidavit, the form of which is provided in Exhibit "A", and submitted such affidavit to Merchant. Further, Global Direct and Member hereby agree 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 Georgia Department of Labor Rule 300-10-1-.02. In the event Global Direct or Member employ or contract with any subcontractor(s) in connection with the Agreement, Global Direct or Member (as applicable) agree 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 "B", which subcontractor affidavit shall become part of the Global Direct or Member/subcontractor agreement. If a subcontractor affidavit is obtained, Global Direct and Member agree to provide a completed copy to Merchant within five (5) business days of receipt from any subcontractor. Global Direct and Member and Global Direct and Member's subcontractors shall retain all documents and records of their respective verification process for a period of five (5) years following completion of the contract. Global Direct and Member hereby agree that, in the event Global Direct or Member employ or contract with any subcontractor(s) in connection with the Agreement and where the subcontractor is required to provide an affidavit pursuant to O.C.G.A. § 13-10-91, Global Direct or Member (as applicable) 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. Page 20 of 27 SURCHARGE ADDENDUM FOR PREDOMINANT MARKET SECTORS Retail/Restaurant Electronic Merchant If you are a Retail Merchant or a Restaurant Merchant with retail -only pricing (no Business Card Rate) and utilize a certified terminal product or electronic system or the payment application provided by Global Direct or its partner, which is designed for authorization and settlement through Global Direct, each consumer card transaction you submit which meets all of the following requirements will be priced at the rate quoted. Each transaction not processed as outlined, including without limitation retail commercial card transactions in addition to transactions using Visa Rewards Card, Visa Signature Card, Visa Signature Preferred Card, Visa Infinite Card, Mastercard Rewards Card, Mastercard World Card, Mastercard World Elite Card, Discover Rewards Card, Discover Premium Card, Discover Premium Plus Card and all Commercial Cards, will be priced at the rate quoted plus the applicable surcharge rate quoted in the Merchant Application. • Obtain a single electronic authorization with magnetic strip read or contactless data capture (electronic imprint) at the time of sale. Obtain a single electronic authorization and settle for authorized amounts. • Obtain a cardholder signature (unless transaction is eligible for No Signature Required [NSR] program). Settle and transmit batches same day via your terminal/electronic system. • The electronic authorization amount must be equal to the transaction amount on all Visa debit card transactions unless a Restaurant (MCC 5812), Fast Food (MCC 5814), Service Station (MCC 5541) or, Bar/Tavern (MCC 5513), Beauty/Barber Shop (MCC 7230), or Taxi/Limousines (MCC 4121). • The electronic authorization amount must be equal to the transaction amount on Discover retail transactions except that Taxi Limousines (MCC 4121) and Beauty/Barber Shop (MCC 723 0) merchant transactions may vary up to 20%. Restaurant (MCC 5812), Fast Food (MCC 5814), Service Station (MCC 5541) or Bar/Tavern (MCC 5513) transactions may vary by more than 20% from the electronic authorization without incurring surcharges. Restaurant Electronic Merchant If you are a Restaurant Merchant MCC 5812 or Fast Food Merchant MCC 5814 and utilize a certified terminal product or electronic system for authorization arid settlement through Global Direct, each consumes- card transaction you submit which meets all of the following requirements will he priced at the rate quoted. Each transaction not processed as outlined, in addition to transactions using Visa Rewards Card, Visa Signature Card, Visa Signature Preferred Card, Visa Infinite Card, Mastercard Rewards Card, Mastercard World Card, Mastercard World Elite Card, Discover Rewards Card, Discover Premium Card, and Discover Premium Plus Card will be priced at the rate quoted plus the applicable surcharge rate quoted in the Merchant Application. Commercial Card transactions that meet these requirements will be subject to the Business Card rate quoted in the Fee Schedule. Commercial Card transactions not processed in accordance with these requirements will be subject to the rate quoted plus the applicable surcharge rate quoted in the Merchant Application. • Obtain a single electronic authorization with magnetic strip read or contactless data capture (electronic imprint) at the time of sale. Obtain a cardholder signature (unless transaction is eligible for NSR program). • Settle and transmit batches same day via your terminal/electronic system. Supermarket Electronic Merchant If you are an approved (certified) supermarket merchant and utilize a terminal or electronic system for authorization and settlement through Global Direct, each transaction you submit which meets all of the following requirements will be priced at the rate(s) quoted for Supermarket Credit Card and Supermarket Check Card. Each transaction not processed as outlined, in addition to transactions using Page 21 of 27 Visa Rewards Card, Visa Signature Card, Visa Signature Preferred Card, Visa Infinite Card, Mastercard Rewards Card, Mastercard World Card, Mastercard World Elite, Discover Rewards Card, Discover Premium Card, Discover Premium Plus Card and commercial cards, will be priced at the rate quoted plus the applicable surcharge rate quoted in the Merchant Application. Obtain a magnetic strip read (card swipe/contactless data capture/electronic imprint) at the time of sale. Obtain a single electronic authorization and settle for authorized amounts. Obtain a cardholder signature (unless transaction is eligible for NSR program). Settle and transmit batches same day via your terminal/electronic system. The electronic authorization amount must be equal to the transaction amount on all Visa debit card transactions. Emerging Market Electronic Merchant If you qualify as an Emerging Market Merchant (as defined by Association guidelines from time to time) and utilize a terminal or electronic system for authorization and settlement through Global Direct, each transaction you submit which meets all the following requirements will be priced at the rates quoted. Any other transaction, including commercial card transactions, Visa Rewards Card, Visa Signature Card, Visa Signature Preferred Card, Visa Infinite Card, Mastercard Rewards Card, Mastercard World Card, Mastercard World Elite Card, Discover Rewards Card, Discover Premium Card, Discover Premium Plus Card, and non-magnetic stripe read foreign transactions will be priced at the rate quoted plus the applicable surcharge rate quoted in the Merchant Application In addition, each Visa transaction not processed as outlined, but transmitted same day or next day via your terminal/electronic system, will be priced at the rate quoted plus the applicable surcharge rate quoted in the Merchant Application. Obtain a single electronic authorization. • Settle and transmit batches same day via your terminal/electronic system. Provide market data as required. See Note. NOTE: If card is not present and a magnetic stripe read does not occur, then Merchant may be required to comply with "Direct Marketer" market data requirements including AVS request on cardholder billing address at time of authorization. If card is present and cardholder signature is obtained, however the magnetic stripe is damaged, then Merchant may be required to obtain AVS match on cardholder billing address zip code. MOTO Electronic Merchant If you are a MOTO Merchant (non-magnetic swipe read transactions) and utilize a certified terminal product or electronic system for authorization and settlement through Global Direct, each transaction you submit which meets all of the following requirements will be priced at the rate quoted. Any other transaction, including all foreign transactions and commercial card transactions in addition to transactions using Visa Rewards Card, Visa Signature Card, Visa Signature Preferred Card, Visa Infinite Card, Mastercard Rewards Card, Mastercard World Card, Mastercard World Elite Card, Discover Rewards Card, Discover Premium Card, and Discover Premium Plus Card will be priced at the rate quoted plus the applicable surcharge rate quoted in the Merchant Application. Obtain an electronic authorization and settle for authorized amounts (one reversal permitted on Visa transactions to make authorization amount equal to settle amount). Address Verification Request in authorization on cardholder billing address. For Discover transactions, Merchant must obtain full address verification request on street number and/or 9 digit postal code. CID verification for Discover merchants on non-recurring transactions. Purchase date (settled date) is ship date. Page 22 of 27 Send order number with each transaction. Settle and transmit batches same day via your terminal/electronic system. Send level 3 data (line item detail, sales tax, customer code) with every eligible commercial card transaction. NOTE: Card Not Present transactions involving one-time, recurring, or installment bill payment transactions are subject to additional card association requirements which must be complied with to avoid surcharges. Electronic commerce transaction requirements are also subject to additional card association requirements which must be complied with to avoid surcharges. Please refer to Card Acceptance Guide for additional requirements. NOTE: 'Transactions which utilize our TouchTone Capture system for authorizations and settlement, settle beyond 48 hours, or are not transmitted via the TouchTone Capture system, will be priced at the rate quoted plus the applicable surcharge rate quoted in the Merchant Application. Public Sector Electronic Merchant If you are an approved (certified) public sector merchant and utilize a terminal or electronic system for authorization and settlement through Global Direct, each transaction you submit which meets all of the following requirements will be priced at the rate(s) quoted for Public Sector. Each transaction not processed as outlined, in addition to transactions using Visa Rewards Card, Visa Signature Card, Visa Signature Preferred Card, Visa Infinite Card, Mastercard Rewards Card, Mastercard World Card, Mastercard World Elite, Discover Rewards Card, Discover Premium Card, Discover Premium Plus Card and commercial cards, will be priced at the rate quoted plus the applicable surcharge rate quoted in the Merchant Application. Obtain a magnetic strip read (card swipe/contactless data capture/electronic imprint) at the time of sale. Obtain a single electronic authorization and settle for authorized amounts. Obtain a cardholder signature (unless transaction is eligible for NSR program). Settle and transmit batches same day via your terminal/electronic system. The electronic authorization amount must be equal to the transaction amount on all Visa debit card transactions. Purcbase Card Electronic Merchant If you are a Purchase Card Merchant (non-magnetic swipe read transactions) and utilize a certified terminal product or electronic system for authorization and settlement through Global Direct, each transaction you submit which meets the following requirements will be priced at the rate quoted. Each Visa transaction not processed as outlined, but transmitted same day or next day via your terminal/electronic system, will be priced at the rate quoted plus the applicable surcharge rate quoted in the Merchant Application. Each Visa business and commercial card transaction will be priced at the rate quoted plus the applicable surcharge rate quoted in the Merchant Application. Any other transaction that does not meet the following requirements, including without limitation foreign transactions, tax-exempt Visa Commercial transactions, Visa Rewards Card, Visa Signature Card, Visa Signature Preferred Card, Visa Infinite Card, Mastercard Rewards Card, Mastercard World Card, Mastercard World Elite Card, Discover Rewards Card, Discover Premium Card and Discover Premium Plus Card will be priced at the rate quoted plus the applicable surcharge rate quoted in the Merchant Application. Obtain an electronic authorization and settle for authorized amounts (one reversal permitted on Visa transactions to make authorization amount equal to settled amount). Address Verification Request in authorization on cardholder billing address. Purchase date (settled date) is ship date. Page 23 of 27 • Send order number (customer code) with each transaction. Send tax amount with every transaction. • Send Level 3 data (line item detail) with every eligible commercial card transaction. Sales tax exempt transactions will notbe considered to meet these requirements unless they include Level 3 data (line item detail). • Settle and transmit batches same day via your terminal/electronic system. Lodging/Auto Rental Electronic Merchant If you are a Lodging or Auto Rental Merchant utilizing a terminal or electronic system for authorization and settlement through Global Direct, each consumer card transaction you submit which meets the following requirements will be priced at the rate quoted. Each transaction not processed as outlined, including without limitation non-magnetic stripe read foreign transactions, and transactions using Visa Rewards Card, Visa Signature Card, Visa Signature Preferred Card, Visa Infinite Card, Mastercard Rewards Card, Mastercard World Card, Mastercard World Elite Card, Discover Rewards Card, Discover Premium Card, and Discover Premium Plus Card will be priced at the rate quoted plus the applicable surcharge rate quoted in the Merchant Application. Commercial Card transactions that meet these requirements will be subject to the Business Card rate quoted in the Fee Schedule. Commercial Card transactions not processed in accordance with these requirements will be subject to the rate quoted plus the applicable surcharge rate quoted in the Merchant Application. • Obtain a magnetic swipe read (card swipe/electronic imprint) at the time of check-in. • Obtain additional electronic authorizations or send partial reversals to bring total authorized amount within 1.5% of settled amount. Authorizations must meet card association requirements. • Obtain a cardholder signature for final transaction amount. Purchase Date is hotel check-out date/auto return date. • Length of guest stay/rental in initial authorization. • hotel Folio/Rental Agreement Number and check-in date/check-out date transmitted with each transaction. • Additional market data may be required for commercial card transactions to avoid surcharges. Lodging merchants who: (a) accept credit cards for advance payment; (b) guarantee reservations using a credit card; or (c) provide express check-out services to guests, must comply with additional card association requirements for these services in addition to additional authorization and settlement market data requirements. Lodging merchants who subject charges to final audit and bill for ancillary/additional charges must comply with additional bank card association requirements for these services in addition to additional authorization and settlement market data requirements to avoid surcharges. These transactions may also be subject to the rate quoted plus the applicable surcharge rate quoted in the Merchant Application. Please see Card Acceptance Guide for requirements and best practices for these transactions. Paper Deposit Merchant Non-terminal/electronic paper deposit transactions will be priced at the rate quoted in the Card Services Fee Schedule of the Merchant Application. Debit Card Merchant Each debit card transaction will be assessed the network's acquirer fee in addition to the debit card per item fee quoted in the Card Services Fee Schedule of the Merchant Application. Card Present / Mag Stripe Failure: A magnetic stripe read is also referred to as an electronic imprint. If the magnetic stripe is damaged, then other validation means may be required to protect against counterfeit cards and merchant must Page 24 of 27 obtain a manual imprint. Most products, including the payment application, if any, will prompt for cardholder billing zip code and perform an AVS check for a zip code match. CID verification is recommended for Discover key -entered transactions. Ivey -entered retail transactions are subject to higher interchange and surcharges. The foregoing information regarding surcharging is not comprehensive and is subject to change by the card association. Additional or different rates or fees may apply based on the details of a subject transaction. All questions regarding Card Services should be referred to Global Payments Direct Inc. — 3550 Lenox Road NR, Suite 3000, Atlanta, GA. 30326, or call: 1-800-367-2638. Note: Billing disputes must be forwarded, in writing, to Customer Service within 60 days of the date of the statement and/or notice. Contact information for Member is listed in the Merchant Application. Global Payments Direct Inc. is a registered ISO of BMO Harris Bank N.A. and Wells largo Bank, N.A. Debit sponsorship is provided by Old Line Bank - 15 25 Pointer Ridge Place, Bowie, MD. 20716, 1(800)617- 7511. Page 25 of 27 tuffi:f1-113:G11VA STATE OF COUNTY OFa� CONTRACTOR AFFIDAVIT AND AGREEMENT 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, Georgia 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). The employee -number category designated below is applicable to the contractor, 500 or more employees 100 or more employees X Fewer than 100 employees Contractor hereby attests that its federal work authorization user identification number and date of authorization are as follows., Company ID: 45209 -,.Employer ID: 582227989 1 hereby declare under penalty of per jury that the Federal Work Authorization User Identification foregoing is true and correct, Number -7 Executed on -31 , 2020 in July 1, 2007 A N I -A (city), 6-A (state). Date of Authorization _ .. Global Payments Direct Inc. Signature of Authorized Officer or Agent -�f Name of Contractor Card Services Agreement Printed Name and Title of Authorized Officer or Agent Name of Project SUBSCRIBED AND SWORN BEFORE ME City of Milton County, (.Georgia ON THIS THE _3 t- DAY OF J_U 1u Name of Public Employer 20;2_0 . NOTARY P LIC Elizabeth L Butler NOTARY PUBLIC [NOTARY SEAL] Cobb County, GEORGIA My Commission Expires 07/27/2023 My Commission Expires: Page 26 o£27 STATE OF _ COUNTY OF EXHIBIT "B" SUBCONTRACTOR AFFIDAVIT By executing this affidavit, the undersigned subcontractor verifies its compliance with O.C.G.A. § 13-10-91, stating affirmatively that the individual, turn or corporation which is engaged in the physical performance of services under a contract with [name of contractor] on behalf of the City of Milton, Georgia has registered with, is authorized to use and uses the federal wort, 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. The employee -number category designated below is applicable to the subcontractor: 500 or more employees 100 or more employees Fewer than 100 employees Subcontractor hereby attests that its federal work authorization user identification number and date of authorization are as follows: Federal Work Authorization User Identification Number Date of Authorization Name of Subcontractor Card Services Agreement Name of Project City of Milton County, Georgia Name of Public Employer I hereby declare under penalty of perjury that the foregoing is true and correct. Executed on , 20 in (city) (state). Signature of Authorized Officer or Agent Printed Name and Title of Authorized Officer or Agent SUBSCRIBED AND SWORN BEFORE ME ON THIS THE DAY OF 20 NOTARY PUBLIC [NOTARY SEAL] My Commission Expires: OPENEDGE CHECK SERVICES MERCHANT APPLICATION Merchant's DBA Name/Outlet Name:Merchant's Legal Name: City of Milton - Online City of Milton Contact Name at this Address:Contact Name at this Address: Bernadette Harvill Bernadette Harvill Email:Email: bernadette.harvill@cityofmiltonga.us bernadette.harvill@cityofmiltonga.us Physical Street Address :(No Po Box)Legal Address: 2006 Heritage Walk 2006 Heritage Walk City, State, Zip:City, State, Zip: Milton, GA, 30004 Milton, GA, 30004 DBA Phone:Fax:Corp Phone:Fax: (678) 242-2500 (678) 242-2500 Company Stock Ticker :(If Publicly Traded)Website Address :(Required for Internet Merchants) www.cityofmiltonga.us Customer Service Phone :(Required for Moto and Internet Merchants Only)Federal Tax ID #:Years in Business :(Current Owner) (678) 242-2500 5 1 0 6 0 8 8 6 2 13 Merchant Profile Type of Ownership:Sole Proprietor Partnership Corporation LLC Professional Assoc Other Tax Exempt Org (510c) ☐ ☐ ☐ ☐ ☐ ☐ ☐ SIC/MCC Code: 9 3 9 9 Description of Products or Services Sold: Business License, Pouring Permits, Background Checks, False Alarm Fees and Permits Account Deposit and Funds Information Transaction Funding Bank Routing/Transit Number:Transaction - Bank Account Number:Transaction Type of Account: 0 6 1 0 0 0 1 0 4 1000137235791 Checking Savings ☑ ☐ Billing Bank Routing/Transit Number (If different from Funding Account):Billing Bank - Bank Account Number:Billing Type of Account: Checking Savings ☐ ☐ Requested Activity Transaction Processing Information Annual Check Sales Average Transaction 1,000,000 350 Please provide accurate estimates of your expected ACH and/or Check21 activity. This information will be used during underwriting as a guide to establish your transaction limits. Requested amounts below are subject to approval by OpenEdge Risk Management Highest Single Monthly Amount $Highest Single Transaction Amount $ 500,000 50,000 OpenEdge Check Services Requested - Please select all that apply. Estimate usgae % for each selection (Must total 100%) Paper Check Conversion - Remote Deposit Capture: Please Note: Hardware is required for these Transaction Types ☐I receive paper checks through the mail or in a lockbox.ARC 0% ☐I receive paper checks at the time of the sale. I later process and convert them to an electronic payment.BOC 0% ☐I receive paper checks at the time of the sale and I process and convert them at the same time to an electronic payment.POP 0% Electronic Check (a paper check is not presented) ☐I have written pre-arranged agreements with my consumers to debit or credit their personal bank account for the goods or service I sell.PPD 0% ☐I take transactions on a phone call from my consumers.TEL 0% ☑Payments are submitted to me via a website, shopping cart or similar method.WEB 100% ☐We have pre-arranged written agreements with our Corporate Partner authorizing us to debit or credit their bank accounts.CCD 0% Additional Services Available ☐Check Verification Services ☐Check 21 (AIR) 1 of 15 EMAIL NOTIFICATION Please send email notifications of returned items☑ Primary Email Address bernadette.harvill@cityofmiltonga.us Secondary Email Address finance@cityofmiltonga.us AUTO RE-PRESENTMENT Would you like OpenEdge to automatically re-present ACH and/or Check21 NFS returns? Yes No If yes, please complete Re-Presentment Options below.☐ ☑ ACH RE-PRESENTMENT OPTIONS Face Amount - Maximum Number of Re-Presentments (select one): 2 1☐ ☐ Timing of Re-Presentment: of Days (0=immediately) CHECK21 RE-PRESENTMENT OPTIONS Face Amount - Maximum Number of Re-Presentments (select one): 1☐ Timing of Re-Presentment: of Days (0=immediately) Corporate Officers or Principal (A Principal is an Owner; or, If a Public Corporation Senior Officers Starting With CFO, CEO or President.) Name of Principal:Title of Principal: % Owned: Phone Number: Residential Address, City, State, Zip: Joe Lockwood Mayor 0% (678) 242-2500 2006 Heritage Walk, Milton, GA, 30004 % , , , % , , , Personal Guarantee As a primary inducement to OpenEdge Payments LLC (“OpenEdge”) to enter into this Agreement, the persons indicated and signing below (the “Guarantor(s)”) do jointly and severally, unconditionally and irrevocably, guarantee the continuing full and faithful performance and payment by Merchant of each of its duties and obligations to OpenEdge pursuant to this Agreement, as it now exists or amended from time to time, with or without notice. Guarantor(s) understands that OpenEdge may proceed directly against Guarantor(s) without first exhausting its remedies against any other person or entity responsible therefore to it or any security held by OpenEdge or Merchant. This guarantee will not be discharged or affected by the death of Guarantor(s), will bind all heirs, administrators, representatives and assigns and may be enforced by or for the benefit of any successor of OpenEdge. Guarantor(s) understand that the inducement to OpenEdge to enter into this Agreement is consideration for the guarantee, and that this guarantee remains in full force and affect even if the Guarantor(s) receive no additional benefit from the guarantee. This guarantee shall not be discharged or otherwise affected by any waiver, indulgence, compromise, settlement, extension of credit, or variations of terms of this Agreement. Guarantor(s) agree to promptly provide to OpenEdge or its agents any information requested by any of them from time to time concerning its financial conditions(s), business relationships, business history, and employment information. Guarantor(s) have read, understand, and agree to be bound by the terms and conditions set forth in this Merchant Application as well as the OpenEdge Check Services Agreement, and certifies that all information provided in these applications is true and correct and complete. Guarantor(s) authorize OpenEdge or any credit reporting agency employed by OpenEdge or any agent of OpenEdge, to make whatever inquires OpenEdge deems appropriate to investigate, verify or research references, statements or data obtained for the purpose of this Merchant Application. Print Name:Social Security #:Date of Birth: Street Address:City/State/Zip:Years at Address: , , Home Phone:Email Address: Signature:Date: Print Name:Social Security #:Date of Birth: Street Address:City/State/Zip:Years at Address: , , Home Phone:Email Address: Signature:Date: Signature The undersigned is duly authorized to sign on behalf of the Merchant and to bind the Merchant to the terms and conditions set forth in this Merchant Application and the OpenEdge Check Services Agreement ("Agreement"), which terms and conditions are acknowledged and agreed to by the Merchant, and certifies that all information provided in this Merchant Application is true, correct and complete. The undersigned signing on behalf of the Merchant is a legal resident of the United States of America, is at least 18 years of age, and authorizes OpenEdge or any credit reporting agency employed by OpenEdge or any agent of OpenEdge, to make whatever inquiries OpenEdge deems appropriate to investigate, verify or research references, statements or data obtained from Merchant for the purpose of this Merchant Application. The undersigned, on behalf of the Merchant, authorizes OpenEdge to initiate automated deposit or debit (ACH) entries to the Merchant's bank account as indicated on this Merchant Application or subsequently provided by Merchant. Print Name of Authorized Signer:Title of Authorized Signer: Signature:Date: 2 of 15 Joe Lockwood Mayor EXHIBIT B Fees Summary of Fees ACH AIR(Check21) Remote Deposit Capture (ARC, BOC, POP) Discount Fee Per Item Fee Discount Fee Per Item Fee Monthly Volume Tier 1 $ .01 - 5,000 0.00%$ 0.35 0.00%$ 0.40 Tier 2 $ 5,001 - 20,000 0.00%$ 0.33 0.00%$ 0.38 Tier 3 $ 20,001 - 50,000 0.00%$ 0.31 0.00%$ 0.36 Tier 4 > $50,001 0.00%$ 0.29 0.00%$ 0.34 Check Not Present (WEB, TEL, PPD, CCD) Discount Fee Per Item Fee Discount Fee Per Item Fee Monthly Volume Tier 1 $ .01 - 5,000 0.00%$ 1.00 -- Tier 2 $ 5,001 - 20,000 0.00%$ 1.00 -- Tier 3 $ 20,001 - 50,000 0.00%$ 1.00 -- Tier 4 > $50,001 0.00%$ 1.00 -- Miscellaneous Fees Per Account Account on File Fee $ 10.00 Monthly Minimum Fee $ 15.00 Application Fee $ 0.00 ACH Return Transaction Fees Per Item Fee Per Item Fee Returns (Administrative)each $ 6.00 -$ 6.00 Unauthorized Return Transaction Fee (Chargeback)each $ 25.00 -$ 25.00 Verification each $ 0.10 -$ 0.10 15 of 15 Initial:_____________ 3 of 15 . OpenEdge Check Services Agreement As set forth in the attached Merchant Application, this OpenEdge Check Services Agreement (“Agreement”) governs Merchant’s use of OpenEdge Payments LLC's ("OpenEdge") OpenEdge Check services. By submitting a Merchant Application, in the form acceptable to OpenEdge, or by using or attempting to use the OpenEdge Check services, Merchant acknowledges its receipt of this Agreement and agrees to be bound by these terms. Capitalized terms are defined on Exhibit A attached to this Agreement. I.OpenEdge Responsibilities 1.1 The Services. OpenEdge, in conjunction with its Professional Service Providers, will make available to Merchant the following Services: A. Accelerated Intelligent Routing. OpenEdge will utilize its Intelligent Routing Services in processing Merchant’s check-present transactions. Intelligent Routing Services will first attempt to route the transaction using the ACH Services, and if that fails, OpenEdge will then attempt to route the transaction using the Check21 Services (“Routing Services”) providing that an image of the check is presented for processing. B. ACH Services. OpenEdge will process and settle the ACH transactions presented by Merchant as the originator, including, but not limited to: (i) processing checks via ACH (categorized as POP, ARC, BOC, TEL, WEB, PPD, and CCD under the NACHA Rules; (ii) customer activation and approval, (iii) security and recovery; (iv) customer and other “back office” services; (v) check return services; and (vi) transmission of files to the ODFI. OpenEdge will provide Merchant with Software which provides the capability to process recurring transactions for WEB, PPD and CCD transaction types. Collectively, the above are referred to as “ACH Services”. C. Check21. OpenEdge will deliver to Merchant Software which provides the capability to interface with hardware that scans checks and associated paper-remittances to: (i) create an electronic image of the front and back of the check and any associated paper remittance items; (ii) provide the ability to validate the CAR/LAR payment amount and other information on the items; (iii) create an account receivable interface output file; (iv) create a transmission file that will ultimately be converted into ACH and/or x9 file format or its successors, and transmit such file to the ODFI; (v) create image archives of all items scanned; (vi) provide intranet and internet-based archive access; and (vii) provide a web-based gateway portal that allows for other capabilities such as electronic checks (collectively, “Check21 Services”). D. Check Verification. OpenEdge will match checks provided by Merchant’s customers to the customer’s checking account and compare the account to a database of accounts that have a history of returns (“Check Verification Services”). 1.2 Software and Support. “Software” means software used in connection with the Services to enable remote capture, deposits and check verification through the ACH and other methods. OpenEdge will make available to Merchant an adequate amount of initial materials and supplies necessary for Merchant to complete initial customer transactions. OpenEdge Payments LLC will train Merchant on the procedures and rules applicable to the Services and the operation of appropriate terminals. OpenEdge will receive and respond to Merchant’s inquiries regarding the Services via E-mail and telephone. Merchant may obtain support by using the appropriate number(s) and E-mail addresses found at www.openedgepayment.com/en/support. 4 of 15 . 1.3 Merchant Data. OpenEdge will provide the Professional Service Providers with information about Merchant (“Merchant Data”) in order to enable Merchant to access the Services. Merchant authorizes OpenEdge to provide the data derived pursuant to Merchant’s use of the Services and Merchant Data to Professional Service Providers. 1.4 Optional Additional Service. From time to time, OpenEdge may make available to Merchant additional services and any such services accepted by Merchant shall be described in addenda to this Agreement reflecting the details of and any Fees associated with such service. 1.5 Disclaimer of Warranties. OpenEdge does not make, and hereby expressly disclaims, any express or implied warranties or conditions with respect to the Software, its intellectual property or the Services, or any authorization provided under this Agreement, including but not limited to the implied warranties of merchantability, suitability, satisfactory quality, non-infringement, or fitness for a particular purpose. Further, OpenEdge does not warrant: (A) the Software will be error-free or uninterrupted; (B) the Software will be compatible with any hardware except the hardware supplied by or otherwise approved by OpenEdge; or (C) the Software will integrate with any other computer system. All Services and deliverables described in this Agreement are on an “as is” basis. II. Merchant Responsibilities 2.1 Hardware and Software. Merchant will provide and maintain all computer hardware, peripherals, device drivers, third party operating systems, and other third party software which may be required to operate the software and/or receive the Services. Merchant will ensure the compatibility of Merchant’s computer hardware, peripherals, device drivers, third party operating systems, and other third party software with the Software. Merchant will provide a safe and suitable location for installation, use, and operation of the Software in accordance with any instructions that may be reasonably specified by OpenEdge. Merchant will be responsible for distributing, maintaining and protecting login usernames and passwords provided to Merchant’s employees, contractors and agents, and will be liable for such individuals’ misuse. 2.2 Cooperation. Merchant will cooperate with OpenEdge by providing access to Merchant’s information, resources and personnel as reasonably requested. OpenEdge shall have the right from time to time, upon reasonable prior notice, to review Merchant’s use of the Software to verify compliance with this Agreement. Merchant shall allow OpenEdge to perform a site survey at Merchant’s location within 5 days of its request. Merchant will provide OpenEdge financial statements and other financial information as requested from time to time. If requested, Merchant will furnish to OpenEdge upon request a financial statement of profit and loss for the fiscal year and a balance sheet as of the end of the fiscal year. 2.3 Software Restrictions. Title, copyright, intellectual property rights and distribution rights of the Software remain exclusively with OpenEdge. Merchant will not use the Software except as specifically provided in this Agreement. Merchant shall not copy, decompile, disassemble or otherwise reverse-engineer or reproduce, or knowingly allow others, including without limitation, customers, resellers or others, to perform such reverse-engineering of the Software. 2.4 Representations and Warranties. Merchant represents and warrants to OpenEdge that: (A) Merchant is (i) a legal resident of the United States of America of at least 18 years of age, or (ii) a corporation or a limited liability company authorized, validly existing and in good standing under the laws of the United States and the State set forth on the Merchant Application or (iii) a governmental entity; (B) Merchant has full authority and corporate power to enter into this Agreement and to perform the obligations of this Agreement; (C) Merchant’s performance of the terms of this Agreement will not violate any applicable law or regulation or any agreement to which Merchant may now or hereafter be bound; (D) this Agreement represents a valid obligation of Merchant and is fully enforceable against Merchant; and (E) Merchant will comply with the terms of this Agreement. Further, Merchant will be responsible for complying with all applicable federal and state laws and regulations relating to transactions with Merchant’s 5 of 15 . customers and this Agreement. All transactions submitted to OpenEdge will be for bona fide transactions with Merchant’s customers. 2.5 Compliance With Laws. Merchant agrees to comply with all policies and procedures provided by OpenEdge, all payment network rules and regulations and all applicable state, federal and local laws, rules and regulations, as amended from time to time. Merchant will assist OpenEdge in complying with all laws which are applicable to any transaction or this Agreement. Merchant will execute and deliver to OpenEdge all instruments OpenEdge may from time to time reasonably deem necessary. Merchant understands that Merchant may not rely on, and OpenEdge will not be liable for, any advice OpenEdge may provide to Merchant about compliance with various laws. 2.6 Returns. Merchant is fully liable for all transactions returned for whatever reason. Merchant will pay on demand the value of all Returns and Chargebacks. Merchant authorizes OpenEdge to recoup from incoming transactions and to debit Merchant’s Bank Settlement Account and the Reserve Account for the amount of all Returns and Chargebacks. 2.7 Merchant Application. Merchant represents and warrants to OpenEdge that all information in the Merchant Application is correct and complete. Merchant must notify OpenEdge in writing of any changes to the information in the Merchant Application, including but not limited to: any additional location or new business (the identity of principals and/or owners, the form of business organization (i.e., sole proprietorship, partnership, etc.)), type of goods and services provided and how sales are completed (i.e. by telephone, mail, or in person at Merchant’s place of business). OpenEdge must receive the notice within 10 business days of the change. Merchant will provide other updated information to OpenEdge within a reasonable time upon request. To the extent permitted by law, Merchant is liable to OpenEdge for all losses and expenses OpenEdge incur arising out of Merchant’s failure to report changes to OpenEdge. OpenEdge may immediately terminate this Agreement upon notification by Merchant of a change to the information in the Merchant Application. 2.8 Exclusivity. During the Term of this Agreement, Merchant will not enter into an agreement with any other entity that provides services similar to the Services without OpenEdge’s written consent. This requirement will not prohibit Merchant from using credit card processing services unaffiliated with OpenEdge. 2.9 Authorizations. Merchant authorizes OpenEdge to audit Merchant’s records, systems, processes or procedures to confirm compliance with this Agreement. Merchant will obtain, and will submit a copy of, an audit of Merchant’s business when requested by OpenEdge. Merchant authorizes OpenEdge to make any credit inquiries OpenEdge consider necessary to review the acceptance and continuation of this Agreement. Merchant also authorizes any person or credit reporting agency to compile information to answer those credit inquiries and to furnish that information to OpenEdge. 2.10 Third Party Services. Merchant may be using special services or software provided by a third party to assist Merchant in providing the Services, including, but not limited to, authorizations and settlements, or accounting functions. Merchant is responsible for ensuring compliance with the requirements of any third party in using their products. This includes making sure Merchant has and comply with any Software and Updates (defined below). OpenEdge has no responsibility for any transaction until that point in time OpenEdge receives data about the transaction. III. Fees, Settlement, Security Interest and Recoupment 3.1 Authorization. Merchant authorizes OpenEdge to present ACH debits and credits to Merchant’s Settlement Account in the amount of fees and other payments due by Merchant under the Agreement. Merchant agrees to be bound by the terms of the operating rules of NACHA, as amended from time to time. This ACH authorization will remain in effect after termination of this Agreement, and until such time as OpenEdge has received written notice terminating this authorization and all Merchant’s 6 of 15 . obligations to OpenEdge have been paid in full. Merchant is solely liable for all fees and charges assessed by its financial institution, including all overdraft and NSF charges, and Merchant irrevocably releases OpenEdge and holds OpenEdge harmless from the same fees and charges except when primarily caused by the negligence or other wrongdoing of OpenEdge. OpenEdge is not liable for any delays in receipt of funds or errors in debit and credit entries caused by unaffiliated third parties including but not limited to a clearing house or Merchant’s financial institution. 3.2 Fees. Merchant will pay OpenEdge fees (“Fees”) for the Services and equipment in accordance with the rates set forth on Exhibit B. OpenEdge reserves the right to adjust the Fees at any time with notice to Merchant. Merchant’s continued use of the applicable Services beyond the effective date of the price change will be deemed Merchant’s consent to such price change. Merchant will also pay all taxes and other charges imposed by any governmental authority on the Services. 3.3 Other Amounts Owed. Merchant will immediately pay to OpenEdge any amount incurred by OpenEdge attributable to this Agreement including but not limited to returns, unauthorized Returns, Chargebacks, non-sufficient fund fees, and ACH debits that overdraw the Settlement Account, Reserve Account (defined below) or are otherwise dishonored, if applicable. OpenEdge will debit via ACH the Settlement Account, Reserve Account, or any other account Merchant has at any financial institution, for any amount Merchant owes OpenEdge under this Agreement or under any other contract, note, or guaranty, now existing or later entered into between Merchant and OpenEdge, whether Merchant’s obligation is direct, indirect, primary, secondary, fixed, contingent, joint or several. If such debit does not fully reimburse OpenEdge for the amount owed, Merchant will immediately pay OpenEdge such amount. 