HomeMy WebLinkAbout5/12/2015 - RegularRoanoke County
Board of Supervisors
May 12, 2015
INVOCATION: Dr. Robert G. Moore 111, Senior Pastor
Bonsack Baptist Church
PLEDGE OF ALLEGIANCE TO THE UNITED STATES FLAG
Disclaimer:
"Any invocation that may be offered before the official start of the Board meeting
shall be the voluntary offering of a private citizen, to and for the benefit of the
Board. The views or beliefs expressed by the invocation speaker have not been
previously reviewed or approved by the Board and do not necessarily represent
the religious beliefs or views of the Board in part or as a whole. No member of
the community is required to attend or participate in the invocation and such
decision will have no impact on their right to actively participate in the business of
the Board."
Page 1 of 5
Roanoke County
Board of Supervisors
Agenda
May 12, 2015
Good afternoon and welcome to our meeting for May 12, 2015. Regular meetings are
held on the second and fourth Tuesday at 3-00 p.m. Public hearings are held at 7-00
p.m. on the fourth Tuesday of each month. Deviations from this schedule will be
announced. The meetings are broadcast live on RVTV, Channel 3, and will be
rebroadcast on Thursday at 7-00 p.m. and on Saturday at 4-00 p.m. Board of
Supervisors meetings can also be viewed online through Roanoke County's website at
www.RoanokeCountyVA.gov. Our meetings are closed -ca ptio ned, so it is important for
everyone to speak directly into the microphones at the podium. Individuals who require
assistance or special arrangements to participate in or attend Board of Supervisors
meetings should contact the Clerk to the Board at (540) 772-2005 at least 48 hours in
advance. Please turn all cell phones off or place on silent.
A. OPENING CEREMONIES (3-00 p.m.)
1. Roll Call
B. REQUESTS TO POSTPONE, ADD TO OR CHANGE THE ORDER OF
AGENDA ITEMS
C. PROCLAMATIONS, RESOLUTIONS, RECOGNITIONS AND AWARDS
D. BRIEFINGS
E. NEW BUSINESS
1. Request to transfer funds in the amount of $18,910 from Board Contingency
for the June 9, 2015, Republican Primary Election (Judith Stokes, Registrar)
2. Request to transfer funds in the amount of $6,546 from Board Contingency
for the Appalachian Power Company (APCo) negotiations (Anne Marie
Green, Acting Director of Human Resources)
Page 2 of 5
3. Resolution requesting the Commonwealth Transportation Board to name the
bridge on Route 221 in recognition of the Harris Family and to erect signage
in recognition of the Harris Family and to transfer funds in the amount of
$1,000 from Board Contingency to pay all costs for the signs (Paul M.
Mahoney, County Attorney)
F. FIRST READING OF ORDINANCES
1. Ordinance to appropriate funds for the fiscal year 2015-2016 budget and
approval of the Classification Plan for fiscal year 2015-2016 (W. Brent
Robertson, Director of Management and Budget)
2. Ordinance to approve Intergovernmental Agreement between the County of
Roanoke, the City of Roanoke and the County of Franklin for a Joint Public
Safety Radio System known as the Roanoke Valley Radio System (Bill
Hunter, Director of Communications and Information Technology-, Ruth Ellen
Kuhnel, Senior Assistant County Attorney)
3. Ordinance approving a lease amendment agreement for the Tinker Mountain
Tower site (Rob Light, Acting Director of General Services; Susan Slough,
Assistant Director of Communications)
4. Ordinance accepting and appropriating a Stormwater Management (SWM)
Program fee in the amount of $14,904 from the Department of Environmental
Quality to the Department of Community Development's minor capital
National Pollutant Discharge Elimination System (NPDES) account for
stormwater permit fees collected from local projects prior to July 1, 2014
(Tarek Moneir, Deputy Director of Development)
G. PUBLIC HEARING AND ADOPTION OF RESOLUTION
1 . Public hearing and adoption of a resolution approving the reorganization and
expansion of the Western Virginia Water Authority by providing that Botetourt
County join the Authority, and approving and authorizing the execution of a
Second Amended and Restated Articles of Incorporation of the Western
Virginia Water Authority to accomplish such joiner (Paul M. Mahoney, County
Attorney)
H. PUBLIC HEARING AND SECOND READING OF ORDINANCES
Ordinance accepting and appropriating funds in the amount of $278,950
and approving a Comprehensive Agreement with HHHunt for the design
and construction of the Murray Run stream Restoration Project under the
Public -Private Education Facilities and Infrastructure Act (PPEA) of 2002
(Tarek Moneir, Deputy Director of Development-, Paul Mahoney, County
Attorney)
Page 3 of 5
SECOND READING OF ORDINANCES
Ordinance accepting and appropriating $24,000 from the Virginia Department
of Education to Roanoke County Public Schools for the Science, Technology,
Engineering and Mathematics (STEM) Teacher Recruitment and Retention
Incentive Initial and Continuing Awards (Rebecca Owens, Director of
Finance)
J. APPOINTMENTS
1. Capital Improvement Program (CIP) Review Committee (appointed by
District)
2. Economic Development Authority (appointed by District)
3. Parks, Recreation and Tourism Advisory Commission (appointed by District)
K. CONSENTAGENDA
ALL MATTERS LISTED UNDER THE CONSENT AGENDA ARE CONSIDERED
BY THE BOARD TO BE ROUTINE AND WILL BE ENACTED BY ONE
RESOLUTION IN THE FORM OR FORMS LISTED BELOW. IF DISCUSSION
IS DESIRED, THAT ITEM WILL BE REMOVED FROM THE CONSENT
AGENDA AND WILL BE CONSIDERED SEPARATELY
1. Approval of minutes —April 14, 2015-1 April 21, 2015
2. Resolution expressing the appreciation of the Board of Supervisors of
Roanoke County to Charles M. Wilson, Firefighter/EMT, upon his retirement
after more than thirty (30) years of service
L. CITIZENS'COMMENTS AND COMMUNICATIONS
M. REPORTS
1. General Fund Unappropriated Balance
2. Capital Reserves
3. Reserve for Board Contingency
4. Outstanding Debt
5. Proclamation proclaiming the month of May 2015 to be Guillian-Barre
Syndrome (GBS) and Chronic Inflammatory Demyelinating Polyneuropathy
(CIDP) Awareness Month
Page 4 of 5
N. REPORTS AND INQUIRIES OF BOARD MEMBERS
1. Charlotte A. Moore
2. Al Bedrosian
3. Joseph B. "Butch" Church
4. Joseph P. McNamara
5. P. Jason Peters
0. WORK SESSIONS
1. Work session to discuss proposed Operating and Capital budgets for fiscal
year 2015-2016 and fiscal year 2016-2025 Capital Improvement Plan
(Thomas C. Gates, County Administrator; W. Brent Robertson, Director of
Management and Budget)
2. Work session to discuss debt refunding opportunity (Rebecca Owens,
Director of Finance)
P. CLOSED SESSION
1. Section 2.2.3711.A.1, personnel, namely discussion concerning an
appointment to the Western Virginia Water Authority
Q. ADJOURNMENT
Page 5 of 5
ACTION NO.
ITEM NO. E-1
AT A REGULAR MEETING OF THE BOARD OF SUPERVISORS OF ROANOKE
COUNTY, VIRGINIA HELD AT THE ROANOKE COUNTY ADMINISTRATION CENTER
MEETING DATE: May 12, 2015
AGENDA ITEM: Request to transferfunds in the amountof $18,910 from Board
Contingency for the June 9, 2015 Republican Primary Election
SUBMITTED BY: Judy Stokes
General Register
APPROVED BY: Thomas C. Gates
County Administrator
COUNTY ADMINISTRATOR'S COMMENTS:
SUMMARY OF INFORMATION:
The State Board of Elections has issued an order for a Republican primary to be held on
June 9, 2015, for Member of the House of Delegates for the 17th House District.
FISCAL IMPACT:
The cost of the primary was not included in the current budget inasmuch as it was not
certified by State Board of Elections until February 25, 2015. No reimbursement will be
made by the state.
The cost of the election is as follows:
Elections Officials and Staff $14,180
Required advertising 650
Rent of polling places 180
Printed ballots and programming 1,850
Ballot bags 2,050
Total $18,910
STAFF RECOMMENDATION:
Page 1 of 2
Staff recommends transferring funds in the amount of $18,910 from the Board Contingency
for the June 9, 2015, Republican Primary.
Page 2 of 2
ACTION NO.
ITEM NO. E-2
AT A REGULAR MEETING OF THE BOARD OF SUPERVISORS OF ROANOKE
COUNTY, VIRGINIA HELD AT THE ROANOKE COUNTY ADMINISTRATION CENTER
MEETING DATE:
AGENDA ITEM:
SUBMITTED BY:
APPROVED BY:
May 12, 2015
Request to transfer funds in the amount of $6,546 from Board
Contingency for the Appalachian Power Company (APCo)
negotiations
Anne Marie Green
Acting Director of Human Resources
Thomas C. Gates
County Administrator
COUNTY ADMINISTRATOR'S COMMENTS:
SUMMARY OF INFORMATION:
Roanoke County and Roanoke County Schools are members of the VML/VACo/APCo
Steering Committee, which consists of local government officials within the Appalachian
Power Co. (APCo) service area. The committee was established to negotiate reduced
electric service charges with APCo for the local governments. Prior to the formation of this
committee, the localities negotiated individual contracts with APCo, which required the
localities to hire consultants and attorneys during the process.
The last assessment was in August, 2013. Collectively, local government jurisdictions are
occasionally assessed a prorated charge to fund expert services to assist with the
negotiations. Since that time, the Committee has provided the following services to the
localities:
Participated in the 2014 biennial review and two (2) rate adjustment proceedings,
which resulted in the State Corporation Commission finding that APCo must refund
approximately $5.8 million to customers and reduce its return on equity ratio. This
refund will be provided to the Public Authorities in the next contract.
Begun preliminary negotiations on a new contract. The Steering Committee expects
that the Public Authorities will receive a discount off the retail rates. The amounts
will be subject to negotiation.
Page 1 of 2
The new law, which allows utilities to "freeze" rates for five (5) years, will not end rate
hearings or prevent future rate increases affecting the Public Authorities. The legislation
applies only to base rates, and permits the filing of up to eight (8) different rate adjustment
proceedings before APCO's next biennial review in 2020.
The Steering Committee will also be actively participating in separate proceedings with the
SCC, which APCo has filed requests pertaining to certain energy efficiency programs and
the incremental costs of its two (2) wind farms.
FISCAL IMPACT:
The County's prorated share of costs for the Steering Committee participation is $6,546,
which is based on Kilowatt hours used. Funding is available in the Board Contingency
Account.
ALTERNATIVES:
1. Approve the payment of $6,546.00 to the VML/VACo/APCo Steering committee from
the Board Contingency Fund.
2. Negotiate separately with APCo. The County would need to employ a consultant,
which would also require an expenditure of funds, likely well in excess of the
assessment from the Steering Committee
STAFF RECOMMENDATION:
Staff recommends Alternative 1. The Committee is not obligated to negotiate for non-
paying public authorities orto work on theirbehalf, and is likely to discontinue providing any
assistance to those which do not share in the financial obligations.
Page 2 of 2
ACTION NO.
ITEM NO. E-3
AT A REGULAR MEETING OF THE BOARD OF SUPERVISORS OF ROANOKE
COUNTY, VIRGINIA HELD AT THE ROANOKE COUNTY ADMINISTRATION CENTER
MEETING DATE: May 12, 2015
AGENDA ITEM: Resolution requesting the Commonwealth Transportation
Board to name the bridge on Route 221 in recognition of the
Harris Family and to erect signage in recognition of the Harris
Family and to transfer funds in the amount of $1,000 from
Board Contingency for all costs of the signs
SUBMITTED BY:
Paul M. Mahoney
County Attorney
APPROVED BY: Thomas G. Gates
County Administrator
COUNTY ADMINISTRATOR'S COMMENTS:
SUMMARY OF INFORMATION:
Supervisor McNamara has requested that the Board consider the adoption of this
resolution.
This resolution requests the Commonwealth Transportation Board (CTB) to name a bridge
on Route 221 in recognition of the Harris family. Section 33.2-213 of the Code of Virginia
provides that the Commonwealth Transportation Board can name a bridge, highway or
interchange to honor a deceased person upon the request from a local governing body.
The local governing body making such a request also must commit to paying all of the
costs for the signage.
There are several newly constructed bridges on Route 221. In the past, the Harris family
assisted many stranded motorists at the "Harris Curve". This resolution would recognize
the assistance of the Harris family by naming one of the bridges after the Harris family to
honor their contributions to many stranded motorists.
Page 1 of 2
FISCAL IMPACT:
An amount not to exceed $1,000 from Board Contingency to pay any and all costs for the
signage.
STAFF RECOMMENDATION:
It is recommended that the Board consider the adoption of the attached resolution.
Page 2 of 2
AT A REGULAR MEETING OF THE BOARD OF SUPERVISORS OF ROANOKE
COUNTY, VIRGINIA, HELD AT THE ROANOKE COUNTY ADMINISTRATION
CENTER, TUESDAY, MAY 12,2015
RESOLUTION REQUESTING THE COMMONWEALTH
TRANSPORTATION BOARD (CTB) TO NAME THE BRIDGE ON
ROUTE 221 IN RECOGNITION OF THE HARRIS FAMILY AND TO
ERECT SIGNAGE IN RECOGNITION OF THE HARRIS FAMILY AND
TO TRANSFER FUNDS IN THEA MOUNT OF $1,000 FROM BOARD
CONTINGENCY FOR CALL COSTS OF THE SIGNS
WHEREAS, the Board of Supervisors of Roanoke County, Virginia, has received
a request from the Back Creek Civic League, Inc. to name one of the newly constructed
bridges on Route 221 in recognition of the Harris Family-, and
WHEREAS, the Back Creek Civic League, Inc. and the Board hereby finds that
the Harris family provided assistance to many motorists over the years as a result of
accidents or other vehicular difficulties in the dangerous curve known as the "Harris
Curve"; and
WHEREAS, under Section 33.2-213 of the Code of Virginia the Commonwealth
Transportation Board can name a bridge, highway or interchange to honor a deceased
person upon a request from a local governing body, and that such request includes a
commitment that the local government will pay all costs for the signs; and
WHEREAS, the sign size, exact location, color, font and other display details
shall be within the discretion of the Virginia Department of Transportation.
NOW, THEREFORE, BE IT RESOLVED by the Board of Supervisors of Roanoke
County, Virginia, as follows:
1) That the Commonwealth Transportation Board and the Virginia Department of
Transportation (VDOT) are hereby requested to name one of the newly
constructed bridges on Route 221 near the "Harris Curve" in recognition of the
Page 1 of 2
"Harris Family" and to erect signage in and along the public right-of-way of Route
221 in Roanoke County.
2) That Roanoke County shall pay all costs for the fabrication and installation of
signs for this naming. That County staff is directed to use the Manual on Uniform
Traffic Control Devices as a guide in selecting text for the proposed signs in
coordination with the Back Creek Civic League, Inc. VDOT retains discretion in
the selection of sign size, exact location, color, font and other display details.
3) That the Board hereby authorizes the expenditure of an amount not to exceed
$1,000 from Board Contingency to pay all costs for the signs.
Page 2 of 2
ACTION NO.
ITEM NO. F-1
AT A REGULAR MEETING OF THE BOARD OF SUPERVISORS OF ROANOKE
COUNTY, VIRGINIA HELD AT THE ROANOKE COUNTY ADMINISTRATION CENTER
MEETING DATE: May 12, 2015
AGENDA ITEM: Ordinance to appropriate funds for the fiscal year 2015-2016
budget and approval of the Classification Plan for fiscal year
2015-2016
SUBMITTED BY:
APPROVED BY:
Brent Robertson
Director of Management and Budget
Thomas C. Gates
County Administrator
COUNTY ADMINISTRATOR'S COMMENTS:
SUMMARY OF INFORMATION:
The fiscal year 2015-2016 budget was presented to the Board of Supervisors on April 21,
2015. A public hearing was held on April 28, 2015, to receive written and oral comment
from the public concerning the proposed budget and fiscal year 2016-2025 Capital
Improvements Program. Attached foryourapproval isthe Budget Appropriation Ordinance
for fiscal year 2015-2016.
The total County budget is $388,830,039, which includes all inter -fund and intra -fund
transfers. The General Government Fund budget is $178,900,377 and includes the taxes
and fees that support the general operations of Roanoke County government.
During the course of this year's budget and capital planning development, the County
Administrator introduced changes to the process in several areas including departmental
allocations, year-end rollover policy and capital planning and financing. While these
changes are intended to improve budgetary planning and accuracy, they do necessitate
the need to make several revisions to the appropriation ordinance as follows:
Unexpended General Fund appropriations are no longer split between Minor Capital
(35%), Departments (55%) and Technology Reserve (10%). Instead unexpended
year-end appropriations are re -appropriated to the County Capital Reserve.
Page 1 of 2
General Fund revenues collected in excess of appropriated revenues are no longer
split between Unappropriated Fund Balance, and the Major County Capital Fund.
Revenues in excess of budget are re -appropriated to the County Capital Reserve.
A copy of last year's ordinance with "red -line" changes is included for your review.
STAFF RECOMMENDATION:
The format of the appropriation ordinance conforms to the reporting basis used at year-end
in the Comprehensive Annual Financial Report. This presentation allows the same level of
budget comparison as is required by Generally Accepted Accounting Principles for financial
reporting purposes.
Staff recommends approval of the first reading of the 2015-2016 fiscal year budget
appropriation ordinance. Staff also recommends approval of the attached Classification
Plan for fiscal year 2015-2016. The second reading and resolution adopting the budget is
scheduled for May 26, 2015.
Page 2 of 2
AT A REGULAR MEETING OF THE BOARD OF SUPERVISORS OF ROANOKE
COUNTY, VIRGINIA, HELD AT THE ROANOKE COUNTY ADMINISTRATION
CENTER ON TUESDAY, MAY 12,2015
ORDINANCE TO APPROPRIATE FUNDS FOR THE FISCAL YEAR
2015-2016 BUDGET FOR ROANOKE COUNTY, VIRGINIA
WHEREAS, upon notice duly published in the newspaper, a public hearing was
held on April 28, 2015, concerning the adoption of the annual budget for Roanoke
County for fiscal year 2015-2016-1 and
WHEREAS, the Board of Supervisors of Roanoke County, Virginia, approved
said budget on May 26, 2015, pursuant to the provisions of Section 13.02 of the
Roanoke County Charter and Chapter 25 of Title 15.2 of the 1950 Code of Virginia, as
amended-, and
WHEREAS, the first reading of this appropriation ordinance was held on May 12,
2015, and the second reading of this ordinance was held on May 26, 2015, pursuant to
the provisions of Section 18.04 of the Roanoke County Charter.
BE IT ORDAINED by the Board of Supervisors of Roanoke County, Virginia, as
follows..
1. That the following appropriations are hereby made from the respective funds
for the period beginning July 1, 2015, and ending June 30, 2016, for the
functions and purposes indicated:
Page 1 of 8 Pages
County of Roanoke
Adopted FY 2015 - 2016 Budget
May 12, 2015
Revenues:
$ 136,654,796
Nutrition
General Fund:
Debt
13,813,014
General Government
$
178,900,377
Communications & Information Technology
Instructional Resources
8,543,083
Comprehensive Services
433,219
4,809,612
Law Library
Total School Fund
11,025
Public Works Projects
$ 388,830,039
183,712
DSS -Social Services Building
493,483
Recreation Fee Class
5,397,645
Grants and Other Funds
1,041,895
Police Special Programs
1,000
Criminal Justic Academy
259,374
Fleet Service Center
3,134,746
Total General Fund
$
202,775,952
Debt Service Fund - County
$
7,495,470
Capital Projects Fund
$
11,919,281
Internal Service Fund - Risk Management
$
1,880,083
Schooll'unds
Operating
$ 136,654,796
Nutrition
5,712,290
Debt
13,813,014
Grants
5,460,094
Capital
1,346,670
Instructional Resources
988,820
Bus
433,219
Laptop Insurance Reserve
350,350
Total School Fund
$ 164,759,253
Total All Funds
$ 388,830,039
Page 2 of 8 Pages
County of Roanoke
Adopted FY 2015 - 2016 Budget
May 12, 2015
Expenditures:
General Government:
General Administration
Board of Supervisors
$ 260,984
County Administrator
409,635
Public Information
211,678
Asst. Co. Administrators
369,067
Human Resources
722,274
County Attorney
522,908
Economic Development
480,910
Total General Administration
$ 2,977,454
Constitutional Officers
Treasurer $ 881,930
Commonwealth Attorney 1,123,698
Commissioner of the Revenue 798,982
Clerk of the Circuit Court 1,111,267
Sheriff s Office 9,545,589
Total Constitutional Officers $ 13,461,465
Judicial Administration
Circuit Court $ 237,972
General District Court 69,940
Magistrate 1,590
J & DR Court 21,086
Court Service Unit 480,144
Total Judicial Administration $ 810,732
Management Services
Real Estate Assessments
Finance
Public Transportation
Management and Budget
Procurement Services
Total Management Services
$ 832,502
1,329,908
420,000
322,889
344,096
$ 3,249,394
Page 3 of 8 Pages
County of Roanoke
Adopted FY 2015 - 2016 Budget
May 12, 2015
Public Safety
Police $ 11,779,631
Fire and Rescue 15,056,452
Total Public Safety $ 26,836,083
Community Services
General Services
$
5,359,929
Community Development
4,041,770
Building Maintenance
1,950,943
Total Community Services
$
11,352,642
Transfers to Other Funds
Human Services
Transfer to Debt - General & Schools
Grounds Maintenance
$
2,269,974
Parks and Recreation
1,218,101
2,260,695
Public Health
66,327,408
500,358
Social Services
477,299
9,770,909
Contributions -Human Service, Cultural, Tourism,
Dues
1,665,032
Library
1,515,195
3,652,176
VA Cooperative Extension
1,853,000
87,097
Elections
88,097,128
327,349
Total Human Services
$
20,533,589
Non -Departmental
Employee Benefits
$
1,888,570
Miscellaneous
1,511,500
Internal Service Charges
7,625,659
Total Non -Departmental
$
11,025,729
Transfers to Other Funds
Transfer to Debt - General & Schools
$
16,522,413
Transfer to (from) Capital
1,218,101
Transfer to Schools
66,327,408
Transfer to Schools - Dental Insurance
477,299
Transfer to Public Works Projects
183,712
Transfer to Internal Services
1,515,195
Transfer to Comprehensive Services
1,853,000
Total Transfers to Other Funds
$
88,097,128
Unappropriated Balance
Board Contingency
$
50,000
Addition to Fund Balance
$
506,160
Total General Government
$
178,900,377
Communications & Information Technology
$
8,543,083
Comprehensive Services
$
4,809,612
Law Library
$
11,025
Public Works Projects
$
183,712
Page 4 of 8
Pages
County of Roanoke
Adopted FY 2015 - 2016 Budget
May 12, 2015
DSS -Social Services Building
Recreation Fee Class
Grants and Other Funds
Police Special Programs
Criminal Justice Academy
Fleet Service Center
Total General Fund
Debt Service Fund - County
Capital Projects Fund
Internal Services Fund - Risk Management
School Funds:
Operating
Nutrition
Debt
Grants
Capital
Instructional Resources
Bus
Laptop Insurance Reserve
Total School Funds
Total All Funds
493,483
5,397,645
1,041,895
1,000
259,374
3,134,746_
202,775,952
7,495,470
11,919,281
1,880,083
$ 136,654,796
5,712,290
13,813,014
5,460,094
1,346,670
988,820
433,219
350,350
$ 164,759,253
$ 388,830,039
Page 5 of 8 Pages
2. That the County Administrator may authorize or delegate the authorization of
the transfer of any unencumbered balance or portion thereof from one
department to another.
3. That all funded outstanding encumbrances, both operating and capital, at
June 30, 2015, are re -appropriated to the 2015-2016 fiscal year to the same
department and account for which they are encumbered in the previous year.
4. That appropriations designated for capital projects will not lapse at the end of
the fiscal year but shall remain appropriated until the completion of the project
or until the Board of Supervisors, by appropriate action, changes or eliminates
the appropriation. Upon completion of a capital project, staff is authorized to
close out the project and transfer to the funding source any remaining
balances. This section applies to appropriations for Capital Projects at June
30, 2015, and appropriations in the 2015-2016 budget.
5. That all school fund appropriations remaining at the end of the 2014-2015
fiscal year not lapse but shall be appropriated to the School Capital Fund in
fiscal year 2015-2016 as follows:
a.) Two-thirds of the year-end balance in the school operating fund will be
allocated to the Major School Capital Reserve-,
b.) One-third of the year-end balance in the school operating fund will be
allocated to the Minor School Capital Reserve-,
6. That all General Fund unexpended appropriations at the end of the 2014-
2015 fiscal year not lapse but shall be re -appropriated to the County Capital
Reserve.
Page 6 of 8 Pages
7. That all General Fund revenues collected in excess of appropriated revenues
shall be re -appropriated to the County Capital Reserve.
8. Account balances remaining in the Fee Class collected by the Parks and
Recreation Department will be allocated to accounts as defined by the Fee
Class Accounts Procedure.
9. Account balances remaining in Comprehensive Services (111), Confiscated
Property (120), Police Special Programs (121), Forfeited Asset Sharing
(122), Sheriff Jail Fees (124), Inventory (125), Criminal Justice Academy
(126), Police Training Facility (127), Garage (130), Motor Pool (132), Grants
(135), Communications and Information Technology (146), Fee Class (150),
Law Library (155), Public Works Fund (170), Social Services Building (175),
Debt Fund (310), Trust Fund (510), South Peak Community Development
Authority (655), Internal Service Fund (700), Special Welfare (810), Regional
Fire/Rescue Training Center (814), Commonwealth Fund (815), Regional
Center for Animal Control and Protection (895) funds will carry over 100%
and be re -appropriated to the individual funds.
10. That the Board anticipates receiving various grants, donations, and other
miscellaneous revenues. These anticipated funds are appropriated to the
Grants Fund for the various functions and purposes as provided therein, and
said appropriation shall be acknowledged and allocated to the appropriate
fund upon approval by the Board on the Consent Agenda.
11. That all Resolutions, including but not limited to Resolutions 111213-12.e
(Policy of the use of unexpended appropriations at the end of each fiscal
Page 7 of 8 Pages
year), 122104-3 (Policy for County Capital Reserves), and 122104-5 (Policy
for the use of general fund revenues in excess of budget at the end of the
fiscal year) and Ordinances in conflict with this Ordinance are hereby
repealed.
12. This ordinance shall take effect July 1, 2015.
Page 8 of 8 Pages
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I "Mark-Up" Covy: Chamzes to Ori!zinal Apyroy. Ordinance
AT A REGULAR MEETING OF THE BOARD OF SUPERVISORS OF
ROANOKE COUNTY, VIRGINIA, HELD AT THE ROANOKE COUNTY
ADMINISTRATION CENTER ON TUESDAY, MAY 12,2015
ORDINANCE APPROPRIATING FUNDS FOR
THE 2015-2016 FISCAL YEAR BUDGET FOR ROANOKE
COUNTY, VIRGINIA
WHEREAS, upon notice duly published in the newspaper, a public
hearing was held on April 28, 2015 concerning the adoption of the annual budget
for Roanoke County for fiscal year 2015-2016-1 and
WHEREAS, the Board of Supervisors of Roanoke County, Virginia,
approved said budget on May 26, 2015, pursuant to the provisions of Section
13.02 of the Roanoke County Charter and Chapter 25 of Title 15.2 of the 1950
Code of Virginia, as amended-, and
WHEREAS, the first reading of this appropriation ordinance was held on
May 12, 2015, and the second reading of this ordinance was held on May 26,
2015, pursuant to the provisions of Section 18.04 of the Roanoke County
Charter.
BE IT ORDAINED by the Board of Supervisors of Roanoke County,
Virginia, as follows:
1. That the following appropriations are hereby made from the respective
funds for the period beginning July 1, 2015, and ending June 30, 2016, for the
functions and purposes indicated:
I "Mark-Up" Copy: Chawzes to Ori_,zinal Approy. Ordinance
2. That the County Administrator may authorize or delegate the
authorization of the transfer of any unencumbered balance or portion thereof
from one department to another.
3. That all funded outstanding encumbrances, both operating and capital,
at June 30, 2015, are re -appropriated to the 2015-2016 fiscal year to the same
department and account for which they are encumbered in the previous year.
4. That appropriations designated for capital projects will not lapse at the
end of the fiscal year but shall remain appropriated until the completion of the
project or until the Board of Supervisors, by appropriate action, changes or
eliminates the appropriation. Upon completion of a capital project, staff is
authorized to close out the project and transfer to the funding source any
remaining balances. This section applies to appropriations for Capital Projects at
June 30, 2015, and appropriations in the 2015-2016 budget.
5. That all school fund appropriations remaining at the end of the 2014-
2015 fiscal year not lapse but shall be appropriated to the School Capital Fund in
fiscal year 2015-2016 as follows:
a.) Two-thirds of the year-end balance in the school operating fund will be
allocated to the Major School Capital Reserve-,
b.) One-third of the year-end balance in the school operating fund will be
allocated to the Minor School Capital Reserve-,
6. That all General Fund unexpended appropriations at the end of the
2014-2015 fiscal year not lapse but shall be re -appropriated to the County
Capital Reserve -7 aS Ke'Vdd8d bY RL_Q"_;el,Ade.A 111213 12.e, as fe"Aws-
"Mark-Up" Copy: Chawws to Ori-,zinal Approy. Ordinance
a) Thirty five P8FGeRt (35,04) ef these UlReXpeRded apprepriatieRs .-;h;-;Il he
0 Ten per-eent (40706) of t1q@ slqall lep-,
4q@T&e1q1q81Off Reserve;
7. That all General Fund revenues collected in excess of appropriated
revenues shall be re -appropriated to the County Capital Reserve. as prellided h1L
7 1
8.-9. Account balances remaining in the Fee Class collected by the Parks
and Recreation Department will be allocated to accounts as defined by the Fee
Class Accounts Procedure.
