HomeMy WebLinkAbout9/27/2016 - RegularINVOCATION:
Roanoke County
Board of Supervisors
September 27, 2016
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."
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Roanoke County
Board of Supervisors
Agenda
September 27, 2016
Good afternoon and welcome to our meeting for September 27, 2016. 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.RoanokeCountvVA.gov. Our meetings are now closed -captioned, 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
1. Roll Call
B. REQUESTS TO POSTPONE, ADD TO OR CHANGE THE ORDER OF AGENDA
ITEMS
C. PROCLAMATIONS, RESOLUTIONS, RECOGNITIONS AND AWARDS
1. Proclamation from the Town of Vinton (Town Council of Vinton)
2. Proclamation commending the Blue Ridge Conservancy upon its 20th
anniversary (Richard L. Caywood, Assistant County Administrator; David C.
Perry, Executive Director, Blue Ridge Land Conservancy)
3. Proclamation declaring the month of October as Fire Prevention Month in
Roanoke County (Stephen G. Simon, Chief of Fire and Rescue)
Page 2 of 5
4. Resolution expressing the appreciation of the Board of Supervisors of Roanoke
County to James M. Skinner, Building Maintenance Technician II, upon his
retirement after more than eighteen years of service (Rob Light, Director of
General Services)
D. BRIEFINGS
1. Briefing to provide an update to the Board of Supervisors on police activity in
Roanoke County (Howard B. Hall, Chief of Police)
2. Briefing to provide an update to the Board of Supervisors on the Mountain Valley
Pipeline project (Richard L. Caywood, Assistant County Administrator)
E. NEW BUSINESS
1. Resolution approving a "Participation Agreement" as allowed under the Amended
and Restated Agreement creating the Western Virginia Regional Industrial
Authority (Thomas C. Gates, County Administrator; Rebecca Owens, Director of
Finance)
2. Resolution authorizing the execution of an agreement between Roanoke County
and the City of Roanoke relocating portions of the boundary line between said
governmental entities and authorizing certain other actions relating to such
boundary line adjustment be taken as provided by law (Peter Lubeck, Senior
Assistant County Attorney)
F. FIRST READING OF ORDINANCES
1. Ordinance of the Board of Supervisors of the County of Roanoke, Virginia in
relation to approving Roanoke County support of financing by the Western
Virginia Regional Industrial Facility Authority (Thomas C. Gates, County
Administrator; Rebecca Owens, Director of Finance)
G. PUBLIC HEARING AND SECOND READING OR ORDINANCES
1. Ordinances authorizing the granting of two, public, variable -width, drainage
easements by John F. Daugherty, Norma K Goff (Tax Map No. 076.20-05-41)
and Barbara R. Hanby (Tax Map No. 076.20-05-40) to the Board of Supervisors
of Roanoke County for the purpose of facilitating storm water management in the
vicinity of Luwana Drive, Windsor Hills Magisterial District (Tarek Moneir, Deputy
Director of Development Services)
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2. The petition of Roanoke H&R RE, LLLP and Fralin & Waldron Commercial
Rental Limited Partnership to rezone approximately 23.01 acres from PTD with
conditions, Planned Technology Development, District and R-1, Low Density
Residential, District to PTD, Planned Technology Development, District with
proffered conditions on property located in the 1300 block of Electric Road and
4000 block of Keagy Road, Windsor Hills Magisterial District. The proposed
proffered conditions include conformance to the Concept Plan and Elevation
Plan, limiting uses, signage, lighting, and buffers. (WITHDRAWN AT THE
REQUEST OF THE PETITIONER)
3. The petition of IYS XXII, L.C. to rezone approximately 8.46 acres from I -1S, Low
Intensity Industrial, District with special use permit to C-2, High Intensity
Commercial, District for the operation of guidance services and general office,