3.4 Charges and Settlement Procedures, Settlement Account. A. Settlement. Merchant will designate and maintain a settlement account (“Settlement Account”) with a balance of available funds sufficient to cover Merchant’s obligations under this Agreement. OpenEdge will debit the Fees from the Settlement Account once each business day for the previous business day’s activity, once each month for the previous month’s activity, or will set off the Fees from the funds due to Merchant attributable to transactions presented to OpenEdge, in its discretion. B. Authorization. Merchant irrevocably authorizes OpenEdge to credit and debit the amounts Merchant owes OpenEdge for Fees and for amounts OpenEdge owes Merchant from and to the Settlement Account. This authority will remain in full force and effect for at least 2 years after termination of this Agreement whether or not Merchant has notified OpenEdge of a change to the Settlement Account. Merchant must obtain its prior written consent to change the Settlement Account. If Merchant changes the Settlement Account without its consent, OpenEdge may immediately terminate this Agreement and may take other action OpenEdge deems necessary, in its sole discretion. Merchant also authorizes the financial institution(s) at which Merchant maintains its Settlement Account to act in accordance with instructions from OpenEdge regarding funds in the Settlement Account, including transferring funds in the Settlement Account to OpenEdge. To the maximum extent permissible under applicable law, and to the extent attributable to Merchant’s acts or omissions, Merchant will indemnify and hold harmless the financial institution(s) at which Merchant maintains Merchant’s Settlement Account 7 of 15 . for acting in accordance with any instruction from OpenEdge regarding the Settlement Account. C. Withholding. Merchant agrees that this Agreement is a contract of financial accommodation within the meaning of the Bankruptcy Code, 11 U.S.C § 365 as amended from time to time. OpenEdge will deposit into the Settlement Account funds processed by Merchant and will provide Merchant provisional credit for such funds (less recoupment of any credits, adjustments, fines, Returns, Chargebacks, Fees or other costs). Final credit for those provisional funds will be granted in OpenEdge’s sole discretion. OpenEdge, and not Merchant, owns all provisional funds, and title to such funds does not pass to Merchant until all amounts owed to OpenEdge is paid or recouped and OpenEdge deems such provisional credit final, in its reasonable discretion. Merchant understands and agrees that OpenEdge may withhold deposit and payment to Merchant without notice if OpenEdge determines, in its sole discretion, that a transaction or batch of transactions poses a risk of loss. OpenEdge is not responsible for any losses Merchant may incur, including but not limited to non- sufficient fund fees, due to such delayed deposit of funds. Merchant acknowledge that Merchant’s obligation to OpenEdge for all amounts owed under this Agreement arise out of the same transactions as its obligation to deposit funds into the Settlement Account. D. Deposits. OpenEdge will initiate a deposit to the Settlement Account upon receipt of funds. The deposit will be initiated the next business day following the funding hold period. The funding hold is determined during the underwriting process. Business days shall include any Monday through Friday, excluding holidays observed by the Federal Reserve. Merchant authorizes OpenEdge to initiate reversal or adjustment entries and initiate or suspend such entries as may be necessary to grant Merchant conditional credit for any entry. E. Reports and Asserted Errors. A statement detailing the Fees will be made available to Merchant at www.myxcheckonline.com. Merchant must promptly examine all statements, and immediately notify OpenEdge in writing of any errors. Merchant’s written notice must include: (1) Merchant’s name and account number; (2) the dollar amount of the asserted error; (3) a description of the asserted error; and (4) an explanation of why Merchant believes an error exists and the cause of it, if known. That written notice must be received by OpenEdge within 30 calendar days after the applicable statement containing the asserted error was made available to Merchant. Merchant waives all rights to make any claim against OpenEdge or any other party for any loss or expense relating to any asserted error after such 30 day period. 3.5 Security Interests, Reserve Account, Recoupment and Set-Off. A. Security Interests. This Agreement is a security agreement under the Uniform Commercial Code. Merchant grants to OpenEdge a security interest in and lien upon: (1) all funds at any time in the Settlement Account, regardless of the source of such funds; (2) all funds at any time in the Reserve Account, regardless of the source of such funds; and (3) any and all amounts which may be due to Merchant under this Agreement including, without limitation, all rights to receive any payments or credits under this Agreement (collectively, the “Secured Assets”). Merchant agrees to provide other collateral or security to OpenEdge to secure Merchant’s obligations under this Agreement upon its request. These security interests and liens will secure all of Merchant’s obligations under this Agreement and any other agreements now existing or later entered into between Merchant and OpenEdge. This security interest may be exercised by OpenEdge without notice or demand of any kind by making an immediate withdrawal or freezing the Secured Assets. 8 of 15 . B. Perfection. Upon request by OpenEdge, Merchant will execute one or more financing statements, security agreements, account control agreements, or other documents to evidence this security interest. Merchant represents and warrants that no other person or entity has a security interest in the Secured Assets. Merchant will obtain OpenEdge’s written consent prior to granting a security interest of any kind in the Secured Assets to a third party. Merchant agrees that this is a contract of recoupment and OpenEdge is not required to file a motion for relief from a bankruptcy automatic stay in order for OpenEdge to foreclose on, collect or sell any of the collateral (including any Settlement Account and/or Reserve Account). Nevertheless Merchant agrees not to contest or object to any motion for relief from the automatic stay filed by OpenEdge. Merchant authorizes OpenEdge and appoints OpenEdge as Merchant’s attorney in fact to sign Merchant’s name to any financing statement used for the perfection of any security interest or lien granted hereunder. C. Reserve Account. OpenEdge may establish and maintain a non-interest bearing deposit account on Merchant’s behalf (“Reserve Account”) at a financial institution OpenEdge chooses, initially or at any time in the future, and may fund the Reserve Account with sums sufficient to satisfy Merchant’s current and future obligations as determined by OpenEdge. Merchant authorizes OpenEdge to debit the Settlement Account or any other account Merchant has at any financial institution in order to establish or maintain funds in the Reserve Account. OpenEdge may deposit into the Reserve Account funds OpenEdge would otherwise be obligated to pay Merchant for the purpose of establishing, maintaining or increasing the Reserve Account in accordance with this Section if OpenEdge determines such action is reasonably necessary to protect its interests. OpenEdge may, without notice to Merchant, apply deposits in the Reserve Account against any outstanding amounts Merchant owes under this Agreement or any other agreement between Merchant and OpenEdge. Also, OpenEdge may exercise its rights under this Agreement against the Reserve Account to collect any amounts due to OpenEdge including, without limitation, rights of set-off and recoupment. D. Funds in the Reserve Account. Merchant agrees that Merchant will not use any funds in the Reserve Account for any purpose, including but not limited to paying Chargebacks, Fees, fines or other amounts Merchant owes OpenEdge under this Agreement. OpenEdge controls all funds in the Reserve Account, and OpenEdge (and not Merchant) shall have sole control of the Reserve Account. E. Recoupment and Set Off. OpenEdge has the right of recoupment and set-off. This means that OpenEdge may offset or recoup any outstanding/uncollected amounts owed by Merchant from: (1) any amounts OpenEdge would otherwise be obligated to deposit into the Settlement Account or Reserve Account; (2) any other amounts OpenEdge may owe Merchant under this Agreement or any other agreement; and (3) any funds in the Settlement Account or Reserve Account. Merchant acknowledges that in the event of a bankruptcy proceeding, in order for Merchant to provide adequate protection under Bankruptcy Code § 362 and/or 365 to OpenEdge, Merchant must create or maintain the Reserve Account as required by OpenEdge, and OpenEdge must have the right to offset and recoup against the Reserve Account for any and all obligations which Merchant may owe to OpenEdge, without regard to whether the obligations relate to transactions initiated or created before or after the filing of the bankruptcy petition. F. Remedies Cumulative. The rights and remedies conferred upon OpenEdge in this Agreement, at law or in equity, are not intended to be exclusive of each other. Rather, each and every right of ours under this Agreement, at law or in equity, will be cumulative and concurrent and in addition to every other right. 9 of 15 . IV. Third Party Requirements 4.1 NACHA Requirements. Merchant authorizes OpenEdge, as a third party sender (as defined in the NACHA Rules), to act as Merchant’s agent in processing ACH entries or check image deposits for Merchant, and acknowledges its understanding that OpenEdge will establish one or more clearing accounts with, and submit ACH entries or deposits on Merchant’s behalf, to an ODFI selected by OpenEdge. 4.2 Originator Rules. Merchant: (A) assumes the responsibilities of and makes the warranties of an Originator (as defined in the NACHA Rules) and agrees to reimburse OpenEdge and the ODFI for returns, reversals, adjustments, reclamations and warranty claims and responsibilities related to Merchant’s ACH entries or check image deposits; (B) agrees to comply with the NACHA Rules, including but not limited to the requirements of Article Three (Obligations of Originators), Article Five (Obligations of Third-Party Senders) and if international ACH entries are initiated by Merchant, the NACHA Rules applicable to IAT ACH entries, all of which are available at www.nacha.org; (C) agrees to comply with all applicable state and federal laws, rules and regulations, including but not limited to sanction laws administered by the Office of Foreign Assets Control, the Electronic Funds Transfer Act, the Unlawful Internet Gambling Enforcement Act, the Check Clearing for the 21st Century Act, and Federal Reserve Board Regulation E (the foregoing and the ACH Rules are, collectively, the “Applicable Rules”); and (D) acknowledges that ACH entries may not be initiated or deposits made that violate the laws of the United States, including but not limited to the sanctions laws, regulations and orders administered by OFAC, laws, regulations, rules and orders administered by FinCEN, and any state laws, regulations or orders applicable to the providers of ACH payment services. 4.3 Entries and Authorizations. Merchant represents and warrants as to each ACH entry that Merchant has obtained the necessary authorizations under the NACHA Rules and Applicable Rules and that Merchant shall not initiate any funds transfer after the authorization for the same has been revoked (or the agreement between Merchant and OpenEdge has been terminated). With respect to each entry OpenEdge sends to the ODFI on Merchant’s behalf, Merchant represents and warrants to OpenEdge and the ODFI that such entry is in compliance with United States law, including, but not limited to, rules promulgated and programs administered by OFAC and FinCEN, that no such entry violates United States law, including, but not limited to, rules promulgated and programs administered by OFAC and FinCEN , that Merchant is not acting on behalf of or transmitting funds to any party subject to OFAC sanctions and that such entry complies with the laws and payment system rules of the receiving country. Merchant acknowledges that OpenEdge, the ODFI and other parties must comply with the NACHA Rules, Applicable Rules and United States law. The performance by each of these parties, including the ODFI, of obligations with respect to such entries may cause delays in processing, settlement and/or availability of the entries. Merchant waives and releases OpenEdge and the ODFI from any liability or obligation, including, but not limited to, funds availability obligations, caused by or arising out of any such delay associated with such entries. 4.4 Review. Merchant understands that OpenEdge and the ODFI have the right to: (A) review, monitor and audit Merchant’s ACH transactions, processes and procedures for compliance with this Agreement and the NACHA Rules; (B) limit the amount of ACH entries processed for Merchant; and (C) suspend, discontinue or terminate processing based on their assessment of the risk posed to OpenEdge, the ODFI and/or the breach or termination of Merchant’s agreements with OpenEdge. 10 of 15 . 4.5 Accuracy of Information and Errors. Merchant is responsible for the results of using OpenEdge, the Services, and for the accuracy and adequacy of the data Merchant or OpenEdge provides to the ODFI. Merchant authorizes the ODFI to act on any instruction which has been or reasonably appears to have been sent by OpenEdge or Merchant, including but not limited to funds transfer instructions. The ODFI is not obliged to take any further steps to confirm or authenticate such instructions and will act on them without getting further confirmation. Merchant understands that if Merchant or OpenEdge provides the ODFI with incorrect information or if there is any error in the instruction Merchant accepts full responsibility for losses resulting from any of the errors, duplication, ambiguities or fraud in the information that was provided to the ODFI. Neither OpenEdge nor the ODFI is responsible to third parties (such as, but not limited to, third party service providers and the third parties to whom wire or ACH debit or credits are transmitted) and t o the maximum extent permissible under applicable law, and to the extent attributable to Merchant’s acts or omissions: Merchant shall indemnify and hold the ODFI harmless from, the actions or omissions of OpenEdge, and shall indemnify and hold both OpenEdge and the ODFI harmless from any claim made against OpenEdge or the ODFI arising out of Merchant’s use of the Services, breach of this Agreement, or breach of any warranty under the NACHA Rules. IN NO EVENT WILL OpenEdge OR THE ODFI BE LIABLE OR RESPONSIBLE FOR, AND MERCHANT BEARS ALL RISK ASSOCIATED WITH, FOREIGN EXCHANGE CONVERSION AND ANY GAINS AND LOSSES RESULTING FROM THE CONVERSION OF CURRENCIES IN CONNECTION WITH ANY ENTRY. 4.6 Survival of Article IV. This Article IV shall survive the termination of the agreement between OpenEdge and the ODFI. Notwithstanding anything to the contrary elsewhere in the Agreement, the ODFI shall be considered an intended beneficiary of this Article IV and is entitled to enforce its terms. This Article IV is agreed to in consideration of the ODFI’s agreement to serve as the ODFI. Merchant waives notice of the ODFI’s acceptance of this Article IV. V. Confidential Information 5.1 Information. For purposes of this Agreement “Confidential Information” means information belonging or relating to OpenEdge’s business, including without limitation, the Software, its technology, the method of processing transactions, computer programs, software, message formats, procedures, forms, related materials, this Agreement, client lists, client information and pricing information. Merchant acknowledges that the Confidential Information has been developed through the expenditure of a significant amount of effort and resources. Merchant will not use for Merchant’s own purposes, will not disclose to any third party, and will retain in strictest confidence all Confidential Information. Merchant will safeguard the Confidential Information by using the same degree of care and discretion that Merchant uses to protect Merchant’s own confidential information. 5.2 Remedy. Merchant agrees that the Confidential Information constitutes trade secrets and that disclosures to others may result in loss or irreparable damage. Thus, if Merchant breaches this Section 5, OpenEdge will be entitled to injunctive relief in addition to any other rights to which OpenEdge may be entitled, without the necessity of proof of actual damages. 11 of 15 . VI. Term and Termination 6.1 Term. This Agreement will have an initial term of one year. After the initial term of this Agreement, this Agreement will be automatically extended for successive 1 year periods on the same terms, unless Merchant gives OpenEdge written notice of termination at least 60 days prior to the expiration of the then current term. In addition to the foregoing, as required by O.C.G.A. § 36-60- 13(a), to the extent the initial term or any renewal term of the Agreement extends across one calendar (Jan. 1 – Dec. 31) year, the Agreement shall terminate absolutely and without further obligation on the part of Merchant on December 31 each calendar year of the term, and shall automatically renew on January 1 of each subsequent calendar year for the remainder of the then-applicable initial or renewal term, absent Merchant’s provision of written notice of non-renewal to OpenEdge and Member at least thirty (30) days prior to the end of the then-current calendar year. Title to any supplies, materials, equipment, or other personal property (if any should transfer) shall remain in OpenEdge until fully paid for by Merchant. 6.2 Termination. The parties will have the following rights: A. Termination by OpenEdge. OpenEdge may terminate this Agreement for any reason without prior notice at any time, which termination may be effective immediately. B. Termination by Merchant. Merchant has no right to terminate this Agreement except as provided in this subsection. If OpenEdge fails to perform its obligations under this Agreement, and Merchant desires to terminate this Agreement, then Merchant must give written notice to OpenEdge stating such intent, identifying the nonperformance, and giving OpenEdge the opportunity to remedy such nonperformance for a period of 60 days following the date notice is given. Upon expiration of such 60 day cure period, if the performance has not been remedied, Merchant may terminate this Agreement. 6.3 Early Termination. If Merchant terminates this Agreement before the end of the initial term or any renewal term in violation of this Agreement Merchant will immediately pay OpenEdge, as a deconversion cost, an early termination fee equal to $99.00. Merchant agrees that the early termination fee is not a penalty, but rather is reasonable in light of the financial harm caused by Merchant’s early termination. Other remedies OpenEdge may have under this Agreement still apply. 6.4 Effect of Termination. All of Merchant’s obligations regarding transactions OpenEdge processes under this Agreement will survive termination. Merchant must maintain in the Settlement Account and Reserve Account enough funds to cover all Chargebacks, deposit charges, obligations, refunds and fees incurred by Merchant for at least 2 years after termination of this Agreement. Merchant authorizes OpenEdge to charge those accounts, or any other account maintained under this Agreement, for all such amounts. If the amount in the Settlement Account or Reserve Account is not adequate, Merchant will pay OpenEdge the amount Merchant owes OpenEdge upon demand, together with all costs and expenses incurred to collect that amount, including reasonable attorneys’ fees. After the expiration of such 2 year period Merchant must provide OpenEdge with written notification indicating Merchant desires a release of any funds remaining in the Reserve Account in order to receive such funds. VII. Indemnification and Limitation of Liability 7.1 Indemnification. To the maximum extent permissible under applicable law, and to the extent attributable to Merchant’s acts or omissions, Merchant will hold harmless and indemnify OpenEdge, its employees and agents against: (A) all claims by third parties arising out of this Agreement; (B) all reasonable attorneys’ fees, collection costs, and other costs and expenses paid or incurred by OpenEdge in the enforcement of this Agreement, including but not limited to those resulting from any breach by Merchant of this Agreement and those related to any bankruptcy proceeding; (C) any reasonable action OpenEdge takes against the Settlement 12 of 15 . Account, Reserve Account, or any other account, pursuant to this Agreement; (D) any failure by Merchant or Merchant’s employees, agents, or affiliates to comply with the terms of this Agreement; and (E) any damage due to equipment or software not purchased or leased from OpenEdge. This indemnification shall survive termination of this Agreement. Merchant is responsible and liable for the acts and omissions of Merchant’s employees, agents and representatives (whether or not acting within the scope of their duties). 7.2 Limitation of Liability. Any liability of ours under this Agreement, whether to Merchant or any other party, whatever the basis of the liability, shall not exceed in the aggregate the difference between (A) the amount of Fees paid by Merchant to OpenEdge during the month in which the transaction out of which the liability arose occurred; and (B) assessments, Chargebacks, and offsets against such Fees which arose during such month. In the event more than one month is involved, the aggregate amount of its liability shall not exceed the lowest amount determined in accordance with the foregoing calculation for any one month involved. Neither OpenEdge, nor any of its agents, officers, directors, or employees shall be liable for indirect, special, or consequential damages, even if advised of the possibility of such damages. VIII. General 8.1 Assignment. Merchant may not assign this Agreement or the rights under this Agreement without its prior written consent and any purported assignment without such consent shall be void. This Agreement will be binding upon and inure to the benefit of the respective successors and permitted assigns of the parties. OpenEdge may use third parties to deliver the Services to Merchant. OpenEdge may assign this Agreement to any third party upon giving notice to Merchant. 8.2 Governing Law and Jurisdiction. This Agreement shall be exclusively governed by and construed according to the laws of the State of Georgia. The parties irrevocably submit to the exclusive jurisdiction of any state court in State of Georgia (and any federal court having jurisdiction in Fulton County, Georgia), in any action, suit or proceeding brought under this Agreement and waive, to the fullest extent it may do so, the defense of forum non conveniens. 8.3 Waiver of Trial by Jury. The parties irrevocably waive any and all right to trial by jury in any legal proceeding arising out of or relating to this Agreement or the transactions contemplated by this Agreement. 8.4 Relationship of the Parties. Merchant and OpenEdge will be deemed to be independent contractors and will not be considered to be agent, servant, joint venturer or partner of the other. 8.5 Entire Agreement. The terms of the Merchant Application, the Schedule and the Exhibit are incorporated into the Agreement by reference. The terms of the Merchant Application and this Agreement set forth the entire understanding between OpenEdge and Merchant relating to its subject matter, and all other understandings, written or oral, are superseded. 8.6. No Waiver of Rights. No failure or delay by OpenEdge in exercising any power, right or remedy under this Agreement shall operate as a waiver. All waivers by OpenEdge must be in writing and signed by OpenEdge. 8.7 Voidness. If for any reason any court of competent jurisdiction finds any provision of this Agreement to be void or voidable, OpenEdge and Merchant agrees that the court may reform such provision(s) to render the provision(s) enforceable ensuring that the restrictions and prohibitions contained in this Agreement shall be effective to the fullest extent allowed under applicable law. 13 of 15 . 8.8 Construction of Terms. The captions used in this Agreement are inserted for convenience only and will not affect the interpretation of any provision. The language used in this Agreement will be deemed to be the language chosen by the parties to express their mutual intent, and no rule of strict construction will be applied against any party. Section 1.3, Sections 2.2 through 2.8, Article III, Article IV, Article V, Sections 6.3 and 6.4, Article VII and Article VIII of this Agreement shall survive its termination. 8.9 Copies. A facsimile of the Merchant Application or this Agreement bearing a party’s signature or a printed copy of the original, signed document scanned in .pdf or .tiff format shall have the same legal force and effect as an original of such signature and shall be treated as an original document for evidentiary purposes. 8.10 Force Majeure. The parties shall be released from liability under this Agreement for failure to perform any of the obligations where such failure to perform occurs by reason of any force majeure event, including, without limitation, act of God, fire, flood, storm, earthquake, tidal wave, communication failure, sabotage, war, military or terrorist operation, national emergency, mechanical or electronic breakdown, civil commotion, or the order requisition, request or recommendation of any government agency or acting governmental authority or either party’s compliance therewith, or governmental regulation or priority or any other cause beyond either party’s reasonable control whether similar or dissimilar to such causes. 8.11 Electronic Statements. By executing this Agreement, Merchant consents to the electronic delivery of statements, required notices and other OpenEdge related documents, in the format described in Section 8.12 below. 8.12 Notice. Any notice required to be provided to Merchant by this Agreement will be effective when OpenEdge Payments LLC sends it to the email address Merchant provided in the Merchant Application, or to the physical address Merchant provided in the Merchant Application, or the most recent address OpenEdge Payments LLC has in its records, by registered or certified mail or a nationally recognized overnight courier, at its option. Any notice required to be provided to OpenEdge Payments LLC by this Agreement will be effective when sent by registered or certified mail or a nationally recognized overnight courier to the following address: OpenEdge Payments LLC 2578 West 600 North Lindon, Utah 84042 Attention: General Counsel 8.13 Amendments to this Agreement, Merchant Application and Additional Services. Merchant understands that OpenEdge Payments LLC reserves the right to amend this Agreement, and the Merchant Application, at any time, when required to render the Agreement in compliance with applicable law, to make the Agreement consistent with card rule changes, or for other similar purposes, by providing Merchant notice of such amendments in the method described in Section 8.12. OpenEdge reserves the right to discontinue or modify this Agreement in its sole discretion, when required to render the Agreement in compliance with applicable law, to make the Agreement consistent with card rule changes, or for other similar purposes, upon such notice. Merchant’s continued use of its Services after Merchant has been notified of any amendment(s) that have been made shall be deemed Merchant’s consent to the terms in the revised Agreement. Such amendments shall be inapplicable to disputes arising, or arising out of an event occurring, prior to the date notice of such amendment was sent to Merchant. IX. Additional Merchant Terms. 9.1. Nothing contained in this Agreement shall be construed to be a waiver of Merchant’s sovereign immunity or any individual’s qualified, good faith or official immunities. 14 of 15 . 9.2. Nondiscrimination: In accordance with Title VI of the Civil Rights Act of 1964, 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, OpenEdge agrees that, during performance of the Agreement, OpenEdge 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, OpenEdge agrees to comply with all applicable implementing regulations of the statutes referenced above, and shall include the provisions of this paragraph in every subcontract for services contemplated under the Agreement. 9.3. To the extent required by law, each party agrees to comply with the Georgia Open Records Act (O.C.G.A. § 50-18-70, et seq.) and the Georgia Open Meetings Act (O.C.G.A. § 50-14-1, et seq.) and no confidentiality requirement in the Agreement shall impose any obligation inconsistent with the rights and duties created by those Acts. 9.4. Merchant and OpenEdge acknowledge that it is prohibited for any person to offer, give, or agree to give any City of Milton 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, influencing the content of any specification or procurement standard, rendering of advice, investigation, auditing, or 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. Merchant and OpenEdge further acknowledge that it is prohibited for any payment, gratuity, or offer of employment to be made by or on behalf of a sub- consultant under a contract to OpenEdge or any higher tier sub-consultant, or any person associated therewith, as an inducement for the award of a subcontract or order. 9.5. Pursuant to O.C.G.A. § 13-10-91, Merchant may not enter into a contract for the performance of services unless OpenEdge shall provide evidence on the 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 its 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. OpenEdge hereby verifies it has, prior to executing the Agreement, executed a notarized affidavit, the form of which is provided in Exhibit "C", and submitted such affidavit to Merchant. Further, OpenEdge hereby agrees to comply with the requirements of the federal Immigration Reform and Control Act of 1986 (IRCA), P.L. 99-603, O.C.G.A. § 13-10-91 and Georgia Department of Labor Rule 300-10-1-.02. In the event OpenEdge employs or contracts with any subcontractor(s) in connection with the Agreement, OpenEdge agree 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 OpenEdge/subcontractor agreement. If a subcontractor affidavit is obtained, OpenEdge agrees to provide a completed copy to Merchant within five (5) business days of receipt from any subcontractor. OpenEdge and its subcontractors shall retain all documents and records of their respective verification process for a period of five (5) years following completion of the contract. OpenEdge hereby agrees that, in the event it employs or contracts with any subcontractor(s) in connection with the Agreement and where the subcontractor is required to provide an affidavit pursuant to O.C.G.A. § 13-10-91, OpenEdge 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 15 of 15 . in conformity with those laws. 16 of 15 . EXHIBIT A Definitions 1. ACH: means the Automated Clearing House financial network. 2. Agreement: means the OpenEdge Check Services Agreement, together with all of its exhibits and the Merchant Application. 3. OpenEdge: means OpenEdge Payments LLC, a Delaware corporation, with offices at 2436 West 700 South Pleasant Grove, Utah 84062. 4. Chargeback: means a type of Return that occurs when a bank account holder claims they did not authorize a transaction, when the account holder and the customer are not the same person (i.e., identity theft), when the authorization was not properly obtained from Merchant’s customer or when a customer does not recognize a transaction. 5. Fees: shall have the meaning ascribed to it in Section 3.2 of the Agreement. 6. FinCEN: means the United States’ government’s Financial Crimes Enforcement Network. 7. Merchant: means the merchant set forth on the Merchant Application, including its owners, agents, and employees. 8. Merchant Application: means the merchant application attached to this Agreement. 9. Merchant Data: means information in OpenEdge’s possession, including that information provided on the Merchant Application as it may be updated and corrected from time to time. 10. NACHA Rules: means the Operating Rules promulgated by the electronic transactions association NACHA, which are available at http://www.nacha.org. 11. ODFI: means the originating depository financial institution that receives and processes electronic checks submitted by Merchant to OpenEdge under this Agreement. 12. OFAC: means the United States government’s Office of Foreign Assets Control. 13. Reserve Account: shall have the meaning ascribed to it in Section 3.5 (C) of the Agreement. 14. Return: means an ACH transaction rejected before being completely processed by the customer’s bank (e.g., NSF, invalid account number, account closed, etc.). 15. Secured Assets: shall have the meaning ascribed to it in Section 3.5 (A) of the Agreement. 16. Services: means the electronic check processing and related services provided by OpenEdge to Merchant under this Agreement, including any or all of the following: a. ACH Services: shall have the meaning ascribed to it in Section 1.1 (B) of the Agreement. b. Check21 Services: shall have the meaning ascribed to it in Section 1.1 (C) of the Agreement. c. Check Verification Services: shall have the meaning ascribed to it in Section 1.1 (D) of the Agreement. d. Routing Services: shall have the meaning ascribed to it in Section 1.1 (A) of the Agreement. 17. Settlement Account: shall have the meaning ascribed to it in Section 3.4 (A) of the Agreement. 18. Software: shall have the meaning ascribed to it in Section 1.1 (G) of the Agreement. 19. Professional Service Providers: means third-party service providers engaged by OpenEdge to provide services to Merchant or OpenEdge related to Merchant’s use of the Services. 17 of 15 . EXHIBIT B Fee Schedule (see attached) 18 of 15 . EXHIBIT “C” STATE OF COUNTY OF CONTRACTOR AFFIDAVIT AND AGREEMENT 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, Georgia 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). The employee-number category designated below is applicable to the contractor: 500 or more employees 100 or more employees Fewer than 100 employees Contractor hereby attests that its federal work authorization user identification number and date of authorization are as follows: Company ID: 45209; Employer ID: 582227989 Federal Work Authorization User Identification Number Date of Authorization Name of Contractor Check Services Agreement Name of Project City of Milton, Georgia Name of Public Employer I hereby declare under penalty of perjury that the foregoing is true and correct. Executed on , 20 in (city), (state). Signature of Authorized Officer or Agent Printed Name and Title of Authorized Officer or Agent SUBSCRIBED AND SWORN BEFORE ME ON THIS THE DAY OF , 20 . NOTARY PUBLIC [NOTARY SEAL] My Commission Expires: 19 of 15 . EXHIBIT “D” STATE OF COUNTY OF SUBCONTRACTOR AFFIDAVIT 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 [name of contractor] on behalf of the City of Milton, Georgia 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. The employee-number category designated below is applicable to the subcontractor: 500 or more employees 100 or more employees Fewer than 100 employees Subcontractor hereby attests that its federal work authorization user identification number and date of authorization are as follows: Federal Work Authorization User Identification Number Date of Authorization Name of Subcontractor Check Services Agreement Name of Project City of Milton County, Georgia Name of Public Employer I hereby declare under penalty of perjury that the foregoing is true and correct. Executed on , 20 in (city), (state). Signature of Authorized Officer or Agent Printed Name and Title of Authorized Officer or Agent SUBSCRIBED AND SWORN BEFORE ME ON THIS THE DAY OF , 20 . NOTARY PUBLIC [NOTARY SEAL] My Commission Expires: CITY COUNCIL AGENDA ITEM TO: City Council DATE: September 1, 2020 FROM: Steven Krokoff, City Manager AGENDA ITEM: Approval of a Professional Services Agreement with Davis Engineering & Survey for Survey and Plat Services MEETING DATE: Wednesday, September 9, 2020 City Council Meeting BACKGROUND INFORMATION: (Attach additional pages if necessary) See attached memorandum APPROVAL BY CITY MANAGER: ___ APPROVED ___ NOT APPROVED CITY ATTORNEY APPROVAL REQUIRED: ___ YES ___ NO CITY ATTORNEY REVIEW REQUIRED: ___ YES ___ NO APPROVAL BY CITY ATTORNEY ___ APPROVED ___ NOT APPROVED PLACED ON AGENDA FOR: __________ X X X X September 9, 2020 To: Honorable Mayor and City Council Members From: Robert Drewry, Public Works Director Date: Submitted on August 25, 2020 for the September 9, 2020 Regular City Council Meeting Agenda Item: Approval of a Professional Services Agreement with Davis Engineering & Survey for Survey and Plat Services _____________________________________________________________________________________ Project Description: The City of Milton is entering a Professional Services Agreement with Davis Engineering for survey and final plat services. Davis Engineering will be providing a survey and plat for 15330 Hopewell Rd. This will combine a portion the city owned property at 15270 Hopewell Rd to 15330 Hopewell Rd existing acreage. Procurement Summary: Purchasing method used: Professional Services Account Number: 335-4101-541400006 Requisition Total: $5,900.00 Vendor: Davis Engineering & Survey, LLC Financial Review: Bernadette Harvill, August 26, 2020 Legal Review: Sam VanVolkenburgh, Jarrard & Davis, LLP, August 19, 2020 Attachment(s): Professional Services Agreement 1 PROFESSIONAL SERVICES AGREEMENT – SHORT FORM 15270 & 15330 Hopewell Road Survey and Plat Services This Professional Services Agreement (“Agreement”) is made and entered into this_____ day of _____________, 20___ (the “Effective Date”), by and between the CITY OF MILTON, GEORGIA, a municipal corporation of the State of Georgia, acting by and through its governing authority, the Mayor and City Council, located at 2006 Heritage Walk, Milton, Georgia 30004 (hereinafter referred to as the “City”), and Davis Engineering & Surveying, LLC, a Georgia limited liability company, having its principal place of business at 133 Prominence Court, Suite 210 Dawsonville, Georgia 30534 (herein after referred to as the “Consultant”), collectively referred to herein as the “Parties.” WITNESSETH: WHEREAS, City desires to retain a consultant to provide services in the completion of a Project (defined below); and WHEREAS, Consultant has represented that it is qualified by training and experience to perform the Work (defined below) and desires to perform the Work under the terms and conditions provided in this Agreement; and NOW, THEREFORE, for and in consideration of the mutual promises, the public purposes, and the acknowledgements and agreements contained herein, and other good and adequate consideration, the sufficiency of which is hereby acknowledged, the Parties do mutually agree as follows: Section 1. Agreement. The Agreement shall consist of this Professional Services Agreement and each of the Exhibits hereto, which are incorporated herein by reference, including: Exhibit “A” – Scope of Work Exhibit “B” – Insurance Certificate Exhibit “C” – Contractor Affidavit Exhibit “D” – Subcontractor Affidavit In the event of any discrepancy in or among the terms of the Agreement and the Exhibits hereto, the provision most beneficial to the City, as determined by the City in its sole discretion, shall govern. Section 2. The Work. A general description of the Project is as follows: Completion of a boundary survey of the property’s referenced above (10 acres +/-), a division of parcel 22 487005340321, combination plat for the remaining property of parcel 22 487005340321 and all of parcel 22 487004750330 and will include the locations of the observed improvements to the property. Pins will be verified/set at all property corners, City of Milton checklist for minor subdivision plat will be followed, and the final deliverable is a minor plat approved for recording by City of Milton Department of Community Development (the “Project”). The Work to be completed under this Agreement (the “Work”) includes, but shall not be limited to, the work described in the Scope of Work provided in Exhibit “A”, attached hereto and incorporated herein by reference. Unless otherwise stated in Exhibit “A”, the Work includes all material, labor, insurance, tools, equipment, machinery, water, heat, utilities, transportation, facilities, services and any other miscellaneous items and work necessary to complete the Work. Some details necessary for proper execution and completion of the Work may not be specifically described in the Scope of Work, but they are a requirement of the Work if they are a usual and customary component of the contemplated services or are otherwise necessary for proper completion of the Work. Section 3. Contract Term; Termination. Consultant understands that time is of the essence of this Agreement and warrants and represents that it will perform the Work in a prompt and timely manner, which shall not impose delays on the progress of the Work. The term of this Agreement (“Term”) shall commence as of the Effective Date, and the Work shall be completed, and the Agreement shall terminate, on or before November 1, 2020 (provided that certain obligations will survive termination/expiration of this Agreement). City may terminate this Agreement for convenience at any time upon providing written notice thereof to Consultant. Provided that no damages are due to Ci ty for Consultant’s breach of this Agreement, City shall pay Consultant for Work performed to date in accordance with Section 5 herein. 