9. 4-9. Account balances remaining in Comprehensive Services (111),
Confiscated PropertV (120), Police Special Programs (121), Forfeited Asset
Sharing (122), Sheriff Jail Fees (124), Inventory (125), Criminal Justice AcademV
Formatted: Normal, Indent: Left: 0.31", Hanging: 0.31",
No bullets or numbering, Tab stops: 0.31", Left + 0.62", Left
+ 1", Left + 1.5", Left + 2", Left + 2.5", Left + 3", Left +
3.5", Left + 4", Left + 4.5", Left + 5", Left + 5.5", Left +
6", Left + 6.5", Left + Not at 0.31" + 0.62" + 1" + 1.5" +
2" + 2.5" + 3" + 3.5" + 4" + 4.5" + 5" + 5.5" + 6" +
6.5"
"Mark -Uv" Conv: Chan�zcs to Ori6nal Arnron. Ordinance
(126), Police Training Facility (127), Garage (130), Motor Pool (132), Grants
(135), Communications and Information Technology (146), Fee Class (150), Law
Library (155), Public Works Fund (170), Social Services Building (175), Debt
Fund (310), Trust Fund (510), South Peak Community Development Authority
(655), Internal Service Fund (700), Special Welfare (810), Regional Fire/Rescue
Training Center (814), Commonwealth Fund (815), Regional Center for Animal
Control and Protection (895) funds 4 11 17-5, 310, 510, 655, 7-00, 810, 814,
and 895 will carry over 100% and be re -appropriated to the individual funds.
10 44-. That the Board anticipates receiving various grants, donations, and
other miscellaneous revenues. These anticipated funds are appropriated to the
Grants Fund for the various functions and purposes as provided therein, and said
appropriation shall be acknowledged and allocated to the appropriate fund upon
approval by the Board on the Consent Agenda.
11. That all Resolutions, including but not limited to Resolutions
11 1213-12.e (Policy of the use of unexiDencled appropriations at the end of each
fiscal year), 122104-3 (Policy for County Capital Reserves), —and 964444-
434122104-5 (Policy for the use of general fund revenues in excess of budget a
the end of the fiscal year) and Ordinances in conflict with this Ordinance are
hereby repealed.
12. This ordinance shall take effect July 1, 20143.
ACTION NO.
ITEM NO. F-2
AT A REGULAR MEETING OF THE BOARD OF SUPERVISORS OF ROANOKE
COUNTY, VIRGINIA HELD AT THE ROANOKE COUNTY ADMINISTRATION CENTER
MEETING DATE: May 12, 2015
AGENDA ITEM: Ordinance to approve the new Intergovernmental Agreement
between the County of Roanoke, the City of Roanoke and
Franklin County forjoint use of the Digital Radio System known
as the Roanoke Valley Radio System
SUBMITTED BY: Bill Hunter
Director of Communications and Information Technology
APPROVED BY: Thomas C. Gates
County Administrator
COUNTY ADMINISTRATOR'S COMMENTS:
SUMMARY OF INFORMATION:
In 2014, Roanoke City and Roanoke County began discussions of a partnership with
Franklin County for a new radio initiative they were exploring. From those discussions, the
jurisdictions agreed to move forward with the sharing of Roanoke City and Roanoke
County's Radio System Master Site. The Master site will connect Franklin County's new
digital 8 site radio system to Roanoke's 4 site digital radio system. Connecting these two
(2) systems will have multiple benefits, including interoperability among the municipalities.
This system addition will expand regional radio coverage from 260 square miles to an
estimated 950 square mile area. Each locality will have seamless uninterrupted
communications within both radio system areas. Franklin County's operational date is set
for July 2016. This new agreement will replace the fifteen (15) year agreement that was
ratified in 2012.
FISCAL IMPACT:
Franklin County will "buy in" to the system for approximately $200,000 and will contribute
approximately $70,000 annually for one-third (1/3) master site maintenance. This
agreement continues the 50/50 cost sharing arrangement set forth in the original
Page 1 of 2
agreement between the County and the City for the four (4)existing radio sites, and breaks
out the one-third (1/3) master site costs, which will reduce the overall burden of system
operation for the Roanoke City, Roanoke County and Franklin County. The fiscal impact to
the County will be one-half of the $200,000 "buy in" from Franklin County and our annual
maintenance contribution for the system will be reduced by approximately $30,000.
STAFF RECOMMENDATION:
Staff recommends approving this agreement for the joint use of this Public Safety Radio
System.
Page 2 of 2
THIS INTERGOVERNMIENTAL AGREEMIENT ("Agreement") for the
establishment of a Joint Public Safety Radio System referred to herein as the Roanoke Valley
Radio System ("RVRS"), is entered into as of the _ day of 7 2015, amongst the CITY
OF ROANOKE, VIRGINIA, a Virginia municipal corporation ("City of Roanoke"), the
COUNTY OF ROANOKE, a political subdivision of the Commonwealth of Virginia ("Roanoke
County"), and the COUNTY OF FRANKLIN a political subdivision of the Commonwealth of
Virginia. ("Franklin County," and, together with the City of Roanoke and Roanoke County, the
"Partners"),
RECITALS
WHEREAS, each of the Partners has the power to establish a system that serves the fire,
police, emergency and other radio communications of their respective localities; and
WHEREAS, pursuant to an Intergovernmental Agreement dated
("Agreement"), the City of Roanoke and Roanoke County entered into a joint intergovernmental
agreement that established the RVRS that facilitated fire, police, emergency, and other public
safety radio communications between those localities,
WHEREAS, the County of Franklin desires to become a Partner in the RVRS, and the City
of Roanoke and Roanoke County desire that Franklin County become a Partner,
WHEREAS, the Partners have determined that it is in their mutual best interest to jointly
cause the existing Roanoke Valley Radio System's 800 MHz trunked radio communications
system, as described in the System Diagram attached as Appendix A which is incorporated herein,
to be equipped to serve the fire, police, emergency and other public safety radio communication
needs of the Partners,
WHEREAS, pursuant to Section 15.2-1300 of the Code of Virginia, 1950, as amended (the
"Code"), the Partners have determined to exercise jointly their powers with respect to the System
(as defined below), as provided for in this Agreement, whose governing bodies have adopted
ordinances as required by Section 15.2-1300 of the Code, approving this Agreement in
furtherance thereof, and
WHEREAS, the Partners desire to enter into this Agreement for the purpose of providing
the details relating to the operation of the System and the relationship among the Partners, as
required under Section 15.2-1300 of the Code.
WITNESSETH
THAT FOR AND IN CONSIDERATION of the mutual covenants and agreements
contained herein, and the above recitals which are incorporated by reference herein, the parties
hereto pursuant to the provisions of Section 15.2-1300 of the Code of Virginia (1950), as amended,
do covenant and agree to the following:,
(W2924049.1 011185-089252 1
I
ARTICLE 1.
DEFINITIONS
"Agreement" shall mean this Intergovernmental Agreement, and any and all amendments
hereto.
"Associated System Assets" shall mean System assets and equipment not designated as
Fixed Network Equipment, which is required for operation of the System, and shall include and
not be limited to, buildings, dispatch center furniture, fences, generators, grounding systems,
HVAC systems, rights of way, roadways, site leases, towers, uninterruptible power supplies (UPS)
and the fire alerting equipment.
"Common Equipment" shall mean all equipment used by all Partners as further described
in Appendix B, including the System Core.
"Fixed Network Equipment" shall mean the infrastructure equipment necessary to
facilitate the use of subscriber units on the digital 800 MHz trunked radio system and other radio
communications systems. Fixed Network Equipment may include some Common Equipment.
"Subscriber Equipment" shall mean the mobile and portable radios used by the RVRS.
"System" shall mean the portions of the radio communications system that comprise the
RVRS to be jointly constructed and operated by the City of Roanoke, County of Roanoke, and
Franklin County.
"System Core" shall mean the prime location of the System, where all public
communication transmissions of the System are received and transmitted, located at Roanoke,
County's facility at 5425 Cove Road, Roanoke, Virginia, 24019.
"System Managers" shall mean the directors of the Partners' respective departments of
technology or departments of information technology, whom shall be responsible for the
management and operation of their locality's respective share of the System.
ARTICLE 11
REPRESENTATIONS AND WARRANTIES
Each of the Partners respectively make the following representations and warranties, all of
which shall continue for the duration of this Agreement:
(a) It has full power and authority to enter into this Agreement and to consummate and
carry out the transactions contemplated by this Agreement. It has taken, or will take, all action
required by this Agreement and other applicable laws in connection therewith.
(W2924049.1 011185-089252 1
0�
(b) It has duly authorized the execution and delivery of this Agreement by ordinance
adopted by its governing body.
(c) The execution and delivery of this Agreement and the performance of its
obligations hereunder are within its corporate powers, and will not conflict with, or constitute a
breach or result in a violation of (1) any Federal or Virginia Constitutional or statutory provision,
(2) in any material respect, any agreement or other instrument to which such party is a party or by
which it is bound, or (3) any order, rule, regulation, decree or ordinance of any court, government
or governmental authority having jurisdiction over it or its property.
(d) There is no litigation at law or in equity or any proceeding before any governmental
agency pending or, to its knowledge, threatened with respect to (1) its existence, (2) its authority to
execute and deliver this Agreement, (3) the validity or enforceability of this Agreement or the
transactions contemplated hereby, (4) the title of its officers who are executing this Agreement, or
(5) any authority or proceedings relating to its execution and delivery of this Agreement.
(e) It is a duly organized and validly existing public body politic and corporate.
ARTICLE III
DURATION OF AGREEMIENT
This Agreement shall take effect upon its proper execution pursuant to and by ordinance of the
governing bodies of the parties hereto. The initial term of this Agreement shall be fifteen (15)
years following the date of this Agreement, unless otherwise terminated by the parties as provided
in Article X. Upon expiration of the term of the Agreement, this Agreement may be renewed
subsequent terms of five years each upon the mutual agreement of the parties, until terminated by
the parties as provided in Article X of this Agreement, or the Agreement is not otherwise renewed.
ARTICLE IV
PURPOSE
The purpose of this Agreement is to provide the terms and conditions of the joint undertaking
of the parties hereto with respect to the System as required by Section 15.2-1300 of the Code. The
joint undertaking will involve shared operation and maintenance of the System, and all other
things necessary or proper to carry out the foregoing purpose. Details of governance, technical
operations and administrative management of the shared radio system will be maintained in a
separate document, the Roanoke Valley Radio System Governance and Operations Manual,
designated as Appendix C which is incorporated herein by reference and made a part of this
Agreement.
{W2924049.1 011185-089252 1
3
ARTICLE V.
SYSTEM CONSTRUCTION AND FINANCING
Section 5.1 "BUY IN" TO SYSTEM BY PARTNERS. The Partners acknowledge and
agree that Roanoke County has upgraded the existing System from an analog format to a digital
format, and incurred the initial costs in upgrading the System's infrastructure at its sole expense.
The Partners further acknowledge and agree that the City of Roanoke has already contributed its
share of the costs of the System's upgrade and transition to a digital format, by reimbursing the
County of Roanoke, the City of Roanoke's share of such costs in the amount of $1,470,202.00.
The Partners further agree that Franklin County will pay the amount of $217,747.67 to the County
of Roanoke, as Franklin County's required contribution to the System to become a partner in the
RVRS. Franklin County agrees to pay such amount to the County of Roanoke when Franklin
County, RVRS and Motorola Solution Inc. agree to system acceptance.
Section 5.2 FIXED NETWORK EQUIPMENT. The System shall be constructed with the
Partners jointly acquiring such Fixed Network Equipment as necessary to meet their individual
and mutual communication goals. The System will be comprised of two (2) simulcast cells one
providing day to day communications in Roanoke City and Roanoke County, and one providing
communications in Franklin County as outlined in the diagram of the System attached as
Appendix A.
The Partners agree that the costs for the maintenance, repair, and replacement of Fixed Network
Equipment shall be the responsibility of the Partner who owns the equipment, except for the
System Core, which costs shall be shared equally by the Partners. There shall be no charge to
Partners for access to Fixed Network Equipment at any site for radio communications purposes.
Section 5.3 ASSOCIATED SYSTEM ASSETS. The Partners agree that the costs for the
maintenance, repair, and replacement of Associated System Assets shall be the responsibility of
the Partner who owns the equipment..
Section 5.4 COMMON EQUIPN11ENT: The Partners agree that the costs for the
maintenance, repair, and replacement of Common Equipment shall be shared by the Partners. The
Purchasing Division of the Roanoke County Finance Department, or its successor agency, will
serve as the primary contractor for procurement purposes for Common Equipment.
Section 5.5 SUBSCRIBER EQUIPMENT. Each Partner will purchase and maintain its own
respective subscriber units.
Section 5.6 CLAIMS FOR COSTS OR DAMAGES. In the event that any claim for costs or
{W2924049.1 011185-089252 1
M
damages is made against any Partner arising out of the Contract or as a consequence of the
operation of this Agreement, the Partners' System Managers, as defined herein, shall jointly
develop and recommend to their governing bodies a proposal for allocation of such costs or
damages and for settlement of any claim. If the System Managers are unable to agree to a
recommendation, the claim will then be handled in accordance with the procedure for "Resolution
of Disputes" as set forth in Section 7.3.
Section 5.7 FINANCING OF EQUIPMENT. The Partners hereby acknowledge that each
Partner may acquire and finance Fixed Network Equipment serving as part of the System to be
owned by that Partner, but located at sites owned by other Partners. The Partners agrees for the
benefit of each other Partner that no part of such equipment shall become, or it to be considered as
a fixture being affixed to such real estate, it being the intention of all Partners that such equipment
shall be and remain the property of the Partner acquiring such Fixed Network Assets. The Partners
acknowledge that the Partner acquiring such Fixed Network Assets may enter into a leasing or
other financing arrangement, including financing and security agreements for such Fixed Network
Assets with one or more third party financing entities. In connection therewith, the Partners (i)
consent to the installation of such Fixed Network Assets, (ii) disclaim any interest in the Fixed
Network Assets not acquired by such Partner, as fixtures or otherwise; and (iii) agree that such
Fixed Network Assets may be removed at any time by the third party financing entity without
recourse to legal proceedings, provided: (1) such removal is undertaken in compliance with the
provisions of the applicable financing arrangement and the access provisions applicable to each
Partner set forth herein, (2) the removal of such equipment does not reduce the functionality of the
remainder of the System thereby posing a threat to public health and safety, (3)the System Core is
not being removed, (4) written notice is provided to each of the Partner at least thirty (30) days
prior to such removal, and (5) the lien securing such equipment is only attached to equipment that
is owned by the Partner that financed the purchase of such equipment.
ARTICLE VI.
OWNERSHIP OF SYSTEM ASSETS
Section 6.1 EXISTING SITES AND EQUIPMENT. Ownership of the existing sites,
including all real and personal property at each site owned by the City of Roanoke, the County of
Roanoke and Franklin County, respectively, at the date of this Agreement, shall not change. Each
Partner shall retain ownership of any Associated System Assets, Fixed Network Equipment,
including FCC licensed radio equipment, or Subscriber Equipment currently owned by that
Partner.
Section 6.2 NEW SYSTEM EQUIPMENT. Ownership of any new Fixed Network
Equipment acquired by any Partner for use in the operation of the System shall remain with the
Partner purchasing such equipment, if purchased solely by that party. If purchased with joint funds
of both parties, ownership shall be divided among the purchasing parties in the same proportion
that each party contributed toward the purchase.
Section 6.3 NEW SUBSCRIBER EQUIPMENT. Ownership of any new Subscriber
Equipment acquired for use in the operation of the System shall remain with the Partner
(W2924049.1 011185-089252 1
5
purchasing such equipment.
Section 6.4 INVENTORY OF SYSTEM ASSETS. The Partners to this Agreement
shall cooperate in the development of an accurate inventory of substantial system assets, generally
defined as those assets exceeding One Thousand Dollars ($ 1,000) in value, to distinguish jointly
owned assets from assets to be individually owned by the Partners during the term of this
agreement or upon its termination or cancellation.
ARTICLE VII
REPLACEMENT OF SYSTEM ASSETS
Section 7.1 EXISTING ASSOCIATED SYSTEM ASSETS. Each Partner represents
and warrants to the other Partners that the Associated System Assets owned by that Partner is
performing within acceptable specifications on the date of the signing of this Agreement by that
Partner. In the event that any existing Associated System Asset is not initially (within thirty days
of the date of this Agreement) performing within such specifications, it shall be the responsibility
of the owning Partner to replace such equipment with mutually approved equipment at that
Partner's expense. Each Partner is solely responsible for replacing Associated System Assets
owned by the Partner.
Section 7.2 NEW AND EXISTING COMMON EQUIPMENT. The Partners shall
be jointly responsible for the replacement as necessary of Common Equipment, to include system
software updates, utilized in the System for the mutual benefit of the Partners. Replacement costs
shall be shared equally by all partners unless as otherwise mutually agreed. Ownership of
replacement equipment shall be equally divided between the Partners unless as mutually agreed by
all Partners.
Section 7.3 SUBSCRIBER EQUIPMENT. Each Partner shall be solely responsible
for the replacement of all Subscriber Equipment owned by that Partner.
ARTICLE VIII
SYSTEM MANAGEMENT AND MAINTENANCE
Section 8.1 SYSTEM MANAGERS. The City of Roanoke, Virginia's Director of its
Department of Technology will serve as the City of Roanoke's System Manager, Roanoke
County's Director of Communications and Information Technology will serve as the County
System Manager. The Franklin County Emergency Communications Co -coordinator will serve as
Franklin County System Manager.
Section 8.2 SYSTEM MANAGER RESPONSIBILITIES. The RVRS System
Managers will jointly develop and implement policies and procedures necessary for the efficient
{W2924049.1 011185-089252 1
I
and effective operation and maintenance of the combined System. In addition, they will oversee
maintenance functions of the system and be responsible for administrative functions, including
billing for maintenance. Finally, they will develop a record keeping system adequate to facilitate
the effective administration of this Agreement, to include accurate initial and on-going listings of
System assets owned by all Partners. The Partners desire that such inventory listing shall be
updated and verified on each anniversary date of this Agreement.
Section 8.3 RESOLUTION OF DISPUTES. Any System management issues that
cannot be resolved by the System Managers will be referred to the City of Roanoke, Virginia's
City Manager, Roanoke County's County Administrator and Franklin County's County
Administrator for review and resolution. If there is no resolution at this level, the issue will be
submitted to nonbinding alternative dispute resolution procedures as shall be agreed upon by the
parties
Section 8.4 SYSTEM ASSET MAINTENANCE & UPGRADES
Associated System Assets — Cost and labor associated with the routine maintenance of
Associated Systems Assets shall be the responsibility of the Partner who owns the equipment.
Each Partner must maintain Associated Systems Assets in a manner that will not interfere with the
operation of the combined System. Expenses for major repairs, including the overhaul or
replacement of major units such as a generator, tower, or UPS, will be the responsibility of the
Partner that owns or leases the site where the equipment is to be replaced.
Common Equipment- The costs for maintaining the System Core shall be shared equally
by all Partners. The maintenance of the remaining equipment is the responsibility of the Partner
which owns the Equipment. Maintenance expense shall be shared on all the components of the
Common Equipment. Roanoke County shall serve as the contracting agent as it pertains to this
agreement for the establishment of a maintenance contract with Motorola Solutions, Inc. The City
of Roanoke System Manager and the Franklin County System Manager shall have a right of
approval before Roanoke County enters into such a contract and upon any changes to such a
contract. Roanoke County shall bill for the Franklin County and the City of Roanoke portion of
the Agreement , which shall be based on a division of the costs for the Common Equipment
maintenance.
Software Upgrades & AntiVirus — It is imperative that the proper software versions and
anti-virus signatures be maintained at satisfactory versions. All Partners shall be jointly and
equally responsible for the costs associated with software upgrades. Software upgrades will be
conduct in a timely manner, as defined by the Governance. Planning for, funding of and
scheduling of software upgrades, and necessary equipment upgrade and or replacement, will be
coordinated through the Governance team, as defined in the Roanoke Valley Radio System
Governance and Operations Manual — as described in Appendix C.
Common Equipment — All Partners shall be jointly responsible for the maintenance of
the Common Network Equipment beginning when Franklin County, RVRS and Motorola
Solutions, Inc. agree to system acceptance.
{W2924049.1 011185-089252 1
7
Any costs with Associated System Assets used by only one Partner shall be paid
exclusively by that Partner. Maintenance or costs not covered by such a contract will be agreed to
in advance by all Partners and paid by Roanoke County. Roanoke County will invoice the City of
Roanoke, Virginia, and Franklin County for the agreed upon portion of the bill. All invoices from
either party shall be paid in full by the other party within 30 days of the invoice date. Roanoke
County will keep detailed records of such maintenance actions for a period not less than 3 years.
These records shall be available for review by the City of Roanoke, Virginia's System Manager
and Franklin County's System Manager upon request.
Maintenance expenses may include, but are not limited to, Motorola Solutions, Inc. or
other maintenance contracts for repair or replacement of cards, boards, units, replacement parts
and preventative maintenance of the Fixed Network Equipment that is utilized in the System for
the mutual benefit of all Partners.
When the capacity of the system is no longer adequate to meet the aggregate needs of the
parties, or as new technologies emerge that will provide an improved radio system, the Partners
shall j ointly pursue the acquisition of additional frequencies or equipment necessary to utilize such
technologies or frequencies. A mutually agreeable cost sharing arrangement shall be negotiated by
the Partners for the acquisition of necessary equipment, and incorporated as an amendment to this
Agreement.
Subscriber Equipment — Each Partner shall be solely responsible for maintenance, repair,
and replacement of Subscriber Equipment owned by that Partner.
Section 8.5 ADDITION OF NEW GOVERNMENTAL USERS. RVRS System
Managers must agree to the conditions under which additional governmental users that do not have
radio unit allocations may be added to the System. The governing body of each party to this
Agreement shall formally agree to any third party addition to the RVRS.
Section 8.6 GOVERNING BOARD. As stated in the governance policy attached as
Appendix C, the Department Managers and Radio Managers of the respective Departments of
Technology of each Partner shall comprise the governing board for purposes of management and
oversight of this Agreement.
ARTICLEIX.
INSURANCE OF EQUIPMENT
Roanoke County shall insure the personal property (Fixed Network Assets) that comprises
equipment located at either the Roanoke County or City of Roanoke sites. Roanoke County shall
maintain an insurance deductible of not more than $ 1000 per occurrence, subj ect to the availability
on the commercial market, or otherwise will not hold City of Roanoke, Virginia, liable for any
amount over 50% of the deductible per occurrence as a result of damage or loss occurring to the
equipment that is covered by insurance. The County may bill City of Roanoke, Virginia for the
cost differential in insurance premiums resulting from adding Roanoke City equipment locations
to Roanoke County's current insurance policy. Associated System Assets that are eligible to be
insured under Roanoke County's policy may also be insured in the same manner with the owning
agency being responsible for the additional insurance premiums.
(W2924049.1 011185-089252 1
M
Franklin County shall insure the personal property (Fixed Network Assets) that comprises
equipment located at Franklin County Communication sites.
Common Equipment insurance costs shall be shared equally by all Partners.
ARTICLE X
TERNUNATION OF AGREEMENT
SectionI0.1 RIGHT TO WITHDRAW. Any Partner to this Agreement has the right to
withdraw from this Agreement after its initial term. No such termination shall become effective
until twenty-four (24) months after written notice thereof shall have been given to all the other
Partners.
Section 10.2 DISPOSITION OF JOINT EQUIPMENT. In the event of termination or
cancellation of this Agreement, equipment purchased with joint funds of the Partners shall remain
on the site to which assigned, and the terminating Partner shall be reimbursed for its share of the
equipment purchased with joint funds. The reimbursement shall be the original cost less
depreciation, as determined by an independent auditor qualified to value public radio systems
jointly selected and compensated jointly in equal amounts by all Partners. Reimbursement shall
occur within twelve (12) months of the date of termination.
Section 10.3 DISPOSITION OF SEPARATE EQUIPMENT. The terminating
Partner may remove any or all of its own separate equipment, unless the removal of the equipment
will render the System inoperable. In such case, the Partner may not remove the equipment, but
shall be reimbursed pursuant to section 10.2.
ARTICLE XI
NHSCELLANEOUS
Section 11.1 ANMNDMIENTS. This Agreement may not be amended, modified or
otherwise altered without the express written consent of all Partners.
Section 11.2 SEVERABILITY. If any provision of this Agreement is held invalid by
any court of competent jurisdiction, the holding will not invalidate any other provision.
Section 11.3 GOVERNING LAW. This Agreement will be governed by the laws of the
Commonwealth of Virginia.
Section 11.4 COUNTERPARTS. This Agreement may be simultaneously executed in
several counterparts, each of which will be original and all of which taken together will constitute
one and the same instrument.
{W2924049.1 011185-089252 1
I
Section 11.5 TERNIINATION OF EXISTING JOINT AGREENIENT. The parties
agree that the joint intergovernmental agreement between the City of Roanoke, Virginia, and the
County of Roanoke, Virginia, dated on or around January 2012, is hereby terminated and
superseded by this Agreement. The parties represent that neither has any obligations due and
owing the other under the terms of such agreement.
APPENDICES
A. SYSTEM DIAGRAM
B. SYSTEM INVENTORY
C. ROANOKE VALLEY RADIO SYSTEM GOVERNANCE AND OPERATIONS
MANUAL, which is made a part of and incorporated into this Agreement.
IN WITNESS WHEREOF, the parties have caused this Agreement to be executed on their
behalf by their duly authorized officers:
ATTEST:
By: _
Title:
Date:
Authorized pursuant to Ordinance No.
{W2924049.1 011185-089252 1
10
CITY OF ROANOKE, VIRGINIA, a
Virginia municipal corporation
in
Title:
Date:
ATTEST:
By: _
Title:
Date:
Authorized pursuant to Ordinance No.
ATTEST:
By: _
Title:
Date:
Authorized Pursuant to Ordinance No.
JW2924049.1 011185-089252 1
I I
COUNTY OF ROANOKE, VIRGINIA
0
Title:
Date:
COUNTY OF FRANKLIN, VIRGINIA
0
Title:
Date:
THIS INTERGOVERNMENTAL AGREEMENT ("Agreement'llfbr the establishment of a
Joint Public Safety Radio System is entered into as of the WAy of Qec,9w&%,20l I by and
between the CITY OF ROANOKE (the "City"), a municipal corporation of the
Commonwealth of Virginia, and the COUNTY OF ROANOKE (the "County"), a political
subdivision of the Commonwealth of Virginia;
RECITALS
WHEREAS, the City and County have the power to establish a system to serve their fire,
police, emergency and other radio communications; and
WHEREAS, the City and County have determined that it is in their mutual best interest
to jointly cause the existing County 800 MBz trunked radio communications system to be
equipped to serve the fire, police, emergency and other radio communication needs of both the
City and County thus creating the Roanoke Valley Radio System (RVRS); and
WHEREAS, pursuant to Section 15.2-1300 of the Code of Virginia, 1950, as amended,
the City and County have determined to exercise jointly their powers with respect to the System,
as provided for in this Agreement; and
WHEREAS, the City and County desire to enter into this Agreement for the purpose of
providing the details relating to the operation of the System and the relationship among the City
and County;
WITNESSETH
THAT FOR AND IN CONSIDERATION of the mutual covenants and agreements
contained herein, the parties hereto, pursuant to the provisions of Section 15.2-1300 of the Code
of Virginia (1950), as amended, do covenant and agree to the fbllowing: .
I. DEFINITIONS AND WARRANTIES
A. DEFINITIONS
I. "Agreement" shall mean this Intergovernmental Agreement and any and all
amendments hereto.
2. "Associated System Assets" shall mean System assets and equipment not
designated as Fixed Network Equipment that are required for operation of the
System, and shall include buildings, dispatch center furniture, fences, generators,
grounding systems, HVAC systems, rights of way, roadways, site leases, towers,
uninterruptible power supplies (UPS) and the fire alerting MOSCAD equipment.
3. "City" shall mean the City of Roanoke, Virginia, its successors and assigns.
1
4. "County" shall mean the County of Roanoke, Virginia, its successors and
assigns.
5. "Fixed Network Equipment" shall mean the System equipment both currently
owned and to be purchased by the City and County and located at System
sites. This equipment is the infrastructure necessary to facilitate the use of
subscriber units on the 800 MHz trunked radio System and other Radio
Communications systems and shall include all equipment that is common to
both City and County such as antenna network equipment, base stations,
controllers, fault management network equipment, radio console equipment
at all dispatch centers, microwave network equipment, and simulcast network
equipment.
6. "Subscriber Equipment" shall mean the mobile and portable radios used by the
City and County on the System.
7. "System" shall mean the radio communications system to be jointly constructed
and operated by the City of Roanoke and County of Roanoke.
B. REPRESENTATIONS AND WARRANTIES
Each of the governing bodies which are parties hereto respectively makes the following
representations and warranties, all of which shall continue for the duration of this
Agreement:
1. It has full power and authority to enter into this Agreement and to consummate and
carry out the transactions contemplated by this Agreement. It has taken or will take
all action required by this Agreement and other applicable laws in connection
therewith.
2. It has duly authorized the execution and delivery of this Agreement.
3. The execution and delivery of this Agreement and the performance of its
obligations hereunder are within its corporate powers and will not conflict with, or
constitute a breach or result in a violation of (1) any Federal or Virginia
Constitutional or statutory provision, (2) in any material respect, any agreement or
other instrument to which such party is a party or by which it is bound, or (3) any
order, rule, regulation, decree or ordinance of any court, government or
governmental authority having jurisdiction over it or its property.