2 Section 4. Work Changes. Any changes to the Work requiring an increase in the Maximum Contract Price (defined below) shall require a written change order executed by the City in accordance with its purchasing regulations. Section 5. Compensation and Method of Payment. The total amount paid under this Agreement as compensation for Work performed and reimbursement for costs incurred shall not, in any case, exceed $5,900.00, (the “Maximum Contract Price”), except as outlined in Section 4 above, and Consultant represents that this amount is sufficient to perform all of the Work set forth in and contemplated by this Agreement . The compensation for Work performed shall be based upon a flat fee. Consultant shall take no calculated risk in the performance of the Work. Specifically, Consultant agrees that, in the event it cannot perform the Work within the budgetary limitations established without disregarding sound principles of Consultant’s profession and industry, Consultant will give written notice immediately to City. City agrees to pay Consultant for the Work performed and costs incurred by Consultant upon certification by City that the Work was actually performed and costs actually incurred in accordance with the Agreement. No payments will be made for unauthorized work. Compensation for Work performed and, if applicable, reimbursement for costs incurred shall be paid to Consultant upon City’s receipt and approval of a single invoice, setting forth in detail the services performed and costs incurred, along with all supporting documents required by the Agreement or requested by City to process the invoice. The invoices shall be submitted at the completion of the Work. Section 6. Covenants of Consultant. A. Licenses, Certification and Permits. Consultant covenants and declares that it has obtained all diplomas, certificates, licenses, permits or the like required of Consultant by any and all national, state, regional, county, or local boards, agencies, commissions, committees or other regulatory bodies in order to perform the Work contracted for under this Agreement. Consultant shall employ only persons duly qualified in the appropriate area of expertise to perform the Work described in this Agreement. B. Expertise of Consultant; City’s Reliance on the Work. Consultant acknowledges and agrees that City does not undertake to approve or pass upon matters of expertise of Consultant and that, therefore, City bears no responsibility for Consultant’s Work performed under this Agreement. City will not, and need not, inquire into adequacy, fitness, suitability or correctness of Consultant’s performance. Consultant acknowledges and agrees that the acceptance or approval of Work by City is limited to the function of determining whether there has been compliance with what is required to be produced under this Agreement and shall not relieve Consultant of the responsibility for adequacy, fitness, suitability, and correctness of Consultant’s Work under professional and industry standards. C. Consultant’s Reliance on Submissions by City. Consultant must have timely information and input from City in order to perform the Work required under this Agreement. Consultant is entitled to rely upon information provided by City, but Consultant shall provide immediate written notice to City if Consultant knows or reasonably should know that any information provided by City is erroneous, inconsistent, or otherwise problematic. D. Consultant’s Representative; Meetings. ______________________ [INSERT NAME] shall be authorized to act on Consultant’s behalf with respect to the Work as Consultant’s designated representative, provided that this designation shall not relieve either Party of any written notice requir ements set forth elsewhere in this Agreement. Consultant shall meet with City’s personnel or designated representatives to resolve technical or contractual problems that may occur during the Term of this Agreement at no additional cost to the City. E. Assignment of Agreement. Consultant covenants and agrees not to assign or transfer any interest in, or delegate any duties of, this Agreement, without the prior express written consent of the City. F. Responsibility of Consultant and Indemnification of City. Consultant covenants and agrees to take and assume all responsibility for the Work rendered in connection with this Agreement. Consultant shall bear all losses and damages directly or indirectly resulting to it and/or City on account of the performance or character of the Work rendered pursuant to this Agreement. Consultant shall indemnify and hold harmless City and City’s elected and appointed officials, officers, boards, commissions, employees, representatives, consultants, servants, agents, attorneys and volunteers (individually an “Indemnified Party” and collectively “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 and costs of defense (“Liabilities”), to the extent Liabilities are caused by or result from the negligence, recklessness, or 3 intentionally wrongful conduct of the Consultant or other persons employed or utilized by the Consultant in the performance of this Agreement. This 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. This obligation to indemnify, defend, and hold harmless the Indemnified Party(ies) shall survive expiration or termination of this Agreement, provided that the claims are based upon or arise out of actions or omissions that occurred during the performance of this Agreement. G. Independent Contractor. Consultant hereby covenants and declares that it is engaged in an independent business and agrees to perform the Work as an independent contractor and not as the agent or employee of City. Consultant agrees to be solely responsible for its own matters relating to the time and place the Work is performed and the method used to perform such Work; the instrumentalities, tools, supplies and/or materials necessary to complete the Work; hiring and payment of consultants, agents or employees to complete the Work, including benefits and compliance with Social Security, withholding and all other regulations governing such matters. Any provisions of this Agreement that may appear to give City the right to direct Consultant as to the details of the services to be performed by Consultant or to exercise a measure of control over such services will be deemed to mean that Consultant shall follow the directions of City with regard to the results of such services only. Inasmuch as City and Consultant are independent of each other, neither has the authority to bind the other to any third person or otherwise to act in any way as the representative of the other, unless otherwise expres sly agreed to in writing signed by both Parties. Consultant agrees not to represent itself as City’s agent for any purpose to any party or to allow any employee of Consultant to do so, unless specifically authorized, in advance and in writing, to do so, and then only for the limited purpose stated in such authorization. Consultant shall assume full liability for any contracts or agreements Consultant enters into on behalf of City without the express knowledge and prior written consent of City. H. Insurance. Consultant shall have and maintain in full force and effect for the duration of this Agreement, insurance of the types and amounts approved by the City, as shown on Exhibit “B”, attached hereto and incorporated herein by reference. Consultant shall also ensure that any subcontractors are covered by insurance policies meeting the requirements specified herein and provide proof of such coverage. As it relates to any general liability, automobile liability or umbrell a policies, and except where such requirement is specifically waived in writing by the City, Consultant shall ensure that its insurer waives all rights of subrogation against the City for losses arising from Consultant’s Work and that the City and its officials, employees or agents are named as additional insureds. I. Employment of Unauthorized Aliens Prohibited – E-Verify Affidavit. Pursuant to O.C.G.A. § 13-10-91, City shall not enter into a contract for the physical performance of services unless: (1) Consultant 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 Consultant’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, or (2) Consultant provides evidence that it is not required to provide an affidavit because it is an individual (not a company) licensed pursuant to Title 26 or Title 43 or by the State Bar of Georgia and is in good standing. Consultant 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 or provided City with evidence that it is an individual not required to provide such an affidavit because it is licensed and in good standing as noted in sub-subsection (2) above. Further, Consultant hereby agrees to comply with the requirements of the federal Immigration Reform and Control Act of 1986 (IRCA), P.L. 99-603, O.C.G.A. § 13-10-91 and Georgia Department of Labor Rule 300-10-1-.02. In the event Consultant employs or contracts with any subcontractor(s) in connection with the covered contract, Consultant 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 Consultant/subcontractor agreement, or evidence that the subcontractor is not required to provide such an affidavit because it is an individual licensed and in good standing as noted in sub-subsection (2) above. If a subcontractor affidavit is obtained, Consultant agrees to provide a completed copy to City within five (5) business days of receipt from any subcontractor. Consultant and Consultant’s subcontractors shall retain all documents and records of their respective verification process for a period of five (5) years following completion of the contract. 4 Consultant agrees that the employee-number category designated below is applicable to Consultant. [Information only required if a contractor affidavit is required pursuant to O.C.G.A. § 13-10-91.] [CHECK ONE] ____ 500 or more employees. ____ 100 or more employees. ____ Fewer than 100 employees. Consultant hereby agrees that, in the event Consultant 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, Consultant 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. J. Ethics Code; Conflict of Interest. Consultant agrees that it shall not engage in any activity or conduct that would result in a violation of the City of Milton Code of Ethics or any other similar law or regulation. Consultant certifies that to the best of its knowledge no circumstances exist which will cause a conflict of interest in performing the Work. Consultant and City 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, influencing the content of any specification or procurement standard, rendering of advice, investigation, auditing, or in any other advisory capacity in a ny 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. Consultant and City further acknowledge that it is prohibited for any payment, gratuity, or offer of employment to be made by or on behalf of a sub-consultant under a contract to the prime Consultant or higher tier sub-consultant, or any person associated therewith, as an inducement for the award of a subcontract or order. K. Confidentiality. Consultant acknowledges that it may receive confidential information of City and that it will protect the confidentiality of any such confidential information and will require any of its subcontractors, consultants, and/or staff to likewise protect such confidential information. L. Authority to Contract. The individual executing this Agreement on behalf of Consultant covenants and declares that it has obtained all necessary approvals of Consultant’s board of directors, stockholders, general partners, limited partners or similar authorities to simultaneously execute and bind Consultant to the terms of this Agreement, if applicable. M. Ownership of Work. All reports, designs, drawings, plans, specifications, schedules, work product and other materials, including, but not limited to, those in electronic form, prepared or in the process of being prepared for the Work to be performed by Consultant (“Materials”) shall be the property of City, and City shall be entitled to full access and copies of all Materials in the form prescribed by City. Any and all copyrightable subject matter in all Materials is hereby assigned to City, and Consultant agrees to execute any additional documents that may be necessary to evidence such assignment. N. Nondiscrimination. In accordance with Title VI of the Civil Rights Act of 1964, 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, Consultant 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 or belief, political affiliation, national origin, gender, age or disability. In addition, Consultant agrees to comply with all applicable implementing regulations and shall include the provisions of this paragraph in every subcontract for services contemplated under this Agreement. O. Consultants Assisting with Procurement. As required by O.C.G.A. § 36-80-28, if the Agreement requires the Consultant to prepare, develop, or draft specifications or requirements for a solicitation (including bids, requests for proposals, procurement orders, or purchase orders) or to serve in a consultative role during a bid or proposal evaluation or negotiation process: (a) the Consultant shall avoid any appearance of impropriety and shall follow all ethics and conflict - of-interest policies and procedures of the City; (b) the Consultant shall imm ediately disclose to the City any material transaction or relationship, including, but not limited to, that of the Consultant, the Consultant’s employees, or the Consultant’s agents or subsidiaries, that reasonably could be expected to give rise to a conflict of interest, including, but not limited to, past, present, or known prospective engagements, involvement in litigation or other dispute, client relationships, 5 or other business or financial interest, and shall immediately disclose any material transaction or relationship subsequently discovered during the pendency of the Agreement; and (c) the Consultant agrees and acknowledges that any violation or threatened violation of this paragraph may cause irreparable injury to the City, entitling the City to se ek injunctive relief in addition to all other legal remedies. Section 7. Miscellaneous. A. Entire Agreement; Counterparts; Third Party Rights. This Agreement, including any exhibits hereto, constitutes the complete agreement between the Parties and supersedes any and all other agreements, either oral or in writing, between the Parties with respect to the subject matter of this Agreement. This Agreement may be executed in any number of counterparts, each of which shall be deemed an original, but all of which taken together shall constitute one and the same instrument. This Agreement shall be exclusively for the benefit of the Parties and shall not provide any third parties with any remedy, claim, liability, reimbursement, cause of action or other right. B. Governing Law; Business License; Proper Execution. This Agreement shall be governed by and construed in accordance with the laws of the State of Georgia without regard to choice of law principles. Any action or suit related to this Agreement shall be brought in the Superior Court of Fulton County, Georgia, or the U.S. District Court for the Northern District of Georgia – Atlanta Division, and Consultant submits to the jurisdiction and venue of such court. During the Term of this Agreement, Consultant shall maintain a business license with the City, unless Consultant provides evidence that no such license is required. Consultant agrees that it will perform all Work in accordance with the standard of care and quality ordinarily expected of competent professionals and in compliance with all federal, state, and local laws, regulations, codes, ordinances, or orders applicable to the Project, including, but not limited to, any applicable records retention requirements and Georgia’s Open Records Act (O.C.G.A. § 50-18-71, et seq.). C. Captions and Severability. All headings herein are intended for convenience and ease of reference purposes only and in no way define, limit or describe the scope or intent thereof, or of this Agreement, or in any way affect this Agreement. D. Notices. All 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 first given above or at a substitute address previously furnished to the other Party by written notice in accordance herewith. E. Waiver; Sovereign Immunity. No express or implied 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. Nothing contained in this Agreement shall be construed to be a waiver of City’s sovereign immunity or any individual’s qualified, good faith or official immunities. F. Agreement Construction and Interpretation; Invalidity of Provisions; Severability. Consultant represents that it has reviewed and become familiar with this Agreement and has notified City of any discrepancies, conflicts or errors herein. The Parties 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 drafti ng one or more provisions of the Agreement. In the interest of brevity, the Agreement may omit modifying words such as “all” and “any” and articles such as “the” and “an,” but the fact that a modifier or an article is absent from one statement and appears in another is not intended to affect the interpretation of either statement. Should any article(s) or section(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 if this Agreement had been executed with the invalid portion hereof eliminated, it being the intention of the Parties that they would have executed the remaining portion of this Agreement without including any such part, parts, or portions that may for any reason be hereafter declar ed invalid. Ratification of this Agreement by a majority of the Mayor and City Council shall authorize the Mayor to execute this Agreement on behalf of City. IN WITNESS WHEREOF, City and Consultant have executed this Agreement, effective as of the Effective Date first above written. [SIGNATURES ON FOLLOWING PAGE] 6 CONSULTANT: Davis Engineering & Surveying, LLC Signature: ___________________________________ Print Name: _____________________________ Title: [CIRCLE ONE] Member/Manager (LLC) [CORPORATE SEAL] (required if corporation) Attest/Witness: Signature: _______________________________ Print Name: _____________________________ Title: __________________________________ (Assistant) Corporate Secretary (required if corporation) CITY OF MILTON, GEORGIA ________________________________ By: Joe Lockwood, Mayor [CITY SEAL] Attest: Signature: ________________________________ Print Name: ______________________________ Title: City Clerk Approved as to form: _______________________________ City Attorney EXHIBIT “A” See attached. The reference to Consultant’s “Standard Terms and Conditions” in the attached document is deemed deleted, as superseded by this Agreement. Davis Engineering & SurveyingDavis Engineering & SurveyingDavis Engineering & SurveyingDavis Engineering & Surveying Proposal for ServicesProposal for ServicesProposal for ServicesProposal for Services August 13, 2020 Davis Engineering & Surveying, LLCDavis Engineering & Surveying, LLCDavis Engineering & Surveying, LLCDavis Engineering & Surveying, LLC | 133 Prominence Court, Suite 210 | Dawsonville, Georgia | 30534 Phone: 706-265-1234 | Fax: 678-248-9177 | www.DavisEngineers.com Page 1 Subject Property: 15270 & 15330 Hopewell Road, City of Milton, GA 30004 Parcels # (County): 22 487005340321 & 22 487004750330 (Fulton) To City of Milton, Attention, Matt Fallstrom: THIS AGREEMENT made and entered into, by and between Davis Engineering & Surveying, LLC, hereinafter called "DES,” and you, “client,” is for the services described under the “Scope of Services” section of this Agreement. This proposal briefly discusses our understanding of the scope of work and our fees for the services to be provided. DES reserves the right to adjust the fees quoted herein after 30 days, if necessary. SCOPE OF SERVICES:SCOPE OF SERVICES:SCOPE OF SERVICES:SCOPE OF SERVICES: DES, (Consultant) shall provide the following professional services for the property referenced above. I.I.I.I. SURVEYING SERVICESSURVEYING SERVICESSURVEYING SERVICESSURVEYING SERVICES Completion of a boundary survey of the property’s referenced above (10 acres +/-), a division of parcel 22 487005340321, combination plat for the remaining property of parcel 22 487005340321 and all of parcel 22 487004750330 and will include the locations of the observed improvements to the property. Pins will be verified/set at all property corners, City of Milton checklist for minor subdivision plat will be followed, and the final deliverable is a minor plat approved for recording by City of Milton Department of Community Development. II.II.II.II. ADDITIONAL SERVICESADDITIONAL SERVICESADDITIONAL SERVICESADDITIONAL SERVICES Services and compensation listed under Surveying Services are to be performed ONE TIME ONLY. Any additional work requested on the part of the Client or Contractor will be considered additional services and will be invoiced at current hourly rates unless specified (provided upon request). FEES AND TERMS OF PAYMENTFEES AND TERMS OF PAYMENTFEES AND TERMS OF PAYMENTFEES AND TERMS OF PAYMENT Our fee for the above scope item(s) is as followsOur fee for the above scope item(s) is as followsOur fee for the above scope item(s) is as followsOur fee for the above scope item(s) is as follows, and payment will be due , and payment will be due , and payment will be due , and payment will be due prior to delivery of the platsprior to delivery of the platsprior to delivery of the platsprior to delivery of the plats.... Lump SumLump SumLump SumLump Sum Fee (Item I): $Fee (Item I): $Fee (Item I): $Fee (Item I): $5,900.00 5,900.00 5,900.00 5,900.00 Payment TermsPayment TermsPayment TermsPayment Terms: Payment will be due as stated on the invoice. An Administrative Fee of $30.00 will be charged to accounts 30 days past due, and past due accounts are subject to a monthly 1.5% finance charge (18% Annual Rate). FUNDAMENTAL ASSUMPTIONSFUNDAMENTAL ASSUMPTIONSFUNDAMENTAL ASSUMPTIONSFUNDAMENTAL ASSUMPTIONS This Agreement, and the fees contained herein, are subject to the following fundamental assumptions: 1. In the event of boundary conflicts and/or other unforeseen issues which require additional work to resolve, we may require additional surveying fees and/or extensions of the time of delivery. In such event, we will notify you prior to proceeding with additional work required to complete the survey. 2. This proposal does not include reviewing and addressing comments required by attorneys or title insurance companies. 3. Only those services specifically listed within this proposal are included. Any future additional services will require additional fees. All reimbursable items, including postage, shall be billed at cost plus 15%. Davis Engineering & Surveying, LLCDavis Engineering & Surveying, LLCDavis Engineering & Surveying, LLCDavis Engineering & Surveying, LLC | 133 Prominence Court, Suite 210 | Dawsonville, Georgia | 30534 Phone: 706-265-1234 | Fax: 678-248-9177 | www.DavisEngineers.com Page 2 4. Adverse field conditions, beyond the control of DES and as determined by the Consultant, may require a change in the project schedule and/or fees. Prior to any modification to scope or fees, DES will immediately inform the Client by phone and in writing and the two parties shall amend this agreement before proceeding with the project. In the event that a modified agreement cannot be reached, work shall cease and the Client shall be responsible for fees associated on a percent completed basis. 5. DES requires that you are authorized to grant, or will obtain, permission for our personnel to enter the site. It is the recommendation of DES that you notify all affected parties, especially property adjoiners, of our presence as soon as possible to avoid delays in completing your scope of work. 6. It shall be the sole responsibility of the Client to provide access to all properties for surveying and design. DES is prepared to assist and expedite this process through the use of temporary easements if required. 7. Due to the nature of the scope of services agreed upon in this proposal, the Client inherently agrees that survey control points (nails, stakes, rebar and/or other markers) may be set at random locations that have no relationship to actual property boundaries. Random survey traverse lines will be trimmed out through native areas in a way that causes minimal impact to existing vegetation and allows visibility between these points. In order to assist the Consultant, these control points will have wood stakes, survey flagging tape in various high visibility colors, paint and/or other materials placed in close proximity. Please note that these control points, trimmed lines and other related materials, markings, etc. are evidence of surveying activity and are not to be considered as any evidence or indication of boundary monumentation, boundary lines, ownership, or possession. Also note that property line marking, when made a part of the above scope listed in the agreement for services, is a separate activity that may produce evidence similar to survey control points, but is not to be confused with survey traverse lines. 8. Due to the January 2017 Amendment of Georgia Code Section 15-6-67, 44-3-83, and H.B. 1004/AP, DES will require all plat recording fees to be billed to the client as a reimbursable item. 9. No review, permitting, inspection, water meter, sanitary sewer tap or other owner fees are included in this proposal. 10. The Client accepts the Consultant’s Standard Terms and Conditions (provided upon request). MISCELLANEOUSMISCELLANEOUSMISCELLANEOUSMISCELLANEOUS If this Agreement meets with your approval insofar as describing the scope of those services you expect of us, and our expectations concerning compensation for the same, please execute Exhibit A on the following page. We appreciate this opportunity to be of service to you. Sincerely, Raymond E. Siuta (rsiuta@davisengineers.com)Raymond E. Siuta (rsiuta@davisengineers.com)Raymond E. Siuta (rsiuta@davisengineers.com)Raymond E. Siuta (rsiuta@davisengineers.com) EXHIBIT “B” 08/14/2020 Turner, Wood, & Smith Agency, Inc. 1515 Community Way PO Box 1058 Gainesville GA 30503 Peggy Kanaday (770) 536-0161 (770) 536-1283 Davis Engineering & Surveying, LLC 133 Prominence Court Suite 210 Dawsonville GA 30534 Valley Forge Ins. Company 20508 Hartford Accident & Indemnity Co.22357 Wesco Ins. Company 25011 Continental Casualty Ins. Co.20443 CL1932815310 A For Offsite Coverage Outside DCIP Y Y B6012042696 03/22/2020 03/22/2021 1,000,000 300,000 10,000 1,000,000 2,000,000 2,000,000 B Y Y 20UECKI2288 03/22/2020 03/22/2021 1,000,000 Underinsured motorist combined single limit 1,000,000 A 10,000 Y Y B6012043850 03/22/2020 03/22/2021 5,000,000 5,000,000 C Y Y WWC3330764 03/22/2020 03/22/2021 1,000,000 1,000,000 1,000,000 D Professional and Incidental Pollution Liability AHE591886195 03/22/2020 03/22/2021 Limit of Liab. Per Claim $1,000,000 Annual Aggregate $1,000,000 Project: Survey and Plat Services at 15270 & 15330 Hopewell Rd City of Milton 2006 Heritage Walk Milton GA 30004 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 below If 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 HIRED AUTOS ONLY EXHIBIT “C” STATE OF ____________ COUNTY OF ___________ CONTRACTOR AFFIDAVIT AND AGREEMENT 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, Georgia 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: _________________________________ Federal Work Authorization User Identification Number _________________________________ Date of Authorization Davis Engineering & Surveying, LLC Name of Contractor 15270 & 15330 Hopewell Road Survey and Plat Services Name of Project City of Milton, Georgia Name of Public Employer I hereby declare under penalty of perjury that the foregoing is true and correct. Executed on _________, 20___ in ___________________ (city), ______ (state). _________________________________ Signature of Authorized Officer or Agent _______________________________ Printed Name and Title of Authorized Officer or Agent SUBSCRIBED AND SWORN BEFORE ME ON THIS THE ______ DAY OF ______________, 20___. _________________________________ NOTARY PUBLIC [NOTARY SEAL] My Commission Expires: _________________________________ EXHIBIT “D” STATE OF _____________ COUNTY OF ___________ SUBCONTRACTOR AFFIDAVIT 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 Davis Engineering & Surveying, LLC (name of contractor) on behalf of the City of Milton, Georgia 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: _________________________________ Federal Work Authorization User Identification Number _________________________________ Date of Authorization _________________________________ Name of Subcontractor 15270 & 15330 Hopewell Road Survey and Plats Services Name of Project City of Milton, Georgia Name of Public Employer I hereby declare under penalty of perjury that the foregoing is true and correct. Executed on _________, 20__ in _________________ (city), ______ (state). _________________________________ Signature of Authorized Officer or Agent _______________________________ Printed Name and Title of Authorized Officer or Agent SUBSCRIBED AND SWORN BEFORE ME ON THIS THE ______ DAY OF ______________, 20___. _________________________________ NOTARY PUBLIC [NOTARY SEAL] My Commission Expires: _________________________________ "N/A" CITY COUNCIL AGENDA ITEM TO: City Council DATE: September 1, 2020 FROM: Steven Krokoff, City Manager AGENDA ITEM: Approval of a Task Order between the City of Milton and Pond & Company, Inc. to Provide Preliminary Engineering for Morris Road Widening MEETING DATE: Wednesday, September 9, 2020 City Council Meeting BACKGROUND INFORMATION: (Attach additional pages if necessary) See attached memorandum APPROVAL BY CITY MANAGER: ___ APPROVED ___ NOT APPROVED CITY ATTORNEY APPROVAL REQUIRED: ___ YES ___ NO CITY ATTORNEY REVIEW REQUIRED: ___ YES ___ NO APPROVAL BY CITY ATTORNEY ___ APPROVED ___ NOT APPROVED PLACED ON AGENDA FOR: __________ X X X September 9, 2020 X To: Honorable Mayor and City Council Members From: Robert Drewry, Public Works Director Date: Submitted on August 24, 2020 for the September 9, 2020 Regular City Council Meeting Agenda Item: Approval of a Task Order between the City of Milton and Pond & Company, Inc. to Provide Preliminary Engineering for Morris Road Widening _____________________________________________________________________________________ Project Description: The City of Milton issued an RFP for engineering and design services including the Big Creek Greenway Trail Connection and the Morris Road Widening Projects. This task order is for the preliminary engineering of the TSPLOST Morris Road Widening Project and includes concept validation, public involvement, traffic engineering, environmental resource identification and a field run survey of the corridor. The underway McGinnis Ferry Road Interchange with SR 400 project includes widening of McGinnis Ferry Road to Bethany Bend where McGinnis Ferry Road becomes Morris Road. This project is proposed to tie into the McGinnis Ferry project widening and continue to the south/west to tie into the four-lane section of Morris Road at Webb Road. Procurement Summary: Purchasing method used: Task Order Related to Original RFP Account Number: 335-4101-541400010 Requisition Total: $188,683 Vendor DBA: Pond & Company Financial Review: Bernadette Harvill, August 26, 2020 Legal Review: Sam VanVolkenburgh, Jarrard & Davis, LLP, August 25, 2020 Attachment(s): Task Order HOME OF'THE GEST QUALITY OF LIFE IN GEORGIA' ORTON't ESTABLISHED 2006 TASK ORDER #2 TO PROVIDE PRELIMINARY ENGINEERING FOR MORRIS ROAD WIDENING THIS TASK ORDER between the parties is entered into pursuant to the Professional Services Agreement dated January 6, 2020 (for RFP #19-PW08), incorporated herein by reference, and shall serve as authorization by City of Milton to Pond & Company, Inc. (referred to herein alternately as "Consultant" and "Pond") to perform the services described herein pursuant to the terms and conditions, mutual covenants and promises provided herein and in the Professional Services Agreement. NOW, THEREFORE, for and in consideration of the mutual promises, the public purposes, and the acknowledgements and agreements contained herein, and other good and adequate consideration, the sufficiency of which is hereby acknowledged, the Parties do mutually agree as follows: Description of Services: The Preliminary Engineering services will consist of concept validation including public involvement, traffic engineering and environmental resource identification. The previous concept attached as Exhibit "A" Attachment 1 will be the basis for the concept validation and the updated concept developed as part of these services will be used in the public involvement and environmental resource identification. The preliminary engineering also includes a survey of the corridor. Pond will provide all labor, materials, and equipment necessary to assist the City of Milton in completing the tasks. A more complete description of services is found in Exhibit "A". Timing: This task order will be completed within six (6) months of notice to proceed by V Compensation: This task order shall not exceed $188,683 based upon the rates that are part of the Agreement. Att achments: Exhibit "A" Pond Proposal letter dated August 21, 2020 Attachment 1. Concept Layout Attachment 2. Project Schedule See following page for signatures. 1 CITY OF MILTON: By: CONSULTANT: Name: Name: t PiMti:eS Ci i Date: Approved by City Council Mayor Date Approved as to form: City Attorney Date: �a EXHIBIT "A" 3500 Parkway Lane, Suite 500 T: 678.336.7740 I F: 678.336.7744 Peachtree Corners, Georgia 30092 www.pondco.com August 21, 2020 Sara Leaders, P.E. Transportation Engineer City of Milton 2006 Heritage Walk Milton, GA 30004 RE: Morris Road Widening Professional Design Services Fee Proposal —Task Order #2 Pond &Company (Pond) is pleased to submit this proposal for transportation engineering and design services for the above project. The paragraph below describes the professional services and fees to accomplish the work. PROJECT UNDERSTANDING: Morris Road from Webb Road to Bethany Bend is an important three -lane collector road within the City of Milton. The road connects Windward Parkway and neighborhoods to McGinnis Ferry and the new intersection with SR 400, as well as connections with many other destinations for school, work, dining, and shopping. The preferred concept and typical section have been provided by the City and is included as Attachment 1. The limits include the roundabout at Webb Road and Deerfield Avenue through to the intersection with Bethany Bend. Our understanding is the City of Milton will locally fund the design and construction of the roadway improvement through the City's TSPLOST program. PROFESSIONAL SERVICES: Task Order #2 The work will consist of concept validation including public involvement, traffic engineering and environmental resource identification. This task order with also include survey of the corridor. Pond will provide all labor, materials, and equipment necessary to assist the City of Milton in completing the tasks as described herein. Scope of Work Phase 1: Concept Validation The concept validation will ensure and address the existing conditions along the corridor as well as verify the proposed alignment and typical sections. The concept validation will work in coordination of the public involvement, environmental, and traffic analysis. The concept will be finalized and presented to the public and stakeholders to provide a consistent and buildable project. The concept validation will include adjustments to the conceptual horizontal alignments shown on the concept drawing including conceptual level project limits and proposed right of way and easement areas for use in communication with stakeholders. The ESAs (environmentally sensitive areas) will be shown on the concept drawing and clarified for public view. The concept drawing will be coordinated with the traffic analysis to ensure City of Milton - Morris Road Scope Task Order #2 1 Page 2 proper lane configurations, roundabout configuration, and median opening design. The typical section will be reviewed based on impacts and coordinated with the City to ensure efficient use of space through the tight corridor. A conceptual water quality analysis will be completed and reviewed with the City staff to determine what, if any, post construction BMPs will be included. This will ensure that proper right of way and impacts are shown due to any proposed BMPs. Pond will coordinate with GDOT and Atlas to obtain existing design plans and coordinate proposed conditions. A concept level construction cost estimate will be provided once the concept layout is finalized. The concept will be revised during initial data gathering, once after survey is completed, and once more after public input is received. The scope and fee assume that the City will provide any documents and design files that were used to create the original concept drawing. The concept layout will not include finalized horizontal, vertical, or cross-sectional plans. Detailed construction limits and right of way/easements will not be determined until preliminary plans phase is completed in the next task order. The water quality will only be calculated for the new (additional) impervious area added to the project corridor. It is assumed that there will not be any changes to the concept layout after presentation to the Council. Phase II: Traffic Analysis The traffic analysis will analyze the traffic along the corridor and provide projected traffic counts. A roundabout analysis will be completed to verify operational design. The corridor will be reviewed for median opening design and the proposed median opening locations. Weekday AM and PM peak period turning movement counts will be performed at the location of the roundabout and the median opening locations shown in the City provided concept layout (Lathene Drive and Deer Trail). The traffic volumes will be projected to open and design year scenarios. Due to COVID-19, the projections will be reviewed via historical counts and adjusted via a correction factor (approved by City staff) to ensure they will relate to future traffic scenarios not affected by the pandemic. A traffic analysis will be performed and presented to the City of Milton staff to determine the appropriate type of control for the two median openings shown in the concept layout (Lathene Drive and Deer Trail). The City provided traffic analysis will be used to analyze the corridor and intersection at Bethany Bend. A roundabout capacity analysis using the GDOT Roundabout Tool and SIDRA software will be performed. A traffic report will be completed summarizing the findings and proposed solutions. The scope and fee assume that VISSIM modeling and simulation videos will not be completed for the roundabout or the corridor. Traffic diagrams will not be completed to be included in the construction plans. The City to provide any counts along the project corridor and roundabout that have been historically completed. Phase III: Public Involvement The public involvement will include public outreach via online resources and summarized by Pond. In-person or virtual stakeholder meetings will be completed for adjacent property owners. Pond will prepare and present to the City of Milton Council the public comments and any revisions to the conceptual layout with assistance from the City staff. The public meeting will be held informally via a virtual meeting platform, we recommend Social Pinpoint. Pond will coordinate with the City staff to publicize the meeting including website, social media, City newsletter, press City of Milton - Morris Road Scope Task Order #2 1 Page 3 release, City Council announcements, and post card mailings. The concept layout will be provided on the website and public input will be consolidated and summarized. Pond will lead a formal presentation at one council meeting. The scope and fee assume that one virtual public meeting will be UH there will be no formal presentation. The public comments will be summarized but no formal responses will be provided; documentation will be made of the comments. Pond will assist in updating the County website with the final concept layout once approved by City of Milton Council. Pond will lead the presentation at the Council meeting with assistance from the City staff. Assume 10 one-on-one or virtual stakeholder meetings for adjacent property owners. Itis assumed that the concept will be revised once based on public involvement comments. Phase IV: Environmental Resource Identification The environmental team will identify resources along the project corridor. The Pond environmental group will complete a desktop screening for previously known historical and archeological sites along the project corridor. A site visit will be completed to locate the streams and any possible wetlands along the corridor. The scope and fee assume that the environmental team will not be coordinating the location of the streams or wetlands with an onsite verification with the Corps. Any further documentation or studies will be completed during the next task order. Phase V: Survey The survey will be completed per typical GDOT requirements and delivered with InRoads and Microstation compatibility. The survey will include any above ground items including above ground utilities. The surveyor will also verify the flow lines of drainage systems where tops are accessible. Additional scope will include coordination with 811 and utility owners to mark underground utilities and survey the marked lines. Separate SHE services beyond what is described above are not included with the survey phase. Schedule Pond has estimated that all tasks above will be completed within 5 months from notice to proceed. See attached schedule included as Attachment #2. ASSUMPTIONS Services or tasks not specifically outlined above are excluded. No additional coordination or permitting is included with GDOT, FEMA, or USACE is included in this task order. Compliance and review of MS4 is not included under this task order. PROFESSIONAL FEES Pond proposed to accomplish this task order for a proposed total lump sum fee of $188,683. City of Milton - Morris Road Scope Task Order 112 1 Page Al If this fee and scope is acceptable, Pond & Company is available to being work immediately in issuance of a signed Notice to Proceed. This to be executed under Contract RFP #19-PW08. If you would like to discuss or modify the scope, please contact us. If you need any additional information, please feel free to contact me at (470) 387-8949. Sincerely, James McNabb, PE Senior Vice President, Transportation Manager CC: Daniel R. Sabia, III, PE Arwin Lopez, PE Attachments: 1. Concept layout 2. Project schedule for Task Order #2 r \qd \\r LL FR 1 .. I IMORRIS ROAD \It s 1*TO BE THAN Y BEND �- (NOT FOR CONSTRUCTION) �\ _v \ z.$ \ \ �* L 4L , •� /- , A Ilk Ist \" r t. to A =�% It o r `f . ,.\� �, \ .` �— I It to % �� �. • A� 1. �i� A \ F Z V vti. s'AA.' y , \• y 1 N ,00 It 4 %f \ - oF _ µ too t t m _ _ \ Rkm do, vol'o It .. I - - - ��"� o odo . , , •• _ l 12 Alf _ _ - - - �. --- Y _ - PiGRRIS ROAD 4I ' -- \ Q I � o • y � `2•P�J�, oI to r �\ z41 o, o too) at i'll X7 o \ I� �, 11 �JIJ �` rp�to �- / c tl� I ` vt. . I\, oL / T _ 1L� - ''a - � 'gyp to I A l �• % PPr 01 oz \ 1 IN, p too L IL • . e • • ■ICAL SECTION MILTON WOLVERTON mil ��l Morris Road Wideninq Final Schedule.mpp ID Task Name Duration Start Finish g I E I M I B E M B E 126, '20 Au 16, '2 T F S S M Sep 6, '20 Sep 27, '2 T W T F S Oct 18, '2 S M T Nov 8, '2 W T Nov 29, '2 Dec 20, '2 Jan 10, '2 Jan 31, '2 F S S M T W T F S S M Feb 21, '2 Mar 14, '2 T W T F S Apr 4, '21 S M T Apr 25, '2 May 16, ' Jun 6, '21 Jun 27, '2 Jul 18, '21 W T F S S M T W T F S S M Aug 8, '21 A T W T 1 NTP 0 days Kick -of meeting 1 day Concept Validation 84 days Perform traffic counts 5 days Review Traffic 10 days GDOT Coordination 15 days Review and Update Concept 10 days Update Concept with Survey 10 days Update Concept with Public Input days Public Involvement 80 days Validate Public Invol. Plan 1 day Stakeholder Meetings 10 days Send Virtual Meet. Invitation 0 days Virtual Public Meeting 10 days Gather Comments 5 days Present to Council 0 days Survey 31 days? Send out survey letters 1 day Field Surveys 15 days Database Preparation 10 days Task order #3 (not negotiated under current Utility Coordination 111 days 1st Utility Submission 35 days 2nd Utility Submission 35 days Preliminary Design 55 days Submit Prelim Plans 0 days City Review 30 days Right -of -Way Plans 15 days Address Prelim. Plan comments 15 days Submit ROW Plans 0 days Final Design 60 days Mon 9/14/20 Fri 9/18/20 Mon 9/14/20 Mon 9/14/20 Mon 9/14/20 Mon 9/28/20 Thu 9/17/20 Fri 11/27/20 Fri 1/1/21 Fri 9/18/20 Fri 9/18/20 Thu 10/1/20 Wed 9/30/20 Fri 12/11/20 Fri 12/25/20 Thu 1/7/21 Thu 10/15/20 Thu 10/15/20 Fri 10/23/20 Fri 11/13/20 task order) Fri 12/11/20 Fri 12/11/20 Mon 3/29/21 Mon 1/11/21 Fri 3/26/21 Mon 3/29/21 Mon 5/10/21 Mon 5/10/21 Fri 5/28/21 Mon 5/31/21 Mon 9/14/20 Fri 9/18/20 Thu 1/7/21 Fri 9/18/20 Fri 9/25/20 Fri 10/16/20 Wed 9/30/20 Thu 12/10/20 Thu 1/7/21 Thu 1/7/21 Fri 9/18/20 Wed 10/14/20 Wed 9/30/20 Thu 12/24/20 Thu 12/31/20 Thu 1/7/21 Thu 11/26/20 Thu 10/15/20 Thu 11/12/20 Thu 11/26/20 Fri 5/14/21 Thu 1/28/21 Fri 5/14/21. Fri 3/26/21 Fri 3/26/21 Fri 5/7/21 Fri 5/28/21 Fri 5/28/21 Fri 5/28/21 Fri 8/20/21 9/14 1/7 - >/26 Ir 5/28 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 37 38 39 40 41 42 Project: Morris Road Widening Task Split Milestone Summary ♦ I I I I I I I I I I I I I I I I I F I I I I I Project Summary Inactive Task Inactive Milestone Inactive Summary 11 Manual Task I Duration -only Manual Summary Rollup Manual Summary I Start -only C Deadline "v Finish -only 7 Progress External Tasks Manual Progress I External Milestone Page 1 CITY COUNCIL AGENDA ITEM TO: City Council DATE: September 1, 2020 FROM: Steven Krokoff, City Manager AGENDA ITEM: Approval of a Change Order #1 to the Agreement between the City of Milton and Lowe Engineers to Provide Temporary Plan Review Services (July – September 2020) MEETING DATE: Wednesday, September 9, 2020 City Council Meeting BACKGROUND INFORMATION: (Attach additional pages if necessary) See attached memorandum APPROVAL BY CITY MANAGER: ___ APPROVED ___ NOT APPROVED CITY ATTORNEY APPROVAL REQUIRED: ___ YES ___ NO CITY ATTORNEY REVIEW REQUIRED: ___ YES ___ NO APPROVAL BY CITY ATTORNEY ___ APPROVED ___ NOT APPROVED PLACED ON AGENDA FOR: __________ X X X September 9, 2020 X To: Honorable Mayor and City Council Members From: Parag Agrawal, Community Development Director Date: Submitted August 27, 2020 for the September 9, 2020 Regular City Council Meeting Agenda Item: Approval of Change Order #1 to the Agreement Between the City of Milton and Lowe Engineers to Provide Temporary Plan Review Services (July - September 2020) _____________________________________________________________________________________ Department Recommendation: Approval Project Description: The City of Milton and Lowe Engineers, LLC, have entered into Professional Services Agreement dated September 13, 2017 (RFQ#17-PW05) to provide various engineering services when required by the City. A task order dated March 16, 2020 was issued for Lowe Engineers, LLC to provide temporary plan review for land development activities until June 30, 2020 not to exceed 32,000.00. The request is to change the ending date until September 30, 2020 and not to exceed $77,000.00 based upon the hourly rate of: Project Manager $125.00 per hour. The approval of this change order will ensure that land development permits are issued in conformance with the City Code of Ordinances and maintaining our quality of level of service. Procurement Summary: Purchasing method used: Contract Addendum Account Number: 100-7410-521200004 Adjustment Total: $45,000.00 Vendor DBA: Lowe Engineers, LLC Financial Review: Bernadette Harvill, August 27, 2020 Legal Review: Sam VanVolkenburgh, Jarrard & Davis, LLP, August 19, 2020 Concurrent Review: Steve Krokoff, City Manager Attachment: Change Order #1 CHANGE ORDER #1 TO TASK ORDER TO PROVIDE TEMPORARY PLAN REVIEW FOR LAND DEVELOPMENT ACTIVITIES WHEREAS, the City of Milton, Georgia and Lowe Engineers, LLC, have entered into a Professional Services Agreement (the “Agreement”) dated September 13, 2017 and a Task Order (the “Task Order”) dated March 16, 2020, incorporated herein by reference; and WHEREAS, the Parties desire to change the timing and Not to Exceed amount of the Task Order pursuant to Section 2 of the Agreement, it being to the mutual benefit of all parties to do so; NOW THEREFORE, the Parties agree to amend the Task Order as follows: “Timing” section is amended to extend the expiration date through the end of the City’s current fiscal year, which is September 30, 2020. “Compensation” section is amended by replacing the text with the following: “This task order shall not exceed $77,000.00 based upon the hourly rate of: Project Manager $125.00 / hour”. Approved by City Council Approved as to form: _____________________________ _____________________________ Mayor City Attorney _____________________________ Date CITY OF MILTON: CONSULTANT: By: __________________________ By: ________________________________ Title:_________________________ Title:_______________________________ Name:________________________ Name:______________________________ Date: ________________________ Date: ______________________________ Managing Partner Jon Drysdale August 24, 2020 Lowe Engineers, LLC CITY COUNCIL AGENDA ITEM TO: City Council DATE: September 1, 2020 FROM: Steven Krokoff, City Manager AGENDA ITEM: Approval of a Change Order # 1 Agreement between the City of Milton and the Atlanta Reginal Commission (ARC) to Extend the End Date of the Contract to December 10, 2020 Related to the City’s Smart Communities Grant Project – Walking School Bus MEETING DATE: Wednesday, September 9, 2020 City Council Meeting BACKGROUND INFORMATION: (Attach additional pages if necessary) See attached memorandum APPROVAL BY CITY MANAGER: ___ APPROVED ___ NOT APPROVED CITY ATTORNEY APPROVAL REQUIRED: ___ YES ___ NO CITY ATTORNEY REVIEW REQUIRED: ___ YES ___ NO APPROVAL BY CITY ATTORNEY ___ APPROVED ___ NOT APPROVED PLACED ON AGENDA FOR: __________ X X X September 9, 2020 X To: Honorable Mayor and City Council Members From: Parag Agrawal, Community Development Director Date: Submitted August 27, 2020 for the September 9, 2020 Regular City Council Meeting Agenda Item: Approval of a Change Order # 1 Agreement between the City of Milton and the Atlanta Reginal Commission (ARC) to Extend the End Date of the Contract to December 10, 2020 Related to the City’s Smart Communities Grant Project – Walking School Bus _____________________________________________________________________________________ Department Recommendation: Approval. Executive Summary: In Spring of 2019, the City of Milton was selected as one of only four communities in Georgia to participate in the GA Smart Communities Challenge program (GA Smart) class of 2019. A $50,000 grant from GaTech via the Atlanta Regional Commission was awarded to the City of Milton in support of this project. The City of Milton entered into an agreement with the Atlanta Regional Commission on November 4, 2019. Milton’s GA Smart challenge is to build an App for smart phones that would encourage more kids to walk to school by giving parents the ability to coordinate and schedule groups of kids from nearby neighborhoods to form a walking school bus with a parent volunteer as the lead/chaperone. The App will also seek to assist in incentivizing more walk trips by providing walk trip data or step counts for rewards. The wider application of this project is to alleviate some of the non-essential car trips to the school which lessens the traffic build up and carbon emissions on Birmingham Highway. Walking to school also promotes physical activity and social interaction with other neighborhood kids and parents. As we encourage kids and parents to walk and use the Milton sidewalk and trail system leads to a vibrant walkable community. Due to the postponement of in-person school throughout the Fulton County school system, the testing of the walk to school smart phone application is also delayed. The Atlanta Regional l Commission is able to extend our project contract to December 10, 2020. This will give the project team more time to work on the application and possible testing. The parties therefore desire to issue a first change order to the contract as follows: 1. The third sentence of Item 3: Time of Performance, is hereby deleted and replaced with the following sentence, “All work and services required hereunder shall be completed on or before December 10, 2020.” This being to the mutual benefit of all parties to do so. Funding and Fiscal Impact: None Legal Review: Sam VanVolkenburgh, Jarrard & Davis, August 25, 2020 Concurrent Review: Steve Krokoff, City Manager Attachment: ARC – City of Milton Contract November 4, 2019 Change Order # 1 \AP) � sa SUBGRANT AGREEMENT THIS AGREEMENT, entered into as of this day of , 2019, by and between City of Milton, Georgia (hereinafter referred to as the "Subgrantee") and the ATLANTA REGIONAL COMMISSION (hereinafter referred to as "ARC"). WITNESSETH THAT: WHEREAS, ARC desires to engage the Subgrantee to render certain services hereinafter described in connection 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 Transportation, (hereinafter, along with the appropriate auditing agency of the entities making such grant, referred to as "the Concerned Funding Agencies"); WHEREAS, the Subgrantee desires to render such services in connection with the project; NOW THEREFORE, in consideration of the premises and the mutual covenants and agreement.,,- hereinafter greementhereinafter contained, the parties hereto agree as follows: Engagement of the Subgrantee. ARC hereby agrees to engage the Subgrantee and the Subgrantee hereby agrees to perform the services hereinafter set forth in accordance with the terms and conditions herein. 2. Scope of Services. The Subgrantee shall do, perform and carry out in a satisfactory and proper manner, as determined by ARC, the work and services described in Attachment "A" which is attached hereto and made a part hereof. 3. Time of Performance. The services of the Subgrantee are to commence immediately upon execution of this agreement. Work and services shall be undertaken and pursued in such sequence as to assure their expeditious completion and as may be required in Attachment "A." All work and services required hereunder shall be completed on or before October 3 1, 2020. 4. Compensation. 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. Compensation for work and services in the performance of this contract shall not exceed $50,000. 5. Approval of Subcontracts. None of the work or services to be performed under this agreement by the Subgrantee shall be subcontracted without the prior written approval of ARC's Executive Director or his authorized agent. If such approval is requested, all subcontract documents shall be submitted to ARC's Executive Director or his authorized agent, for his review and approval prior to the execution of such subcontract. Further, if requested by ARC's Executive Director or his authorized agent, the Subgrantee shall provide ARC with such documentation as ARC's Executive Director shall require, regarding the 1of13 Executive Director (or his authorized agent) shall not unreasonably withhold approval of such subcontracting if compliant with this Agreement. Further, if requested by ARC's Executive Director or his authorized agent, the Subgrantee shall provide ARC with such documentation as ARC's Executive Director shall require, regarding the method the Subgrantee 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 selection of subcontractors is governed by regulations requiring competition between potential subcontractors or adequate justification for sole source selection. The Subgrantee agrees to abide by such regulations in its selection procedure. Notwithstanding the foregoing, it is the policy of 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 competitive proposals. Evaluation criteria will be established such that proposers' qualifications carry the most weight in the selection process. While cost or price may 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. Failure to comply with this policy will result in disapproval of any subcontract(s) and withdrawal of ARC funding. 5. Prompt -Payment -and -Retainage. The prime subgrantee agrees to pay each subcontractor under this prime grant for satisfactory performance of its contract no Iater than 30 days from the receipt of each payment the prime subgrantee receives from ARC. The prime subgrantee agrees further to return retainage payments to each subcontractor within 30 days after the subcontractors work is satisfactorily completed. Any delay or postponement of payment from the above referenced time frame may occur only for good cause following written approval of ARC. This clause applies to both DBE and non -DBE subcontracts. Any subgrantee found not to be in compliance with this clause will be considered in breach of contract and any further payments will be withheld until corrective action is taken. If subgrantee does not take corrective action, subgrantee may be subject to contract termination. 7. AssianabilitX. 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 termination for cause or convenience, such changes, including any increase or decrease in the amount of the Subgrantee's compensation shall be incorporated in written amendments to this agreement. Amendments to this agreement may be executed on behalf of ARC only by ARC's Executive Director and Chairman. 9. Insurance. 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 practices. Such insurance shall at least include Worker's Compensation, Public Liability, Property Damage. 2 of 13 10. Indemnification. To the extent permitted by Georgia law, the Subgrantee shall hold harmless and indemnify ARC, its officers, directors, and employees form and against Iosses, reasonable attorney's fees and costs, that may be based on any injury to persons or property caused by the negligent performance of services under this agreement by the Subgrantee or any person employed by the Subgrantee. 11. Formal Communication. Formal communications regarding this agreement shall include, but not necessarily be limited to correspondence, progress reports and fiscal reports. All formal communication regarding this agreement shall be in writing between the person executing this agreement on behalf of the Subgrantee (executor) and ARC's Executive Director. However, the Subgrantee executor and ARC's Executive Director shall each have the right to designate in writing to the other an agent to act in his or her behalf regarding this agreement. Any restrictions to such designation must be clearly defined in the written designation. In this regard, ARC's Executive Director hereby designates the Director of the Center for Livable Communities as his agent for purposes of this contract only, except for Amendments and Terminations. in this regard, the City of Milton's Mayor hereby designates Parag Agrawal as his agent for purposes of this contract only, except for Amendments and Terminations. 12. Reports. The Subgrantee shall furnish ARC with narrative progress reports, in such form and frequency as may be specified by ARC's Executive Director or his authorized agent, outlining the work accomplished by the Subgrantee during the period, including the current status of the Project, and the percentage of work which has been completed. 13. Financial Reports. In addition to other records required by this contract, the Subgrantee agrees to provide to ARC such additional financial reports in such form and frequency as ARC may require in order to meet ARC's requirements for reporting to the Concerned Funding Agencies. 14. Program Fraud and False or Fraudulent Statements or Related Acts. The Subgrantee acknowledges that the provisions of the Program 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 execution of the underlying contract, the Subgrantee certifies or affirms the truthfulness and accuracy of any statement it has made, it makes, it may make, or causes to be made, pertaining to the underlying contract or the project for which this contract work is being performed. In addition to other penalties that may be applicable, the Subgrantee further acknowledges that if it makes, or causes to be made, a false, fictitious, or fraudulent claim, statement, submission, or certification, the Federal Government reserves the right to impose the penalties of the Program Fraud Civil Remedies Act of 1986 on the Subgrantee to the extent the Federal Government deems appropriate. 15. Review and Coordination. To ensure adequate assessment of the Subgrantee's project and proper coordination among interested parties, ARC shall be kept fully informed concerning the progress of the work and services to be performed hereunder. The Subgrantee may be 3of13 required to meet with designated representatives of ARC and the Concerned Funding Agencies from time to time to review the work and services performed. The Subgrantee shall be given reasonable written notice of such meetings. 16. Inspections. Authorized representatives of ARC and the Concerned Funding Agencies may at all reasonable times review and inspect the Project activities and data collected pursuant to this agreement. Except where specifically prohibited by law, all reports, studies, records, and computations prepared by or for the Subgrantee 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 data is normally accumulated. Approval and acceptance of such material shall not relieve the Subgrantee of its professional obligation to correct, at its expense, any errors found in the work unless such errors can be shown to be caused by inaccurate or incomplete information provided by ARC. 17. Maintenance of Cost Records. The Subgrantee shall maintain all books, documents, papers, accounting records and other evidence pertaining 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 payment under the agreement, for inspection 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 connection with this Project. 18. No Obligation by the Federal Government. ARC and the Subgrantee acknowledge and agree that, notwithstanding any concurrence by the Federal Government in or approval of the solicitation or award of the underlying contract, absent the express written consent by the Federal Government, the Federal Government is not a party to this contract and shall not be subject to any obligations or liabilities to ARC, the Subgrantee, or any other party (whether or not a party to that contract) pertaining to any matter resulting 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 employees, servants, agents or subcontractors as a partner, employee, servant, or agent of ARC, nor shall either party to this agreement have any authority to bind the other in any respect, it being intended that each shall remain an independent contractor. 24. Subgrantee's Personnel. The Subgrantee represents 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 employees of ARC, nor shall such personnel have been employees of ARC during any time within 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 employees shall be involved in any way with the performance of this agreement, without the express prior written approval of ARC. 21. Employees' Rate of Compensation. The rate of compensation for work performed under this project by a staff member or employee of the Subgrantee shall not exceed the compensation 4of13 of such person that is applicable to his or her other work activities for the Subgrantee. Charges for salaries and wages of individuals shall be supported by time and attendance and payroll distribution records. 22. Interest of Suberantee. The Subgrantee covenants that neither the Subgrantee, nor anyone controlled by the Subgrantee, controlling the Subgrantee, or under common control with the Subgrantee, nor its agents, employees or Subgrantees, presently has an interest, nor shall acquire an interest, direct or indirect, which would conflict in any manner or degree with the performance of its service hereunder, or which would prevent, or tend to prevent, the satisfactory performance of the Subgrantee's service hereunder in an impartial and unbiased manner. The Subgrantee further covenants that in the performance of this agreement no person having any such interest shall be employed by the Subgrantee as an agent, Subgrantee or otherwise. If the Subgrantee contemplates taking some action which may constitute a violation of this paragraph, the Subgrantee shall request in writing the advice of ARC, and if ARC notifies the Subgrantee in writing that the Subgrantee's contemplated action will not constitute a violation hereof, then the Subgrantee shall be authorized to take such action without being in violation of this paragraph. 23. Interest of Members of ARC and Others. No officer, member or employee of ARC, and no public official of any local government which is affected in any way by the project, who exercises any function or responsibilities in the review or approval of the project or any component part thereof, shall participate in any decision relating to this agreement which affects his or her personal interests or the interest of any corporation, partnership or association in which he or she is directly, or indirectly, interested; nor shall any such officer, member or employee of ARC, or public official of any local government affected 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 delegate to the Congress of the United States of America, resident commissioner or employee 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 Subgrantee 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 offices of ARC and is hereby made a part of this agreement as fully as if the same were attached hereto. ARC will notify the Subgrantee in writing of any applicable changes within a reasonable time after ARC has received appropriate notice of such changes from the Concerned Funding Agencies. 26. Rights in Documents. Materials and Data Produced. For purposes of this agreement, "data" includes, but is not limited to means the writings, 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 compensation to the Subgrantee other than as provided in this 5of13 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 Subgrantee acknowledges that matters regarding rights to inventions and materials generated by or arising out of this agreement may 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 data and software, to the Subgrantee that have been obtained from various 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 -transferable, limited license for the Subgrantee or its Sub-Subgrantees to use the data or software for the work 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- Subgrantees shall not use this data or software for any work not covered by this Agreement. The Subgrantee further acknowledges that upon completion 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 the Subgrantee's or Sub- Subgrantee's computer systems will be removed. 28. Publicity. 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 without first submitting the same to ARC for review and comment. No such presentation shall be made until comments have been received from ARC regarding such review; provided, however, if such comments have not been received by the Subgrantee within thirty calendar days after such submission, it shall be presumed that ARC has no objection thereto. ARC's comments, objections, reservations or disagreements regarding such material shall 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 contains 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 challenge 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 Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards," and to the extent applicable and not superseded by current law: 48 CFR 31, "Contract Cost Principles and Procedures," Executive Order 12372, "Intergovernmental review of Federal programs," U.S. Office of Management and 6 of 13 Budget Circular Nos. A 21, "Cost Principles for Educational Institutions," and A 133, "Audits of States, Local Governments and Non -Profit Organizations," 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 they relate to the application, acceptance, use and audit of federal funds for this federally assisted project. For audits of fiscal years beginning on or after December 26, 2014, the provisions of CFR 200.501 supersede OMB circular A133. A nonfederal entity that expends $750,000 or more in federal awards during its fiscal year must have a single or program -specific audit conducted for that year. Also, the Subgrantee gives assurance and certifies with respect to this agreement that: a. For all agreements: i. It possesses legal authority to apply for this agreement, and, if appropriate, to finance and construct any proposed facilities; and, any required resolution, motion or similar action has been duly adopted or passed as an official act of the Subgrantee's governing body; that proper authorization exists for the filing of the application, including all understandings and assurances contained therein, and directing and authorizing the person identified as the official representative of the Subgrantee to act in connection with the application and to provide such additional information as may be required, and, upon ARC approval of its application, that the person identified as the official representative of the Subgrantee is authorized to execute an agreement incorporating the terms of its application. ii. It understands that the phrase "federal financial assistance" includes any form of loan, grant, guaranty, insurance payment, rebate, subsidy, disaster assistance loan or grant, or any other form of direct or indirect federal assistance. iii. It will comply with Title VI of the Civil Right Act of 1964 (P.L. 88-352 and 42 USC 2000d) and in accordance with Title Vi of that Act, no person in the United States shall, on the ground of age, handicap, religion, creed or belief, political affiliation, sex, race, color, or national origin, be excluded from participation in, be denied the benefits of, or be otherwise subjected to discrimination under any project or activity for which the applicant receives federal financial assistance and will immediately take any measures necessary to effectuate this assurance. The Subgrantee shall take affirmative action to ensure that qualified applicants are employed and qualified subcontractors are selected, and that qualified employees are treated during employment, without regard to their age, handicap, religion, creed or belief, political affiliation, race, color, sex or national origin. Such action shall include but not be limited to the following: employment, upgrading, demotions, or transfers; recruitment or recruitment advertising; Iayoffs or terminations; rates of pay or other forms of compensation; selection for training including apprenticeship, and participation in recreational and educational activities. The Subgrantee shall in all solicitations or advertisements for subcontractors or employees placed by or on behalf of the Subgrantee, state that all qualified applicants will receive consideration for employment without regard to age, handicap, religion, creed or belief, political affiliation, race, color, sex or national origin. The Subgrantee shall not discriminate against any qualified client or recipient of services provided through this agreement on the basis of age, handicap, religion, creed or belief, political affiliation, race, color, sex or national origin. The Subgrantee shall cause foregoing 7 of 13 provisions 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 employment and employees as ARC or the Concerned Funding Agencies may require. The Subgrantee agrees to comply with such rules, regulations or guidelines as ARC or the Concerned Funding Agencies may issue to implement the requirements of this paragraph. iv. It will comply with applicable requirements of the provisions of the Uniform Relocation Assistance and Real Property Acquisitions 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 limits the political activity of employees. vi. It will establish safeguards to prohibit employees from using their positions for a purpose that is or gives the appearance of being motivated by a desire for private gain for themselves or others, particularly those with whom they have family, business, or other ties. vii. It will cooperate with ARC in assisting the Concerned Funding Agencies in this compliance with Section 106 of the National Historic Preservation Act of 1966, as amended (16 U.S.C. 470), Executive Order 11593, and the Archeological and Historic Preservation Act of 1966 (16 U.S.C. 469a-1 et set.) by (a) consulting, through ARC, with the State Historic Preservation Officer on the conduct of investigations, as necessary, to identify properties listed in or eligible for inclusion in the National Register of Historic Places that are subject to adverse effects (see 36 CFR Part 800.8) by the activity, and notifying, through ARC, the Concerned Funding Agencies of the existence of any such properties, and by (b) complying with all requirements established by ARC or the Concerned Funding Agencies to avoid or mitigate adverse effects upon such properties. viii. For agreements not involving federal financial assistance for construction, it will insure that the facilities under its ownership, lease or supervision which shall be utilized in the accomplishment of the Project are not listed on the Environmental Protection Agency's (EPA) list of Violating Facilities and that it will notify the Concerned Funding Agencies, through ARC, of the receipt of any communication from the Director of the EPA Office of Federal Activities indicting that a facility to be used in the project is under consideration for listing by EPA. ix. It will comply with Executive Order 11246, entitled "Equal Employment Opportunity," as amended by Executive 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 employment 8of13 of unauthorized aliens and verification of lawful presence in the United States. Thereunder, Subgrantee will ensure that only persons who are citizens or nationals of the United States or non -citizens authorized under federal immigration laws are employed to perform services under this contract or any subcontract hereunder. xi. The Subgrantee agrees to comply with mandatory standards and policies relating to energy efficiency which are contained in the state energy conservation plan issued in compliance with the Energy Policy and Conservation Act. The Subgrantee further agrees to include the provisions contained in the forgoing paragraph in each subcontract for services hereunder. The Subgrantee shall not retaliate or take any adverse action against any employee or any subcontractor for reporting, or attempting to report a violation(s) regarding applicable immigration laws. b. For agreements involving either full or partial federal financial assistance for construction projects(s): i. It will comply with the provisions of Executive Order 11296, relating to evaluation of flood hazards, and Executive Order 11288, relating to the prevention, control, and abatement of water pollution. ii. It will require the facility to be designed to comply with the "American Standard Specifications for Making Buildings and Facilities Accessible to and Usable by, the Physically Handicapped," Number Al 17 1-1961, as modified (41 CFR 101 - 17.703). The Subgrantee will be responsible for conducting inspections to ensure compliance by the Subgrantee with these specifications. 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. Certifications. a. Prohibition Against Use of Funds to Influence Legislation (Lobbying). No part of any Rinds under this agreement shall be used to pay the salary or expenses of any Subgrantee, or agent acting for the Subgrantee, to engage in any activity designed to influence legislation or appropriations pending before the Congress as stated in 49 CFR 20. b. Debarment and Suspension. The Subgrantee agrees to comply with the nonprocurement debarment and suspension rules in 49 CFR 29. 9of13 c. Drug -Free Workplace. The Subgrantee agrees and certifies that it will comply with the requirements for a Drug -Free Workplace, as described in Section 50-24-3 of the Official Code of Georgia, including passing through this requirement to lower tier Subgrantees. d. The Subgrantee agrees and hereby certifies that it will comply with the Georgia Security and immigration Compliance requirements ofO.C.G.A. § 13-I0-91. 31. Other Requirements. In addition to other requirements of this agreement, the Subgrantee agrees to comply with, and shall be bound by, the applicable terms and conditions of all state and federal laws or regulations governing and defining resources, project administration, allowable costs and associated procurement standards, and the ARC Disadvantaged Business Enterprise Plan (in compliance with 49 CFR Part 26), as appropriate. In addition, the Subgrantee further agrees to comply with the DBE Utilization Plan submitted 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, national origin, or sex in the performance of this agreement. The Subgrantee shall carry out applicable requirements of 49 CFR 26 in the award and administration of DOT assisted agreements. Failure by the Subgrantee to carry out these requirements is a material breach of this agreement, which may result in the termination of this agreement or such other remedy as the recipient deems appropriate. The Subgrantee agrees to pay each subcontractor under this prime agreement for satisfactory performance of its agreement no later than thirty business days from the receipt of each payment that said prime Subgrantee receives from ARC. The prime Subgrantee agrees further to return retainage payments to each subcontractor within thirty business days after the subcontractors work is satisfactorily completed. Any delay or postponement of payment from the above referenced time frame may occur only for good cause following written approval of ARC. This clause applies to both Disadvantaged Business Enterprises and non - Disadvantaged Business Enterprises. 32. Termination for Mutual Convenience. ARC or the Subgrantee may terminate this agreement in whole or in part when both parties agree that the continuation of the project would not produce beneficial results commensurate with the further expenditure of funds. The two parties shall, through formal written amendment, agree upon the termination conditions, including the effective date and, in the case of partial termination, the portion to be terminated. The Subgrantee shall not incur new obligations for the terminated portion after the effective date, and shall cancel as many outstanding obligations as possible. ARC shall evaluate each noncancelable obligation to determine its eligibility for inclusion in project costs. Settlement will be made in accordance with the terms and conditions of this agreement. ARC shall allow full credit to the Subgrantee for the ARC share of the non- cancelable obligations, properly incurred by the Subgrantee prior to termination. 33. Termination for Convenience. ARC may terminate this agreement, in whole or in part, at any time by giving written notice to the Subgrantee of such termination and specifying the effective date thereof, at least fifteen days before the effective date of such termination. In 10 of 13 that event, all information and material produced or collected under this agreement and/or used in the performance of the scope of services shall, at the option of ARC, become its property. If this agreement is terminated by ARC as provided in this paragraph, the Subgrantee will be reimbursed for the otherwise allowable actual expenses incurred by the Subgrantee up to and including the effective date of such termination, as authorized in Attachment "B." The Subgrantee shall not incur new obligations for the terminated portion after the effective date, and shall cancel as many outstanding obligations as possible. ARC shall evaluate each noncancelable obligation to determine its eligibility for inclusion in project costs. 34. Termination of the Agreement for Cause. If the Subgrantee, due to its action or failure to act, shall fail to fulfill in a timely and proper manner its obligations under this agreement, or if the Subgrantee has or shall violate any of the covenants, agreements, representations or stipulations of this agreement, ARC shall thereupon have the right to terminate this agreement by giving written notice to the Subgrantee of such termination and specifying the effective date thereof, at least five days before the effective date of such termination. In such event, all information and materials collected or produced under this agreement and/or used in the performance of the scope of services shall, at the option of ARC, become its property. The Subgrantee shall be entitled to receive just and equitable compensation for any satisfactory work completed under the Scope of Service up to and including the effective date of termination as authorized in Attachment "B." Notwithstanding the foregoing to the extent provided by law, the Subgrantee shall not be relieved of liability to ARC for damages sustained by ARC by virtue of any breach of this agreement by the Subgrantee and ARC may withhold any payments to the Subgrantee 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. Termination_ Due to Non -Availability of Funds. Notwithstanding any other provision of this agreement, in the event that any of the funds for carrying out the functions to which this agreement relates do not become available, then, upon written notice to the Subgrantee, this agreement may be immediately terminated without further obligation of ARC. 36. Suspension -Due to_Non-Availability of Funds. The Concerned Funding Agencies have the right to suspend financial assistance for this project. Consequently, ARC reserves the same right regarding this agreement. Such suspension would cause the withholding of further payments and/or prohibiting the Subgrantee from incurring additional obligations during the suspension period. However, unless notified in writing to the contrary, such suspension would not invalidate obligations otherwise properly incurred by the Subgrantee prior to the date of suspension to the extent that they are noncancelable. 37. Disputes and Appeals Any dispute concerning a question of fact arising either from a Subgrantee or subgrant selection decision, or under a Subgrantee or subgrant contract, once executed, shall be decided by the cognizant Center Director who, after advisory consultation with all appropriate ARC officials (e.g., Director of Business Services, General Counsel, etc.), shall promptly reduce such decision concerning the question of fact to writing and mail, or otherwise furnish a copy thereof, to the disputing party (i.e., as appropriate, either: the unsuccessful proposer; or the Subgrantee or subgrantee). The Center Director shall concurrently fully advise the disputing party, in writing, of the provisions outlined herein 11 of 13 below concerning the disputing party's right to appeal the decision to the ARC Executive Director. A copy of all such documents shall also be furnished to the Director of Business Services. The decision of the Center Director shall be final and conclusive unless, within ten (10) calendar days of receipt of such written decision, the disputing party mails or otherwise furnishes a written appeal concerning the question of fact to the ARC Executive Director, who shall arrange a formal hearing within twenty (20) calendar days after receipt of such appeal. Both the appealing party 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 question of fact at such time. Within twenty (20) calendar days after the hearing, the Executive Director shall make a decision concerning the question of fact in writing to the appealing party and to the cognizant Center Director. A copy of the decision shall also be furnished to the Director of Business Services. The decision of the Executive Director concerning the question of fact shall be final and conclusive unless determined by the cognizant grantor agency or agencies, or the Comptroller General of the United States, or a court of competent jurisdiction to have been arbitrary, capricious, an abuse of discretion or otherwise not in accordance with the law. Pending final decision of an appeal to the Executive Director under a Subgrantee or subgrant contract already executed, the Subgrantee or subgrantee shall proceed diligently with the performance of the contract and in accordance with the cognizant Center Director's decision. Nothing in the foregoing shall be construed as making final the decisions of the cognizant Center Director or the Executive Director as such decision relate to question 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] 12 of 13 IN WITNESS WHEREOF, the Subgrantee and ARC have executed this agreement as of the day first above written. ATTEST: ATTEST: CITY OF MILTON, GEORGIA IN Title ATLANTA REGIONAL COMMISSION By: xe tie Director 13 of 13 ATTACHMENT A Scope of Work 1 General: The work to be accomplished is in support of the following Atlanta Regional Commission (ARC) sub -element: 902 CAS - Livable Centers Initiative Investment Policy Studies (LCI) I1, Area covered: All the necessary services provided in this subgrant contract will support the development of a Smarter, Safer Routes to School program in the Crabapple area of the City of Milton. 