4. There is no litigation at law or in equity or any proceeding before any governmental
agency pending or, to its knowledge, threatened with respect to (1) its existence, (2)
its authority to execute and deliver this Agreement, (3) the validity or enforceability
of this Agreement or the transactions contemplated hereby, (4) the title of its
officers who are executing this Agreement, or (5) any authority or proceedings
relating to its execution and delivery of this Agreement.
5. It is a duly organized and validly existing public body politic and corporate.
II. DURATION OF AGREEMENT
This Agreement shall take effect upon its proper execution pursuant to and by ordinance or
resolution of the governing bodies of the parties hereto. The initial term of this Agreement
shall be fifteen (15) years following its date of execution. Upon expiration of the term of
the Agreement, this Agreement may be renewed subsequent terms of five years each upon
the mutual agreement of the parties, until terminated by the parties as provided in S e*ction
X of this Agreement.
III PURPOSE
The purpose of this Agreement is to provide the terms and conditions of the joint
undertaking of the parties hereto with respect to the System as required by Section 15.2-
1300, Code of Virginia (1950), as amended. The joint undertaking will involve shared
operation and maintenance of the System, and all other things necessary or proper to carry
out the foregoing purpose. Details of governance, technical operations and administrative
management of the shared radio system will be maintained in a separate document, the
Roanoke Valley Radio System Governance and Operations Manual, Attachment A which
is -incorporated herein and made a part of this Agreement.
IV. SYSTEM CONSTRUCTION AND FINANCING
A. FIXED NETWORK EQUIPMENT: The System shall be constructed with the City
and County jointly acquiring such Fixed Network Equipment as necessary to meet their
individual and mutual communication goals. The* City and County have agreed upon a
shared cost for the acquisition of existing County equipment for the effective operation
of the Roanoke Valley Radio System.
The System will utilize one site in the City (Mill Mountain) and three sites in the
County (Crowell's Gap, Fort *Lewis Mountain, and Poore Mountain) to provide
seamless City and County wide coverage for its users. The City will allow placement
of County Fixed Network Equipment at its Mill Mountain site, and the County will
allow placement of City Fixed Network Equipment at its Crowell's Gap, Fort Lewis
Mountain and Poore Mountain sites, in order to achieve the goal of seamless coverage.
There shall be no charge by. the City or County to the other party for access to System
Fixed Network Equipment at any site for radio communications purposes.
The County's Public Safety Center, located on Cove Road at 5925 Cove Road,
Roanoke Va. will serve as the primary equipment site for the System. The City
Emergency Communications Center (ECC) located at — 215 Church Ave SW,Roanoke,
Va. and the County ECC located at 5925 Cove Road, Roanoke, Va. will serve as
backup dispatch locations to each other in certain emergency situations. The location
of such centers is subject to change upon notice to the other parties.
3
The City and County hereby agree to fund their respective cost shares of the total cost
for Fixed Network Equipment. The County's Purchasing Division of the Finance
Department, or its successor agency, will. serve as the primary contractor for
procurement purposes.
B. ASSOCIATED SYSTEM ASSETS: The City and County shall mutually agree to
share the costs of any additional Associated System Assets which they determine are
necessary for the effective operation of the Roanoke Valley Radio System. Ownership
of such Assets shall be shared in proportion to the contribution of each party to the
purchase of each Asset.
C. SUBSCRIBER EQUIPMENT: The City and County each will purchase and maintain
their own respective subscriber units.
D. CLAIMS FOR COSTS OR DAMAGES: In the event that any claim for costs or
damages is made against the City, the County or both, arising out of the Contract or as a
consequence of the operation of this Agreement, the City and County System Managers
shall jointly develop and recommend to their governing bodies a proposal for allocation
of such costs or damages and for settlement of any claim. If the System Managers are
unable to agree to a recommendation, the claim will then be handled in accordance with
the procedure for "Resolution of Disputes" as set forth in Section VII.C.
V. OWNERSHIP OF SYSTEM ASSETS
A. EXISTING SITES AND EQUIPMENT: Ownership of the four existing sites,
including all real and personal property at each site owned by the City gr County,
respectively, at the date of this Agreement, shall not change. Each party shall retain
ownership of any Associated System Assets, Fixed Network Equipment, including FCC
licensed.radio equipment, or Subscriber Equipment currently owned by that party.
B. NEW SYSTEM EQUIPMENT: Ownership of any new Fixed Network Equipment
acquired for use in the operation of the System shall remain with the party purchasing
such equipment, if purchased solely by that party. If purchased with joint funds of both
parties, ownership shall be divided among the purchasing parties in the same proportion
that each party contributed toward the purchase.
C. NEW SUBSCRIBER EQUIPMENT: Ownership of any new Subscriber Equipment
acquired for use in the operation of the System shall remain with the party purchasing
such equipment.
D. 11"TNTORY OF SYSTEM ASSETS: The parties to this Agreement shall cooperate
in the development of an accurate inventory of substantial system assets, generally
those exceeding One Thousand Dollars ($ 1,000) in value, to distinguish jointly owned
assets from assets to be individually owned by either the City or the County during the
term of this agreement or upon its termination.
4
VI. REPLACEMENT OF SYSTEM ASSETS
A. EXISTING ASSOCIATED SYSTEM ASSETS: Each party to this Agreement
represents and warrants to the other that the Associated System Assets owned by that
party at the signing of this Agreement is performing within specifications on the date of
the signing of this Agreement. In the event that any existing Associated System Asset is
not initially (within thirty days of the date of this Agreement) performing within
specificationsi it shall be the responsibility of the owning party to replace such
equipment with mutually approved equipment.
B. NEW AND EXISTING FIXED NETWORK EQUIPMENT: The parties to this
Agreement shall be jointly responsible for the replacement as necessary of Fixed
Network Equipment, to include system software updates, utilized in the System for the
mutual benefit of the City and County. Replacement costs shall be shared equally by
both parties unless as otherwise mutually agreed. Ownership of replacement equipment
shall be equally divided between the City and County unless as mutually agreed by the
parties.
C. SUBSCRIBER EQUIPMENT: Each party to *this Agreement shall be solely
responsible for the replacement of all Subscriber Equipment owned by that party.
VII. SYSTEM MANAGEMENT AND MAINTENANCE
A. CITY AND COUNTY SYSTEM MANAGERS: The City Manager City's Director
of its Department of Technology will serve as the City System Manager and the County
County's Director of Communications and Information Technology will serve as the
County System Manager.
B. SYSTEM MANAGER RESPONSIBILITIES: The City and County System
Managers will jointly develop and implement policies and procedures necessary for the
efficient and effective operation and maintenance of the combined System. In addition,
they will oversee maintenance functions of the system and be responsible for
administrative functions, including City and County billing for maintenance. Finally,
they will develop a record keeping system adequate to facilitate the effective
administration of this Agreement, to include accurate initial and on-going listings of
System assets owned by both parties to this Agreement. The parties desire that such
inventory listing shall be updated and verified on the anniversary date of this
Agreement.
C. RESOLUTION OF DISPUTES: Any System management issues that cannot be
resolved by the City and County System Managers will be referred to the City's
Assistant City Manager and the County's Assistant County Administrator for review
and resolution. Issues that cannot be resolved at this level will be referred to the City
Manager and County Administrator. If there is no resolution at this level, the issue will
be submitted to nonbinding alternative dispute resolution procedures as shall be agreed
upon by the parties
D. SYSTEM ASSET MAINTENANCE & UPGRADES
5
1. Associated System Assets — Cost and labor associated with the routine
maintenance of Associated Systems Assets shall be shared equally by both parties.
Each party must maintain Associated Systems Assets in a manner that will not
interfere with the operation of the combined System. Expenses for major repairs,
including the overhaul or replacement of major units such as a generator, tower, or
UPS, may be cost shared in a manner mutually agreeable to all parties.
2. Software Upgrades & AntiVirus — It is' imperative that the proper software
versions and anti-virus signatures be maintained at satisfactory versions. Both
parties to this Agreement shall be jointly and equally responsible for the costs
associated with software upgrades. Software upgrades will be conduct in a timely
manner, as defined by the Governance. Planning for, funding of and scheduling of
software upgrades, and necessary equipment upgrade and or replacement, will be
coordinated through the Governance team, as defined in the Roanoke Valley Radio
System Governance and Operations Manual — Attachment A.
3. Fixed Network Equipment — Both parties to this Agreement shall be jointly
responsible for the maintenance of Fixed Network Equipment beginning when the
City gains beneficial use of the System, as determined by Motorola Solutions, Inc.
Thereafter maintenance expense shall be shared on a 50150 basis.
The County shall serve as the contracting agent as it pertains to this agreement for
the establishment of a maintenance contract with Motorola Solutions, Inc. The City
System Manager shall have a right of approval before the County enters into such a
contract and upon any changes to such a contract. The County shall bill the City for
the City's portion of the contract, which shall be based on a 50/50 division of the
costs for the Fixed Asset maintenance.
Any costs associated with Associated System Assets used by only one agency shall
be paid exclusively by that agency, Maintenance or associated costs not covered by
such a contract will be agreed to in advance by both parties, paid by the County and
the County will bill the City for the City's agreed upon portion of the bill. All
invoices from either party shall be paid in full by the other party within. 30 days of
the invoice date. The County will keep detailed records of such maintenance
actions for a period not less than 3 years. These records shall be available for
review by the City's System Manager upon request.
Maintenance expenses may include, but are not limited to, Motorola Solutions, Inc.
or other maintenance contracts for repair or replacement of cards, boards, units,
replacement parts and preventative maintenance of the Fixed Network Equipment
that is utilized in the System for the mutual benefit of the City and County.
When the capacity of the system is no longer adequate to meet the aggregate needs
of the parties, or as new technologies emerge that will provide an improved radio
system, the parties shall jointly pursue the acquisition of additional frequencies or
equipment necessary to utilize such technologies or frequencies, A mutually
agreeable cost sharing arrangement shall be negotiated by the parties for the
R
acquisition of necessary equipment, and incorporated as an amendment to this
Agreement.
4. Subscriber Equipment — Each party to the Agreement shall be solely responsible
I for maintenance of Subscriber Equipment owned by that party.
E. ADDITION OF NEW GOVERNMENTAL USERS: Both the City and County
System Managers must agree to the conditions under which additional governmental
users that do not have radio unit allocations may be added to the System. The
governing body -of each party to this Agreement shall formally agree to any third party
addition to the Roanoke Valley Radio System.
F. GOVERNING BOARD -As stated in the go'vernance policy. attached as Exhibit A,
both parties Department Managers and Radio Managers of their respective Departments
of Technology shall comprise the governing board for purposes of management and
oversight of this Agreement.
VIII. INSURANCE OF EQUIPMENT
The County shall insure the personal property (Fixed Network Assets) that comprises
the entire Joint 800 MHz Radio System located at either the County or City sites. The
County shall maintain an insurance deductible of not more than $ 1000 per occurrence,
subject to the availability on the commercial market, or otherwise will not hold the City
liable for -any amount over 50% of the deductible per occurrence as a result of Aamage
or loss occurring to the equipment that is covered by insurance. The County may bill
the City for the cost differential in insurance premiums resulting from adding City
equipment locations to the County's current insurance policy. Associated System
Assets that are eligible to be insured under the County's policy may also be insured in
the same manner with the owning agency being responsible for the additional insurance
premiums.
X. TERMINATION OF AGREEMENT
A. RIGHT TO WITHDRAW: Any party to this Agreement has the right to withdraw
from this Agreement after its initial term. No such termination shall become effective
until twenty-four (24) months after written notice thereof shall have been given to all
the other parties thereto.
B. DISPOSITION OF JOINT EQUIPMENT: In the event of termination, equipment
purchased with joint funds of the parties shall remain on the site to which assigned, and
the terminating party shall be reimbursed for its share of the equipment purchased with
joint funds. The reimbursement shall be the original cost less depreciation, as
determined by an independent auditor qualified to value public radio systems jointly
selected and compensated jointly in equal amounts by all parties to the Agreement.
Reimbursement shall occur within twelve (12) months of the date of termination.
C. DISPOSITION OF SEPARATE EQUIPMENT: The terminating party may remove
any or all of its own separate equipment, unless the removal of the equipment will
7
render the System inoperable. In such case, the party may not remove the equipment,
but shall be reimbursed pursuant to section X.B, above.
XI. MISCELLANEOUS
A. AMENDMENTS: This Agreement may not be amended, modified or otherwise
altered without the express written consent of all parties hereto.
NJI. ATTACHMENTS
A. ROANOKE VALLEY RADIO SYSTEM GOVERNANCE AND OPERATIONS
MANUAL, which is made a part of and incorporated into this Agreement.
WITNESS the following signatures and seals:
CITY OF ROANOKE
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AT A REGULAR MEETING OF THE BOARD OF SUPERVISORS OF ROANOKE
COUNTY, VIRGINIA, HELD AT THE ROANOKE COUNTY ADMINISTRATION
CENTER ON TUESDAY, MAY 12,2015
ORDINANCE TO APPROVE AN INTERGOVERNMENTAL
AGREEMENT BETWEEN THE COUNTY OF ROANOKE, THE CITY OF
ROANOKE, AND THE COUNTY OF FRANKLIN FOR JOINT USE OF
THE DIGITAL RADIO SYSTEM KNOWN AS THE ROANOKE VALLEY
RADIO SYSTEM
WHEREAS, the City of Roanoke, the County of Roanoke and the County of
Franklin (the "Partners") desire to enter into an Intergovernmental Agreement (the
"Agreement") for the purpose of the joint use of the existing Roanoke Valley Radio
System ("RVRS") which serves fire, police, emergency and other radio communications
of the Partners' respective localities-,
WHEREAS, Roanoke City and Roanoke County entered into a joint
Intergovernmental Agreement that established the RVRS dated December 14, 2011, for
the above stated purpose, and now the County of Franklin desires to become a Partner
in the RVRS-1
WHEREAS, Section 15.2-1300 of the Code of Virginia, 1950, as amended, (the
"Code") allows the Partners to exercise jointly their powers with respect to the System,
(described with the Agreement), whose governing bodies shall adopt ordinances as
required by the Code, approving this Agreement-,
WHEREAS, the Partners desire to enter into this Agreement for the purposes of
providing the details relating to the operation of RVRS and defining the relationships
among the Partners, as required by the Code-,
Page 1 of 2
WHEREAS, this Agreement will replace the Agreement dated December 14,
2011, between the City of Roanoke and the County of Roanoke, which shall become
null and void upon execution of all the parties; and
WHEREAS, the first reading of this ordinance was heard on May 12, 2015 and
the second reading was heard on May 26, 2015.
NOW THEREFORE, BE IT ORDAINED, by the Board of Supervisors of Roanoke
County, Virginia, as follows:
1. That the execution of an Intergovernmental Agreement between the City of
Roanoke, the County of Roanoke and the County of Franklin is hereby
approved by the Board for the purpose of establishing a joint public radio
system known as the Roanoke Valley Radio System.
2. That the County Administrator, or an Assistant County Administrator, is
authorized and directed to execute this Agreement, which Agreement shall be
approved by form by the County Attorney's office.
3. That the former Intergovernmental Agreement between the City of Roanoke
and the County of Roanoke shall be null and void only upon execution of the
Agreement by all the Partners.
Page 2 of 2
ACTION NO.
ITEM NO. F-3
AT A REGULAR MEETING OF THE BOARD OF SUPERVISORS OF ROANOKE
COUNTY, VIRGINIA HELD AT THE ROANOKE COUNTY ADMINISTRATION CENTER
MEETING DATE: May 12, 2015
AGENDA ITEM: Ordinance approving a lease amendment agreement for the
Tinker Mountain Tower site
SUBMITTED BY: Rob Light
Acting Director of General Services
Susan Slough
Assistant Director of Communications
APPROVED BY: Thomas C. Gates
County Administrator
COUNTY ADMINISTRATOR'S COMMENTS:
SUMMARY OF INFORMATION:
The County of Roanoke owns and/or rents sites around the Roanoke Valley for the
purpose of maintaining towers and antennae for its public safety radio communications
system. The tower sites are part of a regional system that also serves the City of Roanoke
and the Town of Vinton. One of these tower sites is in Botetourt County on Tinker
Mountain. The property is owned by John W. Brandemuehl. This site, which has been
used by the County for many years, is important for reaching certain parts of the Valley and
also helps to provide back-up capabilities for the system.
The current lease expires June 30, 2015. Staff has negotiated with Mr. Brandernuehl to
amend this lease and extend the term for an additional five (5) years at an annual cost of
$5,427.39. Site rental costs will increase five percent (5%) each year for the term of the
agreement.
FISCAL IMPACT:
The total cost of this lease amendment over the five year period is $29,989.76. Fundingis
available from the E-911 maintenance account.
Page 1 of 2
STAFF RECOMMENDATION:
Staff recommends that the Board of Supervisors approve the first reading of the attached
ordinance and placing it on the agenda for second reading at its May 26, 2015 meeting.
Page 2 of 2
AT A REGULAR MEETING OF THE BOARD OF SUPERVISORS OF ROANOKE
COUNTY, VIRGINIA, HELD AT THE ROANOKE COUNTY ADMINISTRATION
CENTER ON TUESDAY, MAY 12,2015
ORDINANCE APPROVING A LEASE ADDENDUM AND EXTENSION
FOR THE TINKER MOUNTAIN TOWER SITE
WHEREAS, the County of Roanoke leases a site located on Tinker Mountain in
the County of Botetourt, Virginia, on property previously held by Lee C. Hartman, Jr.
and is now owned by John W. Brandemuehl, and is property designated in the
Botetourt County Land Records as Tax Map No 106-45-1 and
WHEREAS, the purpose of the site is maintaining towers, antennae and
equipment buildings for the operation of its public safety radio communications, systems
to provide for E91 1 coverage to critical areas and to provide back-up capabilities for the
public safety system-, and
WHEREAS, the current lease had a term of five (5) years, July 1, 2010 through
June 30, 2015, which was approved by Ordinance 091410-3 on September 14, 2010-)
and
WHEREAS, Roanoke County staff has negotiated an additional five (5) -year
term, with a five percent (5%) annual escalation in rent, which is the same percentage
increase under the current, expiring lease agreement-, and
WHEREAS, the provisions of Section 18.04 of the Charter of Roanoke County
require that the acquisition of any interest in real estate, shall be accomplished by
ordinance; the first reading of this ordinance was heard on May 12, 2015 and the
second reading was heard on May 26, 2015.
NOW THEREFORE, BE IT ORDAINED by the Board of Supervisors of Roanoke
County, Virginia, as follows:
Page 1 of 3
1. That an extension of the lease, (attached as "Addendum to Lease
Agreement") for a parcel of land owned by John W. Brandemuehl, consisting
of 0.0363 acre, more or less, as shown on Exhibit A of the original lease
agreement, attached hereto, together with the non-exclusive right of ingress,
egress and regress from Tinker Top Road (Frontage Road) over the existing
gravel access and private driveway to the site, for an extended term of five
years effective as of July 1, 2015, through June 30, 2020 with the rent
escalating by five percent (5%) each year is hereby authorized and approved.
2. That the annual rental rate in the first year beginning July 1, 2015, will be Five
Thousand Four Hundred Twenty Seven and 79/100 ($5,427.39) for the first
(1st) year in the extended lease-, the second (2 nd) year beginning July 1, 2016,
will be Five Thousand Six Hundred Ninety Eight and 76/100 ($5,698.76)-1 the
third (3 d) year beginning July 1, 2017, will be Five Thousand Nine Hundred
Eighty Three and 70/100 ($5,983.70)-1 the fourth (4 th) year beginning July 1,
2018, will be Six Thousand Two Hundred Eighty Two and 88/100 ($6,282.88)-)
and the fifth (5 th) year beginning July 1, 2019, will be Six Thousand Five
Hundred Ninety Seven and 03/100 ($6,597.03) is hereby authorized and
approved.
3. That the rent payment shall be paid from the E91 1 Maintenance Account.
4. That the County Administrator, or any Assistant County Administrator, or any
designee is authorized to execute this lease addendum on behalf of the
Board of Supervisors of Roanoke County and to execute such other
documents and take such further actions as are necessary to accomplish this
Page 2 of 3
transaction, all of which shall be upon form approved by the County
Attorney's office.
Page 3 of 3
ADDENDUM TO LEASE AGREEMENT
This Addendum to Lease Agreement, made this day of
2015 by and between JOHN W. BRANDEMUEHL (hereafter referred to as "Landlord"), and the
BOARD OF SUPERVISORS OF ROANOKE COUNTY, VIRGINIA, (hereinafter referred to as
"Tenant").
WITNESSETH
WHEREAS, the Landlord and the Tenant entered into a Lease Agreement on July 1,
2010 for the Premises, certain real property in the County of Botetourt County, Virginia (Tax
Map No. 106-45, as shown on the drawing dated January 13, 2003, attached to the original Lease
Agreement as Exhibit A, for the purpose of maintaining towers, antennae and equipment
building for the operation of its public safety radio communications systems; and
WHEREAS, Roanoke County leased this site to provide E911 coverage to critical areas
and to provide back-up capabilities for the public safety system; and
WHEREAS, the Roanoke County Board of Supervisors adopted Ordinance 091410-3
which approved the five-year lease; and
WHEREAS, the Lease Agreement had a term of five (5) years, July 1, 20 10 through June
30,2015;and
WHEREAS, the parties herein wish to extend the Lease Agreement by Addendum for an
additional five (5) years for agreed upon rental payments.
THEREFORE, in consideration of these mutual covenants and conditions, the Landlord
and the Tenant agree to amend the existing Lease Agreement, by Addendum, to reflect the
following:
1. The extended term of this Lease Agreement shall be for an additional five (5) years,
said term commencing as of July 1, 2015 and continuing until June 30, 2020 for a
parcel of land owned by John W. Brandemuehl, consisting of 0.0363 acre, more or
less shown as Exhibit A of the original lease agreement, attached hereto, together
with the non-exclusive right of ingress, egress and regress from Tinker Top Road
(Frontage Road) over the existing gravel access and private driveway to the site.
2. Tenant shall pay the rental amounts as follows:
July 1, 2015 Five Thousand Four Hundred Twenty Seven and 79/100, ($5,427.79)
July 1, 2016 Five Thousand Six Hundred Ninety Eight and 76/100, ($5,698.76)
July 1, 2017 Five Thousand Nine Hundred Eighty Three and 70/100, ($5,983.70)
July 1, 2018 Six Thousand Two Hundred Eighty Two and 88/100, ($6,282.88)
July 1, 2019 Six Thousand Five Hundred Ninety Seven and 03/100, ($6,597.03)
3. Each payment shall be due on the first day of each term (July 1), payable without
demand to Landlord at 1896 Tinker Top Road, Daleville, Virginia 24083. A late fee
of $ 100 shall be imposed for any payments not made within 3 0 days of the due date.
4. Tenant's obligation to pay continues tobe subject to annual appropriations for such
payments to the extent necessary in each fiscal year or annual budgets submitted for
the purpose of obtaining funding, and, will do no act or make any statement that will
cause the disapproval of the appropriation.
5. All the terms of original Lease Agreement dated July 1, 2010 remain in full force and
effect, with it being the intent of the parties to only modify and/or change the rental
payment and term of the lease agreement.
Either the County Administrator of Roanoke County, Virginia, or his designee, hereby
joins in the execution of this instrument to signify the acceptance and approval by the
Board of Supervisors of Roanoke County, Virginia, pursuant to Ordinance No.
adopted by the Board of Supervisors on the day of � 2015.
Witness the following signatures and seals:
(SEAL)
John W. Brandemeuhl
Approved as to form: Board of Supervisors of Roanoke County, VA
(SEAL)
Paul M. Mahoney Thomas C. Gates
County Attorney County Administrator
This LEASE AGREEMENT, made and entered into this 1st day of July, 2010, by and
between JOHN W. BRANDEMUEHL (hereinafter referred to as "Landlord"), and the BOARD
OF SUPERVISORS OF ROANOKE COUNTY, VIRGINIA, (hereinafter referred to as "Tenant").
WITNESSETH:
That for and in consideration of these mutual covenants and conditions, the Landlord
lets to the Tenant and the Tenant hires from the Landlord, the below described premises on the
following terms and conditions:
1. The Landlord agrees to lease to the Tenant and the Tenant agrees to lease from
the Landlord, in accordance with the terms and conditions set forth in this agreement, that
certain real property situated on Tinker Mountain approximately 3.7 miles north of Roanoke,
Virginia, (Lat. 37 22'23" N, Long. 79 5540" W) in the County of Botetourt, Virginia, as shown
on the drawing dated January 13, 2003, attached hereto as Exhibit A, and more particularly
described as follows and hereinafter referred to as the'Premises', to -wit:
That certain parcel of land delineated by a chain link fence and being shown and
designated on the attached Exhibit A as "FENCED AREA - 1580.06 SQ. FT. - 0.0363
AC.", specifically including but not limited to, the non-exclusive, unrestricted
right of access to, from, upon and within said parcel, and the exclusive use of the
10' x 10' parcel of land, being a total of 100 square feet, more or less, designated
upon the attached Exhibit A as "RKE. Co. BLDG. - 100 sq. ft."; and,
Together with the non-exclusive right of ingress, egress and regress to and from
the above-described 'Fenced Area' upon, over and across that certain existing
gravel access and private driveway leading to and from Tinker Top Road, also
known as the Frontage Road.
Landlord further grants such agreement and consent as may be necessary, pursuant to a
separate agreement between the Landlord and Emergency Medical Services of Virginia, Inc.
(EMS), to Tenant's location, use and maintenance of an antenna and all necessary or related
appurtenances upon the EMS tower within the premises, referenced upon the attached Exhibit
A as "EXISTING TOWER."
Page 1 of 7
2. The term of this lease shall be for a period of five (5) years, said term
commencing as of July 1, 2010, and continuing until June 30, 2015.
3. The Tenant shall pay as rent the sum of Four Thousand Two Hundred Fifty -Two
Dollars & 50/100 ($4,252.50) per year for the first year of the lease term, to Landlord at 1896
Tinker Top Road, Daleville, Virginia, 24083, without demand therefor. The rental payment for
the first year for the rental period from July 1, 2010, through June 30, 2011, shall be due and
payable within thirty (30) days of the execution of this agreement by both parties hereto.
Thereafter, rent shall be due on the first day of each yearly period during the lease term and any
renewal term. A late fee of $100.00 shall be imposed for any payments not made within 30 days
of the due date. Beginning July 1, 2011, the Tenant shall pay to the Landlord as rent the sum of
Four Thousand Four Hundred Sixty -Five Dollars & 13/100 ($4,465.13) per year for the second
year of the lease term. Beginning July 1, 2012, the Tenant shall pay to the Landlord as rent the
sum of Four Thousand Six Hundred Eighty-eight Dollars & 38/100 ($4,688.38) per year for the
third year of the lease term. Beginning July 1, 2013, the Tenant shall pay to the Landlord as rent
the sum of Four Thousand Nine Hundred Twenty-two Dollars & 80/100 ($4,922.80) per year for
the fourth year of the lease term. Beginning July 1, 2014, the Tenant shall pay to the Landlord as
rent the sum of Five Thousand One Hundred Sixty-eight & 94/100 ($5,168.94) per year for the
fifth year of the lease term.
4. During the term of this lease, Landlord shall remain responsible for the payment
of all taxes and assessments imposed on the pren-dses.
5. It is understood and agreed by the parties that the premises shall, during the
term of this lease, be used for the installation, operation and maintenance of radio equipment,
including base stations, cabling or wiring and accessories for such equipment. All of the
Tenant's equipment placed on the premises shall remain personal property of the Tenant
notwithstanding the fact that it might otherwise be deemed to be fixtures. It is the
understanding of the parties that the Tenant has placed an equipment building on the pren-tises
immediately adjacent to the EMS site.
Page 2 of 7
6. The Tenant may terminate this lease only if the site becomes unfit for the
Tenant's purposes. Any such termination shall be effective ninety (90) days after mailing to the
Landlord of the Tenant's notice to terminate this lease. The Landlord may terminate the lease
for any default of the Tenant in the performance of this lease not remedied within 30 days
following notice by the Landlord of such default.
7. This lease may not be assigned nor the premises sub -let, in whole or in part,
without the express written consent of the Landlord.
8. The parties acknowledge that the leased premises consist of land area only. The
Tenant shall keep and maintain the premises in good and safe condition. Upon the expiration
of this lease, the Tenant shall surrender the premises in good condition free and clear of trash
and debris and in the same condition as when this lease began. No property of the Tenant shall
be abandoned on the premises without the express consent of the Landlord.
9. The Landlord makes no representation regarding the present or future usability
of the site for the Tenant's intended purposes. Any governmental permits, licenses or
authorization necessary to use the premises for the Tenant's purposes must be obtained by the
Tenant at the Tenant's sole cost and expense.
10. In the event of default by the Tenant in the timely payment of rent or the
performance of any of the other obligations of this lease, the Tenant agrees to pay Landlord for
any expenses incurred by the Landlord in the enforcement of this lease including court costs
and attorney's fees.
11. Any notice to the parties may be given to the following addresses and shall be
effective upon deposit in the U. S. Postal system, certified mail with sufficient postage affixed:
Landlord
John W. Brandemuehl
1896 Tinker Top Road
Daleville, VA 24083
Tp-n,qnf
Board of Supervisors of Roanoke County
Attn: Director of General Services
1206 Kessler Mill Road
Salem, VA 24153
With a copy to:
Page 3 of 7
Roanoke County Attorney
Roanoke County Administration Center
P. 0. Box 29800
Roanoke, VA 24018
12. The Tenant during the term of this lease or any extension thereof will maintain a
policy of general liability insurance (including property damage and bodily injury), with a
carrier licensed to do business in the Commonwealth of Virginia, or self-insurance as approved
by the State of Virginia, providing minimum liability coverage's of $300,000.00, with no annual
aggregate.
13. (a) Tenant' obligation to pay is subject to annual appropriations being made
for such purpose by the governing body of the County of Roanoke. Tenant will perform all
acts lawfully within its power to obtain and maintain funds from which payments hereunder
may be made, including making requests for appropriations for such payments to the extent
necessary in each fiscal year or annual budgets submitted for the purpose of obtaining funding,
and, will do no act or make any statement that will cause the disapproval of the appropriation.
(b) Any other provision of this lease to the contrary notwithstanding, this
agreement shall not constitute a debt of the County within the meaning of any limitation on
indebtedness of the County under the Constitution or laws of the Commonwealth of Virginia,
including the Charter of Roanoke County, Virginia, and failure of the Board of Supervisors of
Roanoke County, Virginia to appropriate funds in any year for payment in full of the payments
required by paragraph 3 or any other provision of this lease during such year shall, ipso facto,
terminate this lease and render this lease null and void without further liability on the part of
the County of any kind whatsoever, except for its obligation to maintain the property described
in this lease and to surrender possession of same to the Landlord if prior to or at such time of
non- appropriation, funds are not or have not been appropriated or are not available for the
purchase, lease or rental of pren-dses to perform a like function as the premises described herein.
(c) (1) Should this lease agreement be terminated by the Tenant for non -
appropriation or non-availability of funds under subparagraph (b) above and thereafter during
Page 4 of 7
the original term of this lease funds are appropriated and are made available for the purchase,
lease or rental by the Tenant of premises to perform the same function as the premises
described herein, then the Tenant shall, to the maximum extent permitted by law, procure such
premises from the Landlord.
(2) The Tenant shall use its best efforts to give the Landlord
reasonable, and if possible, prior written notice of any termination of this lease for non -
appropriation of funds under subparagraph (b) above.
14. The Landlord covenants and represents that he has the full and complete
ownership of the leased premises; that he has the full power and right to execute this lease and
to perform the obligations hereunder; that no private restrictions exist with respect to the said
premises or the use thereof; that no one, exclusive of the Landlord and Tenant and their
respective successors in interest, has any interest in or claim against the leased premises; and
that the proposed use of the leased premises by the Tenant is lawful and permissible under all
laws and regulations.
15. In the event that the Landlord intends to sell the leased premises, the sale and
conveyance thereof will be made subject to the provisions of this lease.
16. This Agreement represents the entire understanding between the parties and
may not be modified or changed except by written instrument executed by the parties.
17. This Agreement shall be binding upon the parties hereto, their heirs, personal
representatives, successors, and assigns.
18. This Agreement shall be executed in duplicate, each of which shall constitute an
original,
19. B. Clayton Goodman 111, County Administrator of Roanoke County, Virginia,
hereby joins in the execution of this instrument to signify the acceptance and approval by the
Board of Supervisors of Roanoke County, Virginia, pursuant to Ordinance No. 091410 -
adopted by said Board of Supervisors on the 14th day of September, 2010.
Page 5 of 7
WITNESS the following signatures and seals:
John W. Brandemuehl (SEAL)
Approved as to form: BOARD OF SUPERVISORS OF
ROANOKE COUNTY, VIRGINIA
By- (SEAL)
Paul M. Mahoney B. 04hyton Goodmar�I_H
County Attorney County Administrator
LCo onwealth of Virginia,
C�ounj/ City of to -wit:
The oregoing instrument was acknowledged before me this day of
2010, by John W. B d muehl, Landlord.
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My conu-nission expi z
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Commonwealth of Virginia,
County/City of Roanoke, to -wit:
�Th f g mstrument was acknowledged before me this day of
j � 2010, by B. Clayton Goodman 111, County Administrator, on behalf
of the Board of Supervisors of Roanoke County, Virginia.
Notary Public IE
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ACTION NO.
ITEM NO. F-4
AT A REGULAR MEETING OF THE BOARD OF SUPERVISORS OF ROANOKE
COUNTY, VIRGINIA HELD AT THE ROANOKE COUNTY ADMINISTRATION CENTER
MEETING DATE: May 12, 2015
AGENDA ITEM: Ordinance accepting and appropriating a Stormwater
Management (SWM) Program fee in the amount of $14,904
from the Department of Environmental Quality to the
Department of Community Development's minor capital
National Pollutant Discharge Elimination System (NPDES)
account for stormwater permit fees collected from local
projects prior to July 1, 2014
SUBMITTED BY: Tarek Moneir
Deputy Director of Development Services
APPROVED BY: Thomas C. Gates
County Administrator
COUNTY ADMINISTRATOR'S COMMENTS:
SUMMARY OF INFORMATION:
On July 1, 2014, Roanoke County became the Local Authority for the Virginia Stormwater
Management Program (VSMP) which authorized the County to manage the state program.
The state program is administered through the Virginia Department of Environmental
Quality (DEQ). The VSMP program manages land -disturbing activities resulting from
development activities within the County.
As part of administering this program, the County collects permit fees associated with the
type and size of a land disturbance/development activity. The permit fee is to provide
coverage under the state General Permit for Discharge of Stormwater from Construction
Activities. This permit fee is split 28/72% between Virginia Department of Environmental
Quality and the County respectively. The purpose of the fees is to help the local authority
and the DEQ pay for the costs associated with the administration and management of the
program.
Page 1 of 2
FISCAL IMPACT:
Funds from the State of $14,904 will provide funding for technology that will enhance and
improve efficiency both in the Drainage Maintenance and MS4 (Municipal Separate
Stormwater Sewer System) programs.
ALTERNATIVES:
1. Adopt the ordinance accepting and appropriating the Stormwater Management
Program Fee in the amount of $14,904 to the Department of Community
Development's minor capital "National Pollutant Discharge Elimination System"
(NPDES) account.
2. Do not adopt the ordinance
STAFF RECOMMENDATION:
Staff recommends alternative 1, approval of the first reading of this ordinance, and
scheduling of the second reading on May 26, 2015.
Page 2 of 2
AT A REGULAR MEETING OF THE BOARD OF SUPERVISORS OF ROANOKE
COUNTY, VIRGINIA, HELD AT THE ROANOKE COUNTY ADMINISTRATION
CENTER ON MAY 12,2014
ORDINANCE ACCEPTING AND APPROPRIATING A STORMWATER
MANAGEMENT (SWM) PROGRAM FEE IN THE AMOUNT OF $14,904
FROM THE DEPARTMENT OF ENVIRONMENTAL QUALITY TO THE
DEPARTMENT OF COMMUNITY DEVELOPMENT'S MINOR CAPITAL
NATIONAL POLLUTANT DISCHARGE ELIMINATION SYSTEM
(NPDES) ACCOUNT FOR STORMWATER PERMIT FEES COLLECTED
FROM LOCAL PROJECTS PRIOR TO JULY 1, 2014
WHEREAS, on July 1, 2014, Roanoke County became the Local Authority for the
Virginia Stormwater Management Program (VMSP)-1 and
WHEREAS, part of administering the program, the County collects permit fees
associated with VMSP program activity. The permit fee is to help pay for costs
associated with administration and management of the program and the County splits
the collected fees with the Virginia Department of Environmental Quality (DEQ) 28% to
72% respectively-, and
WHEREAS, prior to July 1, 2014, DEQ collected fees associated with providing
coverage under the state General Permit for Discharge of Stormwater from Construction
Activities and as part of the program transition from State to Local administration, DEQ
has now forwarded Roanoke County's portion of the program fees to the County in the
amount of $14,904; and
WHEREAS, Section 18.04 of the Roanoke County Charter provides that funds be
appropriated by ordinance-, and
WHEREAS, the first reading of this ordinance was held on May 12, 2015, and the
second reading was held on May 26, 2015.
BE IT ORDAINED by the Board of Supervisors of Roanoke County, Virginia as
Page 1 of 2
follows..
1. That the sum of $95,386 is hereby appropriated from the Virginia Department
of Environmental Quality to the Department of Community Development; and
2. The funds are to be allocated to the "National Pollutant Discharge Elimination
System" (NPDES) account (103109-6509) to provide for technology that will
enhance and improve efficiency of the programs-, and
3. That this ordinance shall take effect from and after the date of adoption.
Page 2 of 2
ACTION NO.
ITEM NO. G-1
AT A REGULAR MEETING OF THE BOARD OF SUPERVISORS OF ROANOKE
COUNTY, VIRGINIA HELD AT THE ROANOKE COUNTY ADMINISTRATION CENTER
MEETING DATE: May 12, 2015
AGENDA ITEM: Resolution approving the reorganization and expansion of the
Western Virginia Water Authority by providing that Botetourt
County join the Authority and approving and authorizing the
execution of a Second Amended and Restated Articles of
Incorporation of the Western Virginia Water Authority to
accomplish such joinder
SUBMITTED BY:
APPROVED BY:
Paul M. Mahoney
County Attorney
Thomas G. Gates
County Administrator
COUNTY ADMINISTRATOR'S COMMENTS:
SUMMARY OF INFORMATION:
This resolution reorganizes and expands the Western Virginia Water Authority by
approving the addition of Botetourt County.
City of Roanoke, Franklin County, Botetourt County and Roanoke County will have to
adopt concurrent resolutions approving and authorizing the joinder of Botetourt County to
the Authority. Each jurisdiction has scheduled and will hold a public hearing on this
expansion and adoption of the resolution. This reorganization and expansion of the
Authority will be effective July 1, 2015.
Roanoke County can appoint three (3) members to the Authority. The amended Articles of
Incorporation addresses the appointment of Roanoke County's members as follows:
The appointments for the member positions of Mr. Goldsmith by Roanoke
County and of Mr. Fink by the City of Roanoke and the appointment of
Botetourt County's member have not been determined as of the date of
advertisement of the public hearing on this resolution and these Articles will
Page 1 of 2
be conformed to the appointments made prior to the filing of these Articles
with the State Corporation Commission in June, 2015. All terms will end on
June 30 in the last year of the appointed terms. This note will be removed
from these Articles when they are filed with the State Corporation
Commission.
Therefore, it will be necessary for the Board to insert the names of the County's appointees
in Section 5 of the attached resolution.
FISCAL IMPACT:
None.
ALTERNATIVES:
1 . Adoptthe attached resolution and expand theAuthorityto include Botetourt County.
2. Reject the attached resolution and decline to add Botetourt County to the Authority.
STAFF RECOMMENDATION:
Hold the public hearing on the expansion of the Authority by the joinder of Botetourt
County-, consider the adoption of the attached resolution-, and insert the names of the
County's appointee in the resolution.
Page 2 of 2
AT A REGULAR MEETING OF THE BOARD OF SUPERVISORS OF ROANOKE
COUNTY, VIRGINIA, HELD AT THE ROANOKE COUNTY ADMINISTRATION
CENTER ON TUESDAY, MAY 12,2015
RESOLUTION APPROVING THE REORGANIZATION AND
EXPANSION OF THE WESTERN VIRGINIA WATER AUTHORITY
("AUTHORITY") BY PROVIDING THAT BOTETOURT COUNTY,
VIRGINIA, JOIN THE AUTHORITY; APPROVING AND AUTHORIZING
THE EXECUTION OF A SECOND AMENDED AND RESTATED
ARTICLES OF INCORPORATION OF THE WESTERN VIRGINIA
WATER AUTHORITY TO ACCOMPLISH SUCH JOINDER; AND
AUTHORIZING THE APPROPRIATE PUBLIC OFFICIALS TO TAKE
ANY ACTIONS AND EXECUTE ANY DOCUMENTS NECESSARY TO
ACCOMPLISH SUCH MATTERS, ALL IN ACCORDANCE WITH
VIRGINIA CODE SECTION 15.2-5112
WHEREAS, the Council of the City of Roanoke, Virginia, ("City of Roanoke"), the
Board of Supervisors of Franklin County, Virginia, ("Franklin County"), and the Board of
Supervisors of Botetourt County, Virginia, ("Botetourt County") have or will determine
that it is in the best interest of their citizens that Botetourt County, Virginia, join and
become a member of the Western Virginia Water Authority pursuant to the provisions of
the Virginia Water and Waste Authorities Act, Chapter 51, Title 15.2 of the 1950 Code of
Virginia, as amended (the "Act"); and
WHEREAS, the Board of Supervisors of Roanoke County, Virginia, ("Board of
Supervisors") desires to approve of Botetourt County, Virginia, becoming a member of
the Authority by the adoption of this resolution concurrently (or in concert) with
resolutions adopted or to be adopted by the City of Roanoke, Franklin County, and
Botetourt County" and
WHEREAS, after proper advertisement, a public hearing has been held by this
Board in accordance with the requirements of Section 15.2-5104 of the Act.
Page 1 of 10
NOW, THEREFORE, BE IT RESOLVED by the Board of Supervisors of Roanoke
County, Virginia, as follows:
1 . The Board of Supervisors of Roanoke County, Virginia, hereby determines
that it is in the best interest of the citizens of Roanoke County, Virginia, that Botetourt
County, Virginia, join and become a member of the Western Virginia Water Authority
and approves the terms of the Second Amended and Restated Articles of Incorporation
of the Western Virginia Water Authority as contained in Section 6 of this resolution.
2. The Board of Supervisors hereby authorizes the Chairman and the Clerk
to the Board to execute and attest or witness, respectively, such Second Amended and
Restated Articles of Incorporation of the Western Virginia Water Authority in a form
substantially similar to those set forth in Section 6 below, with such minor revisions and
adjustments as the Chairman shall approve.
3. The Board of Supervisors hereby agrees that the Authority shall be
reorganized and expanded in accordance with the terms of the Second Amended and
Restated Articles of Incorporation of the Western Virginia Water Authority mentioned
above upon the issuance of a Certificate of Joinder and/or Restatement issued by the
Virginia State Corporation Commission.
4. The Board of Supervisors does hereby FIND as a matter of fact that
inclusion in the Second Amended and Restated Articles of Incorporation of the Western
Virginia Water Authority of preliminary estimates of capital costs, proposals for any
specific projects to be undertaken by the Authority, and preliminary estimates of initial
rates for services of such projects as certified by responsible engineers is impractical.
Page 2 of 10
5. As provided for in the Second Amended and Restated Articles of
Incorporation of the Western Virginia Water Authority, the Board of Supervisors hereby
appoints the following three (3) persons to be the Roanoke County representatives and
that such persons' initial terms will start on the date of issuance by the Virginia State
Corporation Commission of a Certificate of Joinder and/or Restatement and expire on
the dates indicated next to their names.
Roanoke County Appointees
NAME
ADDRESS
EXPIRATION OF INITIAL
TERM
Donald L. Davis
1031 Halliahurst Avenue
June 30, 2018
Vinton, VA 24179
Name to be added before
Date to be added before
Resolution is adopted by
Resolution is adopted by
Board
Board
H. Odell Minnix
3314 Kenwick Trail
June 30, 2016
Roanoke, VA 24018
Upon expiration of the initial term of office, and any future term of office, the Board of
Supervisors shall appoint a person (who can be the same person whose term expired)
to be a member of the Board of the Authority for four (4) years from the date of the initial
expiring term and any future expiring term of office. The total number of members that
Roanoke County, Virginia, will have on the Board of the Authority will be three (3)
members.
6. The Second Amended and Restated Articles of Incorporation of the
Western Virginia Water Authority are set forth below. They shall be deemed amended,
restated, and effective upon the date of issuance of a Certificate of Joinder and/or
Restatement by the Virginia State Corporation Commission as provided for in Virginia
Code Section 15.2-5112.
Page 3 of 10
SECOND AMENDED AND RESTATED ARTICLES OF INCORPORATION OF THE
WESTERN VIRGINIA WATER AUTHORITY
The Board of Supervisors of Roanoke County, Virginia, the Council of the City of
Roanoke, Virginia, the Board of Supervisors of Franklin County, Virginia, and the Board
of Supervisors of Botetourt County, Virginia, as well as the Board of Directors of the
Western Virginia Water Authority, have by concurrent resolutions adopted the following
Second Amended and Restated Articles of Incorporation of the Western Virginia Water
Authority, pursuant to the Virginia Water and Waste Authorities Act (Chapter 51, Tile
15.2 of the 1950 Code of Virginia as amended) (the "Act")
ARTICLE I
The name of the Authority shall be the Western Virginia Water Authority (the
"Authority") and the address of its principal office is 601 South Jefferson Street,
Roanoke, Virginia 24011.
ARTICLE 11
The names of the political subdivisions participating in the Authority are Roanoke
County, Virginia, the City of Roanoke, Virginia, Franklin County, Virginia, and Botetourt
County, Virginia, (collectively the "Localities"), each of which hereby acknowledges,
covenants, and agrees that these Second Amended and Restated Articles of
Incorporation shall not be further amended or changed without the express agreement
of each of the governing bodies of each of the Localities. None of the following actions
shall be taken or permitted to occur by the Board of the Authority without the affirmative
vote of a majority of the members from the City of Roanoke and Roanoke County.
(1) The inclusion of additional political subdivisions in the Authority-, and
Page 4 of 10
(2) Additional agreement with other political subdivisions, entities, or persons, for
the bulk sale of surplus water or for the acceptance and treatment of waste
water.
ARTICLE III
The Board of the Authority shall consist of eight (8) members. The names,
addresses, and terms of office of the initial members of the reconstituted Board of the
Western Virginia Water Authority are as follows:
The initial term of each member shall start on the date of issuance by the Virginia
State Corporation Commission of a certificate of joinder or restatement and expire on
the date indicated below.
Name
John P. Bradshaw, Jr
Donald L. Davis
Address
3132 Burnleigh Road, SW
Roanoke, Virginia 24014
(Roanoke City Appointee)
1031 Halliahurst Avenue
Vinton, Virginia 24179
(Roanoke County
Appointee)
Marc Fink Finks Jewelers
3545 Electric Rd
Roanoke Virginia 24018
(Roanoke City Appointee)
R. Gray Goldsmith
Valley Bank
36 Church Avenue
Roanoke, Virginia 24001
(Roanoke County
Appointee)
Page 5 of 10
Expiration of Term of Office
June 30, 2017
June 30, 2018
June 30, 2015*
June 30, 2015*
Shirley B. Holland 161 Lila Lane June 30, 2018
Boones Mill, Virginia
24065
(Franklin County
Appointee)
Harvey Brookins Freedom First June 30, 2016
5240 Valley Park Drive
Roanoke, Virginia 24019
(Roanoke City Appointee)
H. Odell Minnix 3314 Kenwick Trail June 30, 2016
Roanoke, Virginia 24018
(Roanoke County
Appointee)
TBA* June 30, 2017
*The appointments for the member positions of Mr. Goldsmith by Roanoke
County and of Mr. Fink by the City of Roanoke and the appointment of Botetourt
County's member have not been determined as of the date of advertisement of
the public hearing on this resolution and these Articles will be conformed to the
appointments made prior to the filing of these Articles with the State Corporation
Commission in June, 2015. All terms will end on June 30 in the last year of the
appointed terms. This note will be removed from these Articles when they are
filed with the State Corporation Commission.
Upon expiration of the foregoing terms of office, the governing body of the
participating political subdivision that appointed the person whose term expired shall
appoint, for the times set forth below, a person to be such participating political
subdivision's appointee, which can be the same person whose term expired, and the
total number of members for each participating political subdivision will be the number
of members set forth opposite its name below:
Roanoke County — Three, for terms of four years each
City of Roanoke — Three, for terms of four years each
Franklin County — One, for a term of four years
Page 6 of 10
Botetourt County — One, for a term four years
The governing body of each of the Localities shall be empowered to remove at
any time, without cause, any member appointed by it and to appoint a successor
member to fill the unexpired portion of the removed member's term, and shall be
empowered to appoint a successor member to fill the unexpired term of a member such
Locality appointed who may resign or no longer be able to serve.
Each Board member shall be reimbursed by the Authority for the amount of
actual expenses incurred in the performance of Authority duties.
Upon expiration of the term of a member, such member will continue to serve
until the governing body of the Locality appointing such member appoints a successor
member, removes such member, or reappoints such member.
ARTICLE IV
The purposes for which the Authority is being reorganized are to exercise all the
powers granted to the Authority to acquire, finance, construct, operate, manage and
maintain water, waste water, sewage disposal, and stormwater control systems and
related facilities pursuant to the Act. The Authority shall have all of the rights, powers,
and duties of an authority under the Act.
It is not practicable to set forth herein information regarding preliminary estimates
of capital costs, proposals for specific projects to be undertaken, or initial rates for
services of the proposed projects.
Page 7 of 10
ARTICLE V
The Authority shall serve Roanoke County, the City of Roanoke, Franklin County,
and Botetourt County, Virginia, and, to the extent permitted by the Act and the terms of
these Articles, such other public or private entities as the Authority may determine upon
the terms and conditions established pursuant to appropriate contracts, either within or
without Roanoke County, Virginia, the City of Roanoke, Virginia, Franklin County,
Virginia, or Botetourt County, Virginia.
ARTICLE VI
The Authority shall cause an annual audit of its books and records to be made by
an independent certified public accountant at the end of each fiscal year and a certified
copy thereof to be filed promptly with the governing body of each of the incorporating
political subdivisions.
IN WITNESS WHEREOF the Board of Supervisors of Roanoke County,
Virginia, the Council of the City of Roanoke, Virginia, the Board of Supervisors of
Franklin County, Virginia, and the Board of Supervisors of Botetourt County, Virginia
and the Board of Directors of the Western Virginia Water Authority have caused these
Second Amended and Restated Articles of Incorporation to be executed in their
respective names, and their respective seals have been affixed hereto and attested by
the respective secretaries and/or clerks of each.
[SIGNATURE PAGE TO FOLLOW]
[REMAINDER OF PAGE INTENTIONALLY LEFT BLANK]
Page 8 of 10
SIGNATURE PAGE TO SECOND AMENDED AND RESTATED ARTICLES OF
INCORPORATION OF THE WESTERN VIRGINIA WATER AUTHORITY
WESTERN VIRGINIA WATER AUTHORITY CITY OF ROANOKE, VIRGINIA
Bv:
Shirley B. Holland, Chair
Attest'. (SEAL)
Gayle Shrewsbury, Secretary
ROANOKE COUNTY, VIRGINIA
Bv:
David A. Bowers, Mayor
Attest'. (SEAL)
Stephanie M. Moon Reynolds,
City Clerk
FRANKLIN COUNTY, VIRGINIA
By: By:
P. Jason Peters, Cline Brubaker,
Chairman, Board of Supervisors Chairman, Board of Supervisors
Attest'. (SEAL) Attest'. (SEAL)
Deborah C. Jacks, Sharon K. Tudor, Clerk to the
Deputy Clerk to the Board Board
BOTETOURT COUNTY, VIRGINIA
By:
Dr. Donald M. Scothorn
Chairman, Board of Supervisors
Attest'.
Clerk to the Board
(SEAL)
[End of Form of Articles]
Page 9 of 10
7. The Board of Supervisors further authorizes the Chairman and/or the
County Administrator to take any action and execute any documents, including the
Application for Joinder, necessary to accomplish the matters set forth in this resolution
and to cause the Second Amended and Restated Articles of Incorporation of the
Western Virginia Water Authority to become effective so that Botetourt County, Virginia,
becomes a member of the Authority.
8. This resolution shall take effect immediately upon its adoption.
Page 10 of 10
ACTION NO.
ITEM NO. H-1
AT A REGULAR MEETING OF THE BOARD OF SUPERVISORS OF ROANOKE
COUNTY, VIRGINIA HELD AT THE ROANOKE COUNTY ADMINISTRATION CENTER
MEETING DATE: May 12, 2015
AGENDA ITEM: Ordinance accepting and appropriating funds in the amount of
$278,950 and approving a Comprehensive Agreement with
HHHunt for the design and construction of the Murray Run
Stream Restoration Project underthe Public -Private Education
Facilities and Infrastructure Act (PPEA) of 2002
SUBMITTED BY:
APPROVED BY:
Tarek Moneir
Deputy Director of Development Services
Thomas C. Gates
County Administrator
COUNTY ADMINISTRATOR'S COMMENTS:
SUMMARY OF INFORMATION:
On September 9, 2014, HHHunt submitted an unsolicited proposal for the Murray Run
Stream Restoration Project. The project consists of restoring approximately 1,460 linear
feet of Murray Run by cutting back steep channel slopes, lowering overbank elevations,
placing natural (stone, wood, vegetation) erosion control devices and providing rock control
structures in the stream.
This PPEA proposal is unique in that the proposal is to partner with Roanoke County to
address an environmental problem with the assistance of a grant from the Commonwealth
of Virginia. Grant funding is available from the Virginia Stormwater Local Assistance Fund
(SLAF), administered by the Department of Environmental Quality (DEQ), to construct Best
Management Practices (BMPs) to assist localities in addressing their water quality issues.
The projects must be for the purpose of lowering stream pollutants, must be administered
through a locality and has a fifty percent (50%) local match. In this instance, the local
match will be provided by the private partner. A condition of this grant program is that any
BMP constructed under this grant program must be maintained by the locality in perpetuity.
Failure to maintain the BMP could result in DEQ requiring the County to repay the State
the grant funding.
Page 1 of 3
The County policy of PPEA requires:
a. Roanoke County must advertise the project for competing proposals-,
b. Roanoke County staff must review the proposal/s prior and recommend the
appropriate Comprehensive Agreement for the project-,
c. The Comprehensive Agreement is made available to the public for at least 30 days-,
d. The Board of Supervisor must hold a public hearing prior to the final approval-, and,
e. Roanoke County executes the agreement and appropriates the fund to complete
the project.
On September23, 2014, staff advertised forcompeting proposals as required bythe PPEA
legislation and HHHunt submitted the required review fee. No other competing proposals
were received by the advertised deadline of December 16, 2014. County staff then
negotiated a Comprehensive Agreement, which is being submitted to the Board for its
review and approval.
The Comprehensive Agreement was made available for public review prior to the Board
considering it for approval. Notice of the availability of the Comprehensive Agreement for
public review was published on April 12, 2015. A public hearing notice is scheduled forthis
meeting (May 12, 2015) prior to the Board final action for Roanoke County to enter into this
Comprehensive Agreement.
FISCAL IMPACT:
There is no obligation made on the part of the County to fund any cost for the project.
HHHunt has submitted a $5,000 proposal fee to the County. These funds are being used
to defray any County costs for reviewing the proposal and negotiating this tentative
Comprehensive Agreement. Funds for construction will come from HHHunt and Virginia
Department of Environmental Quality (DEQ) grant fund (already approved for Roanoke
County).
The estimated project cost is $557,900 with $278,950 provided under the DEQ grant and
the $278,950 local match provided by HHHunt as part of its unsolicited PPEA proposal.
HHHunt will be responsible forthe design of the project, for obtaining all permits, providing
information to the County to satisfy DEQ grant reporting requirements, construction work,
and, repair of any damage that occurs in the warranty period. At the conclusion of the
warranty period, HHHunt will continue general maintenance responsibilities as the property
owner.
County staff, using existing resources, will oversee and inspect the project to ensure that it
meets DEQ's grant requirements and administer the grant.
Upon project completion, the County will inspect the project annually and provide periodic
maintenance, which may include minor grading and spot stabilization.
Page 2 of 3
ALTERNATIVES:
1) Approve the second reading following the public hearing of the ordinance accepting and
appropriating funds and approving a Comprehensive Agreement with HHHunt for the
design and construction of the Murray Run Stream Restoration Project under the
Public -Private Education Facilities and Infrastructure Act (PPEA) of 2002
2) Do not approve this ordinance
STAFF RECOMMENDATION:
Staff recommends that the Board of Supervisors approve the second reading of the
attached ordinance (Alternative 1).
Page 3 of 3
AT A REGULAR MEETING OF THE BOARD OF SUPERVISORS OF ROANOKE
COUNTY, VIRGINIA, HELD AT THE ROANOKE COUNTY ADMINISTRATION
CENTER ON TUESDAY, MAY 12,2015
ORDINANCE ACCEPTING AND APPROPRIATING FUNDS IN THE
AMOUNT OF $278,950 AND APPROVING A COMPREHENSVIE
AGREEMENT WITH HHHUNT FOR THE DESIGN AND
CONSTRUCTION OF THE MURRAY RUN STREAM RESTORATION
PROJECT UNDER THE PUBLIC-PRIVATE EDUCATION FACILITIES
AND INFRASTRUCTURE ACT (PPEA) OF 2002
WHEREAS, on September 9, 2014, Roanoke County received an unsolicited
proposal under the Virginia Public -Private Education Facilities and Infrastructure Act
("PPEA") for the stream restoration of Murray Run (the "Project"); and
WHEREAS, this Project will be designed and constructed to restore
approximately 1,460 linear feet of Murray Run, a perennial tributary of the Roanoke
River located in southwestern Roanoke County, to stabilize the existing eroded stream
and to reduce nutrient and sediment loading to the watershed in accordance with the
County's application for a Stormwater Local Assistance Grant from the Department of
Environmental Quality-, and
WHEREAS, on September 23, 2014, the Board adopted resolution R-092314-1
accepting for review this proposal and announcing that it would simultaneously consider
competing proposals-, however, no other proposals were received-, and
WHEREAS, on January 27, 2015, the Board adopted a Resolution authorizing
the development and submittal of a detailed design phase proposal for this Project-, and
WHEREAS, the County accepted the unsolicited proposal for consideration, and
after exhaustive review, determined in writing that proceeding with the procurement that
was the subject of the proposal using competitive negotiation procedures was
advantageous to the County and the public based upon probable scope, complexity,
Page 1 of 3
urgency of the Project, risk sharing and added value, and/or economic benefit from the
Project; and
WHEREAS, the County determined that the project is a qualifying project that
serves the public purpose of the PPEA and is in the public interest to pursue" and
WHEREAS, the County has received a preliminary commitment of $278,950
pursuant to the Department of Environmental Quality Stormwater Local Assistance
Fund grant program-, and
WHEREAS, that based upon HHHunt's proposal, estimated price and
presentation, the County has selected HHHunt for entry into a comprehensive
agreement for the Project, and the County and HHHunt wish to enter into this
Comprehensive Agreement for the Project-, and
WHEREAS, the first reading of this ordinance was held on April 28, 2015, and
the second reading and public hearing was held on May 12, 2015.