111, Goal Portions of the Atlanta Metropolitan Transportation Planning Area are in maintenance for both ozone and PM2.5 standards under the Clean Air Act under the Clean Air Act Amendments of 1990. Because of this designation, 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 quality requirements. The LCI Program seeks to increase the use of alternatives to driving alone by developing transportation projects and other programs to improve accessibility, expand mixed -uses, utilize transit and support further development in the study area. Evaluation of the existing structure and development of likely scenarios should produce recommendations for future investment that support ARC's Livable Centers Initiative Program. IV. Background: The Crabapple community implemented a Safe Routes to School (SRTS) program in 2009 to promote walking and bicycling to school, working with three local schools to make infrastructure improvements including filling sidewalk gaps, installing signage, adding or improving crosswalks, and ensuring ADA accessibility. While this program helped to increase the number of students walking to school, safety concerns remain a barrier to walking and bicycling. The Smarter, Safer Routes to School program intends to address this issue. The Smarter, Safer Routes to School program is being developed through the Georgia Smart Communities Challenge Program, in partnership with Georgia Tech, the Atlanta Regional Commission, Fulton County Schools (Crabapple Crossing Elementary School, Northwestern Middle School, and Milton High School), and the City of Milton. The work to be completed under this contract is divided into the following tasks: Task 1— Public Involvement A focus group will meet at key moments in the process, including project kickoff, before app development begins, once the draft app has been developed, and after 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 meetings will be used to discuss barriers students and parents face in walking or bicycling to school and to A- determine the app content and organization. The sponsor will also gauge the parents' interest in and ability to volunteer to lead groups of students. The sponsor will conduct stakeholder interviews in addition to the focus group to determine key barriers to walking and bicycling to school and to discuss use and implementation of the app. Stakeholders should at a minimum include students of all ages and abilities, parents, and teachers and administrators. A Project Management Team (PMT) consisting of representatives from Fulton County Schools, local schools, the City of Milton, ARC, the Georgia Tech Research Team, and the Subgrantee's retained planning consultant will hold monthly meetings. These may be in person or conference calls. Task 2 — Data Collection and Research The sponsor will collect data and research existing conditions to determine key routes to the schools. This research will consist of the following (at a minimum): Level of traffic stress Conditions of existing pedestrian and bicycle facilities Signals and crossings On -street parking inventory Right-of-way width throughout the study area Existing wayfinding Based on this research as well as input from the public, the sponsor will map certain key routes that are both safe and practical for a substantial 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, initial focus group meetings, and stakeholder interviews, the sponsor will determine elements to be included in the app. These may include, but are not limited to, the following: Map of designated routes, including real-time tracking of groups Notification system for student arrival at school Ability to sign up as parent volunteer or join an existing group Information on local weather Data on number of Milton students walking and bicycling to school over time Ability to send messages to other students and parents Reporting feature for hazards along routes The app should be shown to and tested by the PMT, focus group, and stakeholders for feedback. Task 4 — Prepare Project Deliverables The deliverables will include the app as well as a final document. The document should include: A summary of public involvement from Task 1 A- Existing conditions research from Task 2 Maps of the routes identified on the app Recommendations for improving safety and increasing the number of students walking and bicycling to school Per section 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 proprietary 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.) "Smarter, Safer Routes to School" application, including source code A- Attachment A City of Milton Smarter, Safer Routes to School Study Area nowea End 'atliw .�i7 iw�► � I awl;, n. & lwd�illui 16, t Ube 0� I+le's / • 7Y"ii .ill 1L awfllwO-Jfi���EI ! IRON Kvod r-_ Elul Ol:flaa j I � � f.,ryyM:rZ it } � � fir. }—"4-- • �4 RI�� _ I '� } � .,yF,..•Yw IF , ..11.- �1rrLYJ I + - - cu- I + Pdrd 111 l /..ate ��.► L I ' •;s�{�: °'k� ..tp. ,+-1„1„..Ro�well � � - �F�I r.�l. .� � _ Cloud= Forn'th Reference Map: Within 1 mile of Crabapple ES, NW MS & Milton HS c0$Ol"'`"OfT w -s sueowtslons - rlRM Oty Uffft Qw 0 K y, jy ka "dl Oty w is M"I ATTACHMENT B Compensation and Method of Payment I. Compensation: The total cost of the Project (as described in "Attachment A") is $62,500. ARC's compensation to the Subgrantee will not exceed 80 percent of the actual costs incurred. However, in no event will the total compensation and reimbursement, if any, to be paid to the Subgrantee under this contract exceed the sum of $50,000. All costs in excess of $50,000 are to be paid by the Subgrantee. A breakdown of this compensation is shown in Exhibit B-1, "Budget Estimate", which is attached to and made part of this contract for financial reporting, monitoring and audit purposes. II. Method of Payment: The following method of payment replaces that specified in the main body of the contract. A. Progress Payments: The Subgrantee shall be entitled to receive progress payments on the following basis. As of the last day of each month during the existence of this contract, the Subgrantee shall prepare an invoice 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 10'h of the following month. Any work for which reimbursement is requested may be disallowed at ARC's discretion if not properly documented, as determined by ARC, in the required monthly narrative progress report. Upon the basis of its audit and review of such invoice and its review and approval of the monthly reports called for in the paragraph concerning "Reports" in the main body of the contract, ARC will, at the request of the Subgrantee, make payments to the Subgrantee as the work progresses but not more often than once a month. 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 consecutively and submitted each month until the project is completed. Reimbursement payments from ARC shall be at 80% of the approved invoiced costs Subgrantee's monthly invoices and monthly narrative progress reports are to be submitted to the ARC Director or his authorized agent and must be received by him not later than the 10th day of the following month. ARC may, at its discretion, disallow payment of all or part of an invoice received after this deadline. B. Final Payment: Final payment shall only be made upon determination by ARC that all requirements hereunder have been completed. Upon such determination and upon submittal of a final invoice, ARC shall pay all compensation due to the Subgrantee, less the total of all previous progress payments made. Subgrantee's final invoice and summary document (as described in "Attachment A, Task 2 91 Prepare Project Deliverables") must be received by ARC no later than ten days after the project completion date specified in Paragraph 3 of the contract. ARC may, at its discretion, disallow payment of all or part of a final invoice received after this deadline. III. Completion of Project: It is agreed that in no event will the maximum compensation and reimbursement, if any, to be paid to the Subgrantee under this contract exceed $50,000 and that the Subgrantee expressly agrees that he shall do, perform and carry out in a satisfactory and proper manner, as determined by ARC, all of the work and services described in Attachment A. IV. Access to Records: The Subgrantee agrees that ARC, the Concerned Funding Agency or Agencies 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 Subgrantee which are directly pertinent to the project for the purpose of making audit, examination, excerpts and transcriptions. The Subgrantee agrees that failure to carry out the requirements set forth above shall constitute a breach of contract and may result in termination of this agreement by ARC or such remedy as ARC deems appropriate. V. ARC 's Designated Agent: In accordance with Paragraph 5 of the main body of this contract, ARC's Executive Director hereby designates ARC's Director of the Center for Livable Communities, as his agent ("Cognizant Center Director") for purposes of this contract only, except for executing amendments hereto. The Subgrantee hereby designates its Community Development Director (Parag Agrawal) for purposes of this contract only, except for executing amendments hereto. B- EXHIBIT B-1 Budget Estimate Task 1 — Public Involvement $12,500 Task 2 — Data Collection 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 estimates listed above are preliminary and actual costs by task may vary so long as the total contract value does not increase. Any change to the budget estimates shown above must be requested in writing and approved by ARC's Cognizant Center Director. a- ARC Contract UP 1950.1 Amendment # 1 1 AMENDMENT OF SUBGRANT AGREEMENT THIS AGREEMENT is entered into as of this 14th day of August, 2020, by and between City of Milton, (hereinafter referred to as the “Subgrantee”) and the Atlanta Regional Commission, (hereinafter referred to as “ARC”). WITNESSETH THAT WHEREAS, the parties hereto did enter into an agreement dated November 4, 2019 in which the Subgrantee agreed to perform certain services for ARC and ARC agreed to compensate the Subgrantee for the performance of such services, all as more fully set forth in said contract; and WHEREAS, the parties wish to amend said Agreement in certain respects as set forth herein below. NOW, therefore and in consideration of the mutual benefits to the parties, the parties agree that said contract is hereby amended as follows: 1. The third sentence of Item 3: Time of Performance, is hereby deleted and replaced with the following sentence, “All work and services required hereunder shall be completed on or before December 10, 2020.” Except as specifically modified hereinabove, the remainder of said contract shall remain in full force and effect. IN WITNESS WHEREOF, the Subgrantee and ARC have hereunto agreed effective as of the date first above written. CITY OF MILTON ATTEST: ________________________ By: _____________________________ Title: ____________________________ ATLANTA REGIONAL COMMISSION ATTEST: ________________________ By: _____________________________ Executive Director CITY COUNCIL AGENDA ITEM TO: City Council DATE: September 1, 2020 FROM: Steven Krokoff, City Manager AGENDA ITEM: Consideration of an Ordinance of the Mayor and Council of the City of Milton, Georgia, to Adopt Amendments to the Fiscal Year 2020 Budget for Each Fund of the City of Milton, Georgia Amending the Amounts Shown in Each Budget as Expenditures, Amending the Several Items of Revenue Anticipations, Prohibiting Expenditures to Exceed Appropriations and Prohibiting Expenditures to Exceed Actual Funding Available MEETING DATE: Wednesday, September 9, 2020 City Council Meeting BACKGROUND INFORMATION: (Attach additional pages if necessary) See attached memorandum APPROVAL BY CITY MANAGER: ___ APPROVED ___ NOT APPROVED CITY ATTORNEY APPROVAL REQUIRED: ___ YES ___ NO CITY ATTORNEY REVIEW REQUIRED: ___ YES ___ NO APPROVAL BY CITY ATTORNEY ___ APPROVED ___ NOT APPROVED PLACED ON AGENDA FOR: __________ X X X September 9, 2020 To: Honorable Mayor and City Council Members From: Bernadette Harvill, Finance Director Date: Submitted on September 1, 2020 for First Presentation on the September 9, 2020 Regular City Council Meeting and Unfinished Business for the September 21, 2020 Regular City Council Meeting Agenda Item: Consideration of an Ordinance of the Mayor and Council of the City of Milton, Georgia, to Adopt Amendments to the Fiscal Year 2020 Budget for Each Fund of the City of Milton, Georgia Amending the Amounts Shown in Each Budget as Expenditures, Amending the Several Items of Revenue Anticipations, Prohibiting Expenditures to Exceed Appropriations and Prohibiting Expenditures to Exceed Actual Funding Available. _____________________________________________________________________________________ Department Recommendation: The recommendation is to approve the budget amendments as proposed. Executive Summary: As the City budget is a dynamic rather than static plan, it requires amending from time to time. The proposed budget amendments enclosed are an update to the previously amended budget as adopted on June 15, 2020 and reflect the most recent circumstances and recommendations. Requests outlined include revenue anticipation updates, several of which are adjustments to the projections made regarding the current economic impact of COVID-19. Some of the more significant adjustments to anticipations for revenue include: Title Ad Valorem Tax, Local Option Sales Tax, Alcohol Beverage Excise Tax, Business & Occupation Tax, and Intangible Tax. Staff have identified significant decreases to current expenditure budgets in the areas of salary savings as a result of vacancies in various departments and projects that have been deferred as a result of the current pandemic (please see the attached budget amendment documents for details). The public hearing for this amendment was advertised in the Milton Herald on August 27, 2020 and will include detailed discussion of the amendments outlined in the attached document as well as discussion regarding additional occupational tax revenue as required by O.C.G.A. 48-13-28. 1 of 31 Funding and Fiscal Impact: Please refer to the attached budget amendment documents. Alternatives: Other directed Council action. Concurrent Review: Steve Krokoff, City Manager Attachment(s): Fiscal Year 2020 Proposed Budget Amendments 2 of 31 ORDINANCE NO. STATE OF GEORGIA FULTON COUNTY AN ORDINANCE OF THE MAYOR AND COUNCIL OF THE CITY OF MILTON, GEORGIA, TO ADOPT AMENDMENTS TO THE FISCAL 2020 BUDGET FOR EACH FUND OF THE CITY OF MILTON, GEORGIA AMENDING THE AMOUNTS SHOWN IN EACH BUDGET AS EXPENDITURES, AMENDING THE SEVERAL ITEMS OF REVENUE ANTICIPATIONS, PROHIBITING EXPENDITURES TO EXCEED APPROPRIATIONS, AND PROHIBITING EXPENDITURES TO EXCEED ACTUAL FUNDING AVAILABLE. BE IT ORDAINED by the City Council of the City of Milton, GA while in a council meeting on September 21, 2020 at 6:00 p.m. as follows: WHEREAS, the City Manager of the City of Milton has presented amendments to the Fiscal Year 2020 Budget to the City Council on each of the various funds of the City; and WHEREAS, each of these budget amendments results in a balanced budget, so that anticipated revenues equal proposed expenditures for each fund; and WHEREAS, the amended Fiscal Year 2020 budget provides a financial plan for the government, establishing appropriations for each operating department in order to extend services; NOW, THEREFORE BE IT ORDAINED that this budget amendment, “Exhibit A” attached hereto and by this reference made a part hereof this ordinance shall be the City of Milton’s amended Fiscal Year 2020 budget; and BE IT FURTHER ORDAINED that this budget be and is hereby approved and the several items of revenues shown in the budget for each fund in the amounts anticipated are adopted and that the several amounts shown in the budget for each fund as proposed expenditures are hereby appropriated to the departments named in each fund; and, BE IT FURTHER ORDAINED that the expenditures shall not exceed the appropriations authorized by this budget or amendments thereto provided; that expenditures for the fiscal year shall not exceed actual funding available. 3 of 31 ADOPTED AND APPROVED this 21st day of September, 2020. CITY OF MILTON, GEORGIA By: ________________________ Mayor Joe Lockwood _________________________ ________________________ Councilmember Peyton Jamison Councilmember Carol Cookerly _________________________ ________________________ Councilmember Paul Moore Councilmember Joe Longoria _________________________ ________________________ Councilmember Laura Bentley Councilmember Rick Mohrig (SEAL) Attest: _______________________________ City Clerk 4 of 31 City of Milton, Georgia Fiscal Year 2020 Summary of Departmental Budget Amendments 5 of 31 The goal of the Fiscal Year 2020 budget amendment is to revise departmental budgets and interfund transfers based on activity-to-date and future projections. GENERAL FUND The General Fund is the principal operating fund of the government and is used to facilitate current year operations. General Fund revenues have unrestricted use. Utilization of prior year unrestricted fund balance in excess of required reserves shall be deemed a one-time revenue source. Expenditure requests are categorized into two categories: Salary and Benefits and Maintenance and Operating. Salary and benefits line items include salaries, overtime, vacation pay, retirement and other associated payroll expenditures. The maintenance and operating category include expenditures related to operational line items such as supplies, professional fees, training, dues and fees, travel, utilities, communications, machinery & equipment, etc. Revenue Amendments: The changes to revenue estimates for the following revenue sources are driven by an analysis of the activity-to-date and include updates resulting from the current economic impact related to COVID- 19.A projection was completed using available data indicating the Fiscal Year 2020 revenue estimates could be adjusted by the amounts indicated in the table beginning on page 9. Some of the more significant changes are explained as follows: 1.House Bill 779 effectively increased the portion of Title Ad Valorem Tax revenues to be allocated to all cities across Georgia. An increase in the amount of $103,785 to this line item accounts for anticipated increases resulting from this decision. 2.The full impact of COVID-19 is yet to be seen, and staff continues to monitor collections to anticipated impacted revenue streams. Impacts have not been as severe as originally projected and increases to the affected line-items for FY 2020 are requested as follows: Local Option Sales Tax $545,270, Alcohol Beverage Excise Tax $131,000, and Business & Occupation Tax $124,000. 3.Another revenue that has seen growth over FY 2020 is Intangible Tax. Intangible recording taxes are a tax on real estate loans, and there is a request for an increase of $222,099 to this line item. 4.An increase to the operating transfer in from the Revenue Bond Fund in the amount of $520,868 will go towards reimbursing the General Fund for bond eligible expenses related to the construction of the Public Safety Complex on Highway 9 that were incurred prior to the issuance of the bond funds. Expenditure Amendments: Explanations for each of the amendments to the expenditure accounts are provided within the expenditures by project detail beginning on page 11. 6 of 31 FY 2020 Current Budget Proposed Amendment Total Amended Budget REVENUES Taxes 26,954,873$ 1,262,707$ 28,217,580$ Licenses & Permits 534,596 2,950 537,546 Intergovernmental Revenues 60 41,200 41,260 Charges for Services 438,163 (26,250) 411,913 Fines & Forfeitures 250,000 -250,000 Investment Income 211,000 -211,000 C ontributions & Donations 23,503 -23,503 Miscellaneous Revenue 109,265 16,320 125,585 Proceeds from Sale of Assets 19,001 5,999 25,000 subtotal 28,540,461$ 1,302,926$ 29,843,387$ Interfund Transfers In: Capital Projects Fund 83,093$ -83,093 Capital Grant Fund - 85,523 85,523 Revenue Bond Fund - 520,868 520,868 subtotal 83,093$ 606,391$ 689,484$ TOTAL REVENUES $ 28,623,554 $ 1,909,317 $ 30,532,871 EXPENDITURES Mayor & Council 154,101$ -$ 154,101$ City Clerk 325,928 (31,000) 294,928 City Manager 644,897 (70,430) 574,467 General Administration 57,673 (10,000)47,673 Finance 636,442 (42,000) 594,442 Legal 335,000 25,000 360,000 Information Services 1,288,896 (67,000) 1,221,896 Human Resources 349,281 6,175 355,456 Risk Management 261,010 -261,010 General Government Buildings 265,066 -265,066 C ommunications 284,875 (11,000) 273,875 Community Outreach & Engagement 167,867 13,721 181,588 Municipal Court 482,448 11,870 494,318 Police 5,464,977 (70,955) 5,394,022 Fire 7,655,723 34,521 7,690,244 Public Works 2,748,400 (80,784) 2,667,616 Parks & Recreation (Active)1,644,100 (90,750) 1,553,350 Passive Parks/Greenspace 187,256 -187,256 Community Development 1,721,891 (38,000) 1,683,891 Economic Development 179,655 -179,655 Debt Service - - - Contingency 105,443 (105,443)- subtotal 24,960,929$ (526,075)$ 24,434,854$ Interfund Transfers Out: Capital Projects Fund 4,977,054$ 393,336 5,370,390$ Revenue Bond Fund 1,158,509 -1,158,509 subtotal 6,135,563$ 393,336$ 6,528,899$ TOTAL EXPENDITURES $ 31,096,492 $ (132,739) $ 30,963,753 Total Revenues Over/(Under) Expenditures (2,472,938)$ 2,042,056$ (430,882)$ Beginning Fund Balance 10,495,407 10,495,407 ENDING FUND BALANCE 8,022,469$ 10,064,525$ General Fund Budget Summary 7 of 31 Proposed Budget AmendmentFiscal Year 2020GENERAL FUND CURRENTBUDGET BUDGETAMENDMENT REVISEDBUDGET REASON FOR AMENDMENT REVENUES BY SOURCE: TAXESReal Property Tax - Current Year11,860,008 80,000 11,940,008 Real Property Tax - Prior Year110,000 10,000 120,000 Personal Property Tax - Current Year202,017 2,100 204,117 Title Ad Valorem Tax675,000 103,785 778,785 Alternative Ad Valorem Tax (AAVT)3,800 3,115 6,915 Intangible Tax215,000 222,099 437,099 Franchise Fees/Natural Gas330,000 28,503 358,503 Franchise Fees/Cable500,000 19,535 519,535 Local Option Sales Tax8,046,653 545,270 8,591,923 Alcohol Beverage Excise Tax186,000 131,000 317,000 Business & Occupation Tax700,000 124,000 824,000 Penalties & Interest-Business & Occupation Tax8,000 (6,700) 1,300 TOTAL: TAXES1,262,707 LICENSES & PERMITSAlcohol Beverage Licenses155,000 1,000 156,000 Solicitation Permit1,000 (100) 900 Zoning & Land Use Permits3,000 (1,000) 2,000 Seasonal & Special Events900 (500) 400 Tree Removal Permits15,000 3,550 18,550 TOTAL: LICENSES & PERMITS2,950 INTERGOVERNMENTALBulletproof Vest Partnership- 5,337 5,337 FEMA/USFA AFG-S Grant (COVID-19)- 12,473 12,473 Fulton County/CARES Act Grant- 23,390 23,390 TOTAL: INTERGOVERNMENTAL41,200 CHARGES FOR SERVICEFinance Administrative Fees59,200 4,200 63,400 Open Records Fees1,000 50 1,050 Online Payment Convenience Fee28,000 2,000 30,000 Alarm Registration2,500 800 3,300 False Alarms10,000 (6,400) 3,600 Fire Plan Review Fee2,500 (1,300) 1,200 Fingerprinting Fee14,000 3,800 17,800 Self Defense Class- 600 600 Activity Fees/Joyful Soles45,000 (45,000) - Activity Fees/MCC Pool11,000 15,000 26,000 TOTAL: CHARGES FOR SERVICE(26,250) Change in revenue recognition9 of 31 Proposed Budget AmendmentFiscal Year 2020GENERAL FUND CURRENTBUDGET BUDGETAMENDMENT REVISEDBUDGET REASON FOR AMENDMENT REVENUES BY SOURCE: MISCELLANEOUS REVENUEFacility Rental/Bell Memorial Park12,699 4,001 16,700 Facility Rental/Cox Road- 500 500 Insurance Proceeds-Public Safety- 8,081 8,081 Insurance Proceeds-Public Works1,948 2,593 4,541 Insurance Proceeds-Parks & Recreation- 1,145 1,145 TOTAL: MISCELLANEOUS REVENUE16,320 OTHER FINANCING SOURCESOperating Transfers In From Capital Grant Fund- 85,523 85,523 Operating Transfers In From Revenue Bond Fund- 520,868 520,868 Proceeds from Sale of Assets19,001 5,999 25,000 TOTAL: OTHER FINANCING SOURCES612,390 TOTAL REVENUES $ 1,909,317 Change in revenue recognition10 of 31 FY 2019 Actuals FY 2020 Amended Budget FY 2020 Actuals To-Date REVENUE SOURCE: Occupational Tax Revenue $ 803,913 $ 824,000 $ 826,444 GENERAL FUND If a local government's revenue from occupational taxes exceeds the revenue collections from the previous year, a public hearing must be held to discuss how to use the extra revenue. Any collections beyond the budgeted anticipations will go into fund balance and be used to fund non-recurring projects in future years. 8 of 31 Proposed Budget AmendmentFiscal Year 2020GENERAL FUND CURRENTBUDGET BUDGETAMENDMENT REVISEDBUDGET REASON FOR AMENDMENT EXPENDITURES BY DEPARTMENT: CITY CLERKSalaries & Wages 115,430 (10,000) 105,430 Employee Benefits54,292 (21,000) 33,292 TOTAL: CITY CLERK(31,000) CITY MANAGEREmployee Benefits118,000 3,970 121,970 Increase to Employee Benefits is a result of the annual true-up process*Professional Fees99,000 (70,000) 29,000 Decrease the budget to account for the delay to the strategic planning process as a result of COVID-19; These funds will be reallocated in FY 2021 for the completion of the projectMachinery & Equipment4,400 (4,400) - Request to transfer the hardware budget related to the two Summer Intern positions in the amount of $2,991; Remainder of the funds to be released to fund balance**TOTAL: CITY MANAGER(70,430) GENERAL ADMINISTRATIONGeneral Supplies42,100 (10,000) 32,100 Reduce the budget to account for annual savings related to general supplies and toner for City HallTOTAL: GENERAL ADMINISTRATION(10,000) FINANCEEmployee Benefits138,440 (42,000) 96,440 Decrease to Employee Benefits is a result of savings from position vacancies as well as the annual true-up process*TOTAL: FINANCE(42,000) Salaries & Wages and Employee Benefits savings from Deputy Clerk vacancy (position has been reclassified as Records Clerk and filled in September 2020)11 of 31 Proposed Budget AmendmentFiscal Year 2020GENERAL FUND CURRENTBUDGET BUDGETAMENDMENT REVISEDBUDGET REASON FOR AMENDMENT EXPENDITURES BY DEPARTMENT: LEGALProfessional Fees 335,000 25,000 360,000 Increase to account for higher than anticipated legal expensesTOTAL: LEGAL25,000 INFORMATION SERVICESMaintenance Contracts 793,918 (20,000) 773,918 Reduce the budget to account for savings related to the decision to delay the transition to VOIP telephony technologyMachinery & Equipment 236,271 (47,000) 189,271 Reduce the budget to account for savings related to the decision to delay the transition to VOIP telephony technology ($33,000) and savings related to scanner purchases ($14,000)TOTAL: INFORMATION SERVICES(67,000) HUMAN RESOURCESEmployee Benefits 54,776 17,675 72,451 Increase to Employee Benefits is a result of the annual true-up process*Professional Fees/Travel (Recruitment) 24,935 (11,500) 13,435 Overall savings to recruitment across Professional Fees and Travel is related to the recruitment of positions including upper management and department heads as well as related potential re-location expensesTOTAL: HUMAN RESOURCES6,175 COMMUNICATIONSEmployee Benefits 56,560 (11,000) 45,560 Decrease to Employee Benefits is a result of savings from position vacancies as well as the annual true-up process*TOTAL: COMMUNICATIONS(11,000) 12 of 31 Proposed Budget AmendmentFiscal Year 2020GENERAL FUND CURRENTBUDGET BUDGETAMENDMENT REVISEDBUDGET REASON FOR AMENDMENT EXPENDITURES BY DEPARTMENT: COMMUNITY OUTREACH & ENGAGEMENTSalaries & Wages109,546 5,280 114,826 Increase to Salaries & Wages is related to the transition of the Summer Interns from the City Manager Department to Community Outreach & Engagement** Employee Benefits28,151 5,450 33,601 Increase to Employee Benefits is a result of the annual true-up process*Machinery & Equipment1,828 2,991 4,819 Request to transfer the hardware budget related to the two Summer Intern positions**TOTAL: COMMUNITY OUTREACH & ENGAGEMENT13,721 MUNICIPAL COURTEmployee Benefits 56,086 11,870 67,956 Increase to Employee Benefits is a result of the annual true-up process*TOTAL: MUNICIPAL COURT11,870 POLICESalaries & Wages 2,792,209 402 2,792,611 Increase is related to COVID-19 relief requestsEmployee Benefits 1,217,837 (72,000) 1,145,837 Decrease to Employee Benefits is a result of the annual true-up process*Maintenance Contracts 460,625 (4,694) 455,931 Decrease is a result of lower than anticipated expenses related to Milton's share of the annual radio authority feesGeneral Supplies (Uniforms) 64,122 5,337 69,459 Increase related to grant monies received through the Bulletproof Vest ProgramTOTAL: POLICE(70,955) FIRESalaries & Wages 4,450,336 8,271 4,458,607 Medical Supplies 42,464 26,250 68,714 TOTAL: FIRE34,521 Increases are related to COVID-19 relief requests 13 of 31 Proposed Budget AmendmentFiscal Year 2020GENERAL FUND CURRENTBUDGET BUDGETAMENDMENT REVISEDBUDGET REASON FOR AMENDMENT EXPENDITURES BY DEPARTMENT: PUBLIC WORKSSalaries & Wages710,712 (15,000) 695,712 Salaries & Wages savings are being driven by the Equipment Operators' schedules related to gravel roads maintenanceProfessional Fees123,944 (43,944) 80,000 Decrease the budget to account for the delay to the City-wide traffic counts/speed study as a result of COVID-19; These funds will be reallocated in FY 2021 for the completion of the projectMaintenance Contracts40,991 (21,840) 19,151 Decrease is a result of lower than anticipated expenses related to Milton's share of the annual radio authority feesTOTAL: PUBLIC WORKS(80,784) PARKS & RECREATION (ACTIVE)Salaries & Wages 271,953 (57,400) 214,553 Rental Land & Buildings 78,616 (11,000) 67,616 Rental Vehicles & Equipment9,960 (9,760) 200 Education & Training3,200 (2,000) 1,200 Contract Labor42,250 (7,000) 35,250 General Supplies16,270 (3,000) 13,270 Food & Meals790 (590) 200 TOTAL: PARKS & RECREATION (ACTIVE)(90,750) COMMUNITY DEVELOPMENTEmployee Benefits 353,626 (38,000) 315,626 Decrease to Employee Benefits is a result of savings from position vacancies as well as the annual true-up process*TOTAL: COMMUNITY DEVELOPMENT(38,000) Decreases related to COVID-19 related cancelation of Camp Joyful Soles summer 2020 sessions 14 of 31 Proposed Budget AmendmentFiscal Year 2020GENERAL FUND CURRENTBUDGET BUDGETAMENDMENT REVISEDBUDGET REASON FOR AMENDMENT EXPENDITURES BY DEPARTMENT: CONTINGENCYContingency 105,443 (105,443) - Release remaining contingency to fund balanceTOTAL: CONTINGENCY(105,443) OTHER FINANCING USESOperating Transfer Out to Capital Projects Fund 4,977,054 393,336 5,370,390 Transferring funds for requests related to: FMCC passive improvements ($250,000), Community Development Comprehensive Plan ($28,336), Passive Parks/Greenspace site improvements ($115,000)TOTAL: OTHER FINANCING USES393,336 TOTAL EXPENDITURES $ (132,739)Total Revenues Over/(Under) Expenditures2,042,056$ *Budgets for certain employee benefit categories are based on an average projected cost per employee and trued-up based on actual expenses across departments at year-end. **The Summer Intern positions were originally budgeted as City Manager Department employees. Upon implementation of the annual internship program, it was deemed more appropriate for the positions to be part of the Community Outreach & Engagement Department. These amendments include the official request to transfer the positions from one department to the other. 15 of 31 Proposed Budget AmendmentFiscal Year 2020GENERAL FUND CURRENTBUDGET BUDGETAMENDMENT REVISEDBUDGET REASON FOR AMENDMENT EXPENDITURES BY DEPARTMENT: OTHER FINANCING USESOperating Transfer Out to Capital Projects Fund 4,894,518 82,536 4,977,054 Transferring the budget for obtaining vehicles for the two new officers (approved M&O initiative) to the Capital Projects FundOperating Transfer Out to Revenue Bond Fund - 1,158,509 1,158,509 Transferring the budgets for debt service related to revenue bond issuances to the Revenue Bond FundTOTAL: OTHER FINANCING USES1,241,045 TOTAL EXPENDITURES $ (507,264)Total Revenues Over/(Under) Expenditures(856,195)$ 16 of 31 FY 2020 Current Budget Requested Amendment Total Amended Budget Revenues 56,600$ (2,000)$ 54,600$ Expenditures 120,688$ (63,866)$ 56,822$ Total Revenues Over/(Under) Expenditures (64,088)$ 61,866$ (2,222)$ Beginning Fund Balance 71,176$ 71,176$ ENDING FUND BALANCE 7,088$ 68,954$ FY 2020 Current Budget Requested Amendment Total Amended Budget Revenues -$ 25,732$ 25,732$ Expenditures 6,716$ 21,433$ 28,149$ Total Revenues Over/(Under) Expenditures (6,716)$ 4,299$ (2,417)$ Beginning Fund Balance 95,166$ 95,166$ ENDING FUND BALANCE 88,450$ 92,749$ Special Revenue Funds Budget Summaries SPECIAL EVENTS FUND CONFISCATED ASSETS FUND 17 of 31 SPECIAL EVENTS FUND The Special Events Fund is used to track revenues and expenditures associated with running the City’s special events. The primary revenue source for this fund is an interfund transfer in from the Hotel/Motel Tax Fund. A decrease in tax revenue anticipations and event related expenditure requests as a result of COVID-19 event cancelations are outlined below. Additionally, savings recognized for events that were held in FY 2020 are being released to fund balance to be allocated towards anticipated events in FY 2021. Proposed Budget AmendmentsFiscal Year 2020SPECIAL EVENTS FUND CURRENTBUDGET BUDGETAMENDMENT REVISEDBUDGET REASON FOR AMENDMENT REVENUES BY SOURCE: CONTRIBUTIONS & DONATIONSSummer Event Sponsor 2,000 (2,000) - TOTAL: CONTRIBUTIONS & DONATIONS(2,000) TOTAL REVENUES $ (2,000)EXPENDITURES BY EVENT:CRABAPPLE FESTProfessional Fees 11,808 (5,768) 6,040 Advertising 1,061 (686) 375 Printing 1,397 (1,057) 340 General Supplies 393 (198) 195 TOTAL: CRABAPPLE FEST(7,709) CARVIN' IN CRABAPPLEProfessional Fees 1,235 (875) 360 Advertising 450 (100) 350 Printing 500 (20) 480 Food & Meals 1,000 (1,000) - Other Equipment 250 (250) - TOTAL: CARVIN' IN CRABAPPLE(2,245) Recognition of actual expenses/release event savings to fund balance for use in FY 2021Change in revenue recognition 18 of 31 Proposed Budget AmendmentsFiscal Year 2020SPECIAL EVENTS FUND CURRENTBUDGET BUDGETAMENDMENT REVISEDBUDGET REASON FOR AMENDMENT EXPENDITURES BY EVENT:VETERAN'S DAYProfessional Fees227 (227) - General Supplies300 (230) 70 Food & Meals2,000 (560) 1,440 TOTAL: VETERAN'S DAY(1,017) CHRISTMAS IN MILTONGeneral Supplies380 (380) - Food & Meals1,500 (1,415) 85 TOTAL: CHRISTMAS IN MILTON(1,795) MAYOR'S RUNRental Equipment & Vehicles 400 (50) 350 Advertising 450 (50) 400 Printing 1,000 (173) 827 General Supplies 200 (200) - TOTAL: MAYOR'S RUN(473) EARTH DAYProfessional Fees 1,700 (1,700) - Rental Equipment & Vehicles 500 (500) Advertising 450 (100) 350 Printing 600 (600) - General Supplies 1,050 (1,050) - Food & Meals 250 (250) - TOTAL: EARTH DAY(4,200) SPRING EVENTSProfessional Fees 800 (800) - Rental Equipment & Vehicles 400 (400) Advertising 350 (350) - Printing 500 (500) - General Supplies 2,665 (2,665) - Food & Meals 300 (300) - TOTAL: SPRING EVENTS(5,015) Recognition of actual expenses/release event savings to fund balance for use in FY 2021Events canceled/release funds to fund balance to be allocated in FY 2021 19 of 31 Proposed Budget AmendmentsFiscal Year 2020SPECIAL EVENTS FUND CURRENTBUDGET BUDGETAMENDMENT REVISEDBUDGET REASON FOR AMENDMENT EXPENDITURES BY EVENT:ROCK FOR RESCUES*Professional Fees 3,056 (3,056) - Rental Equipment & Vehicles 13,915 (13,915) Advertising 1,550 (1,550) - Printing 600 (600) - General Supplies 1,500 (1,500) - Food & Meals 600 (600) - TOTAL: ROCK FOR RESCUES(21,221) MEMORIAL DAYProfessional Fees 1,550 (1,550) - Rental Equipment & Vehicles 2,900 (2,900) Advertising 1,550 (1,200) 350 Printing 1,000 (1,000) - General Supplies 500 (491) 9 Food & Meals 500 (500) - TOTAL: MEMORIAL DAY(7,641) SUMMER SERIESProfessional Fees 5,000 (5,000) - Rental Equipment & Vehicles 3,800 (3,800) Advertising 800 (800) - Printing 500 (500) - General Supplies 1,500 (1,500) - Food & Meals 700 (700) - Other Equipment 250 (250) TOTAL: SUMMER SERIES(12,550) TOTAL EXPENDITURES $ (63,866)Total Revenues Over/(Under) Expenditures61,866$ *The Rock for Rescues organization no longer exists, this event will no longer be held in the City of Milton.Events canceled/release funds to fund balance to be allocated in FY 2021 20 of 31 CONFISCATED ASSETS FUND The Confiscated Assets Fund is utilized to account for the use of confiscated assets by the City’s Police Department. Both federal and state confiscated assets are maintained within this fund, and guidelines by both jurisdictions must always be adhered to. Proposed Budget AmendmentsFiscal Year 2020CONFISCATED ASSETS FUND CURRENTBUDGET BUDGETAMENDMENT REVISEDBUDGET REASON FOR AMENDMENT REVENUES BY SOURCE: FINES & FORFEITURESCash Confiscations/Federal Funds - 24,211 24,211 Cash Confiscations/State Funds - 1,521 1,521 TOTAL: FINES & FORFEITURES25,732 TOTAL REVENUES $ 25,732 EXPENDITURES BY PROJECT:Education & Training/Federal Funds - 21,433 21,433 TOTAL EXPENDITURES $ 21,433 Total Revenues Over/(Under) Expenditures4,299$ Change in revenue recognitionSet budget for purchases made federal confiscated funds 21 of 31 FY 2020 Current Budget Requested Amendment Total Amended Budget Revenues 5,533,127$ 398,319$ 5,931,447$ Expenditures 14,062,061$ 402,134$ 14,464,195$ Total Revenues Over/(Under) Expenditures (8,528,934)$ (3,814)$ (8,532,748)$ Beginning Fund Balance 8,532,749$ 8,532,749$ ENDING FUND BALANCE 3,815$ 0$ FY 2020 Current Budget Requested Amendment Total Amended Budget Revenues 1,869,115$ (8,876)$ 1,860,239$ Expenditures 9,317,120$ (128,728)$ 9,188,393$ Total Revenues Over/(Under) Expenditures (7,448,005)$ 119,852$ (7,328,154)$ Beginning Fund Balance 7,536,608$ 7,536,608$ ENDING FUND BALANCE 88,602$ 208,454$ FY 2020 Current Budget Requested Amendment Total Amended Budget Revenues 5,692,547$ (25,840)$ 5,666,707$ Expenditures 17,181,402$ 2,000,000$ 19,181,402$ Total Revenues Over/(Under) Expenditures (11,488,855)$ (2,025,840)$ (13,514,695)$ Beginning Fund Balance 13,950,834$ 13,950,834$ ENDING FUND BALANCE 2,461,980$ 436,140$ Capital Projects Funds Budget Summaries CAPITAL PROJECTS FUND GREENSPACE BOND FUND TSPLOST FUND 22 of 31 FY 2020 Current Budget Requested Amendment Total Amended Budget Revenues 1,293,413$ 176,160$ 1,469,573$ Expenditures 2,143,872$ 176,160$ 2,320,032$ Total Revenues Over/(Under) Expenditures (850,459)$ -$ (850,459)$ Beginning Fund Balance 850,459$ 850,459$ ENDING FUND BALANCE 0$ 0$ FY 2020 Current Budget Requested Amendment Total Amended Budget Revenues 28,822,510$ (49,172)$ 28,773,338$ Expenditures 27,102,950$ 10,240$ 27,113,190$ Total Revenues Over/(Under) Expenditures 1,719,560$ (59,412)$ 1,660,148$ Beginning Fund Balance (1,546,653)$ (1,546,653)$ ENDING FUND BALANCE 172,908$ 113,496$ REVENUE BOND FUND Capital Projects Funds Budget Summaries CAPITAL GRANT FUND 23 of 31 CAPITAL PROJECTS FUND The Capital Projects Fund is used to track revenues and expenditures associated with capital construction, acquisition, and maintenance. Appropriations in Capital Projects Fund are on a project-length basis and do not expire until the project is complete. According to the City’s budgetary policies, a major capital project generally is defined as an expenditure that has an expected useful life of more than three years with an estimated total cost of $50,000 or more, or an improvement/addition to an existing capital asset. Proposed Budget AmendmentsFiscal Year 2020 CURRENTBUDGET BUDGETAMENDMENT REVISEDBUDGET REASON FOR AMENDMENT REVENUES BY SOURCE: TAXESInfrastructure Maintenance Fees Penalties & Interest - 483 483 TOTAL: TAXES483 CHARGES FOR SERVICELandfill Use Fees 42,000 3,000 45,000 TOTAL: CHARGES FOR SERVICE3,000 INVESTMENT INCOMEInterest Revenue - 1,500 1,500 TOTAL: INVESTMENT INCOME1,500 OTHER FINANCING SOURCESOperating Transfers In From General Fund 4,977,054 393,336 5,370,390 TOTAL: OTHER FINANCING SOURCES393,336 TOTAL REVENUES 398,319 CAPITAL PROJECTS FUNDChange in Revenue Recognition 24 of 31 Proposed Budget AmendmentsFiscal Year 2020 CURRENTBUDGET BUDGETAMENDMENT REVISEDBUDGET REASON FOR AMENDMENT EXPENDITURES BY PROJECT:Computer Software (Finance) 162,315 (100,000) 62,315 Release of funds as the scope of the project has changed from a complete system changeover to upgrades within the current financial software platform which is more efficient and cost effective at this timeProfessional Fees (Information Services) 4,490 (1,809) 2,681 Release of funds as the parcel alignment project is now complete; related annual maintenance fees will be allocated in the General Fund going forwardSoftware (Information Services) 102,824 (102,824) - Release of funds as the records management system implementation and additional infrastructure improvements have been completedOther Equipment (General Government Buildings) - 92,000 92,000 Request for funding to purchase a portable generator for City Hall which will be used as a source of power in the event of a large scale power outage (request includes funding for the generator as well as the electrical work required for connectivity)Site Improvements/City Hall 46,266 (46,266) - Release of funds as the construction of City Hall is complete; funds will go towards the portable generator requestOther Equipment/Advanced Life Support Equip 20,057 9,730 29,787 Request for funding to upgrade the Lifepack 12 model to the supported Lifepack 15 modelMass Notification Sirens 10,463 (9,064) 1,399 Release funds as the mass notification siren project is complete; funds will go towards the transfer out to the Capital Grant Fund for the City's match on the exhaust system grantCAPITAL PROJECTS FUND 25 of 31 Proposed Budget AmendmentsFiscal Year 2020 CURRENTBUDGET BUDGETAMENDMENT REVISEDBUDGET REASON FOR AMENDMENT EXPENDITURES BY PROJECT:Pavement Management 2,716,565 3,000 2,719,566 Allocation of revenue recognition change related to Landfill Use FeesSite Improvements/Passive Parks- 215,000 215,000 Request to set aside funding to address capital repairs/improvements to the passive/greenspace properties without approved master plans; funding approval requests will be presented to Mayor & Council as specific needs arise Site Improvements/Former Milton Country Club Passive 938,188 250,000 1,188,188 Request for funding related to the approved master plan Site Improvements/Lackey Road Property - 45,000 45,000 Request for funding to assess/repair the dam on the property Comprehensive Plan (Community Development)125,000 48,700 173,700 Request for funding as bids came in higher than the original project estimateContingency10,398 (10,398) - Release of contingency funds to help address funding requests outlined aboveOperating Transfer Out to the Capital Grant Fund- 9,064 9,064 Decreased to cover requests that are not covered by interdepartmental transfers ($4,340 to the Fuel Management System account and $132,712 to the Pavement Management account)TOTAL EXPENDITURES 402,134 Total Revenues Over/(Under) Expenditures(3,814)$ CAPITAL PROJECTS FUND26 of 31 GREENSPACE BOND FUND This fund was set up to account for the bond proceeds and related purchases approved in the greenspace bond referendum and the corresponding debt service. Budget amendments related to property tax collections and investment income anticipated have been requested. Proposed Budget AmendmentsFiscal Year 2020 CURRENTBUDGET BUDGETAMENDMENT REVISEDBUDGET REASON FOR AMENDMENT REVENUES BY SOURCE: TAXESReal Property - Current Year 1,697,096 13,308 1,710,404 Public Utility Tax 13,220 (616) 12,604 Real Property - Prior Year 13,100 1,679 14,779 TOTAL: TAXES14,371 INVESTMENT INCOMEInterest (Regions) 75,000 (23,577) 51,423 Interest (SunTrust) - 330 330 TOTAL: INVESTMENT INCOME(23,247) TOTAL REVENUES $ (8,876)EXPENDITURES BY PROJECT:Land Conservation 7,603,245 (130,034) 7,473,212 The overall decrease to the project budget is a result of: recognizing actual investment revenue received over budget anticipations as well as the recognition of funds restricted to debt service Fiscal Agent's Fees - 1,306 1,306 Allocate funds to cover the annual fees due on the bond TOTAL EXPENDITURES $ (128,728)Total Revenues Over/(Under) Expenditures119,852$ GREENSPACE BOND FUNDChange in revenue recognition 27 of 31 TSPLOST FUND The TSPLOST Fund has been set up to account for the proceeds of the transportation local option sales tax and the various improvement projects outlined in the program. A budget amendment to recognize an increase in investment income anticipated has been requested. CURRENTBUDGET BUDGETAMENDMENT REVISEDBUDGET REASON FOR AMENDMENT REVENUES BY SOURCE: INVESTMENT INCOMEInterest - 2,125 2,125 Realized Gain or Loss 150,000 (27,965) 122,035 TOTAL: INVESTMENT INCOME(25,840) TOTAL REVENUES $ (25,840)EXPENDITURES BY PROJECT: Site Improvements/Birmingham Middle Bridge 160,000 2,000,000 2,160,000 Allocate fund balance towards eligible projects: the concept recommendation for improvement on the Birmingham Middle Bridge project is replacement; allocating funds in anticipation of the final cost increases TOTAL EXPENDITURES $ 2,000,000 Total Revenues Over/(Under) Expenditures (2,025,840)$ TSPLOST FUNDChange in revenue recognitionProposed Budget AmendmentsFiscal Year 2020 28 of 31 CAPITAL GRANT FUND The Capital Grant