NOW THEREFORE, BE IT ORDAINED, By the Board of Supervisors of Roanoke
County, Virginia, as follows:
1. That the Comprehensive Agreement between Roanoke County and HHHunt
Roanoke, LLC is hereby approved.
2. That HHHunt will pay to the County the matching funds for the Stormwater
Local Assistance Fund grant, and the County will use said matching grant
funds to pay for completed work on the Project. The County accepts and
appropriates the matching grant funds in the amount of $278,950 from
HHHunt for this Project.
Page 2 of 3
3. That the County Administrator, or Assistant County Administrator, is
authorized to execute the Comprehensive Agreement and such other
documents and take such actions on behalf of Roanoke County as are
necessary to accomplish the purposes of this Project, all of which shall be
upon form approved by the County Attorney. The form of the Comprehensive
Agreement presented to the Board is hereby approved with such completions,
omissions, insertions and changes as the County Administrator may approve,
whose approval shall be evidenced conclusively by the execution and delivery
thereof, all of which shall be approved as to form by the County Attorney.
4. That this Ordinance shall be effective from and after its adoption.
Page 3 of 3
On page 3 R5GL Revisions 3.24.15
COMPREHENSIVE
AGREEMENT
Between
The County of Roanoke, Virginia
And
HHHunt Corporation (d/b/a HHHunt)
FOR THE DESIGN AND CONSTRUCTION OF THE MURRAY RUN STREAM RESTORATION PROJECT
Date: May- 2015
Page 1 of 25
20684/l/7047081vl
EXHIBITS
A — Land L pages)
B — Scope of Work L pages)
C — Project Schedule (_ pages)
D — Items and Prices Summary L pages)
E — Draw Schedule (1 page)
F Payment Application (1 page)
G Vendor's Certification (1 page)
H Application for Stormwater Local Assistance Fund Grant
I Department of Environmental Quality Typical Stormwater Local Assistance Fund Grant Agreement (Unexecuted)
J Access Agreement between the County of Roanoke and HHHunt
Page 2 of 25
20684/l/7047081vl
This COMPREHENSIVE AGREEMENT ("Agreement") is dated and effective as of this _ day of May, 2015 (the "Effective
Date" and/or "Contract Date"), by and between: COUNTY OF ROANOKE, VIRGINIA ("County"), and HHHunt Corporation d1b1a
HHHunt, a Virginia Corporation (the "Private Entity") with a principal place of business at 1401 Sunday Drive, Suite 109, Raleigh, North
Carolina 27607.
RECITALS
R-1. In April 2003, the County adopted procedures to implement the Virginia Public -Private Education Facilities and
Infrastructure Act of 2002 ("PPEA"), Va. Code 56-575.1, et secl.
R-2. The County subsequently received an unsolicited proposal for the Project pursuant to the PPEA.
R-3. The County advertised for competing proposals. No other proposals were received.
R-4. The County accepted the unsolicited proposal for consideration. The County determined in writing that proceeding with
the procurement that was the subject of the proposal using competitive negotiation procedures was likely to be advantageous to
the County and the public based upon probable scope, complexity, or urgency of the Project, risk sharing and added value, and/or
economic benefit from the Project.
R-5. The County has received a preliminary commitment of $278, 950 pursuant to the Virginia Department of Environmental
Quality Stormwater Local Assistance Fund grant program.
R-6 The County determined that the Project is a qualifying project that serves the public purpose of the PPEA and is in the
public interest to pursue.
R-7. That based upon the Private Entity's proposal, estimated price and presentation, County has selected Private Entity for
entry into a comprehensive agreement for the Project, and the County and Private Entity now wish to enter into this Agreement for
the Project.
NOW, THEREFORE, for and in consideration of the premises and mutual covenants hereinafter contained, and subject to the
conditions herein set forth, the parties hereby covenant, agree, and bind themselves as follows:
ARTICLE I
DEFINITIONS
Unless the context otherwise specifies or requires, the following definitions apply to this Agreement:
1.1. Architect - En-gineer ("A-E") means Private Entity's design professional Persons responsible for the architectural, engineering,
and other consulting services for the Project, including, without limitation, its planning, design, and implementation. Private
Entity has proposed its A-E for the Project in its proposals to the County, and Private Entity shall use this A-E for the Project
unless the County approves otherwise in writing.
1.2. Change means any addition to, deletion from, or modification of the Project or the Services that is made in accordance with the
provisions of this Agreement. A Change may be made by a written Change Order if County and Private Entity agree as to
adjustments to the CCL or GMP, as applicable, and schedule, or unilaterally by the County by a written Change Directive, with
any adjustments to the CCL or GMP, as applicable, and schedule, to be determined subsequently pursuant to Article XVII of this
Agreement.
1.3. Chan_qe Directive means a written order by the County, specifically identified as a "Change Directive", directing a Change,
which the Private Entity shall follow.
1.4. Chan-ge Order means a Change made by a written agreement in which the County and Private Entity have indicated agreement
as to the Change and adjustments to price and/or schedule due to the Change and have evidenced their agreement by
executing the written agreement.
1.5. Codes and Standards means all local, state and federal regulations, ordinances, codes, laws, or requirements applicable to the
P roj e ct.
1.6. Contract Cost Limit ("CCL") means the initial limit established at the time of execution of this Agreement on total amounts
payable to the Private Entity under this Agreement absent a Change pursuant to this Agreement.
1.7. Contract Documents means the following listed in their order of precedence:
(a) Any written modifications to this Comprehensive Agreement made in accordance with this Comprehensive Agreement-,
(b) This Comprehensive Agreement, including all exhibits thereto-,
(c) Any written Change Orders made in accordance with this Agreement-,
(d) Any written Change Directives issued in accordance with this Agreement-,
Page 3 of 25
20684/l/7047081vl
(e) The Construction Documents, which are the final Plans and Specifications that are approved by the County, Architect -
Engineer, and Private Entity-,
(f) Plans and Specifications that are approved by the County, Arch itect-Eng ineer, and Private Entity-,
(g) Documents incorporated by reference in this Agreement-,
(h) Private Entity's detailed design proposal dated September 8, 2014, which is incorporated herein by reference.
1.8. Contractor or Prime Construction Contractor. Contractor or Prime Construction Contractor means the entity to which the
Private Entity subcontracts the construction portion of the Work of its responsibilities under this Agreement. Private Entity has
proposed its Construction Contractor for the Project in its proposals to the County, and Private Entity shall use Construction
Contractor for the Project unless the County approves otherwise in writing.
1.9. Day means a calendar day, and "days" mean calendar days, unless the contrary is expressly indicated.
1.10. Defect, Defective, or Deficient is an adjective or noun which when modifying or referring to the word Work refers to Work or
any part thereof that is unsatisfactory, faulty, or does not conform to the Contract Documents, or does not meet the requirements
of any inspections, standards, tests or approvals referred to in the Contract Documents.
1.11. Draw Schedule means the schedule attached hereto as Exhibit E to be used as a basis for payment of the Fixed Fees
component of payments to Private Entity, setting forth the anticipated completion date of the various components of the Project
and the value assigned to those different components.
1.12. Fixed Fees mean the amounts payable to the Private Entity as specified in Section 5.4 for the Services.
1.13. Final Completion of Work, Final Completion or final completion means completion in conformance with this Agreement, the
Construction Documents, and other Contract Documents of all of the Work required by this Agreement, including without
limitation, punch list items so that the Project will be properly completed and result in a fully functional and properly operating
P roj e ct.
1.14. Guaranteed Maximum Price ("GMP") means the amount established as the maximum amount payable to the Private Entity
absent a Change.
1.15. Land means the real property described in Exhibit A hereto, including improvements thereon owned and managed by HHHunt.
1.16. County means COUNTY OF ROANOKE, VIRGINIA.
1.17. CountV's Representative means that person designated by the County in writing to perform the functions of County's
Representative specified in this Agreement.
1.18. Person or person means any individual, partnership, joint venture, association, joint-stock company, corporation, limited liability
company, trust, unincorporated organization, government or any agency or political subdivision thereof, or any other legal entity.
1.19. Plans and Specifications mean the surveys, plans and specifications that Private Entity causes to be prepared for the Project
that are approved by the County, A-E, and Private Entity.
1.20. Private Entity means HHHunt.
1.21. Promect or promect means the complete and proper design and construction of the restoration of 1,460 linear feet of Murray Run,
a perennial tributary of the Roanoke River, located in southwestern Roanoke County. The Project begins at the southern
property line with Green Valley Elementary School and extends to a previously stabilized section of Murray Run just upstream of
the Ogden Road crossing. The primary goal and objective of this Project is to stabilize the existing eroded stream to prevent
and/or reduce nutrient and sediment loading to the watershed through the use of native materials and natural channel design
practices designed in accordance with the application for Stormwater Local Assistance Fund Grant attached as Exhibit H, and
constructed as called for in the Contract Documents, to be designed and constructed by Private Entity on the Land in
accordance with the Construction Documents and the terms of this Agreement, and any related upgrades and/or modifications
ordered by Change, Change Order, or Change Directives. The design and construction of the project must provide the minimum
annual phosphorus and sediment removal values contained in the Application for Stormwater Local Assistance Fund Grant as
approved and determined by the Department of Environmental Quality.
1.22. Promect Schedule means the schedule for design and construction of the Project, which, in its initial version, is set forth in
Exhibit C attached hereto.
1.23. Punch List Items means a list of items of Work to be completed and deficiencies to be corrected, identified by the County's
Representative or A-E, that do not affect the attainment of Substantial Completion. If the County's Representative and A-E do
not agree as to an item or items, any such items not agreed upon shall be considered a punch list item until a contrary
determination is made pursuant to Article XVII of this Agreement. Such items must be complete before Final Completion can
take place.
Page 4 of 25
20684/l/7047081vl
1.24. Requisition means an application for payment in the form attached as Exhibit F.
1.25. Scope of Work or Work means all the work, services, and materials for the Project required by this Agreement to be provided
by Private Entity, and that may be required to result in a fully functional and properly operating Project, and all of which shall be
provided by Private Entity within the GMP, which is set forth in Exhibit B attached hereto, except as may be modified by any
Change.
1.26. Services means all pre -construction and development services and all architectural and engineering design, procurement and
construction services related to the Project furnished by Private Entity, including, without limitation, all labor, services, materials
and facilities, and all other things that are required to provide for the development of the site and the design, construction and
equipping of the Project so that such Project is properly completed. Services are a part of the Work.
1.27. Stormwater Local Assistance Fund Grant Agreernen means the agreement between Roanoke County and the Virginia
Department of Environmental Quality that sets Project requirements that must be met to receive a fifty percent (50%) matching
grant that is paid to local governments for the planning, design, and implementation of stormwater best management practices
that address cost efficiency and commitments related to reducing water quality pollutant loads.
1.28. Subcontractor means the entity with which Private Entity enters into an agreement to perform Services under this Agreement.
1.29. Substantial Completion means the date determined by inspection by the County's Representative, Private Entity, A-E, and if
applicable, the Virginia Department of Environmental Quality, that construction of the Project is so sufficiently complete in
accordance with the Construction Documents that it may be utilized and can be used for all of its intended uses.
1.30. Unusually Severe Weather means weather that impacts major Work activities on the critical path of the Project and deviates
significantly from that which could be reasonably expected due to the time of year or as compared to standard averages for the
area as compiled through the NOAA or other authorized local sources.
ARTICLE 11
GENERAL DESCRIPTION, TERM OF AGREEMENT, AND PRIVATE ENTITY'S STATUS AS INDEPENDENT CONTRACTOR
2.1. General Description.
Under this Agreement, Private Entity will be providing to the County, site design and development services, A-E design services,
permitting services, and construction services for the Project, so the result will be that the County will have a restored section of Murray
Run in full accordance with the Contract Documents. Private Entity will be providing these services as a design -builder. The
satisfactory completion of design and permitting services are a prerequisite for the County securing grant funding from the Department
of Environmental Quality. Private Entity will be compensated subject to the terms of this Agreement but will be responsible for ensuring
that the total cost of the Project to County does not exceed the Contract Cost Limit ("CCL") established by this Agreement. Private
Entity will be responsible for completing the Project so that payments by County will not exceed the CCL, except as may be adjusted by
this Agreement, even if the costs to Private Entity to do so exceed the CCL. Because this is a design -build project, except as provided
in Section 4.2.a, County makes no warranty to Private Entity, express or implied, regarding any design for the Project. Rather Private
Entity agrees that all design and design services shall conform to that standard of care ordinarily exercised by architects and engineers
engaged in performance of similar services for similar projects in the Commonwealth of Virginia. Requirements for the Work (including
Services) in this Agreement shall be subject to this standard of care.
All work shall be performed in accordance with all Department of Environmental Quality requirements pursuant to the Stormwater Local
Assistance Fund Grant agreement.
2.2. Term Of Agreement.
This Agreement begins on the Effective Date indicated at the beginning of the Agreement and continues until its termination pursuant to
Article XVIII, any other provision of this Agreement, or by law or until all obligations under this Agreement have been properly and fully
performed.
2.3. Independent Contractor.
For all purposes hereunder, Private Entity is an independent contractor and shall not be deemed an agent, employee or partner of the
County.
2.4. Subcontractors.
a. Private Entity may subcontract any portion of the Services to be performed hereunder, but Private Entity shall not thereby be
relieved of any of its obligations set forth herein. Private Entity may subcontract the construction Work to a contractor ("Contractor"
or "Prime Construction Contractor"). Private Entity shall use the Prime Construction Contractor proposed in its proposals unless
the County, in its sole discretion, approves otherwise in writing. Private Entity shall furnish to the County's Representative for its
information not later than ten (10) days before the date scheduled for issuance of the notice to proceed with construction, a list of
all Persons being considered to be subcontractors to the Prime Construction Contractor. The County's Representative shall, within
five (5) days of receipt of this list, notify Private Entity in writing if it has any reasonable objection to any such subcontractor. A
failure to notify Private Entity within this five-day period shall not waive the right of the County's Representative to later object to
Page 5 of 25
20684/l/7047081vl
any proposed subcontractor for cause. The receipt of such list shall not require the County's Representative to investigate the
qualifications of any listed subcontractor. Any changes to Subcontractors required by the County or the County's Representative
after the GMP is accepted shall constitute a Change.
b. Prior to performing any Work on the Project, the Contractor and Subcontractors shall provide copies of their current licenses to the
County's Representative. Private Entity shall ensure that all such Subcontractors shall be properly licensed and authorized to do
business in Virginia, shall have the proper insurance coverage, and shall comply with all state, federal, and local laws, including
obtaining any necessary County or City business license. The Private Entity shall comply with Title 54.1, Chapter 11, of the Code
of Virginia, with respect to licensure of itself and all Subcontractors employed to work on the Project. The Private Entity represents
that it has verified that all Subcontractors hold all required state and local licenses, including State Contractor's license and County
business license. The Private Entity will verify that any additional Subcontractors employed to work on the Project, subject to initial
verification, hold all required state and local licenses, including State Contractor's license and County business license. Private
Entity is required to submit the Contractor's Certification as to Licensure of Subcontractors Form to the County. This constitutes a
material part of the Private Entity's Agreement with the County.
c. Subcontractors shall not be changed without the written approval of the County's Representative. Approval by the County's
Representative shall not be unreasonably withheld.
d. Private Entity further agrees that it is as fully responsible to the County for the acts and omissions of its subcontractors, suppliers,
and invitees on the jobsite and of persons either directly or indirectly employed by them, as the Private Entity is for the acts and
omissions of Persons directly employed by it.
ARTICLE III
THE WORK
3.1. Wo rk/S peci fi cations.
a. The Private Entity shall furnish all necessary personnel, material, equipment, services, and facilities (except as otherwise specified)
to fully and properly perform the Project in a good and workmanlike manner in accordance with the Contract Documents and within
the Project Schedule, time being of the essence for this Project.
b. The County shall have the right to add to the Scope of Work to be performed under this Agreement, including, without limitation,
Work to be performed at the Project, and Private Entity agrees to perform such Work, subject to issuance of a Change Directive
and/or a Change Order for such Work. Private Entity agrees to promptly meet and confer with the County regarding added Scope
of Work proposed by County.
c. The County requires that the Private Entity perform a complete and satisfactory job in accordance with the Contract Documents.
d. All Work not specifically described in the Contract Documents, yet required to produce a fully functional and properly operating
project shall be provided even though every item or minor detail for the proper installation or successful operation of the entire
Work is not mentioned in the Contract Documents.
e. The Private Entity acknowledges and agrees that it has taken into account in its proposal the requirements of the Contract
Documents, local conditions, availability of material, equipment, labor, and any other factors which may affect the performance of
the Work. The Private Entity agrees and warrants that it will properly and fully complete the Work not later than the time period or
date indicated for completion.
3.2. Conditions Affecting The Work.
a. The Private Entity is responsible for having taken steps reasonably necessary to ascertain the nature and location of the Work, and
the general and local conditions that can affect the Work or its costs, including, but not limited to available parking and staging
areas and existing building materials and components. Any failure by the Private Entity to reasonably ascertain the conditions
affecting the Work does not relieve the Private Entity from responsibility for successfully performing the Work without additional
expense to the County. Each party assumes no responsibility for any representations concerning conditions made by any of its
officers, employees or agents before execution of this Agreement unless such representations are expressly stated in the
Agreement.
b. The Private Entity shall perform all work in accordance with the Application for Stormwater Local Assistance Fund Grant conditions
contained in the Stormwater Local Assistance Fund Grant Agreement, and natural stream practices recognized by the Department
of Environmental Quality.
3.3. Interpretation of Contract Documents.
a. The Contract Documents are intended to be complementary and to be interpreted in harmony to avoid conflict if this can
reasonably be accomplished.
b. The following rules regarding correlation and intent of the Contract Documents are first to be employed in the event of any
inconsistency, conflict, or ambiguity: (1) Anything mentioned in the Specifications and not shown on the Plans, or shown on the
Plans and not mentioned in the Specifications, is of like effect as if shown or mentioned in both- (2) In case of conflicts between
Plans and Specifications, the Specifications will govern-, (3) In case of a difference between sm�ll and large—scale drawings, the
large—scale drawings will govern-, (4) Schedules on any contract drawing take precedence over conflicting information on that or
any other contract drawing-, (5) On any of the drawings in which a portion of the Work is detailed or drawn out and the remainder is
shown in outline, the parts detailed or drawn out will apply also to all other like portions of the Work.
c. If, despite application of the rules in 3.3b, an inconsistency, conflict, or ambiguity still exists between or among the Contract
Documents that cannot be reasonably harmonized, then precedence shall be given to the Contract Documents in the order in
which they are enumerated in paragraph 1.6. of this Agreement.
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ARTICLE IV
PROJECT DEVELOPMENT
4.1. Design and Construction.
The Private Entity shall be responsible for the professional quality, technical accuracy and the coordination of all surveys, designs,
drawings, plans, specifications, environmental permit applications and other services and/or materials furnished by the Private Entity
under this Agreement. However, the responsibility of the Private Entity does not relieve those providing such services and/or materials
from being responsible for such items.
4.2. Drawings and Specifications.
Based upon the Scope of Work and/or requirements approved by the County in writing and included herein, the Private Entity shall
prepare the complete contract working Plans and Specifications. All design submissions for this Project shall be made in both paper
drawing/document form and AutoCAD electronic file form compatible with County's CAD system. The minimum scale for drawings shall
be 1 inch = 20 feet. Design submissions shall be made as outlined below. The County review and/or approval period shall be in
accordance with the Project Schedule Milestones (see Exhibit C), but not less than ten (10) days for each of the following submissions.
In addition, the County shall submit each design submittal to the Department of Environmental Quality for its review and approval.
a. Desi_qn Submission: Private Entity will provide the County with the surveys and designs to County for approval.
b. Permit Application and Submission: Following receipt of County's approval of the Design submission, the Private Entity shall
prepare all Permit Application submissions including updated drawings and specifications. Private Entity shall submit these permit
applications submissions to the County for review and approval in accordance with the Project Schedule shown in Exhibit C. The
County review period will be in accordance with the Project Schedule shown in Exhibit C
c. Construction Documents Submission:
Following receipt of County's approval and the various Federal, Commonwealth and County approvals and award of permits, the
Private Entity shall prepare Construction Documents submission. Private Entity shall submit the Documents submission to the
County for review and approval in accordance with the Project Schedule shown in Exhibit C. The County review period will be in
accordance with the Project Schedule shown in Exhibit C.
4.3. Construction.
Upon receipt of all Federal, Commonwealth of Virginia, and local environmental permits, upon receipt by County of an executed grant
agreement with the Department of Environmental Quality, and with County's prior agreement in writing, and subject to imposition by
County of reasonable conditions to assure a satisfactory Guaranteed Maximum Price (GMP) for the Project, construction may be
allowed to commence in accordance with the Project Schedule.
4.4. Scheduled Submittals.
Upon receipt of a scheduled submittal by Private Entity for the County's review and approval, the County shall provide its approval,
conditional approval or a single consolidated list of exceptions within the period of time specified, provided, however that the County
shall have not less than ten work (10) days to review and act upon any initial submission. If a submittal is not specified, in this
Agreement, the period for review shall not exceed ten (10) work days. Acceptance of a particular scheduled submittal(s) shall be
deemed made by the County if the County's Representative has not delivered a consolidated list of exceptions prior to the expiration of
the applicable period for review. Upon receipt of any "conditional" approval, work shall proceed on the approved portions of the Work
and a resubmittal of the conditional Work will be submitted, or not submitted, as directed.
Upon receipt of a consolidated list of exceptions from the County's Representative regarding any submittal, the Private Entity shall
change or correct, and redeliver the submittal to the County's Representative within the period of time specified in the Schedule
Milestones, or within ten work (10) days if not specified. The County's Representative shall then provide the Private Entity its approval
or single consolidated list of exceptions within five work (5) days. . All exceptions taken at any time must be relative only to the
requirements set forth in this Agreement and identify the area of non-compliance.
Approvals may also be required from the Department of Environmental Quality. The County, or if requested by the County, the Private
Entity, shall submit necessary submittals to the Department of Environmental Quality. County approvals shall be subject to approvals
from the Department of Environmental Quality. Department of Environmental Quality review times are anticipated to be two weeks or
less, but cannot be guaranteed by the County.
ARTICLE V
PRICES AND FUNDING
5.1. Prices.
The Private Entity must provide all Work called for under this Agreement, including furnishing all surveys, designs, permits, material,
services, labor and equipment to perform the Services for the CCL as indicated in Exhibit D.
5.2 Funding
a. Funding for this project is being provided by a Stormwater Local Assistance Grant from the Department of Environmental Quality to
the County, and by money paid to the County by the Private Entity. No other funding shall be provided by the County, unless the
County directs a Change to the Scope of Work that is not necessary to comply with the Stormwater Local Assistance Grant
requirements.
b. Absent a Change, the Private Entity is responsible to accomplish all of the Work within the available funding.
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c. In the event that the Work is not completed, to the satisfaction of the Department of Environmental Quality, for any reason-, the
Private Entity shall be responsible to reimburse the County for any disbursed grant funding that must be repaid by the County.
5.3 Contract Cost Limit ("CCL")
a. A Contract Cost Limit (CCL) has been agreed to by the parties, the amount of which is stated in Exhibit D. The CCL is the
maximum amount payable to Private Entity and is a cap on Private Entity's compensation, which is the sum of Fixed Fees (see 5.4)
payable to complete the Scope of Work. As the design is refined, a Guaranteed Maximum Price (GMP) will be established that
may be less, but not more, than the CCL unless County's Representative directs a Change to the Scope of Work.
b. The Private Entity shall develop Design Development documents in accordance with Article IV in order to arrive at a Guaranteed
Maximum Price that shall be less than or equal to the CCL. The Private Entity shall submit to County's Representative, estimates
of the GMP at the completion of the Design Submission, Permit Application and Submission and Construction Documents
Submission.
5.4 Fixed Fees
The County shall pay the Private Entity Fixed Fees, which consist of the architecture and engineering fees, permitting fees, and
construction fees stated in Exhibit D. The Fixed Fees include all compensation payable by County to Private Entity. The Private Entity
shall provide detailed break -down of all fixed fees, as required by the County, to allow the County to evaluate the reasonableness of the
fixed fees.
5.5 Guaranteed Maximum Price.
a. A Guaranteed Maximum Price (GMP) shall be established by the parties for the Project at the time of approval of the Construction
Document submission and prior to commencement of construction. The GMP is the maximum sum that the County shall pay to the
Private Entity in total for this Project, except as otherwise provided in this Comprehensive Agreement. It includes all the Fixed
Fees as defined in section 5.4 that will be payable to Private Entity.
b. All proposed revisions or changes to the approved Plans and Specifications must be submitted to the County's Representative for
review and approval for conformance with the approved Construction Documents plans and specifications, regardless of whether
or not they affect the GMP. County's Representative's review and approval shall not be unreasonably conditioned.
c. Private Entity shall ensure that the GMP amount is not exceeded, but if such amount is exceeded, Private Entity shall be solely
responsible for any such excess amount.
d. No payment shall be made to Private Entity in excess of the GMP except as adjusted for any Changes, requested by the County,
made in accordance with this Agreement. The Private Entity shall be wholly responsible to complete the Project at no
compensation above the GMP as adjusted for any Changes made in accordance with this Agreement.
5.6 Change In Fees Relating To Services For Modification of Design.
For Changes to the Work requested by the County in writing after County's approval of the Plans and Specifications, if such changes
add to the Scope of Work, the Private Entity shall, upon the written request of the County's Representative, make the necessary design
drawing and specification revisions-, prepare and issue requests for proposal describing the modifications-, prepare estimates, drawings
and specifications as required-, evaluate proposals and make recommendations to the County's Representative. The amounts payable
by County for Change under this paragraph will be negotiated.
ARTICLE VI
(Intentionally Omitted)
ARTICLE VII
AS BUILT DRAWINGS
7.1. Record "As Built" Drawings.
a. The Private Entity shall, during the progress of the Work, keep a master set of prints on the job site (Record or also referred to as
"As -Built" drawings) on which is kept a complete, careful and neat record of all deviations from the Construction Documents made
during the course of the Work.
b. The Private Entity shall provide the County with one, complete, reproducible set of the Construction Documents incorporating the
revisions and changes made during construction up to acceptance of the Project. These updated Plans and Specifications shall
reflect all changes to the Construction Documents to indicate the "As -Built" conditions, including revisions in site and building area
tabulations. These Plans and specifications must be certified as to their correctness by the signature of the Private Entity and A-E
and used in preparing a permanent set of "As -Built" drawings.
c. In addition to reproducible submissions, the Private Entity must submit a CADD system electronic file for these "As Built"
documents prepared with a CADD system compatible with the County's AutoCAD system.
d. The County reserves the right to review "As -Built" documents at any time during the Project.
e. The Private Entity shall forward all "As -Built" drawings, specifications and photographs to the County's Representative not later
than thirty (30) days after Project completion.
f. Any part of the costs associated with the preparation and completion of the "As -Built" drawings will not be paid to Private Entity by
County until the As -Built drawings are provided to and approved by the County's Representative.
ARTICLE Vill
WARRANTY
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8.1. Warranties.
The Private Entity warrants that all the Work furnished as part of the Services is in substantial accordance with the requirements of the
Contract Documents, free from any defect or inferior materials or equipment, and is of such quality workmanship as to meet the
applicable standard of care in Virginia for the type of Work performed, for a period of one Vear after the date of Substantial Completion
of the Work as defined by Exhibit B, and, unless otherwise agreed by the County in writing, in County's sole discretion, all materials are
new. All warranties are subject to the reasonable approval of the County. Private Entity will also use its best efforts, to include
provisions in the subcontracts, that such warranties do not contain any limitation on liability, any reduction of the applicable statute of
limitations, any indemnity requirements from the County, any venue or forum selection clause other than the County of Roanoke,
Virginia, or any requirement for mediation or arbitration.
8.2. Repairs.
If, within the applicable warranty period, the County or County's Representative finds that warranted Work needs to be repaired or
changed for any reason, the Private Entity shall promptly, and without additional expense to the County:
a Place in a repaired and stable condition consistent with the Stormwater Local Assistance Fund Grant Agreement-,
b. Correct all damage to the site that is the result of unsatisfactory Work in a manner satisfactory to the County and the Department of
Environmental Quality-, and
c. Correct any Work or materials, disturbed in fulfilling the warranty-, and
-d- Should the Private Entity fail to proceed promptly in accordance with the warranty, the County may, after written notice to the
Private Entity and thirty (30) day period to cure, have the Work performed by others at the Private Entity's expense and Private
Entity agrees to promptly pay the County for all such costs.
8.3 Post Construction Inspection
Near the end of the one-year warranty period, the Private Entity shall provide an inspection, and shall provide such documentation, as
may be required by the Department of Environmental Quality, to demonstrate that the project is achieving the required phosphorus and
sediment discharge reduction. If necessary, the Private Entity shall perform work, as required to satisfy the Department of
Environmental Quality.
8.4 Non -Waiver.
County, by accepting any warranties or guarantees under this Agreement, does not waive any legal right or remedy that County
otherwise may have for breach of this Agreement and/or for breach of any such warranties or guarantees.
ARTICLE IX
INSURANCE, BONDS AND RISK
9.1 Bonds/Security.
Private Entityshall provide paymentand performance letter of credit, for 100% of the amount of the Departmentof Environmental
Quality grant. The letter of credit shall be provided when the Private Entity has been given a notice to proceed with construction at the
site. The letter of credit, shall make the County obligee and shall be in a form acceptable to County. The letter of credit shall be
approved by the County's Representative in writing, and shall be from an institution authorized to do business in the Commonwealth of
Virginia. The letter of credit shall be payable to the County in the event that disbursed grant funds must be repaid by the County to the
Department of Environmental Quality, due to the project not being satisfactorily completed for any reason.
9.2 Insurance.'
a. During the term of this Agreement, the Private Entity and its subcontractors must maintain the insurance required by this Section
9.2, the Private Entity can include such subcontractors under the Private Entity coverage, and/or the subcontractors can include
Private Entity under their coverage. The Private Entity is fully responsible to verify the insurance coverage of any subcontractors,
and the Private Entity proof of coverage documentation must specifically so state that there exists no exclusion for Private Entity
subcontractors. Insurance companies providing such insurance shall be licensed in Virginia and shall be rated at least AVII I or
higher by A.M. Best. Policies shall include all terms and provisions normally included in a policy of the type specified. The County,
its officers, employees, agents and representatives shall be included as an additional insured on the liability policies, not including
professional liability for the A-E and Worker's Compensation/Employers Liability Coverage.
b. Neither the Private Entity nor any subcontractor shall commence Work for this Project until the Private Entity has provided proof of
insurance as required under this Section and such insurance has been approved by the County. The following minimum insurance
requirements apply:
Workers' Compensation and Employers' Liability. The Contractor shall obtain and maintain the following limits:
Workers' Compensation: Statutory
Employers' Liability: $100,000 bodily injury by accident each occurrence
$500,000 bodily injury by disease (policy limit)
$100,000 bodily injury by disease each employee
Commercial General Liability. Coverage is to be written on an "occurrence" basis, $5,000,000 minimum limit, and such
coverage shall include at a minimum:
Note: HHHunt and A-E are comfortable with the insurance requirements.
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Prod ucts/Completed Operations
Personal Injury and Advertising Injury
Bodily Injury
Delete X, C, U exclusions
Rigger's Liability stating 'on hook' coverage
Automobile Liability: Limits for vehicles owned, non -owned or hired shall not be less than:
$5,000,000 Bodily Injury and Property Damage combined single limit
Umbrella Coverage:
Required limits may be achieved by combining underlying primary coverage with umbrella liability coverage to apply in excess
of general and automobile liability policies, including rigger's liability coverage. Private Entity may fulfill this recluirement under
Section 9.2.b by providing umbrella coverage in the amount of Five Million Dollars by Prime Construction Contractor.
c. The required certificates of insurance shall be on an Accord form, or similar form, and shall contain substantially the following
statement: "The insurance covered by this certificate shall not be canceled except after a thirty (30) day advance written notice has
been received by the County of Roanoke." If changes to Accord Certificate form, which are made at County's request, require
endorsement of any policy, then any additional premiums for such endorsement(s) shall be a Reimbursable Cost.
d. The Private Entity and its subcontractors must furnish a certificate of insurance or, if required by the County's Representative, true
copies of liability policies and manually countersigned endorsements of any changes required by this Agreement. Insurance must
be effective, and evidence of acceptable insurance furnished by Private Entity to County, before beginning performance under this
Agreement. Evidence of renewal must be furnished not later than five days before a policy expires.
e. The maintenance of insurance coverage as required by this Section 9.2 is a continuing obligation, and the lapse or termination of
insurance coverage without replacement coverage being obtained will be grounds for termination for default.
f. Private Entity shall be responsible for filing and settling of all claims and liaison with insurance adjusters.
g. Neither the Private Entity nor any subcontractor shall commence Work under this Agreement until the Private Entity has obtained
and provided proof of the required insurance under this section to the County. The Private Entity shall confirm that all
subcontractors have provided the Private Entity with proof of insurance. Private Entity further warrants that proof of coverage as
provided to the County responds on a primary basis in the event of an uninsured or underinsured subcontractor. All such
insurance shall be primary and non-contributory to any insurance or self-insurance the County may have in force.
h. The required certificates of insurance shall name the County of Roanoke, its officers, agents, volunteers, and employees as
additional insureds except with regard to the professional liability, workers' compensation and employers' liability coverages. All
coverages, except Worker's Compensation and professional liability insurance, shall contain a waiver of subrogation in favor of the
County. Additional insured and waiver endorsements shall be received by Roanoke Risk Management from the insurer within thirty
(30) days of the beginning of this contract. .
i. Special Hazards - In the event special hazards required by the Contract Documents, the Private Entity shall obtain and maintain
during the life of the Agreement a rider to the policy or policies required, in an amount not less than that stipulated under the above
paragraphs. Should any unexpected special hazards be encountered during the performance of this Agreement, the Private Entity
shall, prior to performing any Work involving the special hazard, immediately obtain this insurance as instructed by the County. In
the event the special hazard requiring the additional coverage was not a part of the GMP, the expense of such insurance shall be
reimbursed to the Private Entity by the County, otherwise the Private Entity shall assume full responsibility for the purchase with no
charge back to the County.
j. Limit of Liability - Nothing contained in these insurance requirements is to be construed as limiting the liability of Private Entity.
County does not in any way represent that the coverages or the limits of insurance specified is sufficient or adequate to protect
Private Entity's interests or liabilities, but are merely minimums. The obligation of the Private Entity to purchase insurance herein
shall not in any way limit the obligation of the Private Entity in any event and/or in the event that the County should suffer an injury
or loss in excess of the amount recoverable through insurance.
9.3 Errors and Omissions.
a. The A-E shall maintain Professional Liability insurance in the amount of $ 1,000,000 per cla irn. 2
b. Unless the Private Entity's policy is prepaid, non -cancelable, and issued for a period at least equal to the term of this Agreement on
an occurrence basis, the Private Entity shall have the policy amended to include substantially the following provision: "It is a
condition of this policy that the company shall endeavor to furnish written notice to the County thirty (30) days in advance of the
effective date of cancellation of this policy."
c. The Private Entity shall furnish a certificate of insurance or, if required by the County's Representative, true copies of liability
policies and manually countersigned endorsements of any changes. Insurance must be effective, and evidence of acceptable
insurance furnished by Private Entity to County, before beginning performance under this Agreement. Evidence of renewal shall
be furnished not later than five days before a policy expires.
9.4 Indemnification.
2 The professional liability amount is acceptable.
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a. The Private Entity shall hold harmless, defend and indemnify the County and its officers, Board and Board members, agents,
representatives, and employees from all claims, losses, damage, actions, causes of action, expenses, and/or liability, including
any related and reasonable attorney fees, accountant fees, expert witness fees, consultant fees, court costs, per them expenses,
traveling and transportation expenses, or other such related costs resulting from (i) any personal injury or property damage of any
type claimed, including any alleged wrongful death claim, received or sustained by any person, persons or property attributable to
any Work performed under or related to this Agreement, to the extent such damages result from any negligent acts or omissions of
the Private Entity, any Subcontractor, or any employee, agent, or representative of the Private Entity or any Subcontractor or
anyone performing Work for the Project through them, or (ii) any failure of the Project to comply with any applicable governmental
laws, ordinances, rules and regulations to the extent resulting from the negligent act or omission of the Private Entity or any of its
Subcontractors, and/or arising in any way out of or resulting from this Agreement or any of the Work provided thereunder.
b. To the extent permitted by applicable law, the County shall hold harmless, defend and indemnify the Private Entity and its officers,
directors, agents, representatives, and employees from all claims, losses, damage, actions, causes of action, expenses, and/or
liability, including any related reasonable attorney's fees, accountant fees, expert witness fees, consultant fees, court costs, per
them expenses, traveling and transportation, expenses, or other such related costs resulting from (i) any personal injury or property
damage of any type claimed, including any alleged wrongful death claim, received or sustained by any person, persons or property
or omissions of the County, any contractor of the County, or any employee, agent, or representative of the County, or (ii) any failure
of the Project to comply with the applicable governmental laws, ordinances, rules and regulations to the extent resulting from the
negligent act or omission of the County or any contractors of the County, and/or arising in any way out of or resulting from the
Agreement or any of the Work provided there under.
9.5 Bankruptcy.
In the event the Private Entity enters into proceedings relating to bankruptcy, whether voluntary or involuntary, the Private Entity shall
immediately notify County's Representative. The notification shall be sent to ensure its receipt within five (5) days of the initiation of the
bankruptcy proceedings. The notification shall include the date on which the bankruptcy petition was filed, the court in which the
petition was filed, and a list of Project contracts for which final payment has not yet been made. This obligation remains in effect until
final payment under this Agreement. If a surety upon any bond furnished in connection with this Agreement or any insurance carrier
providing coverage in connection with this Agreement becomes insolvent, the Private Entity shall promptly replace the bond or
insurance policy with one which is equivalent and acceptable to County.
ARTICLE X
NOTICES TO PROCEED, COMMENCEMENT AND COMPLETION
10.1 Initial Notice to Proceed.
Execution of this Agreement by County constitutes Notice to proceed with design, permit application and Construction Document
preparation.
10.2 Notice to Proceed for Construction, Prosecution, and Completion of Work.
No construction Work may be performed by or through Private Entity except pursuant to a Notice to Proceed with construction issued
by the County's Representative. The Private Entity shall:
a. Commence Work under this Agreement within ten (10) days after the date of the Notice to Proceed from the County's
Representative,
b. Prosecute the Work diligently, and
c. Substantially complete the construction Work in accordance with Exhibit B TIME BEING OF THE ESSENCE. Private Entity shall
achieve Final Completion as soon as possible but not later than thirty (30) days after Substantial Completion, unless otherwise
agreed to by the parties. At least monthly the Private Entity shall consult with the County's Representative with regard to the likely
Substantial Completion date.
10.3 Notice of Delay.
Immediately, and in no event no later than fourteen (14) days after the Private Entity first believes an event may give rise to or result in
a Change due to any delay under this Agreement, the Private Entity shall notify the County's Representative in writing of them. The
notification must identify the difficulties, the reasons for them, and the estimated period of delay anticipated. Failure to give such notice
in strict compliance with this Section 10.3 will waive any right by Private Entity to make a claim based upon such delay. Such notice
shall be a condition precedent to Private Entity's right to pursue any claim for an adjustment to payment or schedule based upon such
delay.
10.4 Liquidated Damages for Delay.
a. County and Private Entity recognize that time is of the essence in the completion of the Work and that County may suffer loss or
damages if the Work is not completed within the period of time stipulated, plus any extensions thereof allowed in accordance with the
Agreement. The parties also recognize the delays, expense, and difficulties involved in proving the actual loss or damages suffered by
County if the Work is not completed on time. Accordingly, if such Work is not fully and satisfactorily completed within the period of time set
forth in this Agreement or the Schedule agreed to by the parties, the Private Entity agrees it shall owe to and pay to County as liquidated
damages for loss of County's use or occupancy of the Work, but not as a penalty, the sum of Fifty Dollars ($50) as liquidated damages for
each and every consecutive day after the 30th day of unexcused delay after the date established for Substantial Completion.
10.5 Suspensions and Delays.
a. If the performance of all or any part of the Work of this Agreement is unreasonably suspended, delayed, or interrupted solely by:
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1 . An order or act of the County's Representative in administering this Agreement-, or
2. By a failure of the County's Representative to act within the time specified in this Agreement or within a reasonable time so as
not to delay the Work of the Private Entity-,
then the Private Entity may request an equitable adjustment to the amount and/or time due under this Agreement due to any
increased costs directly caused by the delay or interruption (including the direct costs incurred during any suspension or
interruption), and in the schedule and any other contractual term or condition affected by such suspension, delay, or interruption.
However, no adjustment may be made under this Section 10.5.a. for any delay or interruption of performance that has been
delayed or interrupted in any way by the action, omission, fault or negligence of the Private Entity or those providing Work through
Private Entity.
b. A claim under this clause will not be allowed for any costs incurred before the Private Entity has notified the County's
Representative in writing of the act or failure to act involved, or if Private Entity has failed to follow the procedures of Article XVII,
Section 17.1 of this Agreement for such claim.
10.6 Excusable Delays.
Private Entity shall not be in default by reason of an excusable failure in performing this Agreement in accordance with its terms
(including any failure by the Private Entity to make progress in the prosecution of the Work that endangers performance) if such failure
arises out of causes beyond the reasonable control and without the substantial fault or negligence of the Private Entity or those
providing any services through Private Entity. Such causes may include, but are not restricted to, acts of God or of the public enemy,
acts of the County, fires, severe floods, epidemics, quarantine restrictions, strikes, freight embargoes, and unusually severe and
extreme weather, but in every case the failure to perform must be beyond the control and without the fault or negligence of the Private
Entity or those providing any of the Services through Private Entity, including without limitation, the A-E, the Prime Construction
Contractor, and any subcontractor, who shall plan for all contingencies which can be reasonably anticipated, such as unfavorable
weather. Contingencies which can be reasonably anticipated shall not be considered a basis for claiming an excusable delay.
However, Private Entity must notify County's Representative in writing within 10 days of any such event and such notice is a condition
precedent to any such claim. Furthermore, Private Entity shall not be entitled to any additional compensation for such events, but only
to a reasonable time extension as determined by the County. County's Representative may disallow such a claim for an excusable
delay if such claim does not meet all the requirements of this Agreement.
10.7 Construction Schedule/ Progress Chart.
a. Within ten (10) working days after receiving Notice to Proceed, the Private Entity shall prepare and submit to the County's
Representative a complete detailed design and construction schedule in the form of an electronic file and six (6) copies of a
practical progress chart. The schedule shall show the principal categories of work, corresponding with those used in the
breakdown on which progress payments are based, the order in which the Private Entity proposes to carry on the Work, the date
on which it will start each category of Work, and the contemplated dates for completion. The design and construction schedule
must be in suitable scale to indicate graphically the total percentage of Work scheduled to be in place at any time. The Private
Entity shall use a Critical Path Method (CPM) format. At the end of each progress payment period, or at such reasonable
intervals as directed by the County's Representative, the Private Entity shall:
1. Revise the design and construction schedule to reflect any changes in the Work, completion time, or both, as approved by the
County's Representative-,
2. Enter on the design and construction schedule the total percentage of Work actually in place-, and
3. Submit three (3) copies of the adjusted design and construction schedule, and a complete electronic update, to the County's
Representative.
b. If at any time the Work falls behind the design and construction schedule after taking into consideration any excusable delays as
defined above, Private Entity shall take such action as necessary to improve progress. The County's Representative may require
the Private Entity to submit a revised design and construction schedule demonstrating its proposed recovery plan to make up the
lag in scheduled progress. The plan shall show how the Private Entity shall achieve recovery by increasing resources and/or work
times, (if approved by County). If the County's Representative finds the proposed plan unacceptable, the Private Entity may be
required to submit a new plan. If the new plan submitted is not reasonable, after consultation with the Private Entity, the County's
Representative may require the Private Entity to increase the work force, accelerate the planned construction volume, increase
assigned construction equipment, or the number of work shifts, or take other appropriate action, all without increase to the GMP.
c. Private Entity shall update the schedule and issue a progress report each month. If after either update has been performed the
actual durations of recurring activities are longer than the original durations, the Private Entity shall issue a written plan that
indicates the additional resources to be allocated to those activities showing how they will achieve the planned duration.
Alternatively, the durations of all subsequent occurrences of thattype of activity shall be increased to reflect actual production, and
the Private Entity shall issue a recovery plan to the County's Representative within 10 days showing how the project will get back
on schedule.
d. Failure of the Private Entity to comply with any of these requirements will be considered grounds for a determination by the
County's Representative that the Private Entity is failing to prosecute the Work with such diligence as will ensure its completion
within the time specified.
10.8 Exception to Completion Schedule and Liquidated Damages.
In cases where the parties agree in writing that sodding and/or planting and/or specified maintenance thereof is not feasible during the
construction period, such Work will be excepted from the completion schedule and the liquidated damages provision of Section 10.4.
However, such Work must be accomplished or completed during the first sodding and/or planting period or the specified maintenance
period following the original completion date within the same number of days originally scheduled for such activity.
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ARTICLE XI
PRIVATE ENTITY RESPONSIBILITIES
11.1 Performance and Superintendence of Work By Private Entity.
a. The Private Entity shall be responsible for providing all the services called for by this Agreement.
b. The Private Entity must give personal superintendence to the Work. Work performed by the Private Entity at its own volition outside
such normal working hours of 7:00 a.m. to 5:00 p.m., Monday through Friday, shall be at no additional expense to the County.
c. The Private Entity shall submit a weekly construction report by close of business of the first working day of the following week on a
form provided by or approved by the County's Representative or other form customarily used in the industry. The report shall
indicate the number of people by trade or craft, and the type and location of Work. The report shall include subcontractors, safety
and quality violations observed, corrective measures taken to correct the violations, and other information requested by the
County's Representative. The County's Representative may modify the requirements of this report as the Project progresses.
d. The Private Entity shall be responsible for coordinating with all utilities and for relocating said utilities, if necessary.
11.2 Materials and Workmanship.
a. Unless otherwise specifically provided, all materials incorporated in the Work must be of suitable grade for the purpose intended.
Unless otherwise specifically provided, reference to any material establishes a standard of quality only. The Private Entity may
substitute any material or process that the County's Representative finds to be equal to that named, which finding shall be in
writing and in his/her discretion.
b. In the event of substitution in accordance with subparagraph a above, the Private Entity shall furnish to the County's
Representative for approval the name and any other relevant information on the performance, capacity, nature, and rating of
materials proposed for substitution.
c. All Work shall be performed in a skillful and workmanlike manner. The County's Representative may, in writing, require the Private
Entity to remove from the Work any employee of the Private Entity, or any subcontractor or its employee, the County's
Representative deems incompetent, careless, or otherwise objectionable. The Private Entity shall immediately remove from the
Work any employee or any subcontractor or its employee so designated. However, if Private Entity does not agree with such
action, the Private Entity may request a Change Order in accordance with Article 17.
11.3 Responsibility for Design.
a. It is understood and agreed that this Agreement includes survey, design and permitting services. The Private Entity agrees not to
assign or transfer any of Private Entity's interests in this Agreement. The Private Entity agrees not to transfer or delegate, to
others, its responsibilities under this Agreement except the Private Entity shall be allowed to subcontract portions of the Scope of
Work. The Private Entity may, by subcontract, engage persons who are design and engineering professionals to provide design
services for the Project. The Private Entity represents that the design professionals providing services for the Project include
Persons with required Virginia licenses and registrations or are otherwise permitted by law to provide such services. The Private
Entity further represents that the engineering disciplines provided for the design of the Project will be under the direct supervision
of licensed professional engineers who are registered in Virginia or who are persons in responsible charge of an engineering firm
registered in Virginia.
b. The Private Entity is responsible to County for the professional quality, technical accuracy, and coordination of all surveys, designs,
drawings, specifications, and other Services furnished by the Private Entity's design professionals under this Agreement. The
Private Entity must, without any changes to the CCL, GMP or schedule, correct any errors or deficiencies in any of the designs,
drawings, specifications, and other Services, all at no costs to the County, and, provided that such errors or deficiencies do not
arise out of, or as a result of, information or directives furnished by County or County's Representative, and further provided, that
because of such errors or deficiencies the Work does not conform to the requirements of this Agreement.
c. As part of the Private Entity's responsibility under this Agreement, the Private Entity shall ensure that the design, permitting and
construction of the Project shall comply with all applicable environmental permits, Codes and Standards
d. Any County review, approval, or acceptance of, or payment for, any of the services required under this Agreement shall not be
construed to and does not relieve Private Entity of any obligation under this Agreement. The Private Entity shall remain liable to
the County for all damages caused by the Private Entity's performance of any Services furnished under this Agreement that fails to
meet the requirements of this Agreement.
e. The rights and remedies of the County provided for under this Agreement are in addition to any other rights and remedies provided
by law.
11.4 Use of Premises.
a. The Private Entity is the owner of the real estate as shown in Exhibit A attached hereto and shall perform the Work required under
this Agreement.
11.5 Licenses, Permits and Responsibilities.
a. The Private Entity is responsible for identifying and obtaining any necessary licenses and permits at Private Entity's expense, and
for complying with the Codes and Standards in connection with the prosecution of the Work. The County will directly pay actual
costs for all permits as set forth in section 5.3a. The Private Entity is responsible for all injury to persons or damage to property
that occurs as a result of its actions. The Private Entity must take proper safety and health precautions to protect the Work, the
workers, the public, and the property of others. The Private Entity is responsible also for all materials delivered and Work
performed until completion and acceptance by County of the entire construction Work. There shall be no mark-up on any permit or
other costs paid for by the County for the items covered by the Allowances.
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b. The Private Entity shall demonstrate compliance with all environmental permits and regulations identified in the Contract
Documents and/or as may be required by law prior to, and during construction.
11.6 Building Codes, Fees, and Charges.
a. The Private Entity shall comply with all state and local building code requirements.
b. The Private Entity shall pay all fees and charges for temporary connections to outside services and for use of property outside the
site, as provided by section 5.3.a.
11.7 Federal, State, and Local Taxes.
a. The GMP includes all applicable federal, state, and local taxes, permit fees and duties.
11.8 Identification of Contract Deliverables.
Unless otherwise specified, the cover page of each document prepared and submitted by the Private Entity to the County under this
Agreement shall include the following information:
a. Name and business address of the Private Entity.
b. Contract number.
c. Name, position, and office location of the County's Representative.
d. Date of document.
ARTICLE XII
COUNTY RIGHTS AND RESPONSIBILITIES
12.1 County's Representative.
The County may appoint a County's Representative, who may be either an County employee or a contractor. The name, address,
telephone number, and specific responsibilities, authority, and limitations of the County's Representative will be provided to the Private
Entity in writing prior to the notice to proceed to Private Entity. The County's Representative may, in County's sole discretion, be
removed or replaced by County at any time without prior notice to the Private Entity, but notification of the change, including the name
and address of any successor County's Representative, will be provided promptly to the Private Entity by the County, in writing. In the
event the County chooses to replace the County's Representative, the County agrees the Private Entity is not liable for carrying out
change orders, or adhering to any instruction or direction provided by County's Representative.
12.2 Site Visits.
a. The County from time to time during construction may desire to conduct groups of guests on visits to the site of the Work. These
tours will be authorized by the County's Representative or his/her appointed representative. In such event the Private Entity shall
cooperate by providing reasonable access to and posting signs to give notice of dangerous areas, providing hard hats, and making
such other arrangements for the safety and convenience of the guests as may be required. The County's Representative shall
give the Private Entity as much advance notice of any such visits as is practical and to the maximum practicable extent shall
schedule any such visits so as not to interfere with the progress of the Work.
b. The Private Entity's indemnification of the County contained in the "indemnification" clause of this Agreement shall not apply during
any such visits of the Project by visitors or guests of the County or to County's officers, employees, or agents who are engaged in
conducting, guiding, or accompanying any such visits, leaving the County and the Private Entity and its subcontractors responsible
for their own acts and omissions according to applicable law and other clauses of this Agreement. This limited exception in this
12.2b to Private Entity's indemnification obligation does not apply to inspectors, investigations, or other site visits provided for
elsewhere in this Agreement or conducted for the purpose of aiding in the enforcement of law.
c. County is granted a perpetual right of entry onto Private Entity's Land for future inspections and maintenance or repair activities for
the sole purpose of maintaining pollution removal credits and complying with the grant requirements imposed by the Department of
Environmental Quality, with such access to be memorialized in an access agreement in substantially the same form as Exhibit J
attached hereto. The County shall provide the Private Entity seven (7) days' notice prior to performing necessary maintenance or
repair.
12.3. Examination of Records.
a. The County and its authorized representatives shall, during the Project and until three (3) years after final payment under this
Agreement, have access to and the right to audit, copy and/or examine any pertinent books, documents, papers, or other records
of the Private Entity involving any transactions or items related to Section 5.3 of this Agreement.
b. For the purposes of this Section 12.4, the Private Entity agrees to provide County, at no cost to the County, adequate and
appropriate work space at the Private Entity's facilities in order to conduct such examinations.
12.4 Ownership of Work Product.
a. Work Product: The Plans and Specifications , including electronic copy of them, furnished by the Private Entity to the County
under this Agreement and the copyrights thereto ("Work Product") shall become the property of the County upon payment for such
item(s) for them and all amounts due hereunder for the Work. Private Entity, A-E, and Prime Construction Contractor shall have
the right to use Work Product.
b. County may use the Work Product in connection with County's use of the Project, including for maintenance and repairs, and for
any other purpose County deems appropriate. Such Work Product is not intended or expected to be suitable for use on other
projects. County shall not provide Work product to any other entity for use on other projects, subject to State law, except for repairs
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or maintenance to this project. Such use of Work Product by County or any other person to whom the County has furnished such
Work Product shall be at the user's sole risk of liability and without liability or legal exposure to Private Entity, A-E, Prime
Construction Contractor, or any of their subcontractors and consultants, or any of their officers or employees. .
Private Entity shall include in its contract with its A-E and have included in contracts with any design professionals providing any
services for this Project provisions that require all design professionals providing any services for the Project to agree to this
section 12.5, and Private Entity shall indemnify, defend and hold harmless County and its agents, employees, architects,
engineers, consultants and contractors from any claim of copyright infringement by any Person based upon County's use of the
Work Product pursuant to this Section 12.5 for this Project.
Nothing in this Section 12.5 shall be deemed to relieve Private Entity or any design professionals providing services through
Private Entity of their obligation under this Agreement that all design and design services provided for this Project shall conform to
the applicable standard of care defined herein for the applicable design professional providing such design or services.
ARTICLE XIII
ADMINISTRATIVE ITEMS
13.1. Standard References.
All publications and other documents (such as manuals, handbooks, codes, standards, and specifications) cited to in this Agreement for
the purpose of establishing requirements applicable to equipment, materials, or workmanship are hereby incorporated by reference in
this Agreement.
ARTICLE XIV
SUBCONTRACTING
14.1 Subcontracts
a. Nothing in this Agreement may be construed to create any contractual relationship between any Subcontractors and the County.
The divisions or sections of the Specifications are not intended to control the Private Entity in dividing the Work among
Subcontractors or to limit the Work performed by any trade.
b. The Private Entity is responsible to the County for acts and omissions of its own employees, of Subcontractors and their
employees, and any other person providing Work on the Project through Private Entity. The Private Entity is also responsible for
the coordination of the Work of the trades of subcontractors.
c. The County will not undertake to settle any differences among the Private Entity, the Prime Construction Contractor, the A-E, and
any Subcontractors or any of them.
ARTICLE XV
PROTECTION OF PERSONS AND PROPERTY
15.1 Accident Prevention.
a. All construction and other Work on this Project must be performed in compliance with the Occupational Safety and Health Act of
1970 and with local, state and federal occupational safety and health regulations enforced by an agency of the locality or state
under a plan approved by the U.S. Department of Labor, Occupational Safety and Health Administration (OSHA). Where
requirements are different or in conflict, the more stringent requirement will apply.
b. The Private Entity shall maintain or require maintenance by the Prime Contraction Contractor of an accurate record of exposure
data and all accidents incidental to Work performed under this Agreement resulting in death, traumatic injury, occupational disease,
or damage to property, material, supplies, or equipment. The Private Entity must submit regular Project safety reports, exposure
data, and accident reports, as prescribed by the County's Representative.
C. Health and Safety Plans are required as follows:
1 . Prior to commencing on-site Work, the Private Entity must submit to the County's Representative, in triplicate, a Health and
Safety Plan designed to provide a system by which hazards on the Project site will be controlled to minimize or eliminate
occupational injuries or illnesses during performance of the contract.
2. The Health and Safety Plan must state that the Prime Construction Contractor, A-E, and all subcontractors are required to
comply with the Private Entity's Project safety rules and requirements issued under the authority of that program.
3. The Health and Safety Plan must identify, by name, the Private Entity's representative responsible for the execution of the
Project safety program. The Private Entity's Project safety representative must have the express written authority from the
Private Entity to stop work, to abate hazardous conditions or unsafe practices, and to eject any Private Entity, Subcontractor,
or vendor employees from the Project site for failure to comply with safety requirements.
4. The Health and Safety Plan must include the precautionary measures to be taken to protect County staff, employees and the
public.
d. The authority, responsibilities, and duties of the Private Entity's Project safety representative must be incorporated as part of the
written Health & Safety Plan. The safety responsibilities include, but are not limited to, conducting subcontractor construction
safety program reviews, conducting employee safety orientation training, conducting weekly safety meetings, conducting daily site
safety inspections, auditing Subcontractor safety compliance, and preparing required periodic and special safety reports.
e. In addition to the general requirements of Health and Safety Standards, the Private Entity, A-E and Prime Construction Contractor,
specifically must comply with applicable OSHA requirements concerning Hazard Communications Standards. Details of the Private
Entity's hazard communications program shall be included in the Health & Safety Plan.
15.2 Health and Safety Standards.
a. In performing this contract, the Private Entity must:
1 . Comply with applicable Occupational Safety and Health Standards promulgated pursuant to the authority of the Occupational
Safety and Health Act of 1970 (OSHA).
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2. Comply with any other applicable federal, state, or local regulations governing workplace safety to the extent they do not
conflictwith a.1 above-, however, the more stringentshall apply.
3. Comply with any County standard unless the OSHA standard contains more rigorous or stringent safety requirements, in
which case the OSHA standard governs and takes precedence.
4. Take all reasonable precautions to protect the safety and health of the Private Entity's employees, County staff, employees,
and the public.
b. Materials, supplies, articles, or equipment manufactured or furnished under this Agreement or order must conform to the
Occupational Safety and Health Standards pursuant to the authority of OSHA, and to other safety and health requirements
specified in this Agreement or order. When conducting work on the Project, the Private Entity must provide the County's
Representative copies of Material Safety Data Sheets (MSDS) for any hazardous material, as defined by OSHA's Hazard
Communications Standards, to be used on the job.
c. If no OSHA standard exists, federal or other nationally recognized standards apply. Copies of current Occupational Safety and
Health Standards are available from regional and/or area offices of the U.S. Department of Labor, Occupational Safety and Health
Administration.