Fund is considered to be a capital project fund that accounts for capital grants used to finance major capital projects. City staff have identified new opportunities across multiple grant programs and the corresponding amendments account for the grant funding and expenses as well as the City’s required matches. Proposed Budget AmendmentsFiscal Year 2020 CURRENTBUDGET BUDGETAMENDMENT REVISEDBUDGET REASON FOR AMENDMENT REVENUES BY SOURCE: INTERGOVERNMENTALFederal Gov Grant/Assistance to Firefighters - 81,573 81,573 Federal Gov Grant/HPP Funds - 85,523 85,523 TOTAL: INTERGOVERNMENTAL167,096 OTHER FINANCING SOURCESOperating Transfers In From Capital Projects Fund - 9,064 9,064 TOTAL: OTHER FINANCING SOURCES9,064 TOTAL REVENUES $ 176,160 EXPENDITURES BY PROJECT:Other Equipment/Exhaust System (Fire) - 90,637 90,637 Increase budget to account for anticipated grant funding and the 10% City match related to the exhaust extractor systems at Station #41 and Station #43Operating Transfer Out to the General Fund - 85,523 85,523 Recognition of lower than anticipated construction expenses related to the City's portion of the Birmingham @ Providence intersection improvement projectTOTAL EXPENDITURES $ 176,160 Total Revenues Over/(Under) Expenditures-$ CAPITAL GRANT FUNDChange in revenue recognition 29 of 31 REVENUE BOND FUND The Revenue Bond Fund accounts for revenues and expenditures related to the City’s revenue bond issuances. The following requests account for proceeds collected in FY 2020 and corresponding debt service expenses including the refunding of the 2014 bond series into the newly issued 2019 bond series. Proposed Budget AmendmentsFiscal Year 2020 CURRENTBUDGET BUDGETAMENDMENT REVISEDBUDGET REASON FOR AMENDMENT REVENUES BY SOURCE:INVESTMENT INCOMEInterest Revenue (Regions) 170,338 (49,172) 121,166 TOTAL: INVESTMENT INCOME(49,172) TOTAL REVENUES $ (49,172)EXPENDITURES BY PROJECT:SR9 Court/Fire/Police Complex 13,853,347 (920,868) 12,932,479 Transfer $400,000 in related bond funding to a separate line item for the approved fire station alerting system, and $520,868 to the General Fund for bond eligible expenses covered by operating funds prior to the issuance of the bond fundsStation Alerting System- 400,000 400,000 Recognition of the funding related to the approved fire station alerting systemREVENUE BOND FUNDChange in revenue recognition 30 of 31 Proposed Budget AmendmentsFiscal Year 2020 CURRENTBUDGET BUDGETAMENDMENT REVISEDBUDGET REASON FOR AMENDMENT EXPENDITURES BY PROJECT:Site Improvements/Station #42 Replacement 3,706,563 10,240 3,716,803 Allocation of interest revenues to fulfill anticipated decrease in impact fee collections for FY 2020 Operating Transfer Out to the General Fund- 520,868 520,868 Transfer $520,868 to the General Fund for bond eligible expenses covered by operating funds prior to the issuance of the bond fundsTOTAL EXPENDITURES $ 10,240 Total Revenues Over/(Under) Expenditures(59,412)$ REVENUE BOND FUND31 of 31 CITY COUNCIL AGENDA ITEM TO: City Council DATE: September 3, 2020 FROM: Steven Krokoff, City Manager AGENDA ITEM: Consideration of an Ordinance of the Mayor and Council of the City of Milton, Georgia, to Adopt the Fiscal 2021 Budget for Each Fund of the City of Milton, Georgia Appropriating the Several Items of Revenue Appropriations, Prohibiting Expenditures to Exceed Appropriations and Prohibiting Expenditures to Exceed Actual Funding Available MEETING DATE: Wednesday, September 9, 2020 City Council Meeting BACKGROUND INFORMATION: (Attach additional pages if necessary) See attached memorandum APPROVAL BY CITY MANAGER: ___ APPROVED ___ NOT APPROVED CITY ATTORNEY APPROVAL REQUIRED: ___ YES ___ NO CITY ATTORNEY REVIEW REQUIRED: ___ YES ___ NO APPROVAL BY CITY ATTORNEY ___ APPROVED ___ NOT APPROVED PLACED ON AGENDA FOR: __________ X X September 9, 2020 X To: Honorable Mayor and City Council Members From: Bernadette Harvill, Finance Director Date: Submitted on September 2, 2020 for First Presentation on the September 9, 2020 Regular Council Meeting Agenda Item: Draft Budget Book for Fiscal Year 2021 Overview and Financial Highlights: Please find the draft edition of the proposed FY 2021 Budget Book enclosed. The City will be submitting this year’s budget book to the Government Finance Officers Association (GFOA) for consideration through the Distinguished Budget Presentation Award Program. This program sets standards and guidelines which encourage and assist state and local governments in preparing budget documents of the very highest quality that reflect both the guidelines established by the National Advisory Council on State and Local Budgeting and the GFOA’s best practices on budgeting. The City was successful in obtaining this award in FY 2019 and FY 2020 and has expectations that this year’s budget book will be successful as well. It is our hope that this enhanced document will assist citizens in a better understanding of Milton’s budget process, financial policies, and practices. Please note this is a draft, therefore page numbers and references to specific pages are subject to change, and additional supplemental information may be added. With that said, no material changes to figures, variances, or explanations will change without direction from Mayor & Council or the City Manager at this point. Any changes will be disclosed in a transparent and clear manner at the second public hearing to be held on September 21, 2020. STATE OF GEORGIA FULTON COUNTY ORDINANCE NO. AN ORDINANCE OF THE MAYOR AND COUNCIL OF THE CITY OF MILTON, GEORGIA, TO ADOPT THE FISCAL 2021 BUDGET FOR EACH FUND OF THE CITY OF MILTON, GEORGIA APPROPRIATING THE AMOUNTS SHOWN IN EACH BUDGET AS EXPENDITURES, ADOPTING THE SEVERAL ITEMS OF REVENUE ANTICIPATIONS, PROHIBITING EXPENDITURES TO EXCEED APPROPRIATIONS, AND PROHIBITING EXPENDITURES TO EXCEED ACTUAL FUNDING AVAILABLE. WHEREAS, the City Manager of the City of Milton has presented a proposed Fiscal Year 2021 Budget to the City Council on each of the various funds of the City; and WHEREAS, each of these budgets is a balanced budget, so that anticipated revenues equal proposed expenditures for each fund; and WHEREAS, the Fiscal Year 2021 Budget provides a financial plan for the government, establishing appropriations for each operating department in order to extend services; NOW, THEREFORE BE IT ORDAINED that this budget, “Exhibit A” attached hereto and by this reference made a part hereof this ordinance shall be the City of Milton’s Fiscal Year 2021 Budget; and BE IT FURTHER ORDAINED that this budget be and is hereby approved and the several items of revenues shown in the budget for each fund in the amounts anticipated are adopted an d that the several amounts shown in the budget for each fund as proposed expenditures are hereby appropriated to the departments named in each fund; and, BE IT FURTHER ORDAINED that the expenditures shall not exceed the appropriations authorized by this budget or amendments thereto provided; that expenditures for the fiscal year shall not exceed actual funding available. ADOPTED AND APPROVED this 21st day of September, 2020. CITY OF MILTON, GEORGIA By: ________________________ Mayor Joe Lockwood _________________________ ________________________ Councilmember Peyton Jamison Councilmember Carol Cookerly _________________________ ________________________ Councilmember Paul Moore Councilmember Joe Longoria _________________________ ________________________ Councilmember Laura Bentley Councilmember Rick Mohrig (SEAL) Attest: _______________________________ Sudie AM Gordon, City Clerk First Reading: September 9, 2020 First Public Hearing: September 9, 2020 Second Public Hearing: September 21, 2020 Adoption: September 21, 2020 The 2021 Budget Book can be found in a separate link under the September 9th Calendar Info. CITY COUNCIL AGENDA ITEM TO: City Council DATE: September 1, 2020 FROM: Steven Krokoff, City Manager AGENDA ITEM: Consideration of an Ordinance to Amend Chapter 4 – Section 138 – Promotion and Sales of the Alcoholic Beverages of the Code of the City of Milton MEETING DATE: Wednesday, September 9, 2020 City Council Meeting BACKGROUND INFORMATION: (Attach additional pages if necessary) See attached memorandum APPROVAL BY CITY MANAGER: ___ APPROVED ___ NOT APPROVED CITY ATTORNEY APPROVAL REQUIRED: ___ YES ___ NO CITY ATTORNEY REVIEW REQUIRED: ___ YES ___ NO APPROVAL BY CITY ATTORNEY ___ APPROVED ___ NOT APPROVED PLACED ON AGENDA FOR: __________ X X September 9, 2020 X X To: Honorable Mayor and City Council Members From: Sarah LaDart, Economic Development Manager Date: Submitted on August 24, 2020 for First Presentation on the September 9, 2020 Regular City Council Meeting and Unfinished Business on the September 21, 2020 Regular City Council Meeting Agenda Item: Consideration of an Ordinance to Amend Chapter 4 – Section 138. – Promotion and Sales, of the Alcoholic Beverages of the Code of the City of Milton, Georgia. _____________________________________________________________________________________ Department Recommendation: Approval Executive Summary: This is a slight revision for clarification purposed of the promotion and sales section of Chapter 4 – Alcoholic Beverages for flights of beer, wine, and liquor. The current version only allows for flights of beer and the proposed revisions adds wine and liquor. It also opens the opportunity to any licensed establishment to serve flights, not just brewpubs. Funding and Fiscal Impact: Potential increase in revenue as we create new opportunities for businesses in Milton. Alternatives: None. Legal Review: Deborah Dance, Jarrard & Davis – August 22, 2020 Concurrent Review: Steve Krokoff, City Manager Attachment(s): Chapter 4-138 Clean Chapter 4-138 Red-line Sec. 4-138. - Promotions and sales. (a) No licensee or employee or agent of a licensee, in connection with the sale or other disposition of alcoholic beverages for consumption on -premises, shall: 1) Offer or deliver any free alcoholic beverage to any person or group of persons. For the purpose of this Section, “free” means free to the patron on behalf of the establishment. 2) Deliver more than two (2) alcoholic beverages to one (1) person at a time ., however, nothing herein shall prohibit a brewpub from offering a sampler of beer in containers not exceeding four (4) ounces. Each sampler shall not exceed four (4) different types of beer. For the purposes of this Section, one (1) alcoholic beverage shall be the equivalent of one (1) 16 ounce beer, or one (1) 6 ounce glass of wine or one (1) ounce of 1 00 proof spirits. i. Nothing herein shall prohibit a brewpub licensed establishment from offering a sampler of beer in containers not exceeding four (4) ounces. Each sampler shall not exceed four (4) different types of beer. ii. Nothing herein shall prohibit a licensed establishment from offering a sampler of wine in containers not exceeding three (3) ounces. Each sampler shall not exceed four (4) different types of wine. iii. Nothing herein shall prohibit a licensed establishment from offering a sampler of liquor in containers not exceeding one half (1/2) ounce. Each sampler shall not exceed four (4) different types of liquor. 3) Sell, offer to sell, or deliver to any person or group of persons any alcoholic beverage at a price less than 50 percent (50%) o f the price regularly charged for such alcoholic beverage during the same calendar week, except at private functions not open to the public. 4) Sell, offer to sell, or deliver to any person or group of persons an unlimited number of alcoholic beverages during any set period of time for a fixed price, except at private functions not open to the public. 5) Sell, offer to sell, or deliver to any person or group of persons any alcoholic beverages on any one (1) day at prices less than those charged the general public on that same calendar day, except at private functions not open to the public. 6) Sell, offer to sell, or deliver alcoholic beverages, incl uding beer, in any container which holds more than 32 fluid ounces (0.947 liters), except to two (2) or more legally aged persons at any one (1) time. 7) Increase the volume of alcohol contained in a drink without increasing proportionately the price regularly charged for such alcoholic beverage during the same calendar week. 8) Encourage or permit on the licensed premises any game or contest which involves the drinking of alcoholic beverages or the awarding of alcoholic beverages as a prize. This subsection shall not apply to Incidental Licenses. (b) Each licensee shall maintain a schedule of the price charged for all alcoholic beverages to be served and consumed on the licensed premises or in any room or part thereof. The schedule of prices shall be posted i n a conspicuous manner so as to be in view of the paying public, and the schedule shall be effective for not less than one (1) calendar week. (c) No licensee shall advertise or promote in any way, whether within or without the licensed premises, any of the practices prohibited under this Section. (d) No provision of this Section shall be construed to prohibit: 1) Offering free food or entertainment at any time; 2) Including an alcoholic beverage as part of a meal package; or 3) Selling or providing wine by the bottle or carafe when sold with meals or to more than one (1) person. (e) The Police Department shall have the responsibility for the enforcement of this Section. (f) No licensee may require the purchase of any alcoholic beverage as a part of or prerequisite to the purchase of any other product or service. If alcoholic beverages are included as part of a package of other goods and services, the alcoholic beverages must be priced separately and all patrons must be allowed to purchase the remaining goods and services without the alcoholic beverages at a price from which the full price of the alcoholic beverages has been deducted, provided, however, that this Section shall not apply to Incidental Licenses. (g) It shall be prohibited for any sales to be made outside of the area on or about the premises licensed for such sale except as permitted herein. For the purpose of this Section, the term “sale” shall refer to the poin t at which there is an exchange of money for alcoholic beverages or when alcoholic beverages are left in the sole possession or control of a patron. Nothing in this Section will be deemed to prohibit alcoholic beverages from being sold through a window of the premises when any such practice is otherwise permitted by state law. (h) It shall be prohibited for any person except a licensee, his or her manager, or agent in charge of the licensed premises, to carry into or have in his or her possession on any licensed premises, any alcoholic beverages provided that this Section shall not apply to beverages sealed in their original container being brought onto the premises of private clubs or establishments with a BYOB License by a patron . STATE OF GEORGIA ORDINANCE____ COUNTY OF FULTON AN ORDINANCE TO AMEND SECTION 138 – PROMOTIONS AND SALES OF CHAPTER 4 – ALCOHOLIC BEVERAGES, OF THE CODE OF THE CITY OF MILTON, GEORGIA BE IT ORDAINED by the City Council of the City of Milton, GA while in a regularly called council meeting on September 21, 2020 at 6:00 p.m. as follows: SECTION 1. That the amendment of Chapter 4 - Section 138, of the Code of the City of Milton, Georgia is hereby adopted and approved; and is attached hereto as if fully set forth herein, and; SECTION 2. All ordinances, parts of ordinances, or regulations in conflict herewith are repealed. SECTION 3. That this Ordinance shall become effective upon its adoption. ORDAINED this the 21st day of September 2020. ____________________________________ Joe Lockwood, Mayor Attest: ___________________________ Sudie AM Gordon, City Clerk STATE OF GEORGIA ORDINANCE____ COUNTY OF FULTON Sec. 4-138. - Promotions and sales. (a) No licensee or employee or agent of a licensee, in connection with the sale or other disposition of alcoholic beverages for consumption on -premises, shall: 1) Offer or deliver any free alcoholic beverage to any person or group of persons. For the purpose of this Section, “free” means free to the patron on behalf of the establishment. 2) Deliver more than two (2) alcoholic beverages to one (1) person at a time . For the purposes of this Section, one (1) alcoholic beverage shall be the equivalent of one (1) 16 ounce beer, or one (1) 6 ounce glass of wine , or one (1) ounce of 100 proof liquor. i. Nothing herein shall prohibit a licensed establishment from offering a sampler of beer in containers not exceeding four (4) ounces. Each sampler shall not exceed four (4) different types of beer. ii. Nothing herein shall prohibit a licensed establishment from offering a sampler of wine in containers not exceeding (3) ounces. Each sampler shall not exceed four (4) different types of wine. iii. Nothing herein shall prohibit a licensed establishment from offering a sampler of liquor in containers not exceeding one half (1/2) ounce. Each sampler shall not exceed four (4) different types of liquor. 3) Sell, offer to sell, or deliver to any person or group of persons any alcoholic beverage at a price less than 50 percent (50%) of the price regularly charged for such alcoholic beverage during the same calendar week, except at private functions not open to the public. 4) Sell, offer to sell, or deliver to any person or group of persons an unlimited number of alcoholic beverages during any set period of time for a fixed price, except at private functions not open to the public. 5) Sell, offer to sell, or deliver to any person or group of persons any alcoholic beverages on any one (1) day at prices less than those charged the general public on that same calendar day, except at private functions not open to the public. 6) Sell, offer to sell, or deliver alcoholic beverages, including beer, in any container which holds more than 32 fluid ounces (0.947 liters), except to two (2) or more legally aged persons at any one (1) time. STATE OF GEORGIA ORDINANCE____ COUNTY OF FULTON 7) Increase the volume of alcohol contained in a drink without increasing proportionately the price regularly charged for such alcoholic beverage during the same calendar week. 8) Encourage or permit on the licensed premises any game or contest which involves the drinking of alcoholic beverages or the awarding of alcoholic beverages as a prize. This subsection shall not apply to Incidental Licenses. CITY COUNCIL AGENDA ITEM TO: City Council DATE: September 1, 2020 FROM: Steven Krokoff, City Manager AGENDA ITEM: Consideration of an Ordinance to Amend Chapter 2, Article VI, Division 4, Section 2-390., Transfer or Disposition of Assets; Notice, of the Code of the City of Milton MEETING DATE: Wednesday, September 9, 2020 City Council Meeting BACKGROUND INFORMATION: (Attach additional pages if necessary) See attached memorandum APPROVAL BY CITY MANAGER: ___ APPROVED ___ NOT APPROVED CITY ATTORNEY APPROVAL REQUIRED: ___ YES ___ NO CITY ATTORNEY REVIEW REQUIRED: ___ YES ___ NO APPROVAL BY CITY ATTORNEY ___ APPROVED ___ NOT APPROVED PLACED ON AGENDA FOR: __________ X September 9, 2020 X X X To: Honorable Mayor and City Council Members From: Robert Drewry, Public Works Director Date: Submitted on September 1, 2020 for First Reading on September 9, 2020 Regular City Council Meeting and Second Reading on September 21, 2020 Regular City Council Meeting Agenda Item: Consideration of an Ordinance to Amend Chapter 2, Article VI, Division 4, Section 2-390., Transfer or Disposal of Assets; Notice. _____________________________________________________________________________________ Department Recommendation: Approval. Executive Summary: The current municipal code section of the city does not have regulations to provide for a procedure for disposition of small or narrow strips of land incapable of being used independently as zoned. As set forth in O.C.G.A. § 36-37-6(g), the city may sell and convey, by quitclaim deed, parcels of small or narrow strips of land, so shaped or so small as to be incapable of being used independently as zoned or under applicable subdivision or other development ordinances or land use plans, or as streets, whether owned in fee or used by easement, to abutting property owners where such sales and conveyances facilitate the enjoyment of the highest and best use of the abutting owner(s)' property. The Georgia Code requires disposition to be made under such terms and conditions set out by ordinance. This amendment will provide an ordinance and procedure for disposition of small or narrow strips of land. Funding and Fiscal Impact: None Alternatives: 1. Amend ordinance per staff’s recommendation. 2. Not to amend ordinance. Legal Review: Sarah VanVolkenburgh, Jarrard & Davis, 9/1/20 Attachment(s): Redline of Ordinance Revision Ordinance to Amend 2-390 Exhibit “A” to Ordinance Redline of Ordinance Revision CHAPTER 2. - ADMINISTRATION ARTICLE VI. – FINANCIAL MANAGEMENT PROGRAM DIVISION 4. – CAPITAL ASSET POLICY Sec. 2-390. - Transfer or disposal of assets; notice. (a) All capital assets are city property and may not be donated, discarded or transferred to another owner without direct authorization from the city manager's office. Departments should notify the city manager's office of all surplus assets ready for disposition. (b) The disposition of the capital assets the city purchased with federal, state, or other grant funds must follow federal guidelines. The guidelines of the specific grant, or general federal guidelines, will dictate the duration of time that the asset must remain city property. The guidelines also will indicate the disposition of the proceeds from the sale of the asset. (c) In accordance with O.C.G.A. § 36-37-6, all sales by the city of real property or personal property with an assigned value of equal to or more than $500.00 must be offered for purchase, either by sealed bids or auction, to the highest bidder. (1) Notice. Notice of the sale must be published once in the official city newspaper or in a newspaper of general circulation in the city. The legal notice must appear not less than 15 days nor more than 60 days prior to the date of the sale. The notice must contain a brief description of the property and a legal description for real property. (2) If the sale is by sealed bid, the notice shall also contain an invitation for proposals and shall state the: a. Conditions of the proposed sale; b. Address at which bids and other materials may be obtained; and c. Date, time, and place for the bid opening. (3) Bids. Bids shall be opened in public at the time and place stated in the legal notice. The bids shall be kept available for public inspection for 60 days. (4) The city may reject any and all bids or cancel a proposed sale. (5) If the sale is by auction, the notice shall also state the conditions of the sale and shall state the date, time, and place of the proposed sale. As a condition of the sale, a minimum amount may be established for the sale to occur. (6) The mayor and city council shall approve by resolution the sale of all real estate prior to any staff action. (d) Property with an estimated value of less than $500.00 may be sold without regard to the provisions contained in subsections (a) through (c) of this section. Such sales may be made in the open market without advertisement and without acceptance of bids. The city has the power to estimate the value of the property being sold. (e) As set forth in O.C.G.A. § 36-37-6(g), the city may sell and convey, by quitclaim deed, parcels of small or narrow strips of land, so shaped or so small as to be incapable of being used independently as zoned or under applicable subdivision or other development ordinances or land use plans, or as streets, whether owned in fee or used by easement, to abutting property owners where such sales and conveyances facilitate the enjoyment of the highest and best use of the abutting owner(s)’ property. The city shall only exercise its authority to dispose of property under this section where either: (1) There exists only one owner of property abutting the city property to be disposed of; or (2) If there exists more than one owner of property abutting the city property to be disposed of, all such abutting owners agree in writing to the manner in which such city property shall be disposed. The sale of city property to abutting property owners as authorized by this section is not required to be submitted to the process of auction or the solicitation of sealed bids so long as the sale complies with O.C.G.A. § 36-37-6(g), this section, and with any additional conditions that the council may impose by resolution. STATE OF GEORGIA ORDINANCE NO. COUNTY OF FULTON AN ORDINACE TO AMEND CHAPTER 2, ARTICLE VI, DIVISION 4, SECTION 2-390., TRANSFER OR DISPOSAL OF ASSETS; NOTICE, OF THE CODE OF THE CITY OF MILTON, GEORGIA BE IT ORDAINED by the City Council for the City of Milton, Georgia as follows: WHEREAS, pursuant to its Charter and other laws of the State of Georgia, the City of Milton, Georgia has the power to adopt clearly reasonable ordinances, resolutions and regulations for the protection and preservation of the public health, safety and welfare of its citizens; and WHEREAS, Section 2-390 of Division 4 of Article VI of Chapter 2 of the City of Milton Code of Ordinances regulates the disposition of capital assets owned by the City of Milton including real and personal property; and WHEREAS, the Mayor and Council have determined that it is in the best interest of the City’s residents to amend the existing regulations to provide for a procedure for disposition of small or narrow strips of land incapable of being used independently as zoned. NOW THEREFORE, THE COUNCIL OF THE CITY OF MILTON HEREBY ORDAINS, as follows: SECTION 1. That Section 2-390 of Division 4 of Article VI of Chapter 2 of the City of Milton Code of Ordinances is hereby replaced in its entirety by the text attached hereto as Exhibit A. SECTION 2. That all ordinances or part of ordinances that conflict with the terms of this ordinance are hereby repealed; and SECTION 3. This Ordinance shall become effective upon adoption by the Mayor and City Council and the signature approval of the Mayor. SO ORDAINED this the _____ day of _______________, 2020, the public’s health, safety, and welfare demanding it. Approved: Attest: Joe Lockwood, Mayor Sudie Gordon, City Clerk Exhibit A CHAPTER 2. - ADMINISTRATION ARTICLE VI. – FINANCIAL MANAGEMENT PROGRAM DIVISION 4. – CAPITAL ASSET POLICY Sec. 2-390. - Transfer or disposal of assets; notice. (a) All capital assets are city property and may not be donated, discarded or transferred to another owner without direct authorization from the city manager's office. Departments should notify the city manager's office of all surplus assets ready for disposition. (b) The disposition of the capital assets the city purchased with federal, state, or other grant funds must follow federal guidelines. The guidelines of the specific grant, or general federal guidelines, will dictate the duration of time that the asset must remain city property. The guidelines also will indicate the disposition of the proceeds from the sale of the asset. (c) In accordance with O.C.G.A. § 36-37-6, all sales by the city of real property or personal property with an assigned value of equal to or more than $500.00 must be offered for purchase, either by sealed bids or auction, to the highest bidder. (1) Notice. Notice of the sale must be published once in the official city newspaper or in a newspaper of general circulation in the city. The legal notice must appear not less than 15 days nor more than 60 days prior to the date of the sale. The notice must contain a brief description of the property and a legal description for real property. (2) If the sale is by sealed bid, the notice shall also contain an invitation for proposals and shall state the: a. Conditions of the proposed sale; b. Address at which bids and other materials may be obtained; and c. Date, time, and place for the bid opening. (3) Bids. Bids shall be opened in public at the time and place stated in the legal notice. The bids shall be kept available for public inspection for 60 days. (4) The city may reject any and all bids or cancel a proposed sale. (5) If the sale is by auction, the notice shall also state the conditions of the sale and shall state the date, time, and place of the proposed sale. As a condition of the sale, a minimum amount may be established for the sale to occur. (6) The mayor and city council shall approve by resolution the sale of all real estate prior to any staff action. (d) Property with an estimated value of less than $500.00 may be sold without regard to the provisions contained in subsections (a) through (c) of this section. Such sales may be made in the open market without advertisement and without acceptance of bids. The city has the power to estimate the value of the property being sold. (e) As set forth in O.C.G.A. § 36-37-6(g), the city may sell and convey, by quitclaim deed, parcels of small or narrow strips of land, so shaped or so small as to be incapable of being used independently as zoned or under applicable subdivision or other development ordinances or land use plans, or as streets, whether owned in fee or used by easement, to abutting property owners where such sales and conveyances facilitate the enjoyment of the highest and best use of the abutting owner(s)’ property. The city shall only exercise its authority to dispose of property under this section where either: (1) There exists only one owner of property abutting the city property to be disposed of; or (2) If there exists more than one owner of property abutting the city property to be disposed of, all such abutting owners agree in writing to the manner in which such city property shall be disposed. The sale of city property to abutting property owners as authorized by this section is not required to be submitted to the process of auction or the solicitation of sealed bids so long as the sale complies with O.C.G.A. § 36-37-6(g), this section, and with any additional conditions that the council may impose by resolution. CITY COUNCIL AGENDA ITEM TO: City Council DATE: September 1, 2020 FROM: Steven Krokoff, City Manager AGENDA ITEM: Consideration of the Issuance of an Alcohol Beverage License to W&H Star Group, Inc., 13085 Highway 9, Suite 440, Milton, GA 30004 MEETING DATE: Wednesday, September 9, 2020 City Council Meeting BACKGROUND INFORMATION: (Attach additional pages if necessary) See attached memorandum APPROVAL BY CITY MANAGER: ___ APPROVED ___ NOT APPROVED CITY ATTORNEY APPROVAL REQUIRED: ___ YES ___ NO CITY ATTORNEY REVIEW REQUIRED: ___ YES ___ NO APPROVAL BY CITY ATTORNEY ___ APPROVED ___ NOT APPROVED PLACED ON AGENDA FOR: __________ September 9, 2020 X X X To: Honorable Mayor and City Council Members From: Bernadette Harvill, Finance Director Date: Submitted on August 12, 2020 for the September 9, 2020 Regular Council Meeting Agenda Item: Consideration of the Issuance of an Alcohol Beverage License to W&H Star Group, Inc., 13085 Highway 9, Suite 440, Milton, GA 30004 _____________________________________________________________________________________________ Department Recommendation: Approve the issuance of an alcohol beverage license for W&H Star Group, Inc., for consumption on premises of Wine and Malt Beverages. 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 is submitted due to the desire of the establishment to serve consumption on premise of Wine and Malt Beverages. Staff has processed the application and recommends issuance of the applicable license for: Business Name: W&H Star Group, Inc. Contact Name: Xiao Yuan Wang Business Address: 13085 Highway 9, Suite 440, Milton, Georgia 30004 Type of License: Consumption on Premises – Wine and Malt Beverages 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: Honorable Mayor and City Council Members From: Bernadette Harvill, Finance Director Date: Submitted on August 12, 2020 for the September 9, 2020 Regular Council Meeting Agenda Item: Consideration of the Issuance of an Alcohol Beverage License to W&H Star Group, Inc., 13085 Highway 9, Suite 440, Milton, GA 30004 _____________________________________________________________________________________________ Department Recommendation: Approve the issuance of an alcohol beverage license for W&H Star Group, Inc., for consumption on premises of Wine and Malt Beverages. 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 is submitted due to the desire of the establishment to serve consumption on premise of Wine and Malt Beverages. Staff has processed the application and recommends issuance of the applicable license for: Business Name: W&H Star Group, Inc. Contact Name: Xiao Yuan Wang Business Address: 13085 Highway 9, Suite 440, Milton, Georgia 30004 Type of License: Consumption on Premises – Wine and Malt Beverages 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 CITY COUNCIL AGENDA ITEM TO: City Council DATE: September 1, 2020 FROM: Steven Krokoff, City Manager AGENDA ITEM: Consideration of a Resolution Transmitting a Draft Capital Improvements Element (CIE) 2020 Annual Update, Relating to the City’s Impact Fee Program, to the Atlanta Regional Commission for Regional and State Review MEETING DATE: Wednesday, September 9, 2020 City Council Meeting BACKGROUND INFORMATION: (Attach additional pages if necessary) See attached memorandum APPROVAL BY CITY MANAGER: ___ APPROVED ___ NOT APPROVED CITY ATTORNEY APPROVAL REQUIRED: ___ YES ___ NO CITY ATTORNEY REVIEW REQUIRED: ___ YES ___ NO APPROVAL BY CITY ATTORNEY ___ APPROVED ___ NOT APPROVED PLACED ON AGENDA FOR: __________ X X X X September 9, 2020 To: Honorable Mayor and City Council Members From: Parag Agrawal, Community Development Director Date: Submitted on August 11, 2020 for the September 9, 2020 Regular Council Meeting Agenda Item: Consideration of a Resolution Transmitting a Draft Capital Improvements Element (CIE) 2020 Annual Update, Relating to the City’s Impact Fee Program to the Atlanta Regional Commission for Regional and State Review. _________________________________________________________________________________________ Department Recommendation: Approval Executive Summary: The City of Milton adopted the Impact Fee Ordinance on October 5, 2015. As a municipality that collects Impact Fees, the Georgia Department of Community Affairs (DCA ) requires an annual update to the Capital Improvement Element (CIE) five-year project schedule. A draft Capital Improvements Element (CIE) 2020 Annual Update was prepared by the city’s impact fee consultant and was reviewed by staff. The 2020 CIE update contains the five-year project lists for impact fee eligible items based on the adopted September 21, 2015 CIE. This resolution allows the City to transmit the draft CIE 20 20 annual update to the Atlanta Regional Commission and DCA for review. Upon favorable review by the Regional and State agencies, the City of Milton may adopt the 2020 CIE Annual Update by October 31, 2020. Funding and Fiscal Impact: None Alternatives: None Legal Review: Paul Frickey – Jarrard & Davis 08-10-2020 Concurrent Review: Steve Krokoff Attachment(s): Resolution to Transmit 2020 Draft CIE Annual Update Draft 2020 Capital Improvements Element (CIE) Annual Update for FY 2019 (10/1/18 – 9/30/19 (dated 09-09-2020) Capital Improvements Element 2020 Annual Update Fiscal Year 2019 (10/1/18—9/30/19) Financial Report & Community Work Program City of Milton, Georgia DRAFT: September 9, 2020 Introduction City of Milton 2020 CIE Annual Update __________________ DRAFT 9/9/20 ____________________________________________ page 1 This Capital Improvements Element Annual Update has been prepared based on the rules and regulations pertaining to impact fees in Georgia, as specified by the Devel- opment Impact Fee Act (DIFA) and the De- partment of Community Affairs (DCA) docu- ments Development Impact Fee Compliance Requirements and Standards and Proce- dures for Local Comprehensive Planning. These three documents dictate the essential elements of an Annual Update, specifically the inclusion of a financial report and a schedule of improvements. According to DCA’s Compliance Require- ments, the Annual Update: “must include: 1) the Annual Report on impact fees required under O.C.G.A. 36- 71-8; and 2) a new fifth year schedule of improvements, and any changes to or re- visions of previously listed CIE projects, including alterations in project costs, pro- posed changes in funding sources, con- struction schedules, or project scope.” (Chapter 110-12-2-.03(2)(c)) This Annual Update itself is based on the City of Milton’s Capital Improvements Ele- ment, as adopted by the City September 21, 2015. 1 Note that DCA’s Compliance Requirements specify that the work program is to meet the requirements of Chapter 110-12-1-.04(7)(a), which is a reference to the work program requirements in a previous version Financial Report The Financial Report included in this document is based on the require- ments of DIFA, specifically: “As part of its annual audit pro- cess, a municipality or county shall prepare an annual report describing the amount of any development impact fees collected, encumbered, and used during the preceding year by category of public facility and service area.” (O.C.G.A. 36-71- 8(c)) The required financial information for each public facility category appears in the main financial table (page 2); each of the public facility categories has a single, city-wide service area. The sta- tus of all impact fee projects, by public facility category, is shown on the ta- bles on pages 3, 4, 5 and 6. The City’s fiscal year runs from Octo- ber 1 to September 30. of the Standards and Procedures for Local Com- prehensive Planning. The correct current de- scription is found at Chapter 110-12-1- Schedule of Improvements In addition to the financial report, the City has prepared a five-year schedule of im- provements—a community work program (CWP)—as specified in DCA’s Compliance Requirements (Chapter 110-12-2- .03(2)(c)), which states that local govern- ments that have a CIE must “update their entire Short Term [i.e., Community] Work Programs annually.”)1. According to DCA’s requirements,2 the CWP must include: A brief description of the activity; Legal authorization, if applicable; Timeframe for undertaking the activity; Responsible party for implementing the activity; Estimated cost (if any) of implementing the activity; and, Funding source(s), if applicable. All of this information appears in the Com- munity Work Program portion of this docu- ment, beginning on page 7. .04(2)(b)1. 