15.3 Protection of the Environment, Existing Vegetation, Structures, Utilities, and Improvements.
a. The Private Entity shall use reasonable efforts to perform all Work necessary to implement and accomplish a program to prevent
environmental pollution during or as a result of construction performed under this Agreement. As a minimum, the Private Entity's
Work must conform to all requirements of applicable federal, state and local law.
b. The Private Entity shall protect from damage all existing buildings, improvements or utilities at or contiguous to the site of the Work,
the location of which is known, and must repair or restore any damage to these facilities resulting from failure to comply with the
requirements of this Agreement or to exercise reasonable care in performing the Work.
County
Private Entity shall follow all Environmental Protection Agency, Virginia Department of Environmental Quality and other applicable
governmental regulations and guidelines, as to the labeling, use, storage and disposal of "hazardous waste", which shall for the
purposes of this agreement be defined as (a) any chemical, substance, material, mixture, contaminant or pollutant, now or
hereafter defined as a "hazardous substance" under the comprehensive Environmental Response, Compensation and Liability Act,
as amended from time to time-, (b) petroleum, crude oil, or any fraction thereof-, (c) any pollutant, contaminant, special waste or
toxic substance now or hereinafter listed, defined by or subject to regulation under any federal, state or local statute, ordinance,
rule, regulation, standard, policy, guidance, permit, order, administrative orjudicial decision or pronouncement, previously,
currently or hereafter in effect, as amended from time to time, pertaining to health, safety, or the environment, including without
limitation, natural resources, environmental regulation, contamination, pollution, cleanup, or disclosure. Private Entity agrees to
indemnify, hold harmless and defend County and all County's successors, employees, officers, Board of Supervisors, Board
members, representatives, and agents from any liability, claim, demand, action, cause of action, suit, loss, damage, injury,
expense, cost, settlement, orjudgment of any kind or nature including but not limited to demands, fines, remediations, or penalties
asserted by any governmental entity, as a result of the treatment, storage, disposal, handling, spillage, leakage, or presence in any
form in soils, surface waters, groundwaters, air, or property, of any wastes or "hazardous waste" as defined in this paragraph, at
the subject property, caused by Private Entity or Private Entity's subcontractors. Notwithstanding the language above, Private
Entity shall have no duty to indemnify and/or hold harmless and/or defend County and all County's successors, employees,
officers, Board of Supervisors, Board members, representatives, and agents from any liability, claim, demand, action, cause of
action, suit, loss, damage, injury, expense, cost, settlement, or judgment of any kind or nature including but not limited to demands,
fines, remediations, or penalties asserted by any governmental entity, as a result of the treatment, storage, disposal, handling,
spillage, leakage, or presence in any form in soils, surface waters, groundwaters, air, or property, of any wastes or "hazardous
waste" as defined in this paragraph, occurring at the subject property prior to commencement of the Project.
ARTICLE XVI
PAYMENTS
16.1 Invoices (Construction).
a. The Private Entity may make requests for progress payments on a monthly basis. Such requests shall be in compliance with
section 10.7 above. The Private Entity's invoices must be submitted before payment can be made.
b. The Private Entity agrees that submission of an invoice to the County for payment is a certification that:
1 . Any services being billed for have been performed in accordance with the requirements of the Contract Documents-, and
2. Any supplies for which the County is being billed have been delivered or suitably stored off site, with appropriate insurance
coverage, and in the quantities shown on the invoice, and that the supplies are in the quantity and of the quality designated in
the Contract Documents. Private Entity shall provide, suitable to County's Representative approval, evidence of insurance for
storage facility, a complete inventory of items, a written right of access to the items, and certification of title to the County.
c. To ensure proper payment, Private Entity must furnish all documents required elsewhere in the Contract Documents and/or as
reasonably required by the County's Representative.
16.2 Payment.
a. The County will make progress payments on a monthly basis for Work properly completed. Payments are subject to receipt of
grant funds from the Department of Environmental Quality. Until the Department of Environmental Quality executes the grant
agreement with the County, all payments to the Private Entity shall be made from matching funds paid to the County by the Private
Entity. If required to facilitate funding from the Department of Environmental Quality, the Private Entity shall deposit funds, in an
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amount agreed to by the parties, with the County, prior to the submission of a Private Entity's invoice. Any excess deposited by the
Private Entity and not utilized in the Project shall be returned to the Private Entity within thirty (30) days after Final Acceptance of
the Project. Payments to the Private Entity shall be made within thirty (30) days of receipt and approval by the County's
Representative of the Private Entity's invoice. Before the first progress payment becomes due, the Private Entity must prepare a
schedule of values reasonably acceptable to the County's Representative. The values in the breakdown will directly correlate to
the cost loaded schedule and be used for determining progress payments as referred to in section 10.7.
b. If material delivered to the Project site that will be incorporated into the Project will be taken into consideration in computing
progress payments, before each payment is made, the Private Entity must furnish the County's Representative proof of the
quantity, value, and delivery of such material.
c. In making progress payments, the County will retain five percent (5%) of the progress payments. Retainage will be held by the
County until County's Final Acceptance of the Project.
d. Before receiving a progress payment or final payment under this Agreement, the Private Entity must certify to the County's
Representative that payment due to the Prime Construction Contractor and subcontractors have been made from the proceeds of
prior payments or will be made in a timely fashion from the payment then due the Private Entity. Private Entity agrees to comply
with the provisions of Virginia Code Section 2.2-4354 regarding payments to others.
f. Upon completion and acceptance of all Work, the amount due the Private Entity under this Agreement shall be paid upon
presentation of a properly executed invoice, after the Private Entity has furnished the County with a release of all claims against the
County arising by virtue of this Agreement, other than claims in stated amounts that must be specifically excepted by the Private
Entity from the operation of the release. If the sum of all progress payments and the final invoice is greater than the GMP, the final
invoice shall be adjusted so that the sum of all progress payments and the final payment is not greater than the GMP. If the
Private Entity's claim to amounts payable under the Agreement has been assigned, with consent of County, as provided in the
Assignment of Claims clause, a release may also be required of the assignee.
g. Private Entity may suspend the Work, in whole or in part at its discretion, if the County fails to make any payment to Private Entity
as required by this Agreement, provided that: County has not issued any payment to the Private Entity when due-, there is provided
seven days' written notice to the County by Private Entity of such failure by County-, and, during an additional five days' period, after
such seven days' notice period, County has failed to issue payment in full.
16.3 Construction Cost Breakdown.
The Private Entity's submission of its Guaranteed Maximum Price (GMP) must include a "schedule of values" type construction cost
breakdown by CSI Division and other breakdowns as reasonably requested by County's Representative. Upon written request by the
County's Representative, the Private Entity shall provide copies of its contract with its Prime Construction Contractor and construction
subcontracts and a comparison to the GMP, for approval by the County's Representative, and for use in verifying monthly construction
invoices.
16.4 Allowable Cost and Payment.
a. Invoicing: The County will make payments to the Private Entity as set forth in section 16.2(a), but not more than monthly, in
amounts approved by the County's Representative, such approval not to be unreasonably withheld. The Private Entity must
submit an invoice or voucher to the address specified by County, supported by a statement of claimed allowable costs of
performing this Agreement, in such form and detail as required by Exhibit F hereto.
b. Audit: At any time or times before final payment, the County's Representative may have the Private Entity's invoices or vouchers
and statements of cost audited. Any payment may be:
1 . Reduced by amounts found by the County's Representative not to be proper or supported by sufficient documents-, or
2. Adjusted for prior overpayments or underpayments.
c. Final Payment:
1 . The Private Entity must submit a completion invoice or voucher, designated as such, promptly upon full and proper completion
of the Work by Private Entity, but not later than 30 days (or longer, as the County's Representative may approve in writing)
from the completion date. Upon County's approval of that invoice or voucher, and upon the Private Entity's compliance with all
terms of this Agreement, the County will promptly pay any balance not previously paid.
2. In exchange for final payment the Private Entity shall and does release the County and its officers, agents, and employees
from all liabilities, obligations, and claims arising out of or under this Agreement, except for those that have been identified as
open in the final invoice. Final payment shall be considered County's final acceptance of the Work, subject to this Agreement.
ARTICLE XVII
CHANG ES/CLAI MS/DISPUTES
17.1 Changes.
a. The County may at any time, without notice to any sureties, by written change specifically designated or indicated to be a Change
Order or Change Directive, make a Change, including, without limitation, one that:
1 . Changes the Plans and Specifications (including drawings and clesigns);
2. Changes the method or manner of performance of the Work-,
3. Directs acceleration in the performance of the Work-, or
5. Other changes referred to in this Agreement.
b. Any other written or oral order, direction, instruction, interpretation, or determination from the County or the County's
Representative that causes a change to the Scope of Work or its time of performance will only be treated as a Change Directive,
allowing a change in compensation or schedule, only if (1) the Private Entity gives the County's Representative written notice
promptly, but not later than within five (5) days, of the receipt by Private Entity or the Prime Construction Contractor whichever has
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first receipt of such order, direction, instruction, or determination, stating (i) the date, circumstances, and source of the order,
direction, instruction or determination, and (ii) that the Private Entity regards the order, direction, instruction or determination as a
Change, and (2) Private Entity does not incur additional costs attributable to such order, direction, instruction or determination
without first receiving a Change Directive from County, unless waiting for a Change Directive is unreasonable under the
circumstances. Such notice is a condition precedent to any such claim.
c. Except as provided in this Section 17.1, no order, direction, instruction, interpretation, determination, statement, or conduct of the
County's Representative may be treated as a Change or entitle the Private Entity to any adjustment in compensation or schedule.
d. Only if any Change under this Article adds to or increases the Scope of Work, other than minor changes, and causes an increase
or decrease in the Private Entity's cost of, or the time required for, the performance of any part of the Work under this Agreement,
the County shall issue a Change Order or Change Directive for such Change. However, no claim for any Change shall be allowed
for which the Private Entity has not strictly complied with the requirements of paragraph b as well as all other requirements of this
Agreement. No claims will be allowed for Plans or Specifications prepared by or for the Private Entity and not in conformance with
this Agreement. Accordingly, the GMP shall only be increased if there is an addition requested by County to the Scope of Work,
other than minor changes, and increased cost or time to the Private Entity. The GMP shall be decreased for any County requested
reduction to the Scope of Work.
e. No claim by the Private Entity will be allowed if first asserted after final payment under this Agreement, except as provided herein.
f. After approval of final Plans and Specifications, except for the correction of errors and omissions, the Private Entity shall not make
or allow any changes in the Plans or Specifications, including drawings and designs, without approval of the County's
Representative.
g. The Private Entity shall not proceed with any Change until the County has obtained and confirmed all necessary approvals and any
required appropriations of funds to pay for the Change.
17.2 Change Order Accounting.
The County's Representative may require Change and Change -order accounting whenever the estimated cost of a Change or series of
related Changes exceeds $10,000. The Private Entity, for each such Change or series of related Changes, must maintain separate cost
codes, by job order or other suitable accounting procedure, of all incurred segregable, direct costs (less allocable credits) of Work, both
changed and not changed, allocable to the Change. The Private Entity shall maintain such accounts until the parties agree to an
equitable adjustment for the Changes ordered by the County's Representative or the matter is finally disposed of in accordance with
Section 17.5. However, Private Entity shall continue to work on the Project without any interruption and/or delay.
17.3 Equitable Adjustments.
a. Cost for A-E Services:
1 . There will be no monetary adjustment to Arch itect-Eng i neer Services under this Agreement except where the Scope of Work
has been modified by the County as provided herein. The A-E component of such Scope of Work Changes will only be
adjusted when the County -requested change requires a duplication or revision of Work that has already been accomplished,
causes an appreciable increase in direct labor, material or other costs to Work included under the A-E component, or requires
new labor, material or other direct costs of Work not included under the existing A-E component. All other changes required to
properly complete the Work will be the responsibility of the Private Entity.
2. Adjustment in the A-E component will be based upon the extent of change to the Work and not upon a percentage of
construction costs. The County will negotiate an adjustment on the basis of the costs per discipline for the production of
drawings, calculations, specifications, estimating and other services. Prior to negotiations, the Private Entity shall submit an
Estimate of Fee for Modification of Design.
3. The Private Entity must submit with its proposal its request for time extension (if any).
4. In considering a proposal, the County may check estimates in detail, utilizing unit prices where specified or agreed upon, with
a view to arriving at an equitable adjustment.
5. Upon written request by the County's Representative, the Private Entity must submit a proposal, in accordance with the
requirements and limitations set forth in subparagraphs (a.1) through (a.6) of this section, for Work involving proposed
changes covered by the request, within the time limit indicated in the request or any extension of such time limit as may be
subsequently granted. If, within a reasonable time after the receipt of such proposal, the County's Representative orders the
Private Entity to proceed with the performance of the Change to the Work contemplated, the proposal submitted prior to the
order will constitute the Private Entity's statement of the monetary extent of claim for equitable adjustment for the A-E
component of Fixed Fees.
b. Cost For Construction:
1 . There will be no monetary adjustment to the GMP under this Agreement except when the Scope of Work (including time) has
been modified by the County by a Change and as allowable under the other provisions of this Agreement. All other changes
required to complete the Work shall be the sole responsibility of the Private Entity.
2. In the event of such a Change by County, an appropriate monetary adjustment to the GMP may be made only if all the
requirements of this Agreement are met. The Private Entity's written statement of the monetary extent of any claim for
equitable adjustment under this Agreement must be submitted in the form of a lump sum proposal (unless otherwise
requested) with an itemized breakdown of all increases or decreases in the cost of the Private Entity's and all subcontractors'
Work, in at least the following detail:
(a) Material quantities and unit cost
(b) Labor costs (identified with the specific item of material to be placed or operation to be performed)
(c) Construction equipment
(d) Worker's' Compensation, Automobile and Commercial General Liability Insurance, Builders Risk Insurance, Umbrella
Insurance
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(e) Overhead
(f) Profit
(g) Employment taxes under FICA and FUTA
3. The Prime Construction Contractor's overhead, profit and commission will be included in any approved modification to the
component of the cost for construction (Work), if required. The subcontractors' overhead and profit percentage included in the
proposal will be considered to include, but not be limited to, insurance other than mentioned in b.2. Of this section, use of
small tools, incidental job burdens, and general office expense. No percentages for overhead, profit or commission will be
allowed on employment taxes under FICA and FUTA. The percentages for overhead, profit and commission on approved
modifications will be negotiated and may vary according to the nature, extent, and complexity of the Work involved.
4. The Private Entity's or Prime Construction Contractor's (either and not both) commission percentage on approved
modifications is limited (5% maximum) and no additional overhead or profit markup will be allowed. On proposals covering
both increases and decreases of the Scope of Work, the overhead and profit will be computed on the net change only. On
proposals for decreases in the amount of the GMP, the overhead, profit, and where applicable, the commission, will be added
to the decrease in the direct cost.
5. The Private Entity must submit with its proposal its written request for time extension (if any) which must be based on a
demonstrated impact to critical path activities.
6. In considering a modification to the GMP, the County may check estimates in detail, utilizing unit prices where specified or
agreed upon, with a view to arriving at an equitable adjustment.
7. Where modification is made to the GMP, appropriate adjustment will be made to the Fees and Reimbursable Costs for
construction Work.
8. Payment for a Change involving construction Work will be made on the basis of direct construction costs and subcontractor
costs up to the limit of the revised GMP. Payment for Private Entity and Contractor services will be made on the basis of the
negotiated fee.
9. After receipt of a proposal with a detailed breakdown, the County's Representative will act reasonably promptly thereon.
However, when the necessity to proceed with a Change does not allow sufficient time to check a proposal, or in the event of a
failure to reach an agreement on a revised GMP, the Private Entity, if directed by County, shall proceed with the Work and will
be reimbursed as provided for in this Agreement.
10. Upon written request by the County's Representative, the Private Entity shall submit a proposal, in accordance with the
requirements and limitations set forth in subparagraphs (b.1) through (b.9) of this section, for Work involving contemplated
changes covered by the request, within the time limit indicated in the request or any extension of such time limit as may be
subsequently granted. If, within a reasonable time after receipt of such proposal, the County's Representative orders the
Private Entity to proceed with the performance of the Work proposed, the proposal submitted prior to the order will constitute
the Private Entity's statement of the monetary extent of its claim for adjustment to the Guaranteed Maximum Price.
17.4 Resolution of Disputes, claims and other matters
Disputes, claims and other matters in question between the parties shall only be resolved as follows:
a. The Private Entity shall give County written notice of any claim for any additional compensation, damages, or delay within five (5)
days of the beginning of the occurrence of the event, or knows of such occurrence, leading to the claim being made and Private
Entity shall submit the actual claim and any supporting data reasonably available within thirty (30) days after providing notice
unless otherwise agreed in writing by the parties. The "occurrence" means the condition encountered in the field giving rise to the
claim. Claims of delay will be resolved as they occur. Complete satisfaction of this Section 17.5a is a condition precedent for
Private Entity to pursue a claim arising under or relating to this Agreement, and failure by Private Entity to satisfy this subparagraph
a as to written notice or, unless otherwise agreed in writing by the parties, to submit its claim and reasonably available data in
accordance with this Section 17.5a will waive any claim by Private Entity. Unless otherwise agreed by the parties, the County shall
act on any claims as set forth below, within thirty (30) days of County's receipt of claim and supporting data.
b. The parties shall first endeavor to resolve any disputes, claims or other matters in question between them through direct
negotiations, and if such direct negotiations fail, by non-binding mediation, if agreed to by both parties, before a mediator agreed
upon by the parties, with the site of the mediation being Roanoke County, Virginia. The parties shall share equally in the cost of the
mediator. Should the dispute, claim, or other matter in question remain unresolved for the shorter of (i) ten (10) days after the
termination of direct negotiations, or (ii) ten (10) days after termination of mediation, if mediation was undertaken, or (ii i) thirty (30)
days after either party has requested mediation, and no such mediation was conducted, either party may proceed in accordance
with Section 17.5.f below.
c. Nothing in Sections 17.5.b shall prevent a party from seeking immediate temporary injunctive or other temporary equitable relief in
Roanoke County Circuit Court.
d. In the event of any dispute, claim, or other matter in question arising, Private Entity and County shall continue performance
diligently during its pendency as if no dispute, claim or other matter in question had arisen. During the pendency of any dispute in
connection with the payment of moneys, Private Entity shall be entitled to receive payments for non -disputed items as provided for
in this Agreement.
e. No claim by Private Entity shall be allowed if notice of claim is first submitted after final payment, except as otherwise allowed by
this Agreement.
f. Contractual claims, whether for money or for other relief, including any disputes as to change orders or extra Work, shall be
submitted in accordance with Section 17.5.a. A written decision upon any such claims will be made by the County within thirty (30)
days after submittal of the claim and any practically available additional supporting evidence required by the County. The Private
Entity may not institute legal action prior to receipt of the County's decision on the claim unless the County fails to render such
decision within thirty (30) days from submittal of its claim. The decision of the County shall be final and conclusive unless the
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Private Entity, subject to Section 17.5.b and within the applicable statutory limitations period, initiates legal action as provided in
Section 2.2 — 4364, of the Code of Virginia. Failure of the County to render a decision within said thirty (30) days shall not result in
the Private Entity being awarded the relief claimed nor shall it result in any other relief or penalty. The sole result of the County's
failure to render a decision within said thirty (30) days shall be Private Entity's right to thereafter institute legal action. No
administrative appeals procedure pursuant to Section 2.2-4365, of the Code of Virginia, has been established for contractual
claims under this Agreement.
ARTICLE XVIII
TERMINATIONS
18.1 Termination for Convenience.
a. Performance under this Agreement may be terminated by the County for convenience, for any reason, with or without cause, in
whole or in part at any time during the planning, design or construction of the Work. A termination may be effected by delivery to
the Private Entity of a notice of termination specifying the extent of Work terminated, and the effective date of the termination (thirty
[30] days minimum notice).
b. Upon receipt of a notice of termination, unless otherwise directed by the County's Representative, the Private Entity must take the
following actions:
1 . Stop Work to the extent specified in the notice.
2. Place no further orders or subcontracts for materials or services, except as may be necessary for completion of the
unterminated Work.
3. Terminate all design, orders and subcontracts to the extent that they relate to the Work terminated.
4. Settle all outstanding liabilities and claims arising out of the termination of orders and subcontracts.
c. The County will return to the Private Entity any remaining amounts previously paid to the County by the Private Entity and shall be
responsible to repay the Department of Environmental Quality for any grant funds that have been disbursed.
18.2 Termination for Default.
a. The County may, subject to paragraph b and d below, by written notice of default to the Private Entity, terminate this Agreement if
the Private Entity fails to:
1 . Substantially complete any of the material requirements of this Agreement within the time specified in the Agreement or any
extension-,
2. Make progress, so as to materially endanger performance of this Agreement-, or
3. Provide services and/or workmanship and materials as called for by the Agreement-, or
4. Perform any of the other material provisions of this Agreement (but see subparagraph b following).
b. County may terminate this Agreement under paragraph a if the Private Entity does not commence to cure the failure within ten (10)
days (or more if authorized in writing by the County's Representative) after receipt of the notice from the County's Representative
specifying the failure.
c. County may terminate this Agreement without notice or opportunity to cure if Private Entity declares bankruptcy or is involuntarily
placed into bankruptcy.
d. The County will return to the Private Entity any remaining amounts previously paid to the County by the Private Entity, after the
County repays the Department of Environmental Quality for any grant funds that have been disbursed..
e. If, after termination, it is determined that the Private Entity was not in default, or that the delay was excusable, the rights and
obligations of the parties will be the same as if the termination had been issued for convenience and such termination shall be
deemed to have been for convenience.
f. The rights and remedies of the County under this Section 18.2 are in addition to any other rights and remedies provided by law or
under this Agreement.
18.3 Termination for County Default.
a. The Private Entity may terminate the Agreement for County's default if, through no act or fault of the Private Entity or a Prime
Construction Contractor, Subcontractor, Sub -subcontractor or their agents or employees or any other persons or entities
performing portions of the Work under direct or indirect contract with the Private Entity, the County has not issued a certificate for
payment in time required herein or has not notified the Private Entity of the valid reason for withholding the certificate for payment
within forty (40) days of receipt of a valid and complete invoice. However, before Private Entity may terminate under this
paragraph, Private Entity shall give County written notice of such default, and ten (10) days to cure such default.
b. The Private Entity may terminate the Agreement for default if, through no fault of the Private Entity, Prime Construction
Contractor, Contractor or a Subcontractor, Sub -subcontractor or their agents or employees or any other persons or entities
performing portions of the Work under direct or indirect contract with the Private Entity, Prime Construction Contractor or
Contractor, repeated suspensions, delays or interruptions of the Work have been solely caused by the County, County's
Representative or County's other contractors, or any of them, other than resulting from a termination for convenience or
termination of Private Entity for default, as described in the Agreement, and such repeated suspensions, delays, or interruptions
constitute in the aggregate more than sixty (60) days in any three hundred sixty five (365) day period. However, as a condition
precedent to such action the Private Entity shall give written notice to the County or County's Representative of each such
claimed delay within ten (10) days of the expiration of the aggregate sixty 60 day period.
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ARTICLE XIX
INSPECTION AND ACCEPTANCE
19.1 Inspection of Professional Services.
The County's Representative may, at any time or place, inspect the services performed and the work products, including documents
and reports. No matter what type of contract is employed, and in addition to any specific standards of quality set out in th is agreement,
the County's Representative may reject any services or products that do not meet the requirements of this Comprehensive Agreement.
No payment will be due for any services or products rejected under this clause.
19.2 Inspection and Acceptance.
a. County inspection and testing of materials and workmanship will be made at reasonable times at the site of the Work or off the site
as agreed upon by the parties. Off—site inspection or testing does not relieve the Private Entity of responsibility for damage to or
loss of the material prior to acceptance, nor in any way affect the continuing rights of the County after acceptance of the completed
Work under the terms of paragraph f of this section.
b. The Private Entity must, without charge, replace any material or correct any workmanship found by the County not to conform to
the Agreement requirements, unless the County consents to accept such material or workmanship with an appropriate adjustment
in Agreement price. The Private Entity must promptly segregate and remove rejected material from the premises.
c. If the Private Entity does not promptly replace rejected material or correct rejected workmanship, the County may upon seven (7)
day written notice and ten (10) period to cure, by contract or otherwise, replace or correct it and charge the cost to the Private
Entity.
d. The County may examine completed Work by removing or tearing it out. The Private Entity must replace or correct any Work found
not to conform to Agreement requirements. If Work is torn out and found to comply with Agreement requirements, the County's
Representative must make an equitable adjustment for the Services provided for the inspection and replacement of the Work.
e. The County will inspect the Work as soon as practicable after completion.
f. The Private Entity is responsible maintain an acceptable inspection system or follow County directions to replace or correct
incorrect or defective items, which are material to completion of the Work as required by this Agreement.
19.3 Technical Supervision.
The County reserves the right to use qualified personnel under contract to the County, to provide technical supervision.
19.4 Approval of Design.
a. The County's Representative must approve all final Plans and Specifications. The County's Representative's review will be
primarily for general arrangement and compliance with County requirements included as part of the Agreement.
County's Representative's approval shall not be construed as:
1 . Permitting any departure from the Agreement requirements, without specific prior written approval.
2. Relieving the Private Entity of responsibility for any errors including, but not limited to, details, dimensions and materials-,
3. Relieving the Private Entity of responsibility for compliance with all applicable codes of local, state, or federal codes,
regulations and laws.
b. After approval of Plans and Specifications, the Private Entity shall be responsible for revising Plans and Specifications to correct all
deficiencies from requirements of this Agreement. Copies of revised Plans and Specifications will be furnished to the County's
Representative. There will be no modification to any fee or to the GMP to the Agreement, as a result of corrections of such
deficiencies.
19.5 Project Closeout.
Unless specified for an earlier date elsewhere in this Agreement, the Private Entity must process all documents, changes, claim
submissions, complete all Project closeout items, provide warranties, as -built drawings, and submit a final report certifying that this
action has been taken not later than sixty (60) days after the date of Substantial Completion.
ARTICLE XX
MISCELLANEOUS
20.1 Representations and warranties of authority.
a. Private Entity represents and warrants that it has legal authority to enter into this Agreement and perform all of its obligations
herein, that all Work under this Agreement shall be performed by appropriately licensed entities or individuals when required, and
that the execution of this Agreement by it has been duly and properly authorized. As a condition to this Agreement's effectiveness,
Private Entity shall provide to County a certificate in form and with attachments satisfactory to County showing to County's
satisfaction Private Entity's legal existence and authority to enter into this Agreement.
b. County represents and warrants that it has legal authority to enter into this Agreement and perform all its obligations herein and
that the execution of this Agreement by it has been duly and properly authorized, including approval by the local governing body in
accordance with Va. Code § 56--575.16 (as evidenced by the signature of approval on behalf of County affixed to this Agreement).
20.2 Nondiscrimination.
a. During the performance of this Agreement, the Private Entity agrees as follows:
(1) The Private Entity will not discriminate against any Subcontractor, employee, or applicant for employment because of race,
religion, color, sex, national origin, age, disability, or any other basis prohibited by State law relating to discrimination in
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employment, except where there is a bona fide occupational qualification reasonably necessary to the normal operation of the
Private Entity. The Private Entity agrees to post in conspicuous places, available to employees and applicants for
employment, notices setting forth the provisions of this nondiscrimination clause.
(2) The Private Entity, in all solicitations or advertisements for employees placed by or on behalf of the Private Entity, will state
that such Private Entity is an equal employment opportunity employer.
(3) Notices, advertisements, and solicitations placed in accordance with federal law, rule, or regulation shall be deemed sufficient
for the purpose of meeting the requirements of this section.
b. The Private Entity will include the provisions of the foregoing Subsections a (1 ), (2), and (3) in every subcontract or purchase order
of over $10,000, so that the provisions will be binding upon each subcontractor or vendor.
c. Pursuant to the Code of Virginia, Section 2.2-4343.1, be advised that the County of Roanoke does not discriminate against faith -
based organizations.
20.3 Drug -Free Workplace.
a. During the performance of this Contract, the Contractor agrees to (i) provide a drug-free workplace for the Contractor's employees-,
(ii) post in conspicuous places, available to employees and applicants for employment, a statement notifying employees that the
unlawful manufacture, sale, distribution, dispensation, possession, or use of a controlled substance or marijuana is prohibited in the
Contractor's workplace and specifying the actions that will be taken against employees for violations of such prohibition-, (iii) state in
all solicitations or advertisements for employees placed by or on behalf of the Contractor that the Contractor maintains a drug-free
workplace-, and (iv) include the provisions of the foregoing clauses in every subcontract or purchase order over $10,000, so that the
provisions will be binding upon each subcontractor or vendor.
b. For the purpose of this section, "drug-free workplace" means a site for the performance of Work done in connection with a specific
contract awarded to a Contractor, the employees of whom are prohibited from engaging in the unlawful manufacture, sale,
distribution, dispensation, possession or use of any controlled substance or marijuana during the performance of the Contract.
c. The Contractor shall post a copy of the policy in a conspicuous place at the jobsite and assure that all Contractor, subcontractor,
and supplier personnel entering the jobsite are informed of the policy.
20.4 Notices.
a. All notices and demands by any party to any other shall be given in writing and sent by a nationally -recognized, overnight courier or
by United States certified mail, postage prepaid, return receipt requested, and addressed as follows:
To the County: Mr. Richard Caywood
Assistant County Administrator
County of Roanoke
5204 Bernard Drive
Roanoke, Virginia 24018
540-772-2017 (office)
540-772-2193 (fax)
With a copies to:
To Private Entity: James Nicholson
HHHunt
1401 Sunday Drive, Suite 109
Raleigh, North Carolina 27607
919-461-0587
To Architect Engineer: John Neel, P.E.
Gay and Neel, Inc.
1260 Radford Street
Christiansburg, Virginia 24073
540-239-8174
and
Brian Wagner
Ecosystem Services, LLC
2092 nd Street, SW, Suite 2A
Charlottesville, Virginia 22902
804-432-6805
b. Any party may, upon prior notice to the others, specify a different address for the giving of notice. Notices shall be effective one day
after sending if sent by overnight courier or three (3) days after sending if sent by certified mail, return receipt requested.
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20.5 Successors and assigns.
Except as expressly otherwise provided, all of the terms, covenants and conditions hereof shall be binding upon and inure to the benefit
of the parties hereto and their respective successors and assigns. This Agreement may not be assigned without the prior written
consent of the parties to this Agreement. Nothing in this Agreement shall be construed to confer a benefit on to a third party.
20.6 No Waiver.
The failure of County or Private Entity to insist upon the strict performance of any provisions of this Agreement, the failure of either to
exercise any right, option or remedy hereby reserved, or the existence of any course of performance hereunder shall not be construed
as a waiver of any provision hereof or of any such right, option or remedy or as a waiver for the future of any such provision, right,
option or remedy or as a waiver of a subsequent breach thereof. The consent or approval by County of any act by Private Entity
requiring County's consent or approval shall not be construed to waive or render unnecessary the requirement for County's consent or
approval of any subsequent similar act by Private Entity. No provision of this Agreement shall be deemed to have been waived unless
such waiver shall be in writing signed by the party to be charged.
20.7 Severability
If any term or provision of this Agreement shall be determined to be invalid or unenforceable in any respect, it shall be replaced with a
substantially similar provision to the greatest extent possible and the Agreement shall remain in full force and effect.
20.8 Counterparts.
This Agreement may be executed in two or more counterparts, each of which shall be deemed an original, but all of such counterparts
together shall be deemed to be one and the same instrument. It shall not be necessary in making proof of this Agreement or any
counterpart hereof to produce or account for the other counterpart.
20.9 Governing Law.
This Agreement shall be governed by, and construed in accordance with, the laws of the Commonwealth of Virginia. Venue for any
litigation arising from this Agreement shall only be proper in the Circuit Court of Roanoke County, Virginia or in the General District
Court of Roanoke County, Virginia if the amount in controversy is within the jurisdictional limit of such court, and all parties to this
Agreement voluntarily submit to the jurisdiction and venue of such courts, regardless of the actual location of such parties. The
provisions of this Agreement shall not be construed in favor of or against either party but shall be construed according to their fair
meaning as if both parties jointly prepared this Agreement.
20.10 Annual Appropriation And Plan Of Finance.
The financial obligations of the County contained in this Agreement are subject to the award and execution of a Stormwater Local
Assistance Grant from the Commonwealth of Virginia (administered by the Department of Environmental Quality) in an amount of $278,
950 and annual appropriation and availability of funds for the Project. Private Entity shall cooperate in executing any documents
reasonably necessary to aid County in implementing its plan of finance for the Project. The Private Entity shall pay to the County the
sum of $300,000 upon the approval and execution of this Comprehensive Agreement. This sum shall serve as the matching funds for
the Stormwater Local Assistance Grant.
20.11 Financial Statements.
Private Entity agrees to provide County with copies of its complete and current financial statements upon reasonable written request by
County. The Private Entity may designate such financial statements as confidential proprietary information exempt from release under
the Virginia Freedom of Information Act by following the procedure for such designation indicated in the County's PPEA implementation
procedures.
20.12 Copy of agreement to auditor of public accounts.
County shall submit a copy of this Agreement to the Virginia Auditor of Public Accounts within thirty (30) days of its effective date.
20.13 Approval by Roanoke County as a Condition Precedent to Agreement's Effectiveness.
It shall be a condition precedent to this Agreement's effectiveness that it first be approved by the Board of Supervisors of the County of
Roanoke, Virginia.
20.14 Certifications.
Private Entity has executed and provided to County a Vendor's Certification (Exhibit H) contemporaneously with the execution of this
Agreement. Private Entity shall require all subcontractors who will perform more than $10,000.00 of Work pursuant to this Agreement
to execute this document (Exhibit H) prior to commencement of such subcontractor's Work.
20.15 Ethics in Public Contracting
The provisions, requirements, and prohibitions as contained in Sections 2.24367 through 2.24377, of the Va. Code, pertaining to bidders,
offerors, contractors, and subcontractors are applicable to this Agreement.
20.16 Headings
The captions and headings in this Agreement are for convenience and reference purposes only and shall not affect in any way the
meaning and interpretation of this Agreement.
20.17 Minority & Women -Owned Business Enterprise and Small Business Certification
Page 23 of 25
411101.11 YA Frill, 111111.10
The Private Entity shall use reasonable efforts to use minority and women -owned business enterprises and small businesses for Work
on the Project and if utilized on the Project, the Private Entity shall complete and submit the "Minority & Women -Owned Business
Enterprise and Small Business Certification" form from time to time as requested by the County's Representative. Failure to complete
and sign this statement is considered a material violation of the Agreement.
20.18 Entire Agreement.
This Agreement and the attachments and exhibits attached hereto and forming a part hereof set forth all the covenants, promises,
agreements, conditions and understandings between Private Entity and County concerning the Project, and there are no covenants,
promises, agreements, conditions or understandings, either oral or written, between them other than are herein set forth. No alteration,
amendment, change or addition to this Agreement shall be binding upon Private Entity or County unless reduced to writing and signed
by each party. Extracts from Private Entity's Conceptual Phase and Detailed -Phase proposals at Exhibit B are attached and
incorporated by reference for purposes of providing details concerning the overall intent of the parties. However, Exhibit B is not
intended to contradict this Agreement, and in the event of inconsistencies, this Agreement shall control.
SIGNATURE PAGE TO FOLLOW
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20684/l/7047081vl
IN WITNESS WHEREOF, the parties hereto have signed this Agreement by their duly authorized representatives.
HHHunt County of Roanoke, Virginia
By: By:
Title
Title:
Appropriation and Funds Required Authorized by Resolution No.
for this Agreement Certified
Director/Deputy Director of Finance
Date
Account#:
Approved as to form:
County Attorney/Assistant County Attorney
Page 25 of 25
20684/l/7047081vl
ACTION NO.
ITEM NO. 1-1
AT A REGULAR MEETING OF THE BOARD OF SUPERVISORS OF ROANOKE
COUNTY, VIRGINIA HELD AT THE ROANOKE COUNTY ADMINISTRATION CENTER
MEETING DATE: May 12, 2015
AGENDA ITEM: Ordinance accepting and appropriating $24,000 from the
Virginia Department of Education to Roanoke County Public
Schools for the Science, Technology, Engineering and
Mathematics (STEM) Teacher Recruitment and Retention
Incentive Initial and Continuing Awards
SUBMITTED BY: Rebecca Owens
Director of Finance
APPROVED BY: Thomas C. Gates
County Administrator
COUNTY ADMINISTRATOR'S COMMENTS:
SUMMARY OF INFORMATION:
Roanoke County Public Schools received Notification of Grant Award for the Science,
Technology, Engineering and Mathematics (STEM) Teacher Recruitment and Retention
Incentive Program in the amount of $24,000.
In the 2012-2013 school year, two (2) Roanoke County Public School teachers were
selected to participate in the "pilot" STEM Teacher Recruitment and Retention Incentive
Initial Awards by the Virginia Department of Education (Cohort 1). The teachers were
employed full-time as either a middle or high school teacher of mathematics, physics or
technology education. For the 2012-2013 school year, these two teachers received initial
awards of $5,000. As a follow-up to the 2012-2013 school year award, both teachers
received the continuing incentive award of $1,000 during the 2013-2014 school year. For
the 2014-2015 school year, these two (2) teachers are now eligible to receive a retention
bonus of $1,000 for completing the school year and receiving a satisfactory performance
evaluation.
During the 2013-2014 school year, Cohort 2 was established and those teachers received
the initial award of $5,000. Cohort 2 is now eligible for the retention incentive. In total
Page 1 of 2
twelve (12) teachers are eligible to receive the$ 1,000 continuing incentive award in 2014-
2015 as they complete their second year of teaching and receive a satisfactory
performance evaluation.
During the 2014-2015 school year, Cohort 3, which includes two new teachers, will receive
the initial grant award of $5,000.
All teachers (Cohort 1, 2, and 3) are assigned to a qualifying STEM subject in which the
teacher is endorsed.
Bonuses are taxable to the recipient, and the school division assumes responsibility for
ensuring all taxes are remitted. The STEM Teacher Recruitment and Retention Incentive
Continuing Awards will be funded contingent upon the availability of funding. Teachers
must successfully complete the year of teaching with a satisfactory performance
evaluation.
FISCAL IMPACT:
There are no matching funds required forthis award. All funds are provided bytheVirginia
Department of Education in support of this initiative.
ALTERNATIVES:
To appropriate $24,000 from the Virginia Department of Education to Roanoke County
Public Schools for the Science, Technology, Engineering, and Mathematics (STEM)
Teacher Recruitment and Retention Incentive Initial and Continuing Awards.
2. Do not appropriate the awards.
STAFF RECOMMENDATION:
Staff recommends approval of this ordinance.
Page 2 of 2
04/10/2015 FRI 9:50 FAX 540 562 3995 Z 001/003
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04/10/2015 FRI 9:50 FAX 540 562 3995
DEPARTMENT OF EDUCATION
P.O. BOX 2120
RICHMOND, VA 23218-2120
December 11, 2014
Dr. Lorraine Lange
Superintendent
Roanoke County Public Schools
5937, Cove Road, NW
Roanoke, VA 24019-2403
Dear Dr. Lange:
Z 002/003
Enclosed is the Notification of Grant Award for the Science, Technology, Engineering,
-D - atics (STEM) Teacher Recruitment and Retention Incentive Program in the amount
The list of the teacher(s) from your school division selected to participate is attached
$ '0 Oi aw
to rtI4762 ard. Please notify the teacher(s) of this selection. Please verify that each teacher
is still employed with your school division. If a listed teacher is no longer employed with your
school division, please notify Dr. Mark R. Allan, director of licensure and school leadership,
immediately at Mark.Allangdoe.virainia.gov or (804) 371-2471, The award is contingent upon
the adherence to the information specified in Section 10. Special Instructions/Conditions of the
Notification of Grant Awards.
The STEM Teacher Recruitment and Retention Incentive Awards will be funded
contingent upon the availability of funding. Successful teachers participating in the incentive
program will be eligible to receive a $5,000 initial incentive after the completion of the first year
of teaching with a satisfactory performance* evaluation and a contract for the following year in
your division. Teachers who have previously received an initial STEM Incentive Award will be
eligible to receive a $ 1,000 continuing award after the completion of a second or third year of
teaching with a satisfactory performance evaluation and a contract for the following year in your
division, Bonuses are taxable to the recipient, and the school division assumes responsibility for
ensuring all taxes are remitted. State funds will be provided to school divisions on a
reimbursement basis for actual expenses not to exceed the grant funds awarded to the division.
A reimbursement form and procedures for reimbursement will be provided by the Virginia
Department of Education (VDOE). Reimbursement reguests must be submitted to be
received by the VDOE no later than June 5, 2015.
04/10/2015 FRI 9:50 FAX 540 562 3995
Dr. Lorraine Lange
December 11, 2014
Page Two
Z 003/003
If you have any questions regarding the grant awards for the STEM Teacher Recruitment
and Retention Incentive Awards, please do not hesitate to contact me at
Mark.Allangdoe.virginia.gov or (804) 371-2471.
Sincerely,
Mark R. Allan, Ph.D.
Director, Office of Licensure and School Leadership
BoardDocsi) Pro
Agenda Item Details
Meeting Mar 26, 2015 - Roanoke County School Board Meeting
Page I of 2
Category 8. CONSENT AGENDA
Subject 8.03 Appropriation of the Science, Technology, Engineering, and Mathematics (STEM)
Teacher Recruitment and Retention Incentive Awards
Type Information
Backciround
RCPS received Notification of Grant Award for the Science, Technology,
Engineering, and Mathematics (STEM) Teacher Recruitment and Retention
Incentive Program in the amount of $24,000.
The following fourteen teachers will receive $1,000 dollars as part of the
continuing incentive from the VDOE:
Cohort 1: Anderson, Travis
Butzer, Katrina
Cohort 2: Breclenkamp, Elizabeth]
Colvin, Kristen
Franz, Elizabeth
Greenway, Bradley
Hughes, Maggie
Jones, Catherine
Long, Emily
McCarty, Dustin
McGrath, Barbara
Nichols, Jamie
Reeder, Courtney
Weisenborn, Madison
Cohort 3: New Initial Grant for the following 2 Teachers ($5,000)
Carr, Stephanie
Martin, Carly
In the 2012-13 school year, two RCPS teachers were selected to participate in
the "pilot" STEM Teacher Recruitment and Retention Incentive Initial Awards by
the Virginia Department of Education (Cohort 1- Anderson and Butzer). The
teachers selected were employed full-time as either a middle or high school
teacher of mathematics, physics, or technology education. During the 2012-13
school year, the two teachers from Cohort 1 received the initial award of $5,000
http://www.boarddocs.com/vsba/roecnty/Board.nsf/Public 4/9/2015
BoardDocsl) Pro
Page 2 of 2
dollars. During the 2014-15 school year, the teachers are now eligible to receive
$1,000 retention bonus for completing the school year and receiving a
satisfactory performance evaluation.
During the 2013-14 school year, Cohort 2 was established and the following
teachers were identified (Bredenkamp, Colvin, Franz, Greenway, Hughes, 3ones,
Long, McCarty, McGrath, Nichols, and Reeder) to receive the initial grant of
$5,000. Cohort 2 is now eligible for the retention incentive and these teachers
are now eligible to receive a $1,000 continuing incentive award in 2014-15 as
they complete their second year of teaching and receive a satisfactory
performance evaluation.
During the 2014-15 school year, Cohort 3 includes two new teachers to receive
the initial grant award of $5,000 dollars.
All teachers (cohorts 1,2, and 3) are assigned to a qualifying STEM subject in
which the teacher is endorsed. Bonuses are taxable to the recipient, and the
school division assumes responsibility for ensuring all taxes are remitted. The
STEM Teacher Recruitment and Retention Incentive Continuing Awards will be
funded contingent upon the availability of funding. Teachers must successfully
complete the year of teaching with a satisfactory performance evaluation.
http://www.boarddocs.com/vsba/roecnty/Board.nsf/Public 4/9/2015
AT A REGULAR MEETING OF THE BOARD OF SUPERVISORS OF ROANOKE
COUNTY, VIRGINIA, HELD AT THE ROANOKE COUNTY ADMINISTRATION
CENTER ON TUESDAY, MAY 12,2015
ORDINANCE ACCEPTING AND APPROPRIATING $24,000 FROM THE
VIRGINIA DEPARTMENT OF EDUCATION TO ROANOKE COUNTY
PUBLIC SCHOOLS FOR THE SCIENCE, TECHNOLOGY,
ENGINEERING AND MATHMATICS (STEM) TEACHER RECRUITMENT
AND RETENTION INCENTIVE INITIAL AND CONTINUING AWARDS
WHEREAS, The Virginia Department of Education funds the Science, Technology,
Engineering, and Mathematics (STEM) Teacher Recruitment and Retention Incentive
Continuing Awards; and
WHEREAS, The Virginia Department of Education has awarded continuing
incentive awards totalling $24,000 to eligible recipients-, and
WHEREAS, two (2) Roanoke County teachers who received the initial award in
2012-2013 school year have been selected to receive the retention bonus in 2014-2015
school year-, and
WHEREAS, twelve (12) Roanoke County teachers who received the initial award
in the 2013-2014 school year have been selected to receive the continuing incentive in
2014-2015 school year; and
WHEREAS, two (2) Roanoke County teachers were selected to receive the initial
award in 2014-2015 school year-, and
WHEREAS, The Virginia Department of Education recognizes that the teacher
will be eligible to receive the award after completing a second year of teaching in an
assigned qualifying STEM subject and receive a satisfactory performance evaluation; and
WHEREAS, Section 18.04 of the Roanoke County Charter provides that funds be
appropriated by ordinance-, and
Page 1 of 2
WHEREAS, first reading of this ordinance was held on April 28, 2015, and the
second reading was held on May 12, 2015.
BE IT ORDAINED by the Board of Supervisors of Roanoke County, Virginia, as
follows..
1. That the sum of $24,000 is hereby accepted and appropriated to the
Roanoke County School Board for the continuing incentive from the Virginia Department
of Education.
2. That this ordinance shall take effect from and after the date of adoption.
Page 2 of 2
ACTION NO.
ITEM NO. J. 1-3
AT A REGULAR MEETING OF THE BOARD OF SUPERVISORS OF ROANOKE
COUNTY, VIRGINIA HELD AT THE ROANOKE COUNTY ADMINISTRATION CENTER
MEETING DATE: May 12, 2015
AGENDA ITEM: Appointments to Committees, Commissions and Boards
SUBMITTED BY: Deborah C. Jacks
Deputy Clerk to the Board
APPROVED BY: Thomas C. Gates
County Administrator
COUNTY ADMINISTRATOR'S COMMENTS:
SUMMARY OF INFORMATION:
1. Capital Improvement Program (CIP) Review Committee (appointed by District):
The following one-year term expired on August 31, 2012:
a) Becky Walter, representing the Hollins Magisterial District; Ms. Walter has
served three consecutive terms and therefore cannot be reappointed.
The following one-year terms expired on August 31, 2014:
a) Jason B. Moretz, representing the Windsor Hills Magisterial District; Mr.
Moretz is eligible for reappointment
2. Economic Development Authority (appointed by District)
The following four-year term expired on September 26, 2014:
a) Paul Henkel, representing the Hollins Magisterial District; Mr. Henkel is
eligible for reappointment
3. Parks, Recreation and Tourism Advisory Commission (appointed by District)
Atul Patel, representing the Windsor Hills Magisterial District has resigned his
appointment effective August 27, 2014. His appointment was a three (3) -year term
that expires on June 30, 2015.
Page 1 of 1
AT A REGULAR MEETING OF THE BOARD OF SUPERVISORS OF ROANOKE
COUNTY, VIRGINIA, HELD AT THE ROANOKE COUNTY ADMINISTRATION
CENTER ON TUESDAY, MAY 12, 2015
RESOLUTION APPROVING AND CONCURRING IN CERTAIN ITEMS SET
FORTH ON THE BOARD OF SUPERVISORS AGENDA FOR THIS DATE
DESIGNATED AS ITEM K- CONSENT AGENDA
BE IT RESOLVED by the Board of Supervisors of Roanoke County, Virginia, as
follows..
That the certain section of the agenda of the Board of Supervisors for May 12, 2015,
designated as Item K - Consent Agenda be, and hereby is, approved and concurred in as
to each item separately set forth in said section designated Items 1 through 2 inclusive, as
follows..
1. Approval of minutes — April 14, 2015-1 April 21, 2015
2. Resolution expressing the appreciation of the Board of Supervisors of Roanoke
County to Charles M. Wilson, Firefighter/EMT, upon his retirement after more than
thirty (30) years of service
Page 1 of 1
ACTION NO.
ITEM NO. K-2
AT A REGULAR MEETING OF THE BOARD OF SUPERVISORS OF ROANOKE
COUNTY, VIRGINIA HELD AT THE ROANOKE COUNTY ADMINISTRATION CENTER
MEETING DATE: May 12, 2015
AGENDA ITEM: Resolution expressing the appreciation of the Board of
Supervisors of Roanoke County to Charles M. Wilson,
Firefighter/EMT, upon his retirement after more than thirty (30)
years of service
SUBMITTED BY: Deborah C. Jacks
Deputy Clerk to the Board
APPROVED BY: Thomas C. Gates
County Administrator
COUNTY ADMINISTRATOR'S COMMENTS:
SUMMARY OF INFORMATION:
Mr. Charles M. Wilson, Firefighter/EMT, retired on March 1, 2014, afterthirty (30 years and
five (5) months of service with Roanoke County.
Mr. Wilson is unable to attend the meeting and his resolution and quilt will be mailed to his
home.
STAFF RECOMMENDATION:
Staff recommends adoption of the attached resolution.
Page 1 of 1
AT A REGULAR MEETING OF THE BOARD OF SUPERVISORS OF ROANOKE
COUNTY, VIRGINIA, HELD AT THE ROANOKE COUNTY ADMINISTRATION
CENTER ON TUESDAY, MAY 12, 2015
RESOLUTION EXPRESSING THE APPRECIATION OF THE BOARD OF
SUPERVISORS OF ROANOKE COUNTY TO CHARLES M. WILSON,
FIREFIGHTER/EMT, UPON HIS RETIREMENT AFTER MORE THAN
THIRTY (30) YEARS OF SERVICE
WHEREAS, Charles M. Wilson was employed by Roanoke County Fire and Rescue
as a Firefighter on September 17, 1984-1 and
WHEREAS, Mr. Wilson retired on May 1, 2015, after thirty (30) years and five (5)
months of devoted, faithful and expert service to Roanoke County-, and
WHEREAS, Mr. Wilson throughout his employmentwith Roanoke County, has been
instrumental in improving the quality of life and providing services to the citizens of
Roanoke County-, and
WHEREAS, Mr. Wilson's was highly respected amongst his peers and provided
countless hours of mentoring new employees-, and
WHEREAS, Mr. Wilson used his knowledge of small engine mechanics to help
maintain Department equipment at a huge savings and was one of the first in-house
maintenance programs created-, and
WHEREAS, Mr. Wilson was a caring individual to both citizens and fellow
employees by providing compassion and support above the normal expectations of hisjob;
NOW, THEREFORE, BE IT RESOLVED that the Board of Supervisors of Roanoke
County expresses its deepest appreciation and the appreciation of the citizens of Roanoke
County to CHARLES M. WILSON for more than thirty (30) years of capable, loyal and
dedicated service to Roanoke County; and
Page 1 of 2
FURTHER, the Board of Supervisors does express its best wishes for a happy and
productive retirement.
Page 2 of 2
GENERAL FUND UNAPPROPRIATED BALANCE
COUNTY OF ROANOKE, VIRGINIA
Amount
Audited balance at June 30, 2014 $ 21,266,557
Addition of 2013-14 operations
532,638
M-1
% of General
Fund Revenue
11.00% *
Balance at May 12, 2015 $ 21,799,195 11.00%
Note- On December 21, 2004, the Board of Supervisors adopted a policy to increase the General
Fund Unappropriated Balance incrementally over several years.
2013-14 - Goal of 11 % of General Fund Revenues
2013-14 General Fund Revenues
11 % of General Fund Revenues
2014-15 - Goal of 11 % of General Fund Revenues
2014-15 General Fund Revenues
11 % of General Fund Revenues
$193,332,334
$21,266,557
$198,174,499
$21,799,195
The Unappropriated Fund Balance of the County is currently maintained at the goal of 11.00%.
Submitted By Rebecca E. Owens
Director of Finance
Approved By Thomas C. Gates
County Administrator
COUNTY OF ROANOKE, VIRGINIA
CAPITAL RESERVES
Minor County Capital Reserve
(Projects not in the CIP, architecturallengineering services, and other one-time expenditures.)
Audited balance at June 30, 2014
Addition of 2013-14 operations
Fire Truck Loan Repayment for 2014-15
July 8, 2014 Appropriation for replacement of Financial System
August 12, 2014 Appropriation for construction of Water Spheroid Water Tower Design
March 24, 2015 Appropriation for the purchase of four automated solid waste vehicles
Balance at May 12, 2015
M-2
Amount
$ 3,407,630
605,096
300,000
(1,500,000)
(200,000)
($1,000,000)
$ 1,612,726
Mawor County Capital Reserve
(Projects in the CIP, debt payments to expedite projects identified in CIP, and land purchase opportunities.)
Audited balance at June 30, 2014 $ 1,295,364
Addition of 2013-14 operations 1,305,748
Balance at May 12, 2015
Technoloav Caoital Reserve
$ 2,601,112
(Projects identified and prioritized by the Technology Governance Committee and approved by the County Administrator.)
Audited balance at June 30, 2014 $ 121,137
Addition of 2013-14 operations 192,921
Balance at May 12, 2015 $ 314,058
Submitted By Rebecca E. Owens
Director of Finance
Approved By Thomas C. Gates
County Administrator
M-3
RESERVE FOR BOARD CONTINGENCY
COUNTY OF ROANOKE, VIRGINIA
Amount
From 2014-2015 Original Budget $ 100,000
Addition from 2013-14 operations 28,231
June 10, 2014 Transfer funds for Special Assistant for Legislative Relations (33,080)
October 14, 2014 Transfer funds to Hidden Valley High School for repairs to track (28,231)
Submitted By
Approved By
Balance at May 12, 2015 $ 66,920
Rebecca E. Owens
Director of Finance
Thomas C. Gates
County Administrator
COUNTY OF ROANOKE, VIRGINIA
CHANGES IN OUTSTANDING DEBT
Changes in outstanding debt for the fiscal year to date were as follows:
Outstanding
June 30, 2014 Additions Deletions
Outstanding
May 12, 2015
M-4
General Obligation Bonds
$ 6,150,390
$ - $ - $
6,150,390
VPSA School Bonds
92,638,652
19,973,906 8,301,435
104,311,123
State Literary Loans
2,273,592
- 447,817
1,825,775
Lease Revenue Bonds
79,182,582
2,193,293
76,989,289
Capital Lease obligation
849,437
107,921
741,516
$ 181,094,653
$ 19,973,906 $ 11,050,466 - $
190,018,093
Submitted By Rebecca E. Owens
Director of Finance
Approved By Thomas C. Gates
County Administrator
M-5
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DECLARING THE MONTH OF MAY 2015 TO BE GUILLIAN-BARRE
SYNDROME (GBS) AND CHRONIC INFLAMMATORY DEMYLELINATING
POLYNEUROPATHY (CIDP) AWARENESS MONTH IN ROANOKE COUNTY
WHEREAS, the month of May 2015 has been designated as "GBS and CIDP Awareness
Month" to educate the public and to focus attention on Guillian-Barre
Syndrome (GBS) and Chronic Inflammatory Demyelinating Polyneuropathy
(CIDP), which are rare, paralyzing and potentially catastrophic disorders of the
peripheral nerves; and
WHEREAS, the cause of GBS and CIDP is unknown. The length of the illness is
unpredictable. It is characterized by the rapid onset of weakness and often,
paralysis of the legs, arms, breathing muscles and face. Usually months of
hospital care are required with patients and families facing an uncertain future,
not knowing if and when recovery will occur. Some may face long-term
disabilities of varying degrees. GBS and CIDP can develop in any person at
any age, regardless of gender or ethnic background; and
WHEREAS, in 1980, the Guillian-Barre Syndrome Foundation International (now the
GBSICIDP Foundation International), was founded to provide a support
network to patients and their families through the national office headquarters
in Philadelphia and its 174 chapters with more than 30,000 members
throughout the United States, Canada, Asia, Europe, South America and South
Africa; and
Whereas, Rick Forney is the Liaison for the local area chapter serving as the link
between the patients, physicians, nurses, and the families. The Foundation
provides educational materials including a comprehensive booklet, "GBS, an
Overview for the Layperson," and newsletters as well as funding medical
research and conducting symposia; and
WHEREAS, the Foundations Medical Advisory board includes prominent neurologists
active in GBS and CIDP research, leading physicians in rehabilitation
medicine, and physicians who, themselves, have had the disorder.
NOW, THEREFORE, 1, P. Jason Peters, CHAIRMAN, of the Board of Supervisors of Roanoke
County, DO HEREBY PROCLAIM the month of MAY as "GBSICIDP
AWARENESS MONTH" in the County of Roanoke and encourage all citizens to
recognize the importance of raising public awareness of GBS and CIDP
Presented this I Ztb day of May 2015
r ? � )_17-7��
b—.—Ila on Peters, Chairman
Ir ph P. McNamara, Vice -Chairman
ACTION NO.
ITEM NO. 0-1
AT A REGULAR MEETING OF THE BOARD OF SUPERVISORS OF ROANOKE
COUNTY, VIRGINIA HELD AT THE ROANOKE COUNTY ADMINISTRATION CENTER
MEETING DATE: May 12, 2015
AGENDA ITEM: Work session to discuss proposed Operating and Capital
budgets for fiscal year 2015-2016 and fiscal year 2016-2025
Capital Improvement Plan
SUBMITTED BY:
APPROVED BY:
Deborah C. Jacks
Deputy Clerk to the Board
Thomas C. Gates
County Administrator
COUNTY ADMINISTRATOR'S COMMENTS:
SUMMARY OF INFORMATION:
This time has been set aside for the Board of Supervisors to discuss the proposed
Operating and Capital budgets for fiscal year 2015-2016 and the fiscal year 2016-2025
Capital Improvement Plan.
Page 1 of 1
ACTION NO.
ITEM NUMBER 0-2
AT A REGULAR MEETING OF THE BOARD OF SUPERVISORS OF ROANOKE
COUNTY, VIRGINIA HELD AT THE ROANOKE COUNTY ADMINISTRATION CENTER
MEETING DATE: May 12, 2015
AGENDA ITEM:
SUBMITTED BY:
APPROVED BY:
Work session to discuss debt refunding opportunity
Rebecca Owens
Director of Finance
Thomas C. Gates
County Administrator
COUNTY ADMINISTRATOR'S COMMENTS:
SUMMARY OF INFORMATION:
The County of Roanoke works with Financial Advisors, Raymond James & Associates,
Inc., annuallyto review the County's outstanding debtfor potential refunding opportunities.
Currently, our outstanding Lease Revenue debt is rated by Moody's, Standard and Poor's
and Fitch Aa3, AA and AA respectively. These ratings allow the County to borrow funds at
low interest rates.
Based on current market conditions, the County has the opportunity to refund some of
2008 lease revenue bonds. These bonds were originally issued through the Economic
Development Authority to finance the North County Fire Station, South County Library,
Fleet Services Center, 900 MHZ Radio system and the Multi -Generational Center.
Current market conditions are showing projected refunding savings in the range of $2
million dollars over the remaining life of the maturities, however as with previous refundings
the market is ever changing and difficult to predict. Staff will continue to work with
financial advisor, Raymond James & Associates to ensure that the County of Roanoke
nets the most savings possible with the refunding.
Attached is a PowerPoint that staff will review during the work session.
Page 1 of 1
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