2 Chapter 110-12-1-.03(3). Financial Report City of Milton 2020 CIE Annual Update _________________ DRAFT 9/9/20 _____________________________________________ page 2 IMPACT FEES FINANCIAL REPORT – CITY OF MILTON, GA Fiscal Year 2019 City of Milton Public Facility Parks & Recreation Fire Protection Law Enforcement Roads Adminis- tration TOTAL Impact Fee Fund Balance October 1, 2018 1,565,413.70$ 210,654.30$ 45,484.73$ 52,967.11$ 2,980.20$ 1,877,500.04$ Impact Fees Collected (October 1, 2018 through September 30, 2019)938,480.10$ 83,146.33$ 14,512.99$ 112,057.95$ 34,446.42$ 1,182,643.79$ Subtotal: Fee Accounts 2,503,893.80$ 293,800.63$ 59,997.72$ 165,025.06$ 37,426.62$ 3,060,143.83$ Accrued Interest 948.27$ 83.69$ 14.61$ 110.40$ 34.72$ 1,191.69$ (Impact Fee Refunds)-$ -$ -$ -$ -$ -$ (Expenditures)(12,760.00)$ (40,251.67)$ -$ -$ (4,130.00)$ (57,141.67)$ Impact Fee Fund Balance September 30, 2018 2,492,082.07$ 253,632.65$ 60,012.33$ 165,135.46$ 33,331.34$ 3,004,193.85$ Impact Fees Encumbered 2,492,082.07$ 253,632.65$ 60,012.33$ 165,135.46$ 33,331.34$ 3,004,193.85$ Annual Impact Fee Financial Report - Fiscal Year 2019 Financial Report City of Milton 2020 CIE Annual Update _________________ DRAFT 9/9/20 _____________________________________________ page 3 Public Facility: Responsible Party:Parks and Recreation Department Service Area: Project Description Project Start Date Project End Date Local Cost of Project* Maximum % of Funding from Impact Fees Max Funding from Impact Fees* FY 2019 Impact Fees Expended Impact Fees Expended (Previous Years) Total Impact Fees Expended to Date Impact Fees Encumbered Status/Remarks Park Land (455 acres)2017 2035 68,665,646.59$ 67.39%46,275,786.85$ -$ 856,396.45$ 856,396.45$ $ 2,313,218.05 Trailhead Park, Mayfield Farm Park, Milton County Club Conservation Easements (2747 ac)2017 2035 37,687,219.02$ 41.44%15,616,326.67$ -$ -$ Land for Trails (110 acres)2017 2035 22,637,026.35$ 41.39%9,369,796.00$ -$ -$ 178,864.02$ Baseball Fields (8)2022 2035 2,416,978.76$ 63.80%1,541,931.23$ 12,760.00$ 12,760.00$ Football/Soccer/Lacrosse (2)2022 2035 277,625.94$ 89.85%249,433.52$ -$ -$ Basketball Courts (11)2022 2035 898,201.57$ 42.18%378,852.88$ -$ -$ Playgrounds (Structured) (34)2020 2035 1,665,755.63$ 42.89%714,408.29$ -$ 21,445.00$ 21,445.00$ Broadwell Park Picnic Shelters / Pavilions (34)2020 2035 4,997,266.90$ 42.89%2,143,224.88$ -$ -$ Community Centers (4)2024 2035 2,605,646.33$ 42.53%1,108,195.49$ -$ -$ Delayed Multi-Use Trails (90.76 miles)2020 2035 62,195,885.85$ 42.48%26,419,298.43$ -$ -$ 204,047,252.94$ 103,817,254.24$ $12,760.00 877,841.45$ 890,601.45$ 2,492,082.07$ *All costs are Net Present Value per CIE adopted September 21, 2015. Maximum funding based on percent impact fee eligible. When impact fees are initially calucated for proposed projects, they are based on estimated costs, and the percentage of the estimate that is impact fee eligible is calculated based on the Level of Service standards in the Capital Improvements Element, which yielded the proportion of the project that is required to meet the needs of future growth and develop- ment. When a project is completed, the actual cost is then known and, based on the percent eligible for impact fee funding, the actual amount of impact fee collections that can be expended on the project is revised accordingly so that the proportional share of the project attributable to new growth and development is not exceeded. NOTE: For projects that are not 100% impact fee funded, funding may be provided from the General Fund, the Capital Projects Fund or other local taxation sources, as determined during the annual budget adoption process. Parks and Recreation City-Wide Financial Report City of Milton 2020 CIE Annual Update _________________ DRAFT 9/9/20 _____________________________________________ page 4 Public Facility: Responsible Party:Fire Department / Administration Service Area: Project Description Project Start Date Project End Date Local Cost of Project* Maximum % of Funding from Impact Fees Max Funding from Impact Fees* FY 2019 Impact Fees Expended Impact Fees Expended (Previous Years) Total Impact Fees Expended to Date Impact Fees Encumbered Status/Remarks Emergency Warning Sirens 2014 2018 216,329.00$ 41.44%89,646.74$ -$ -$ Storage Facility 2017 2019 267,096.40$ 100.00%267,096.40$ 40,251.00$ 40,251.00$ Fire Station 42 Replacement 2020 2022 1,389,243.43$ 40.00%555,697.37$ -$ -$ 253,632.65$ Training Facility 2017 2017 430,176.66$ 100.00%430,176.66$ -$ 50,000.00$ 50,000.00$ Completed Westside Fire Station **2024 2026 1,501,562.50$ 66.67%1,001,091.72$ -$ -$ Hwy 9 Fire Station **2017 2020 1,428,686.06$ 100.00%1,428,686.06$ -$ -$ General Vehicle 2015 2015 38,609.80$ 100.00%38,609.80$ -$ -$ Completed Heavy Vehicle 2016 2016 453,066.46$ 100.00%453,066.46$ -$ -$ Completed General Vehicle 2020 2020 39,442.62$ 100.00%39,442.62$ -$ -$ Heavy Vehicle 2018 2018 462,839.28$ 100.00%462,839.28$ -$ -$ Delayed; 2019 completion General Vehicle 2022 2022 40,725.67$ 100.00%40,725.67$ -$ -$ Heavy Vehicle 2021 2021 477,895.17$ 100.00%477,895.17$ -$ -$ General Vehicle 2024 2024 42,050.45$ 100.00%42,050.45$ -$ -$ Heavy Vehicle 2024 2024 493,440.83$ 100.00%493,440.83$ -$ -$ Heavy Vehicle 2027 2027 509,492.17$ 100.00%509,492.17$ -$ -$ General Vehicle 2029 2029 43,884.11$ 100.00%43,884.11$ -$ -$ Heavy Vehicle 2030 2030 526,065.66$ 94.36%496,408.38$ -$ -$ General Vehicle 2033 2033 45,797.72$ 94.36%43,215.84$ -$ -$ Heavy Vehicle 2033 2033 543,178.27$ 0.00%-$ -$ -$ General Vehicle 2034 2034 47,287.49$ 0.00%-$ -$ -$ 8,996,869.75$ 6,913,465.73$ 40,251.00$ 50,000.00$ 90,251.00$ 253,632.65$ *All costs are Net Present Value per CIE adopted September 21, 2015. Maximum funding based on percent impact fee eligible. When impact fees are initially calucated for proposed projects, they are based on estimated costs, and the percentage of the estimate that is impact fee eligible is calculated based on the Level of Service standards in the Capital Improvements Element, which yielded the proportion of the project that is required to meet the needs of future growth and develop- ment. When a project is completed, the actual cost is then known and, based on the percent eligible for impact fee funding, the actual amount of impact fee collections that can be expended on the project is revised accordingly so that the proportional share of the project attributable to new growth and development is not exceeded. **Percent impact fee eligible revised due to change in anticipated year of expenditure. NOTE: For projects that are not 100% impact fee funded, funding may be provided from the General Fund, the Capital Projects Fund or other local taxation sources, as determined during the annual budget adoption process. Fire Protection City-wide Facilities Vehicles NOTE: For projects that have been completed and paid for (or are not eligible for impact fee funding), the cells in the "FY2018 Impact Fees Expended" column are shaded out, indicating that no impact fees or additional impact fees will be expended on those projects. Financial Report City of Milton 2020 CIE Annual Update _________________ DRAFT 9/9/20 _____________________________________________ page 5 Public Facility: Responsible Party:Police Department / Administration Service Area: Project Description Project Start Date Project End Date Local Cost of Project* Maximum % of Funding from Impact Fees Max Funding from Impact Fees* FY 2019 Impact Fees Expended Impact Fees Expended (Previous Years) Total Impact Fees Expended to Date Impact Fees Encumbered Status/Remarks Law Enforcement Center, Phase 1 2016 2017 30,947.62$ 41.44%12,825.42$ -$ - -$ Law Enforcement Center, Phase 2 2018 2018 1,729,358.54$ 41.44%716,686.51$ -$ - -$ Law Enforcement Center, Phase 3 2019 2020 2,738,978.49$ 41.44%1,135,096.56$ -$ - -$ 60,012.33$ Delayed; 2020 completion 4,499,284.65$ 1,864,608.49$ -$ -$ -$ 60,012.33$ *All costs are Net Present Value per CIE adopted September 21, 2015. Maximum funding based on percent impact fee eligible. When impact fees are initially calucated for proposed projects, they are based on estimated costs, and the percentage of the estimate that is impact fee eligible is calculated based on the Level of Service standards in the Capital Improvements Element, which yielded the proportion of the project that is required to meet the needs of future growth and develop- ment. When a project is completed, the actual cost is then known and, based on the percent eligible for impact fee funding, the actual amount of impact fee collections that can be expended on the project is revised accordingly so that the proportional share of the project attributable to new growth and development is not exceeded. NOTE: For projects that are not 100% impact fee funded, funding may be provided from the General Fund, the Capital Projects Fund or other local taxation sources, as determined during the annual budget adoption process. Law Enforcement City-wide Financial Report City of Milton 2020 CIE Annual Update _________________ DRAFT 9/9/20 _____________________________________________ page 6 Public Facility: Responsible Party:Public Works Service Area: Project Description Project Start Date Project End Date Local Cost of Project* Maximum % of Funding from Impact Fees Max Funding from Impact Fees* FY 2019 Impact Fees Expended Impact Fees Expended (Previous Years) Total Impact Fees Expended to Date Impact Fees Encumbered Status/Remarks Intersection-Hopewell/Francis/Cogburn 2014 2014 992,103.00$ 40.1%397,918.39$ -$ -$ Complete Intersection-Deerfield Pkwy @ Morris Rd 2014 2014 85,206.00$ 40.1%34,174.91$ -$ -$ Complete Intersection-Bethany @ Cogburn 2014 2014 446,923.00$ 40.1%179,254.45$ -$ -$ Complete Intersection-Arnold Mill @ New Providence 2014 2014 313,300.00$ 40.1%125,660.17$ -$ -$ Complete Intersection-Birmingham @ Providence 2014 2014 852,581.00$ 40.1%341,958.10$ -$ -$ Complete Intersection-Hopewell @ Birmingham **2015 2015 1,700,234$ 40.1%681,939.66$ -$ 96,000.00$ 96,000.00$ Complete Intersection-Crabapple @ Birmingham 2014 2018 1,353,263.94$ 40.1%542,774.90$ -$ -$ Complete Transportation Master Plan Update 2015 2016 231,044.84$ 40.1%92,668.80$ -$ -$ Complete McGinnis Ferry Interchange 2015 2015 51,343.30$ 40.1%20,593.07$ -$ -$ Complete Crabapple NE Connector Rd 2017 2020 2,581,434.50$ 40.1%1,035,376.64$ -$ -$ Delayed Bridge Replacement Program 2014 2021 2,445,358.07$ 40.1%980,798.32$ -$ -$ Intersection-Freemanville @ Providence/B'ham 2015 2021 2,409,375.80$ 40.1%966,366.34$ -$ 205,971.08$ 205,971.08$ 94,655.65$ Phase 1 Complete Phase 2 in 2021 Intersection-SR9 @ Bethany Bend 2014 2025 173,168.05$ 40.1%69,455.24$ -$ -$ Pushed back by GDOT Intersection-Webb Rd Turn Lanes 2015 2015 189,970.20$ 40.1%76,194.34$ -$ -$ Complete Intersection-Bethany @ Providence 2016 2022 1,794,032.06$ 40.1%719,560.72$ -$ -$ 70,479.81$ Intersection-Hopewell @ Bethany Bnd/ Way 2025 2025 3,346,503.60$ 40.1%1,342,234.96$ -$ -$ Intersection-Hopewell @ Redd Road 2015 2017 123,223.91$ 40.1%49,423.36$ -$ -$ Intersection-Hopewell @ Hamby 2020 2022 1,412,239.23$ 40.1%566,429.05$ -$ -$ Intersection-Hopewell @ Thompson 2021 2021 1,439,668.46$ 40.1%577,430.53$ -$ -$ Crabapple SE Connector 2021 2025 180,587.44$ 40.1%72,431.05$ -$ -$ Hopewell/Hamby Road Widening 2030 2030 7,991,049.35$ 40.1%3,205,096.16$ -$ -$ Morris Road Widening 2024 2024 9,125,056.76$ 40.1%3,659,930.39$ -$ -$ 39,237,666.52$ 15,737,669.56$ -$ 301,971.08$ 301,971.08$ 165,135.46$ *All costs are Net Present Value per CIE adopted September 21, 2015, except as noted with " ** ", which are actual costs. Maximum funding based on percent impact fee eligible. When impact fees are initially calucated for proposed projects, they are based on estimated costs, and the percentage of the estimate that is impact fee eligible is calculated based on the Level of Service standards in the Capital Improvements Element, which yielded the proportion of the project that is required to meet the needs of future growth and develop- ment. When a project is completed, the actual cost is then known and, based on the percent eligible for impact fee funding, the actual amount of impact fee collections that can be expended on the project is revised accordingly so that the proportional share of the project attributable to new growth and development is not exceeded. **Actual cost figures related to impact fee funding shown for this project. NOTE: For projects that are not 100% impact fee funded, funding may be provided from the General Fund, the Capital Projects Fund or other local taxation sources, as determined during the annual budget adoption process. Roads City-wide NOTE: For projects that have been completed and paid for (or are not eligible for impact fee funding), the cells in the "FY2018 Impact Fees Expended" column are shaded out, indicating that no impact fees or additional impact fees will be expended on those projects. Community Work Program City of Milton 2020 CIE Annual Update ______________ DRAFT 9/9/20 _______________________________________ page 7 The City adopted a Comprehensive Plan update which included a complete CWP covering the years 2017 to 2021 (including all projects eligible for impact fee funding). The master Community Work Program within the Comprehensive Plan update include s all project activities, including the specific impact fee eligible projects for the 2017-2021 timeframe. The following listing of impact fee projects is submitted as part of this CIE Annual Update report, updated to cover the 5-year period 2021-2025, and thereby amends the master CWP in the Comprehensive Plan. 2021-2025 Community Work Program – Impact Fee Eligible Projects Project Description 20212022202320242025Responsible Party Cost Estimate Funding Sources Notes/ Explanation Parks & Recreation Continue land acquisition program for park lands x x x x x Parks and Recreation $3,614,000 estimated annual average 67.39% Impact Fees; Bond Issue On-going debt service to bonds Continue acquisition program for conservation easements and multi-use trails x x x x x Parks and Recreation $3,175,000 estimated annual average 41.44% Impact Fees for conservation easements; 41.39% Impact Fees for multi- use trails; Bond issue On-going debt service to bonds Construction of multi-use trails x x x x x Parks and Recreation / Public Works $3,273,000 estimated annual average 42.48% Impact Fees; General Fund On-going annually Design and improve Providence Park: 1 Playground (structured) 1 Pavilion / Picnic Shelter 1 Multi-Use Trail (1 mi. est.) 1 Baseball Field x x Parks and Recreation $302,122 63.79% impact fees; General Fund. 42.89% Impact Fees for playground and pavilion/picnic shelter; 42.48% Impact Fees for trail; General Fund Completion in 2023xxxParks and Recreation $881,250 Community Work Program City of Milton 2020 CIE Annual Update ______________ DRAFT 9/9/20 _______________________________________ page 8 Project Description 20212022202320242025Responsible Party Cost Estimate Funding Sources Notes/ Explanation Parks & Recreation con't 1 Football/Soccer/Lacrosse x x Parks and Recreation $138,813 89.85% impact fees; General Fund. 2 Basketball Courts x x Parks and Recreation $163,309 42.18% impact fees; General Fund. 1 Playground (Structured)x x Parks and Recreation $21,012 42.89% impact fees; General Fund. 1 Picnic Shelter / Pavilion x x Parks and Recreation $63,036 42.89% impact fees; General Fund. Design and construct a community center x x x Parks and Recreation $651,412 42.53% Impact Fees; General Fund Fire Replace Fire Station 42 x Fire/ Administration $1,389,243 40% impact fees; General Fund Completion in 2021 Construct Westside Fire Station x x Fire/ Administration $1,501,563 66.67% impact fees; General Fund Completion in 2026 Purchase heavy vehicle x Fire/ Administration $477,895 100% impact fees Purchase general vehicle x Fire/ Administration $40,084 100% impact fees Purchase heavy vehicle x Fire/ Administration $493,441 100% impact fees Purchase general vehicle x Fire/ Administration $42,050 100% impact fees Police Design and construct Law Enforcement Center Police/ Administration $4,499,285 41.44% impact fees; General Fund Completion and occupancy in 2020. Community Work Program City of Milton 2020 CIE Annual Update ______________ DRAFT 9/9/20 _______________________________________ page 9 Project Description 20212022202320242025Responsible Party Cost Estimate Funding Sources Notes/ Explanation Transportation Bridge Replacement Program x x x x x Public Works $2,445,358 40.1% impact fees; General Fund Annual improvements Intersection-Freemanville @ Providence & B'ham x x Public Works $2,409,376 40.1% impact fees; General Fund To be completed in phases; Phase 1 completed in 2019 (Freemanville@Providence), Phase 2 to be completed in 2022 Intersection-Bethany @ Providence x x x Public Works $1,794,032 40.1% impact fees; General Fund Completion in 2023 Intersection-Hopewell @ Hamby x Public Works $1,412,239 40.1% impact fees; General Fund Completion in 2021 Intersection-Hopewell @ Thompson x Public Works $1,439,668 40.1% impact fees; General Fund Completion in 2021 Crabapple SE Connector x x x x x Public Works $180,587 40.1% impact fees; General Fund Completion in 2025 Morris Road Widening x Public Works $9,125,057 40.1% impact fees; General Fund Completion in 2024 STATE OF GEORGIA COUNTY OF FULTON RESOLUTION NO. A RESOLUTION AUTHORIZING THE TRANSMITTAL OF A DRAFT CAPITAL IMPROVEMENTS ELEMENT 2020 ANNUAL UPDATE TO THE ATLANTA REGIONAL COMMISSION FOR REGIONAL AND STATE REVIEW WHEREAS, On September 21, 2015, the City of Milton adopted its first Capital Improvements Element (CIE) as an amendment to the Milton Comprehensive Plan; and WHEREAS, on September 9, 2019, the City of Milton adopted the Capital Improvements Element 2019 Annual Update as an amendment to the Milton Comprehensive Plan; and WHEREAS, the City of Milton has drafted a Capital Improvements Element 2020 Annual Update (“2020 CIE Update”), which incorporates an impact fee financial report for FY 2019 (as applicable); and WHEREAS, the 2020 CIE Update was prepared in accordance with the “Development Impact Fee Compliance Requirements” and the “Minimum Planning Standards and Procedures for Local Comprehensive Planning” adopted by the Department of Community Affairs pursuant to the Georgia Planning Act of 1989, and WHEREAS, a duly advertised Public Hearing with respect to the 2020 CIE Update was held on September 9, 2020, at 6:00 p.m. in the City of Milton City Hall, 2006 Heritage Walk; BE IT THEREFORE RESOLVED that the City Council does hereby authorize the transmittal of the draft Capital Improvements Element 2020 Annual Update (attached hereto as Exhibit “A”) to the Atlanta Regional Commission for Regional and State review, as per the requirements of the Development Impact Fee Compliance Requirements adopted pursuant to the Georgia Planning Act of 1989. RESOLVED this 9th day of September 2020. _________________________ Joe Lockwood, Mayor Attest: _____________________________ Sudie Gordon, City Clerk CITY COUNCIL AGENDA ITEM TO: City Council DATE: September 2, 2020 FROM: Steven Krokoff, City Manager AGENDA ITEM: Consideration of RZ20-10 to Amend Sec 64-1 Definitions as it Relates to the Creation of Temporary Consumer Fireworks Retail Sales Facilities MEETING DATE: Wednesday, September 9, 2020 City Council Meeting BACKGROUND INFORMATION: (Attach additional pages if necessary) See attached memorandum APPROVAL BY CITY MANAGER: ___ APPROVED ___ NOT APPROVED CITY ATTORNEY APPROVAL REQUIRED: ___ YES ___ NO CITY ATTORNEY REVIEW REQUIRED: ___ YES ___ NO APPROVAL BY CITY ATTORNEY ___ APPROVED ___ NOT APPROVED PLACED ON AGENDA FOR: __________ September 9, 2020 X X X X From: Parag Agrawal, AICP, Community Development Director To: Honorable Mayor and City Council Members Re: Consideration of Zoning Text Amendments – RZ20-10 – To amend Sec. 64-1 Definitions RZ20-11 – To amend Sec. 64-775 Use regulations – C-1 (Community Business) RZ20-12 To amend Sec. 64-1608, create Sec. 64-1608.1 “Temporary consumer fireworks retail sales facilities” Administrative Permit RZ20-13 – To withdraw Article XIX – Crabapple Form Based Code, Definitions RZ20-14 – To amend Article XIX – Crabapple Form Based Code, Article 5, Table 9 RZ20-15 – To withdraw Article XX – Deerfield Form Based Code, Definitions Article 6.1 RZ20-16 – To amend Article XX – Deerfield Form Based Code, Article 5, Table 10 Date: August 11, 2020 for the September 9, 2020 Mayor and City Council Meeting (August 17, 2020 First Presentation) Department Recommendation: The Community Development Department recommends approval of the proposed text amendments with exception to RZ20-13 and RZ20-15 which Staff recommends withdrawing based on no longer needing these sections to be amended. Executive Summary: The purpose of this group of text amendments is to create a separate Administrative Permit solely for “temporary consumer fireworks retail sales facility, and to “clean up” the “Seasonal Business Use” to include limited Form Based Code Transect Zones. The following is a short description of each text amendment and how they contribute to the overall goal described above. Page 2 of 4 RZ20-10 – To amend Sec. 64-1 Definitions • A new definition of “nonstructural consumer fireworks retail sales facility” is created to be an excluded use in all zoning districts. Staff will be initiating a text amendment to Sec. 64-395 “Uses Prohibited in All Zoning Districts” for the upcoming zoning cycle. • A new definition of “temporary consumer fireworks retail sales facilities”. • Within the definition of “roadside vending”, it excludes temporary consumer fireworks retail sales facility. RZ20-11 – To amend Sec. 64-775 Use regulations – C-1 (Community Business) • Excludes “temporary consumer fireworks retail sales facilities” from the C -1 (Community Business) zoning district. Staff notes that there are only a handful of locations zoned C-1 within the City. The Birmingham Crossroads area has C-1 within the four corners. RZ20-12 – To amend Sec. 64-1609 and to create 64-1609.1 “Temporary consumer fireworks retail sales facilities” Administrative Permit • Under “Seasonal Business Use” (Sec. 64-1609) added Crabapple Form Based Code T5 Transect zone and Deerfield Form Based Code T5 and T6 Transect zones. • Creates the new Administrative Permit and development regulations that includes permitting the use within the Crabapple Form Based Code T5 Transect zone; Deerfield Form Based Code, T5 and T6 Transect zones. o The permit dictates design standards including color, size, signage, required distance from other temporary consumer fireworks retail sales facility and agricultural related uses such as farms and veterinary uses. RZ20-13 – To withdraw Article XIX – Crabapple Form Based Code, Definitions • After further consideration, this item is no longer required and therefore recommend Withdrawal of RZ20-13. Page 3 of 4 RZ20-14 – To amend Article XIX – Crabapple Form Based Code, Article 5, Table 9 • Added verbiage that allows administrative permits and use permits to be applied to the Table 9 of the Crabapple Form Based Code. This eliminated the need to include listing every use permitted with an administrative permit or use permit. RZ20-15 – To withdraw Article XX – Deerfield Form Based Code, Definitions Article 6.1 • After further consideration, this item is no longer required and therefore recommend Withdrawal of RZ20-13. RZ20-16 – To amend Article XX – Deerfield Form Based Code, Article 5, Table 10 • Added verbiage that allows administrative permits and use permits to be applied to the Table 10 of the Deerfield Form Based Code. This eliminated the need to include listing every use permitted with an administrative permit or use permit. Planning Commission Meeting on July 22, 2020 The Fire Marshal, Alex Fortner and the City Attorney, Sam VanVolkenburgh were present at the meeting to provide insight and technical assistance to the Planning Commission. After a lengthy discussion with Staff, the Planning Commission recommended Approval of the proposed text amendments unanimously and recommended withdrawal of RZ20-13 and RZ20-15 as recommended by Staff. The Planning Commission proposed that for RZ20-12 the distance requirement from the temporary consumer fireworks retail sales facilities include the following uses: healthcare facilities, equestrian and veterinarian facilities and active farms. These have been included in the proposed text amendment RZ20 -12. Funding and Fiscal Impact: There will be no impact. Legal Review: Sam VanVolkenburgh, Jarrard & Davis (July 2020) Concurrent Review: Steve Krokoff, City Manager Page 4 of 4 Attachment(s): Text Amendments and Ordinances for RZ20-10, RZ20-11, RZ20-12, RZ20-14, and RZ20-16 RZ20-10 - Text Amendment prepared by the Community Development Department for the Mayor and City Council Meeting on September 9, 2020 (First Presentation on August 17, 2020) Page 1 of 1 Sec. 64-1. - Definitions. (a) Scope. Words not defined herein shall be construed to have the meaning given by Merriam-Webster's Collegiate Dictionary, eleventh edition. (b) Use and interpretation. The following shall apply to the use of all words in this zoning ordinance: (1) Words used in the present tense shall include the future tense. (2) Words used in the singular shall include the plural and vice versa. (3) The word "shall" is mandatory. (4) The word "may" is permissive. (5) The nouns "zone," "zoning district" and "district" have the same meaning and refer to the zoning districts established by this zoning ordinance. (6) The phrase "used for" shall include the phrases "arranged for," "designed for," "intended for," "maintained for" and "occupied for." (c) Terms. Nonstructural consumer fireworks retail sales facility means a trailer towed by a motor vehicle or a tent, canopy, or membrane (any thin, flexible or foldable layer of material used to block sun, wind or water) structure in which consumer fireworks are offered for sale to the public. Roadside vending means the sale of merchandise such as clothing, crafts, household item, firewood, etc., from a temporary table or cart but excluding a temporary consumer fireworks retail sales facility. Temporary consumer fireworks retail sales facility means a temporary building or structure that is used primarily for the retail display and sale of consumer fireworks to the public. Excluded from this definition is any nonstructural consumer fireworks retail sales facility. STATE OF GEORGIA ORDINANCE____ COUNTY OF FULTON RZ20-10 AN ORDINANCE TO AMEND SEC. 64-1 OF CHAPTER 64 ZONING ORDINANCE – DEFINITIONS BE IT ORDAINED by the City Council of the City of Milton, GA while in a regularly called council meeting on September 9, 2020 at 6:00 p.m. as follows: SECTION 1. That the amendment of Sec. 64-1, provide for additional definitions as they relate to “temporary consumer fireworks retail sales facilities” within the City of Milton Zoning Ordinance is hereby adopted and approved; and is attached hereto as if fully set forth herein, and; SECTION 2. All ordinances, parts of ordinances, or regulations in conflict herewith are repealed. SECTION 3. That this Ordinance shall become effective upon its adoption. ORDAINED this the 9th day of September, 2020. ____________________________________ Joe Lockwood, Mayor Attest: ___________________________ Sudie AM Gordon, City Clerk CITY COUNCIL AGENDA ITEM TO: City Council DATE: September 3, 2020 FROM: Steven Krokoff, City Manager AGENDA ITEM: Consideration of RZ20-11 to Amend Sec 64-775 – Use Regulations – C1 (Community Business) as it Relates to the Creation of Temporary Consumer Fireworks Retail Sales Facilities MEETING DATE: Wednesday, September 9, 2020 City Council Meeting BACKGROUND INFORMATION: (Attach additional pages if necessary) See attached memorandum APPROVAL BY CITY MANAGER: ___ APPROVED ___ NOT APPROVED CITY ATTORNEY APPROVAL REQUIRED: ___ YES ___ NO CITY ATTORNEY REVIEW REQUIRED: ___ YES ___ NO APPROVAL BY CITY ATTORNEY ___ APPROVED ___ NOT APPROVED PLACED ON AGENDA FOR: __________ X X X September 9, 2020 X From: Parag Agrawal, AICP, Community Development Director To: Honorable Mayor and City Council Members Re: Consideration of Zoning Text Amendments – RZ20-10 – To amend Sec. 64-1 Definitions RZ20-11 – To amend Sec. 64-775 Use regulations – C-1 (Community Business) RZ20-12 To amend Sec. 64-1609, create Sec. 64-1609.1 “Temporary consumer fireworks retail sales facilities” Administrative Permit RZ20-13 – To withdraw Article XIX – Crabapple Form Based Code, Definitions RZ20-14 – To amend Article XIX – Crabapple Form Based Code, Article 5, Table 9 RZ20-15 – To withdraw Article XX – Deerfield Form Based Code, Definitions Article 6.1 RZ20-16 – To amend Article XX – Deerfield Form Based Code, Article 5, Table 10 Date: August 11, 2020 for the September 9, 2020 Mayor and City Council Meeting (August 17, 2020 First Presentation) Department Recommendation: The Community Development Department recommends approval of the proposed text amendments with exception to RZ20-13 and RZ20-15 which Staff recommends withdrawing based on no longer needing these sections to be amended. Executive Summary: The purpose of this group of text amendments is to create a separate Administrative Permit solely for “temporary consumer fireworks retail sales facility, and to “clean up” the “Seasonal Business Use” to include limited Form Based Code Transect Zones. The following is a short description of each text amendment and how they contribute to the overall goal described above. Page 2 of 4 RZ20-10 – To amend Sec. 64-1 Definitions • A new definition of “nonstructural consumer fireworks retail sales facility” is created to be an excluded use in all zoning districts. Staff will be initiating a text amendment to Sec. 64-395 “Uses Prohibited in All Zoning Districts” for the upcoming zoning cycle. • A new definition of “temporary consumer fireworks retail sales facilities”. • Within the definition of “roadside vending”, it excludes temporary consumer fireworks retail sales facility. RZ20-11 – To amend Sec. 64-775 Use regulations – C-1 (Community Business) • Excludes “temporary consumer fireworks retail sales facilities” from the C -1 (Community Business) zoning district. Staff notes that there are only a handful of locations zoned C-1 within the City. The Birmingham Crossroads area has C-1 within the four corners. RZ20-12 – To amend Sec. 64-1609 and to create 64-1609.1 “Temporary consumer fireworks retail sales facilities” Administrative Permit • Under “Seasonal Business Use” (Sec. 64-1609) added Crabapple Form Based Code T5 Transect zone and Deerfield Form Based Code T5 and T6 Transect zones. • Creates the new Administrative Permit and development regulations that includes permitting the use within the Crabapple Form Based Code T5 Transect zone; Deerfield Form Based Code, T5 and T6 Transect zones. o The permit dictates design standards including color, size, signage, required distance from other temporary consumer fireworks retail sales facility and agricultural related uses such as farms and veterinary uses. RZ20-13 – To withdraw Article XIX – Crabapple Form Based Code, Definitions • After further consideration, this item is no longer required and therefore recommend Withdrawal of RZ20-13. Page 3 of 4 RZ20-14 – To amend Article XIX – Crabapple Form Based Code, Article 5, Table 9 • Added verbiage that allows administrative permits and use permits to be applied to the Table 9 of the Crabapple Form Based Code. This eliminated the need to include listing every use permitted with an administrative permit or use permit. RZ20-15 – To withdraw Article XX – Deerfield Form Based Code, Definitions Article 6.1 • After further consideration, this item is no longer required and therefore recommend Withdrawal of RZ20-13. RZ20-16 – To amend Article XX – Deerfield Form Based Code, Article 5, Table 10 • Added verbiage that allows administrative permits and use permits to be applied to the Table 10 of the Deerfield Form Based Code. This eliminated the need to include listing every use permitted with an administrative permit or use permit. Planning Commission Meeting on July 22, 2020 The Fire Marshal, Alex Fortner and the City Attorney, Sam VanVolkenburgh were present at the meeting to provide insight and technical assistance to the Planning Commission. After a lengthy discussion with Staff, the Planning Commission recommended Approval of the proposed text amendments unanimously and recommended withdrawal of RZ20-13 and RZ20-15 as recommended by Staff. The Planning Commission proposed that for RZ20-12 the distance requirement from the temporary consumer fireworks retail sales facilities include the following uses: healthcare facilities, equestrian and veterinarian facilities and active farms. These have been included in the proposed text amendment RZ20 -12. Funding and Fiscal Impact: There will be no impact. Legal Review: Sam VanVolkenburgh, Jarrard & Davis (July 2020) Concurrent Review: Steve Krokoff, City Manager Page 4 of 4 Attachment(s): Text Amendments and Ordinances for RZ20-10, RZ20-11, RZ20-12, RZ20-14, and RZ20-16 RZ20-11 - Text Amendment prepared by the Community Development Department for the Mayor and City Council Meeting on September 9, 2020 (First Presentation on August 17, 2020) Page 1 of 4 DIVISION 18. - C-1 COMMUNITY BUSINESS DISTRICT Sec. 64-774. - Scope and intent. The regulations set forth in this division are the C-1 district regulations. Article IX should be consulted to determine uses and minimum standards for uses allowed by administrative permits or use permits. The C-1 district is intended to provide locations in which neighborhood and community-oriented retail and service activities conclude a transition, or land areas which complement a transition into a more intense activity area. Complementary noncommercial uses are also permitted. Sec. 64-775. - Use regulations. Within the C-1 district, land and structures shall be used in accordance with standards herein. Any use not specifically designated as permitted shall be prohibited. (1) Permitted uses. Structures and land may be used for only the following purposes: a. Apartment, above or behind commercial and office uses in the same building. b. Art gallery. c. Assembly hall. d. Automotive parking lot. e. Automotive specialty shop. f. Catering, carryout and delivery. g. Church, temple or other place of worship. h. Clinic. i. Commercial amusement, indoor. j. Convalescent center/nursing home/hospice. k. Day care facility. l. Delicatessen. m. Financial establishment. n. Funeral home. o. Garage, automobile repair, except painting, body repair and overhaul of major components. p. Gasoline stations with or without convenience stores. q. Group residence. r. Gymnasium. s. Health club/spa. t. Hotel. u. Landscaping business, garden center. v. Laundry and dry cleaning shop (excluding Laundromats). w. Lawn service businesses. x. Library. RZ20-11 - Text Amendment prepared by the Community Development Department for the Mayor and City Council Meeting on September 9, 2020 (First Presentation on August 17, 2020) Page 2 of 4 y. Millinery or similar trade whenever products are sold retail, exclusively on the site where produced. z. Motel. aa. Museum. bb. Office. cc. Parking garage/deck. dd. Parking lot. ee. Personal care home. ff. Pet grooming (no overnight stay). gg. Photography studio. hh. Plant nursery. ii. Printing shop, convenience. jj. Repair shop, not involving any manufacturing on the site. kk. Research laboratory. ll. Restaurant. mm. Retail store or shop not to include Roadside vending or Temporary consumer fireworks retail sales facilities. nn. School of business, dance, music or similar school. oo. Service station, except that repair and service offerings shall not include painting, body repair nor overhaul of major components, and no portion of the site shall be used for the display of cars for sale. pp. Stadium. qq. Telecommunications facility per Section 54 of the Milton City Code. rr. Theater. (2) Accessory uses. Structures and land may be used for uses customarily incidental to any permitted use and a dwelling may be used for a home occupation. Automobile and/or moving truck rental may be used in accessory to a permitted use. Not more than 45 percent of the floor area of a building or land may be devoted to storage incidental to primary uses. (Ord. No. 11-06-100, § 1, 6-20-2011) Sec. 64-776. - Development standards. (a) Height regulations. No structure shall exceed the higher of four stories or 60 feet in height except as approved pursuant to article IX. (b) Minimum front yard shall be 40 feet. (c) Minimum side yard shall be as follows: (1) Adjacent to interior lot lines: 25 feet for dwellings. RZ20-11 - Text Amendment prepared by the Community Development Department for the Mayor and City Council Meeting on September 9, 2020 (First Presentation on August 17, 2020) Page 3 of 4 (2) None for all other buildings. See article III of this zoning ordinance for buffer and landscape requirements. (3) For all buildings adjacent to streets: 40 feet. (d) Minimum rear yard shall be as follows: (1) Adjacent to interior lot lines: 25 feet for dwellings. (2) None for all other buildings. See article III of this zoning ordinance for buffer and landscape requirements. (e) Minimum lot area shall be as follows: (1) Single-family dwelling: 18,000 square feet. (2) Two-family dwelling: 18,000 square feet. (3) Multifamily dwelling, including a unit above or behind a commercial use: 2,500 square feet. (4) All other buildings: no minimum. (f) Minimum heated floor area per unit shall be as follows: (1) Single-family dwelling: 1,100 square feet. (2) Two-family dwelling: 800 square feet. (3) Multifamily dwelling: 700 square feet. (4) Efficiency apartment: 450 square feet. (g) Minimum lot frontage shall be 35 feet adjoining a street. (h) Minimum accessory structure requirements: (1) Single-family and two-family uses. Accessory structures may be located in the rear yard only but shall not be located within a minimum yard. (2) Other use. Accessory structures shall not be located in the minimum front yard. (i) Gasoline stations. (1) Gasoline station canopies and fuel pumps: a. Shall be located to the side, or rear of the principal structure. b. Fuel pump canopies shall be located the greater of: 1. Three hundred feet from any interior side or rear lot line that adjoins a lot that contains a residential structure; or 2. One hundred feet from any property zoned AG-1, R-1, R-2, R-2A, R-3, R-3A, R-4, R- 4A, R-5, R-5A, R-6, MIX with a residential component, or CUP. (2) There shall be no more than eight fuel pumps allowed on the site. (3) Fuel pump canopy shall have a minimum 6:12 pitch roof subject to the approval of the design review board. (4) Fuel pump canopies shall not exceed 14 feet in height as measured to the soffit. (5) Fuel pump canopies shall be compatible with the color, texture, material, and architectural design of the principal structure. RZ20-11 - Text Amendment prepared by the Community Development Department for the Mayor and City Council Meeting on September 9, 2020 (First Presentation on August 17, 2020) Page 4 of 4 (6) Fuel pump canopy support columns shall be compatible with the color, texture, and material of the facade of the principal structure. (7) Fuel pump canopies, canopy support columns, and fuel pumps shall not be internally illuminated. (8) There shall be no carwash or emission inspection station located on the same parcel with the gasoline station. (9) Any parcel on which a pump is located must have a principal structure of not less than 1,600 square feet located thereon. (10) Lighting shall be shielded to direct light and glare onto the parcel where the gas/fueling station is located. (11) Intercom or speaker systems shall only be utilized for the purpose of communications between employees and customers and shall direct sound away from adjacent residential structures. (12) Location, number, and size of the following uses shall be approved by the Design Review Board: air pumps, vacuums, and charging stations. (13) Definitions: a. Fuel pump , also known as a "fueling position," means any device used for the sale of fuel for motor vehicles. A single fuel pump is a fuel pump that can serve only one vehicle at a time. The number of pumps on a single device is determined by the maximum number of vehicles that can be serviced at the same time. b. Emission inspection station means any permanent or temporary structure that provide the service of inspecting automobile emissions as required by the State of Georgia. c. Car wash means an area or structure equipped with facilities for washing automobiles. ( Ord. No. 18-09-375 , § 1, 9-24-2018) Sec. 64-777. - Other regulations. The following headings contain provisions applicable to the C-1 district: (1) Development regulations: article XVII of this zoning ordinance. (2) Exceptions: article II, division 3 of this zoning ordinance. (3) Floodplain management: article IV of this zoning ordinance. (4) Off-street parking and loading: article VIII of this zoning ordinance. (5) Outside storage: article II, division 2 of this zoning ordinance. (6) Landscape area and buffer regulations: article III of this zoning ordinance. (7) River protection: Metropolitan River Protection Act, O.C.G.A. § 12-5-440 et seq. (8) Signs: article XVI of this zoning ordinance. (9) Noise study report: section 64-2131. Secs. 64-778—64-796. - Reserved. STATE OF GEORGIA ORDINANCE____ COUNTY OF FULTON RZ20-11 AN ORDINANCE TO AMEND SEC. 64-775 OF THE ZONING ORDINANCE (CHAPTER 64 OF THE CITY CODE) – C-1 (Community Business) BE IT ORDAINED by the City Council of the City of Milton, GA while in a regularly called council meeting on September 9, 2020 at 6:00 p.m. as follows: SECTION 1. That the amendment of Sec. 64-775, excluding “temporary consumer fireworks retail sales facilities” as a permitted use is hereby adopted and approved; and is attached hereto as if fully set forth herein, and; SECTION 2. All ordinances, parts of ordinances, or regulations in conflict herewith are repealed. SECTION 3. That this Ordinance shall become effective upon its adoption. ORDAINED this the 9th day of September, 2020. ____________________________________ Joe Lockwood, Mayor Attest: ___________________________ Sudie AM Gordon, City Clerk CITY COUNCIL AGENDA ITEM TO: City Council DATE: September 3, 2020 FROM: Steven Krokoff, City Manager AGENDA ITEM: Consideration of RZ20-12 to Create 64-1608.1 “Temporary Consumer Fireworks Retail Sales Facilities” Administrative Use Permit MEETING DATE: Wednesday, September 9, 2020 City Council Meeting BACKGROUND INFORMATION: (Attach additional pages if necessary) See attached memorandum APPROVAL BY CITY MANAGER: ___ APPROVED ___ NOT APPROVED CITY ATTORNEY APPROVAL REQUIRED: ___ YES ___ NO CITY ATTORNEY REVIEW REQUIRED: ___ YES ___ NO APPROVAL BY CITY ATTORNEY ___ APPROVED ___ NOT APPROVED PLACED ON AGENDA FOR: __________ September 9, 2020 X X X X From: Parag Agrawal, AICP, Community Development Director To: Honorable Mayor and City Council Members Re: Consideration of Zoning Text Amendments – RZ20-10 – To amend Sec. 64-1 Definitions RZ20-11 – To amend Sec. 64-775 Use regulations – C-1 (Community Business) RZ20-12 To amend Sec. 64-1608, and Create Sec. 64-1608.1 “Temporary consumer fireworks retail sales facilities” Administrative Permit RZ20-13 – To withdraw Article XIX – Crabapple Form Based Code, Definitions RZ20-14 – To amend Article XIX – Crabapple Form Based Code, Article 5, Table 9 RZ20-15 – To withdraw Article XX – Deerfield Form Based Code, Definitions Article 6.1 RZ20-16 – To amend Article XX – Deerfield Form Based Code, Article 5, Table 10 Date: August 11, 2020 for the September 9, 2020 Mayor and City Council Meeting (August 17, 2020 First Presentation) Department Recommendation: The Community Development Department recommends approval of the proposed text amendments with exception to RZ20-13 and RZ20-15 which Staff recommends withdrawing based on no longer needing these sections to be amended. Executive Summary: The purpose of this group of text amendments is to create a separate Administrative Permit solely for “temporary consumer fireworks retail sales facility, and to “clean up” the “Seasonal Business Use” to include limited Form Based Code Transect Zones. The following is a short description of each text amendment and how they contribute to the overall goal described above. Page 2 of 4 RZ20-10 – To amend Sec. 64-1 Definitions • A new definition of “nonstructural consumer fireworks retail sales facility” is created to be an excluded use in all zoning districts. Staff will be initiating a text amendment to Sec. 64-395 “Uses Prohibited in All Zoning Districts” for the upcoming zoning cycle. • A new definition of “temporary consumer fireworks retail sales facilities”. • Within the definition of “roadside vending”, it excludes temporary consumer fireworks retail sales facility. RZ20-11 – To amend Sec. 64-775 Use regulations – C-1 (Community Business) • Excludes “temporary consumer fireworks retail sales facilities” from the C-1 (Community Business) zoning district. Staff notes that there are only a handful of locations zoned C-1 within the City. The Birmingham Crossroads area has C-1 within the four corners. RZ20-12 – To amend Sec. 64-1609 and to create 64-1609.1 “Temporary consumer fireworks retail sales facilities” Administrative Permit • Under “Seasonal Business Use” (Sec. 64-1609) added Crabapple Form Based Code T5 Transect zone and Deerfield Form Based Code T5 and T6 Transect zones. • Creates the new Administrative Permit and development regulations that includes permitting the use within the Crabapple Form Based Code T5 Transect zone; Deerfield Form Based Code, T5 and T6 Transect zones. o The permit dictates design standards including color, size, signage, required distance from other temporary consumer fireworks retail sales facility and agricultural related uses such as farms and veterinary uses. RZ20-13 – To withdraw Article XIX – Crabapple Form Based Code, Definitions • After further consideration, this item is no longer required and therefore recommend Withdrawal of RZ20-13. Page 3 of 4 RZ20-14 – To amend Article XIX – Crabapple Form Based Code, Article 5, Table 9 • Added verbiage that allows administrative permits and use permits to be applied to the Table 9 of the Crabapple Form Based Code. This eliminated the need to include listing every use permitted with an administrative permit or use permit. RZ20-15 – To withdraw Article XX – Deerfield Form Based Code, Definitions Article 6.1 • After further consideration, this item is no longer required and therefore recommend Withdrawal of RZ20-13. RZ20-16 – To amend Article XX – Deerfield Form Based Code, Article 5, Table 10 • Added verbiage that allows administrative permits and use permits to be applied to the Table 10 of the Deerfield Form Based Code. This eliminated the need to include listing every use permitted with an administrative permit or use permit. Planning Commission Meeting on July 22, 2020 The Fire Marshal, Alex Fortner and the City Attorney, Sam VanVolkenburgh were present at the meeting to provide insight and technical assistance to the Planning Commission. After a lengthy discussion with Staff, the Planning Commission recommended Approval of the proposed text amendments unanimously and recommended withdrawal of RZ20-13 and RZ20-15 as recommended by Staff. The Planning Commission proposed that for RZ20-12 the distance requirement from the temporary consumer fireworks retail sales facilities include the following uses: healthcare facilities, equestrian and veterinarian facilities and active farms. These have been included in the proposed text amendment RZ20-12. Funding and Fiscal Impact: There will be no impact. Legal Review: Sam VanVolkenburgh, Jarrard & Davis (July 2020) Concurrent Review: Steve Krokoff, City Manager Page 4 of 4 Attachment(s): Text Amendments and Ordinances for RZ20-10, RZ20-11, RZ20-12, RZ20-14, and RZ20-16 RZ20-12 – Text Amendment prepared by the Community Development Department for the Mayor and City Council Meeting on September 9, 2020 (First Presentation on August 17, 2020) Page 1 of 3 Sec. 64-1608. - Seasonal business use. (a) Required districts. CUP (with a commercial component), MIX (with a commercial component), C-1, C-2, M-1A, M-1, and M-2. Crabapple Form Based Code - T5 Transect Zone, Deerfield Form Based Code – T5 and T6 Transect Zones. Allowable in AG-1 and residentially zoned districts only when the property is occupied by a church, school, lodge/retreat, farm, plant nursery, or as approved by the community development director for uses compatible with AG-1 district permitted uses, existing as a conforming or a lawful nonconforming nonresidential use. The issuance of this permit does not constitute an expansion or extension of a nonconforming use. (b) Standards. (1) An administrative permit shall not be issued for the same seasonal business use more than once in any calendar year. Said seasonal business use must correlate to a calendar holiday or event. Said permit shall not exceed a total of 30 consecutive days for each use. Said permit must be posted on site such that it is visible from the street. An application for said permit shall be made no less than 14 days prior to the event. Example: One permit may be issued for the sale of Christmas trees for a maximum of 30 consecutive days. A second permit may be issued for the sale of pumpkins for a maximum of 30 consecutive days. (2) The hours of operation shall be 8:00 a.m. to 8:00 p.m., Sunday through Thursday, and 8:00 a.m. to 10:00 p.m., Friday through Saturday. (3) Two copies of a drawing, no larger in size than 11 inches by 17 inches, with dimensions (distances in feet) of the activity's location from the site's property lines and other minimum distance requirements as specified by this section shall be submitted to the community development department for approval. Said drawing shall also depict north arrow, curb cuts and traffic patterns. (4) The applicant shall provide a notarized written permission statement of the property owner or lease holder of the subject site to the community development department. A 24-hour contact number of the property owner or leaseholder shall be provided along with permit application. (5) The property on which the roadside vendor is permitted must be located at least 1,500 feet from a permanent business or another vendor which offers the same or similar merchandise as that of the vendor. The vendor shall provide names of all established businesses which sell similar or the same merchandise within 1,500 feet of the proposed vendor site. (6) Any display or sales activity shall maintain a minimum 20-foot setback from the right-of-way and shall not be located within a required landscape strip or buffer. Said displays shall also maintain a minimum setback of ten feet from any internal drive or permitted curb cut. (7) A minimum of six parking spaces shall be provided for the exclusive use of the seasonal business and shall not occupy the minimum required parking spaces for any other use on site. (8) No temporary sanitary facility or trash receptacle may be located within 100 feet of a property line of a residential use. (9) No tent, table or other temporary structure shall be located within 100 feet of a residential structure. Sales from vehicles are prohibited. a. Tents less than 5,000 square feet do not require a building permit; b. Tents equal to or greater than 5,000 square feet require structural plan review and a building permit. All tents are subject to the fire department’s approval RZ20-12 – Text Amendment prepared by the Community Development Department for the Mayor and City Council Meeting on September 9, 2020 (First Presentation on August 17, 2020) Page 2 of 3 (10) No equipment, vehicle, display or sales activity shall block access to a public facility such as a telephone booth, mail box, parking meter, fire hydrant, fire alarm box, traffic control box, driveway or other access point. (11) A sound level of 65 dBA shall not be exceeded at adjacent property lines of any residential use. (12) Signage shall be in accordance with article XVI of this zoning ordinance. Sec. 64-1608.1 – Temporary consumer fireworks retail sales facilities (a) Required districts. Crabapple Form Based Code T5 Transect Zone, Deerfield Form Based Code T5 and T6 Transect Zones. Not allowable elsewhere. (b)Standards. (1) The permit shall not exceed a total of 30 consecutive days for each use. (2) Said permit must be posted on site such that it is visible from the street. An application for said permit shall be made no less than 30 days prior to the start of use. (3) The hours of operation shall be 8:00 a.m. to 8:00 p.m. (4) Two copies of a drawing, no larger in size than 11 inches by 17 inches, with dimensions (distances in feet) of the activity's location from the site's property lines and other minimum distance requirements as specified by this section shall be submitted to the community development department for approval in coordination with the City Fire Marshal. Said drawing shall also depict north arrow, curb cuts and traffic patterns. After issuance of the permit, a site and facility inspection are required by the Fire Marshal prior to commencement of sales. (5) The applicant shall provide a notarized written permission statement of the property owner or lease holder of the subject site to the community development department. A 24 -hour contact number of the property owner or leaseholder shall be provided along with permit application. (6) The property on which the temporary consumer fireworks retail sales facility is permitted must be located at least 1,500 feet from a permanent business or another vendor which offers the same or similar merchandise as that of the vendor. The vendor shall provide names of all established businesses which sell similar or the same merchandise within 1,500 feet of the proposed vendor site. (7) The facility shall be located within 1,000 feet of a fire hydrant, unless the Fire Chief or designee of the Milton Fire Department in writing authorizes operation in excess of 1,000 feet. (8) Any display or sales activity shall maintain a minimum 20-foot setback from the right-of- way and shall not be located within a required landscape strip or buffer. Said displays shall also maintain a minimum setback of ten feet from any internal drive or permitted curb cut. RZ20-12 – Text Amendment prepared by the Community Development Department for the Mayor and City Council Meeting on September 9, 2020 (First Presentation on August 17, 2020) Page 3 of 3 (9)A minimum of six parking spaces shall be provided for the exclusive use of the temporary consumer fireworks retail sales facility and shall not occupy the minimum required parking spaces for any other use on site. (10) No equipment, vehicle, display or sales activity shall block access to a public facility such as a telephone booth, mailbox, parking meter, fire hydrant, fire alarm box, traffic control box, driveway or other access point. (11) Vending shall not be permitted from any vehicle or from a trailer towed by a motor vehicle or from a tent, canopy, or membrane structure. (12) Temporary consumer fireworks retail sales facilities shall not be located within three hundred (300) feet of the property line of a nursing home, hospital, other health care facility, day care facility, school, residential dwelling, equestrian facility, active farm, or veterinary facility. (13) Temporary consumer fireworks retail sales facilities shall be no larger than 800 square feet in size and 15 feet in height as measured from average grade to the top of the roof. (a.) Facility shall only be white or off-white in color. (b.) No lettering or graphic shall be allowed on the Facility, except for signage required by this ordinance or otherwise required by law. (c.) Only one (1) 24 square foot temporary banner is permitted and shall be black, white, or off white in color. (d) The retail display area shall contain such signage as may be required by law. (14) Temporary consumer fireworks retail sales facilities shall conform to all applicable state law, fire code, and building regulations including NFPA 1124, 2006 edition. (Ord. No. 14-06-209, § 1, 6-16-2014) STATE OF GEORGIA ORDINANCE____ COUNTY OF FULTON RZ20-12 AN ORDINANCE TO AMEND SEC. 64-1608 AND CREATE 64-1608.1 OF THE ZONING ORDINANCE (CHAPTER 64 OF THE CITY CODE) – ADMINISTRATIVE PERMITS BE IT ORDAINED by the City Council of the City of Milton, GA while in a regularly called council meeting on September 9, 2020 at 6:00 p.m. as follows: SECTION 1. That the amendment of Sec. 64-1608 and Sec. 64-1608.1 to create an administrative permit “temporary consumer fireworks retail sales facilities” is hereby adopted and approved; and is attached hereto as if fully set forth herein, and; SECTION 2. All ordinances, parts of ordinances, or regulations in conflict herewith are repealed. SECTION 3. That this Ordinance shall become effective upon its adoption. ORDAINED this the 9th day of September, 2020. ____________________________________ Joe Lockwood, Mayor Attest: ___________________________ Sudie AM Gordon, City Clerk CITY COUNCIL AGENDA ITEM TO: City Council DATE: September 3, 2020 FROM: Steven Krokoff, City Manager AGENDA ITEM: Consideration of RZ20-13 to Amend Article XIX – Crabapple Form Based Code, Definitions Article 6.1 as it Relates to the Creation of Temporary Consumer Fireworks Retail Sales Facilities MEETING DATE: Wednesday, September 9, 2020 City Council Meeting BACKGROUND INFORMATION: (Attach additional pages if necessary) See attached memorandum APPROVAL BY CITY MANAGER: ___ APPROVED ___ NOT APPROVED CITY ATTORNEY APPROVAL REQUIRED: ___ YES ___ NO CITY ATTORNEY REVIEW REQUIRED: ___ YES ___ NO APPROVAL BY CITY ATTORNEY ___ APPROVED ___ NOT APPROVED PLACED ON AGENDA FOR: __________ X X September 9, 2020 X X From: Parag Agrawal, AICP, Community Development Director To: Honorable Mayor and City Council Members Re: Consideration of Zoning Text Amendments – RZ20-10 – To amend Sec. 64-1 Definitions RZ20-11 – To amend Sec. 64-775 Use regulations – C-1 (Community Business) RZ20-12 To amend Sec. 64-1609, create Sec. 64-1609.1 “Temporary consumer fireworks retail sales facilities” Administrative Permit RZ20-13 – To withdraw Article XIX – Crabapple Form Based Code, Definitions RZ20-14 – To amend Article XIX – Crabapple Form Based Code, Article 5, Table 9 RZ20-15 – To withdraw Article XX – Deerfield Form Based Code, Definitions Article 6.1 RZ20-16 – To amend Article XX – Deerfield Form Based Code, Article 5, Table 10 Date: August 11, 2020 for the September 9, 2020 Mayor and City Council Meeting (August 17, 2020 First Presentation) Department Recommendation: The Community Development Department recommends approval of the proposed text amendments with exception to RZ20-13 and RZ20-15 which Staff recommends withdrawing based on no longer needing these sections to be amended. Executive Summary: The purpose of this group of text amendments is to create a separate Administrative Permit solely for “temporary consumer fireworks retail sales facility, and to “clean up” the “Seasonal Business Use” to include limited Form Based Code Transect Zones. The following is a short description of each text amendment and how they contribute to the overall goal described above. Page 2 of 4 RZ20-10 – To amend Sec. 64-1 Definitions • A new definition of “nonstructural consumer fireworks retail sales facility” is created to be an excluded use in all zoning districts. Staff will be initiating a text amendment to Sec. 64-395 “Uses Prohibited in All Zoning Districts” for the upcoming zoning cycle. • A new definition of “temporary consumer fireworks retail sales facilities”. • Within the definition of “roadside vending”, it excludes temporary consumer fireworks retail sales facility. RZ20-11 – To amend Sec. 64-775 Use regulations – C-1 (Community Business) • Excludes “temporary consumer fireworks retail sales facilities” from the C -1 (Community Business) zoning district. Staff notes that there are only a handful of locations zoned C-1 within the City. The Birmingham Crossroads area has C-1 within the four corners. RZ20-12 – To amend Sec. 64-1609 and to create 64-1609.1 “Temporary consumer fireworks retail sales facilities” Administrative Permit • Under “Seasonal Business Use” (Sec. 64-1609) added Crabapple Form Based Code T5 Transect zone and Deerfield Form Based Code T5 and T6 Transect zones. • Creates the new Administrative Permit and development regulations that includes permitting the use within the Crabapple Form Based Code T5 Transect zone; Deerfield Form Based Code, T5 and T6 Transect zones. o The permit dictates design standards including color, size, signage, required distance from other temporary consumer fireworks retail sales facility and agricultural related uses such as farms and veterinary uses. RZ20-13 – To withdraw Article XIX – Crabapple Form Based Code, Definitions • After further consideration, this item is no longer required and therefore recommend Withdrawal of RZ20-13. Page 3 of 4 RZ20-14 – To amend Article XIX – Crabapple Form Based Code, Article 5, Table 9 • Added verbiage that allows administrative permits and use permits to be applied to the Table 9 of the Crabapple Form Based Code. This eliminated the need to include listing every use permitted with an administrative permit or use permit. RZ20-15 – To withdraw Article XX – Deerfield Form Based Code, Definitions Article 6.1 • After further consideration, this item is no longer required and therefore recommend Withdrawal of RZ20-13. RZ20-16 – To amend Article XX – Deerfield Form Based Code, Article 5, Table 10 • Added verbiage that allows administrative permits and use permits to be applied to the Table 10 of the Deerfield Form Based Code. This eliminated the need to include listing every use permitted with an administrative permit or use permit. Planning Commission Meeting on July 22, 2020 The Fire Marshal, Alex Fortner and the City Attorney, Sam VanVolkenburgh were present at the meeting to provide insight and technical assistance to the Planning Commission. After a lengthy discussion with Staff, the Planning Commission recommended Approval of the proposed text amendments unanimously and recommended withdrawal of RZ20-13 and RZ20-15 as recommended by Staff. The Planning Commission proposed that for RZ20-12 the distance requirement from the temporary consumer fireworks retail sales facilities include the following uses: healthcare facilities, equestrian and veterinarian facilities and active farms. These have been included in the proposed text amendment RZ20 -12. Funding and Fiscal Impact: There will be no impact. Legal Review: Sam VanVolkenburgh, Jarrard & Davis (July 2020) Concurrent Review: Steve Krokoff, City Manager Page 4 of 4 Attachment(s): Text Amendments and Ordinances for RZ20-10, RZ20-11, RZ20-12, RZ20-14, and RZ20-16 CITY COUNCIL AGENDA ITEM TO: City Council DATE: September 3, 2020 FROM: Steven Krokoff, City Manager AGENDA ITEM: Consideration of RZ20-14 to Amend Article XIX – Crabapple Form Based Code, Article 5, Table 9 as it Relates to the Creation of Temporary Consumer Fireworks Retail Sales Facilities MEETING DATE: Wednesday, September 9, 2020 City Council Meeting BACKGROUND INFORMATION: (Attach additional pages if necessary) See attached memorandum APPROVAL BY CITY MANAGER: ___ APPROVED ___ NOT APPROVED CITY ATTORNEY APPROVAL REQUIRED: ___ YES ___ NO CITY ATTORNEY REVIEW REQUIRED: ___ YES ___ NO APPROVAL BY CITY ATTORNEY ___ APPROVED ___ NOT APPROVED PLACED ON AGENDA FOR: __________ September 9, 2020 X X X X From: Parag Agrawal, AICP, Community Development Director To: Honorable Mayor and City Council Members Re: Consideration of Zoning Text Amendments – RZ20-10 – To amend Sec. 64-1 Definitions RZ20-11 – To amend Sec. 64-775 Use regulations – C-1 (Community Business) RZ20-12 To amend Sec. 64-1608, create Sec. 64-1608.1 “Temporary consumer fireworks retail sales facilities” Administrative Permit RZ20-13 – To withdraw Article XIX – Crabapple Form Based Code, Definitions RZ20-14 – To amend Article XIX – Crabapple Form Based Code, Article 5, Table 9 RZ20-15 – To withdraw Article XX – Deerfield Form Based Code, Definitions Article 6.1 RZ20-16 – To amend Article XX – Deerfield Form Based Code, Article 5, Table 10 Date: August 11, 2020 for the September 9, 2020 Mayor and City Council Meeting (August 17, 2020 First Presentation) Department Recommendation: The Community Development Department recommends approval of the proposed text amendments with exception to RZ20-13 and RZ20-15 which Staff recommends withdrawing based on no longer needing these sections to be amended. Executive Summary: The purpose of this group of text amendments is to create a separate Administrative Permit solely for “temporary consumer fireworks retail sales facility, and to “clean up” the “Seasonal Business Use” to include limited Form Based Code Transect Zones. The following is a short description of each text amendment and how they contribute to the overall goal described above. Page 2 of 4 RZ20-10 – To amend Sec. 64-1 Definitions • A new definition of “nonstructural consumer fireworks retail sales facility” is created to be an excluded use in all zoning districts. Staff will be initiating a text amendment to Sec. 64-395 “Uses Prohibited in All Zoning Districts” for the upcoming zoning cycle. • A new definition of “temporary consumer fireworks retail sales facilities”. • Within the definition of “roadside vending”, it excludes temporary consumer fireworks retail sales facility. RZ20-11 – To amend Sec. 64-775 Use regulations – C-1 (Community Business) • Excludes “temporary consumer fireworks retail sales facilities” from the C -1 (Community Business) zoning district. Staff notes that there are only a handful of locations zoned C-1 within the City. The Birmingham Crossroads area has C-1 within the four corners. RZ20-12 – To amend Sec. 64-1609 and to create 64-1609.1 “Temporary consumer fireworks retail sales facilities” Administrative Permit • Under “Seasonal Business Use” (Sec. 64-1609) added Crabapple Form Based Code T5 Transect zone and Deerfield Form Based Code T5 and T6 Transect zones. • Creates the new Administrative Permit and development regulations that includes permitting the use within the Crabapple Form Based Code T5 Transect zone; Deerfield Form Based Code, T5 and T6 Transect zones. o The permit dictates design standards including color, size, signage, required distance from other temporary consumer fireworks retail sales facility and agricultural related uses such as farms and veterinary uses. RZ20-13 – To withdraw Article XIX – Crabapple Form Based Code, Definitions • After further consideration, this item is no longer required and therefore recommend Withdrawal of RZ20-13. Page 3 of 4 RZ20-14 – To amend Article XIX – Crabapple Form Based Code, Article 5, Table 9 • Added verbiage that allows administrative permits and use permits to be applied to the Table 9 of the Crabapple Form Based Code. This eliminated the need to include listing eve ry use permitted with an administrative permit or use permit. RZ20-15 – To withdraw Article XX – Deerfield Form Based Code, Definitions Article 6.1 • After further consideration, this item is no longer required and therefore recommend Withdrawal of RZ20-13. RZ20-16 – To amend Article XX – Deerfield Form Based Code, Article 5, Table 10 • Added verbiage that allows administrative permits and use permits to be applied to the Table 10 of the Deerfield Form Based Code. This eliminated the need to include listing every use permitted with an administrative permit or use permit. Planning Commission Meeting on July 22, 2020 The Fire Marshal, Alex Fortner and the City Attorney, Sam VanVolkenburgh were present at the meeting to provide insight and technical assistance to the Planning Commission. After a lengthy discussion with Staff, the Planning Commission recommended Approval of the proposed text amendments unanimously and recommended withdrawal of RZ20-13 and RZ20-15 as recommended by Staff. The Planning Commission proposed that for RZ20-12 the distance requirement from the temporary consumer fireworks retail sales facilities include the following uses: healthcare facilities, equestrian and veterinarian facilities and active farms. These have been included in the proposed text amendment RZ20 -12. Funding and Fiscal Impact: There will be no impact. Legal Review: Sam VanVolkenburgh, Jarrard & Davis (July 2020) Concurrent Review: Steve Krokoff, City Manager Page 4 of 4 Attachment(s): Text Amendments and Ordinances for RZ20-10, RZ20-11, RZ20-12, RZ20-14, and RZ20-16 Crabapple Form Based Code RZ20-14 - Text Amendment prepared by the Community Development Department for the Mayor and City Council Meeting on September 9, 2020 (First Presentation on August 17, 2020) Page 1 of 1 TABLE 9: - Specific Function and Use. This table expands the categories of Table 8 to delegate specific Functions and uses within Transect Zones. Additionally, the use allowances and requirements in Article IX (Administrative Permits and Use Permits) apply to this Article. STATE OF GEORGIA ORDINANCE____ COUNTY OF FULTON RZ20-14 AN ORDINANCE TO AMEND ARTICLE XIX- CRABAPPLE FORM BASED CODE ARTICLE 5, TABLE 9 OF THE ZONING ORDINANCE (CHAPTER 64 OF THE CITY CODE) BE IT ORDAINED by the City Council of the City of Milton, GA while in a regularly called council meeting on September 9, 2020 at 6:00 p.m. as follows: SECTION 1. That the amendment of Article XIX, Crabapple Form Based Code, Article 5, Table 9 is hereby adopted and approved; and is attached hereto as if fully set forth herein, and; SECTION 2. All ordinances, parts of ordinances, or regulations in conflict herewith are repealed. SECTION 3. That this Ordinance shall become effective upon its adoption. ORDAINED this the 9th day of September, 2020. ____________________________________ Joe Lockwood, Mayor Attest: ___________________________ Sudie AM Gordon, City Clerk CITY COUNCIL AGENDA ITEM TO: City Council DATE: September 3, 2020 FROM: Steven Krokoff, City Manager AGENDA ITEM: Consideration of RZ20-15 to Amend Article XX – Deerfield Form Based Code, Definitions Article 6.1 as it Relates to the Creation of Temporary Consumer Fireworks Retail Sales Facilities MEETING DATE: Wednesday, September 9, 2020 City Council Meeting BACKGROUND INFORMATION: (Attach additional pages if necessary) See attached memorandum APPROVAL BY CITY MANAGER: ___ APPROVED ___ NOT APPROVED CITY ATTORNEY APPROVAL REQUIRED: ___ YES ___ NO CITY ATTORNEY REVIEW REQUIRED: ___ YES ___ NO APPROVAL BY CITY ATTORNEY ___ APPROVED ___ NOT APPROVED PLACED ON AGENDA FOR: __________ X X September 9, 2020 X X From: Parag Agrawal, AICP, Community Development Director To: Honorable Mayor and City Council Members Re: Consideration of Zoning Text Amendments – RZ20-10 – To amend Sec. 64-1 Definitions RZ20-11 – To amend Sec. 64-775 Use regulations – C-1 (Community Business) RZ20-12 To amend Sec. 64-1609, create Sec. 64-1609.1 “Temporary consumer fireworks retail sales facilities” Administrative Permit RZ20-13 – To withdraw Article XIX – Crabapple Form Based Code, Definitions RZ20-14 – To amend Article XIX – Crabapple Form Based Code, Article 5, Table 9 RZ20-15 – To withdraw Article XX – Deerfield Form Based Code, Definitions Article 6.1 RZ20-16 – To amend Article XX – Deerfield Form Based Code, Article 5, Table 10 Date: August 11, 2020 for the September 9, 2020 Mayor and City Council Meeting (August 17, 2020 First Presentation) Department Recommendation: The Community Development Department recommends approval of the proposed text amendments with exception to RZ20-13 and RZ20-15 which Staff recommends withdrawing based on no longer needing these sections to be amended. Executive Summary: The purpose of this group of text amendments is to create a separate Administrative Permit solely for “temporary consumer fireworks retail sales facility, and to “clean up” the “Seasonal Business Use” to include limited Form Based Code Transect Zones. The following is a short description of each text amendment and how they contribute to the overall goal described above. Page 2 of 4 RZ20-10 – To amend Sec. 64-1 Definitions • A new definition of “nonstructural consumer fireworks retail sales facility” is created to be an excluded use in all zoning districts. Staff will be initiating a text amendment to Sec. 64-395 “Uses Prohibited in All Zoning Districts” for the upcoming zoning cycle. • A new definition of “temporary consumer fireworks retail sales facilities”. • Within the definition of “roadside vending”, it excludes temporary consumer fireworks retail sales facility. RZ20-11 – To amend Sec. 64-775 Use regulations – C-1 (Community Business) • Excludes “temporary consumer fireworks retail sales facilities” from the C -1 (Community Business) zoning district. Staff notes that there are only a handful of locations zoned C-1 within the City. The Birmingham Crossroads area has C-1 within the four corners. RZ20-12 – To amend Sec. 64-1609 and to create 64-1609.1 “Temporary consumer fireworks retail sales facilities” Administrative Permit • Under “Seasonal Business Use” (Sec. 64-1609) added Crabapple Form Based Code T5 Transect zone and Deerfield Form Based Code T5 and T6 Transect zones. • Creates the new Administrative Permit and development regulations that includes permitting the use within the Crabapple Form Based Code T5 Transect zone; Deerfield Form Based Code, T5 and T6 Transect zones. o The permit dictates design standards including color, size, signage, required distance from other temporary consumer fireworks retail sales facility and agricultural related uses such as farms and veterinary uses. RZ20-13 – To withdraw Article XIX – Crabapple Form Based Code, Definitions • After further consideration, this item is no longer required and therefore recommend Withdrawal of RZ20-13. Page 3 of 4 RZ20-14 – To amend Article XIX – Crabapple Form Based Code, Article 5, Table 9 • Added verbiage that allows administrative permits and use permits to be applied to the Table 9 of the Crabapple Form Based Code. This eliminated the need to include listing eve ry use permitted with an administrative permit or use permit. RZ20-15 – To withdraw Article XX – Deerfield Form Based Code, Definitions Article 6.1 • After further consideration, this item is no longer required and therefore recommend Withdrawal of RZ20-13. RZ20-16 – To amend Article XX – Deerfield Form Based Code, Article 5, Table 10 • Added verbiage that allows administrative permits and use permits to be applied to the Table 10 of the Deerfield Form Based Code. This eliminated the need to include listing every use permitted with an administrative permit or use permit. Planning Commission Meeting on July 22, 2020 The Fire Marshal, Alex Fortner and the City Attorney, Sam VanVolkenburgh were present at the meeting to provide insight and technical assistance to the Planning Commission. After a lengthy discussion with Staff, the Planning Commission recommended Approval of the proposed text amendments unanimously and recommended withdrawal of RZ20-13 and RZ20-15 as recommended by Staff. The Planning Commission proposed that for RZ20-12 the distance requirement from the temporary consumer fireworks retail sales facilities include the following uses: healthcare facilities, equestrian and veterinarian facilities and active farms. These have been included in the proposed text amendment RZ20 -12. Funding and Fiscal Impact: There will be no impact. Legal Review: Sam VanVolkenburgh, Jarrard & Davis (July 2020) Concurrent Review: Steve Krokoff, City Manager Page 4 of 4 Attachment(s): Text Amendments and Ordinances for RZ20-10, RZ20-11, RZ20-12, RZ20-14, and RZ20-16 CITY COUNCIL AGENDA ITEM TO: City Council DATE: September 3, 2020 FROM: Steven Krokoff, City Manager AGENDA ITEM: Consideration of RZ20-16 to Amend Article XX – Deerfield Form Based Code, Article 5, Table 10 as it Relates to the Creation of Temporary Consumer Fireworks Retail Sales Facilities MEETING DATE: Wednesday, September 9, 2020 City Council Meeting BACKGROUND INFORMATION: (Attach additional pages if necessary) See attached memorandum APPROVAL BY CITY MANAGER: ___ APPROVED ___ NOT APPROVED CITY ATTORNEY APPROVAL REQUIRED: ___ YES ___ NO CITY ATTORNEY REVIEW REQUIRED: ___ YES ___ NO APPROVAL BY CITY ATTORNEY ___ APPROVED ___ NOT APPROVED PLACED ON AGENDA FOR: __________ X X September 9, 2020 X X From: Parag Agrawal, AICP, Community Development Director To: Honorable Mayor and City Council Members Re: Consideration of Zoning Text Amendments – RZ20-10 – To amend Sec. 64-1 Definitions RZ20-11 – To amend Sec. 64-775 Use regulations – C-1 (Community Business) RZ20-12 To amend Sec. 64-1609, create Sec. 64-1609.1 “Temporary consumer fireworks retail sales facilities” Administrative Permit RZ20-13 – To withdraw Article XIX – Crabapple Form Based Code, Definitions RZ20-14 – To amend Article XIX – Crabapple Form Based Code, Article 5, Table 9 RZ20-15 – To withdraw Article XX – Deerfield Form Based Code, Definitions Article 6.1 RZ20-16 – To amend Article XX – Deerfield Form Based Code, Article 5, Table 10 Date: August 11, 2020 for the September 9, 2020 Mayor and City Council Meeting (August 17, 2020 First Presentation) Department Recommendation: The Community Development Department recommends approval of the proposed text amendments with exception to RZ20-13 and RZ20-15 which Staff recommends withdrawing based on no longer needing these sections to be amended. Executive Summary: The purpose of this group of text amendments is to create a separate Administrative Permit solely for “temporary consumer fireworks retail sales facility, and to “clean up” the “Seasonal Business Use” to include limited Form Based Code Transect Zones. The following is a short description of each text amendment and how they contribute to the overall goal described above. Page 2 of 4 RZ20-10 – To amend Sec. 64-1 Definitions • A new definition of “nonstructural consumer fireworks retail sales facility” is created to be an excluded use in all zoning districts. Staff will be initiating a text amendment to Sec. 64-395 “Uses Prohibited in All Zoning Districts” for the upcoming zoning cycle. • A new definition of “temporary consumer fireworks retail sales facilities”. • Within the definition of “roadside vending”, it excludes temporary consumer fireworks retail sales facility. RZ20-11 – To amend Sec. 64-775 Use regulations – C-1 (Community Business) • Excludes “temporary consumer fireworks retail sales facilities” from the C -1 (Community Business) zoning district. Staff notes that there are only a handful of locations zoned C-1 within the City. The Birmingham Crossroads area has C-1 within the four corners. RZ20-12 – To amend Sec. 64-1609 and to create 64-1609.1 “Temporary consumer fireworks retail sales facilities” Administrative Permit • Under “Seasonal Business Use” (Sec. 64-1609) added Crabapple Form Based Code T5 Transect zone and Deerfield Form Based Code T5 and T6 Transect zones. • Creates the new Administrative Permit and development regulations that includes permitting the use within the Crabapple Form Based Code T5 Transect zone; Deerfield Form Based Code, T5 and T6 Transect zones. o The permit dictates design standards including color, size, signage, required distance from other temporary consumer fireworks retail sales facility and agricultural related uses such as farms and veterinary uses. RZ20-13 – To withdraw Article XIX – Crabapple Form Based Code, Definitions • After further consideration, this item is no longer required and therefore recommend Withdrawal of RZ20-13. Page 3 of 4 RZ20-14 – To amend Article XIX – Crabapple Form Based Code, Article 5, Table 9 • Added verbiage that allows administrative permits and use permits to be applied to the Table 9 of the Crabapple Form Based Code. This eliminated the need to include listing every use permitted with an administrative permit or use permit. RZ20-15 – To withdraw Article XX – Deerfield Form Based Code, Definitions Article 6.1 • After further consideration, this item is no longer required and therefore recommend Withdrawal of RZ20-13. RZ20-16 – To amend Article XX – Deerfield Form Based Code, Article 5, Table 10 • Added verbiage that allows administrative permits and use permits to be applied to the Table 10 of the Deerfield Form Based Code. This eliminated the need to include listing every use permitted with an administrative permit or use permit. Planning Commission Meeting on July 22, 2020 The Fire Marshal, Alex Fortner and the City Attorney, Sam VanVolkenburgh were present at the meeting to provide insight and technical assistance to the Planning Commission. After a lengthy discussion with Staff, the Planning Commission recommended Approval of the proposed text amendments unanimously and recommended withdrawal of RZ20-13 and RZ20-15 as recommended by Staff. The Planning Commission proposed that for RZ20-12 the distance requirement from the temporary consumer fireworks retail sales facilities include the following uses: healthcare facilities, equestrian and veterinarian facilities and active farms. These have been included in the proposed text amendment RZ20 -12. Funding and Fiscal Impact: There will be no impact. Legal Review: Sam VanVolkenburgh, Jarrard & Davis (July 2020) Concurrent Review: Steve Krokoff, City Manager Page 4 of 4 Attachment(s): Text Amendments and Ordinances for RZ20-10, RZ20-11, RZ20-12, RZ20-14, and RZ20-16 Deerfield Form Based Code RZ20-16 - Text Amendment prepared by the Community Development Department for the Mayor and City Council Meeting on September 9, 2020 (First Presentation on August 17, 2020) Page 1 of 1 Table 10: - Specific Function and Use. This table expands the categories of Table 9 to delegate specific Functions and uses within Transect Zones. Additionally, the use allowances and requirements in Article IX (Administrative Permits and Use Permits) apply to this Article. STATE OF GEORGIA ORDINANCE____ COUNTY OF FULTON RZ20-16 AN ORDINANCE TO AMEND ARTICLE XX- DEERFIELD FORM BASED CODE ARTICLE 5, TABLE 10 OF THE ZONING ORDINANCE (CHAPTER 64 OF THE CITY CODE) BE IT ORDAINED by the City Council of the City of Milton, GA while in a regularly called council meeting on September 9, 2020 at 6:00 p.m. as follows: SECTION 1. That the amendment of Article XX, Deerfield Form Based Code, Article 5, Table 10 is hereby adopted and approved; and is attached hereto as if fully set forth herein, and; SECTION 2. All ordinances, parts of ordinances, or regulations in conflict herewith are repealed. SECTION 3. That this Ordinance shall become effective upon its adoption. ORDAINED this the 9th day of September, 2020. ____________________________________ Joe Lockwood, Mayor Attest: ___________________________ Sudie AM Gordon, City Clerk CITY COUNCIL AGENDA ITEM TO: City Council DATE: September 2, 2020 FROM: Steven Krokoff, City Manager AGENDA ITEM: Consideration of An Amended Emergency Ordinance of the Mayor and Council of the City of Milton, Georgia under Section 3.18 of the Charter of the City of Milton, Georgia to Provide the Operation of the City of Milton, Georgia During the Public Emergency known as the Novel Coronavirus Disease 2019 Global Pandemic; to Become Effective Upon Adoption by the Council; to Supersede the Existing Emergency Ordinance; and for Other Purposes MEETING DATE: Wednesday, September 9 Regular City Council Meeting BACKGROUND INFORMATION: (Attach additional pages if necessary) See attached memorandum APPROVAL BY CITY MANAGER: ___ APPROVED ___ NOT APPROVED CITY ATTORNEY APPROVAL REQUIRED: ___ YES ___ NO CITY ATTORNEY REVIEW REQUIRED: ___ YES ___ NO APPROVAL BY CITY ATTORNEY ___ APPROVED ___ NOT APPROVED PLACED ON AGENDA FOR: __________ September 9, 2020 X X X X 1 STATE OF GEORGIA ORDINANCE NO. COUNTY OF FULTON AN AMENDED EMERGENCY ORDINANCE OF THE MAYOR AND COUNCIL OF THE CITY OF MILTON, GEORGIA UNDER SECTION 3.18 OF THE CHARTER OF THE CITY OF MILTON, GEORGIA TO PROVIDE FOR THE OPERATION OF THE CITY OF MILTON, GEORGIA DURING THE PUBLIC EMERGENCY KNOWN AS THE NOVEL CORONAVIRUS DISEASE 2019 GLOBAL PANDEMIC; TO BECOME E FFECTIVE UPON ADOPTION BY THE COUNCIL; TO SUPERSEDE THE EXISTING EMERGENCY ORDINANCE; AND FOR OTHER PURPOSES. WHEREAS, the Mayor and Council of the City of Milton, Georgia are charged with the protection of the public health, safety, and welfare of the citizens of the City of Milton, Georgia; and WHEREAS, Section 3.18 of the Charter of the City of Milton, Georgia empowers the Mayor and City Council to adopt an emergency ordinance to meet a public emergency affecting life, health, property, or public pea ce; and WHEREAS, the novel coronavirus disease 2019 (“COVID-19”) global pandemic is a public emergency affecting and threatening life, health, property, and public peace; and WHEREAS, on March 13, 2020, the President Donald Trump declared a national emergency due to COVID -19; and WHEREAS, on March 14, 2020, Governor Brian Kemp declared a statewide emergency in Georgia, describing COVID-19, and the corresponding pandemic, as a public health emergency; and WHEREAS, the Governor’s declaration has been repeatedly extended; WHEREAS, the Governor’s declaration of statewide emergency is currently set to expire on October 10, 2020; and WHEREAS, on March 16, 2020, the Mayor and City Council for the City of Milton declared via Emergency Ordinance that an emergency exists in the City of Milton based on COVID-19; and 2 WHEREAS, the City of Milton’s Emergency Ordinance has been renewed on several occasions, with the most recently adopted version of the Ordinance having been extended through and including September 11, 2020; WHEREAS, it is the intention of the City of Milton to readopt and reinstitute the Emergency Ordinance effective September 11, 2020 and extending through October 10, 2020; WHEREAS, the Mayor and City Council continue to find that a state of local emergency exists in Milton, due to COVID19; WHEREAS, pursuant to the powers conferred by the City of Milton’s various Emergency Ordinances, as well as those powers conferred by Section 18 -25 of the Milton Code, the Mayor has issued various emergency declarations for the purpose of mitigating the impact of COVID19 on the citizens and businesses of Milton; and WHEREAS, the City Council has an interest in narrowing but extending the declared state of local emergency and further extending some Mayoral declarations to run coterminous with the period of declared local emergency. NOW THEREFORE, THE MAYOR AND COUNCIL FOR THE CITY OF MILTON HEREBY ORDAIN AS FOLLOWS: SECTION 1. That the WHEREAS and Preamble sections, above, are hereby incorporated verbatim herein and the factual statements and findings are hereby ratified and affirmed; SECTION 2. That the Declaration of Emergency set forth in the March 20, 2020 Emergency Ordinance and the associated Proclamation of the Mayor declaring a local emergency due to COVID19, as those have been renewed and extended, are hereby further renewed and extended from September 11, 2020 until 11:59 p.m. on October 10, 2020; SECTION 3. That Sections 2, 3, 4, and 7 of the March 20, 2020 Emergency Ordinance are renewed and extended; SECTION 4. That Section 6 of the March 20, 2020 Emergency Ordinance, and any amendments thereto, are hereby stricken in their entirety; 3 SECTION 5. That the following Mayoral Declarations are hereby extended to run coterminous with the term of this Emergency Ordinance: • March 20, 2020 Declaration – allowing “to go” malt beverage and wine alcohol sales for restaurants having a consumption on the premise license; • March 23, 2020 Declaration – allowing restaurants and retail to place certain additional temporary signage; SECTION 6. That the City of Milton’s Reopening Plan was approved on May 18, 2020 and continues in full force and effect. SECTION 7. That during the term of this Emergency Ordinance City staff are empowered to unilaterally modify those internal City Council rules with r espect to how the public may interact with the Council, to ensure that during the term of this Emergency Ordinance, citizens are provided enhanced flexibility on engaging with the Council. By way of example, only, this many mean that citizens may email questions or comments to the Council and those be read into the record – even if the citizen is not in physical attendance at the Council meeting. SECTION 8. This New Emergency Ordinance shall become effective and operational commencing September 11, 2020 and shall expire at 11:59 p.m. on October 10, 2020, and may be reenacted, extended, terminated, or amended upon affirmative action taken at a meeting of the City Council called by the Mayor or two (2) councilmembers of the City Council. SO ORDAINED this 9th day of September 2020 by the Mayor and Council of the City of Milton, Georgia. THE CITY OF MILTON, GEORGIA ________________________________ Joe Lockwood, Mayor Attest: __________________________ Sudie AM Gordon, City Clerk 4 CITY COUNCIL AGENDA ITEM TO: City Council DATE: September 1, 2020 FROM: Steven Krokoff, City Manager AGENDA ITEM: Approval of Subdivision Plats and Revisions. Name of Development / Location Action Comments / # lots Total Acres Density 1. 15060 Freemanville Road LL554 & 555 Final Plat 8 Lot Subdivision with gated private street 24.58 0.325 lots / Acre MEETING DATE: Wednesday, September 9, 2020 City Council Meeting BACKGROUND INFORMATION: (Attach additional pages if necessary) See attached memorandum APPROVAL BY CITY MANAGER: ___ APPROVED ___ NOT APPROVED CITY ATTORNEY APPROVAL REQUIRED: ___ YES ___ NO CITY ATTORNEY REVIEW REQUIRED: ___ YES ___ NO APPROVAL BY CITY ATTORNEY ___ APPROVED ___ NOT APPROVED PLACED ON AGENDA FOR: __________ X X X September 9, 2020 To: Honorable Mayor and City Council Members From: Parag Agrawal, Community Development Director Date: Submitted on August 21, 2020 for the September 9, 2020 Regular Council Meeting Agenda Item: Approval of Subdivision Plats and Revisions ____________________________________________________________________________ Department Recommendation: To approve the subdivision related plat 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 Deerhaven Preserve Final Plat described herein consists of a 24.58-acre parcel located at 15060 Freemanville Road to be an 8 lot subdivision with a gated private street. Funding and Fiscal Impact: None. Alternatives: Do not approve. Legal Review: None – not required. Concurrent Review: Steven Krokoff, City Manager New Business Agenda Plats Staff Memo Page 2 of 6 Attachment(s): Plat List, Location Map, Plats Name of Development / Location Action Comments / # lots Total Acres Density 1. 15060 Freemanville Road LL554 & 555 Final Plat 8 Lot Subdivision with gated private street 24.58 0.325 lots / Acre New Business Agenda Plats Staff Memo Page 3 of 6 New Business Agenda Plats Staff Memo Page 4 of 6 New Business Agenda Plats Staff Memo Page 5 of 6 New Business Agenda Plats Staff Memo Page 6 of 6