located at 5673 Airport Road, Hollins Magisterial District (POSTPONED AT THE
REQUEST OF THE PETITIONER)
H. APPOINTMENTS
1. Board of Zoning Appeals (BZA) (appointed by District)
2. Budget and Fiscal Affairs Committee (BFAC) (appointed by District and At Large)
3. Clean Valley Council (At Large)
4. Economic Development Authority (EDA) (appointed by District)
I. CONSENT AGENDA
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. Resolution expressing the appreciation of the Board of Supervisors of Roanoke
County to Steven R. Martin, Deputy Sheriff (Civil Division -Sheriff's Office), upon
his retirement after more than 29 years of service
2. Request to accept and allocate grant funds in the amount of $278,950 from the
Department of Environmental Quality (DEQ) for the design and construction of
the Murray Run Stream Restoration Project
3. Request to accept and appropriate three (3) Division of Motor Vehicle Grants in
the amount of $127,375
J. CITIZENS' COMMENTS AND COMMUNICATIONS
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K. REPORTS
1. Unappropriated, Board Contingency and Capital Reserves Report
2. Outstanding Debt
3. Proclamation signed by the Chairman declaring October 2 through 8, 2016, as
Mental Illness Awareness Week in the County of Roanoke
M. REPORTS AND INQUIRIES OF BOARD MEMBERS
1. Joseph P. McNamara
2. George G. Assaid
3. Al Bedrosian
4. Martha B. Hooker
5. P. Jason Peters
N. WORK SESSIONS (WORK SESSIONS WILL BE HELD AT THE SOUTH COUNTY
LIBRARY AUDITORIUM LOCATED AT 6303 MERRIMAN ROAD, ROANOKE,
VIRGINIA 24018 AT 6:00 P.M.)
1. Work session to discuss issues of importance regarding the Regional and Local
Behavioral Health System (Daniel R. O'Donnell, Assistant County Administrator)
2. Work session to review the preliminary budget and financial results for fiscal year
ending June 30, 2016, for the County of Roanoke (Rebecca Owens, Director of
Finance; Christopher Bever, Director of Management and Budget)
O. ADJOURNMENT
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ACTION NO.
ITEM NO. C.1
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:
ISSUE:
September 27, 2016
Proclamation from the Town of Vinton
Deborah Jacks
Chief Deputy Clerk to the Board of Supervisors
Thomas C. Gates
County Administrator
The Town of Vinton has requested this time with the Board of Supervisors to present a
proclamation.
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ACTION NO.
ITEM NO. C.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:
ISSUE:
September 27, 2016
Proclamation commending the Blue Ridge Conservancy
upon its 20th anniversary
Richard Caywood
Assistant County Administrator
Thomas C. Gates
County Administrator
A proclamation commending the Blue Ridge Land Conservancy (BRLC) on the
occasion of its 20th anniversary
BACKGROUND:
The Blue Ridge Land Conservancy was founded in 1996 as the Western Virginia Land
Trust. The objective of the Blue Ridge Land Conservancy is to protect farms, forests,
waterways, and rural landscapes. To date, the BRLC has protected 17,000 acres of
land and 39 miles of rivers and streams.
David Perry, Executive Director of the Blue Ridge Land Conservancy, currently serves
as the Chairman of the Roanoke County Pipeline Advisory Committee.
FISCAL IMPACT:
This item has no fiscal impact.
STAFF RECOMMENDATION:
Staff recommends approval of the attached proclamation.
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COMMENDING BLUE RIDGE CONSERVANCY UPON ITS 20TH ANNIVERSARY
WHEREAS, Roanoke County is blessed with abundant natural resources, including the Slue Ridge Mountains,
the Roanoke River, forests, rivers, streams, and scenic views; and
WHEREAS, there are numerous outdoor parks, byways, and venues in Roanoke County, including the Blue
Ridge Parkway, the Appalachian Trail, Read Mountain, and Carvins Cove; and
WHEREAS, Roanoke County is also blessed with a vibrant agricultural economy and a history of agriculture;
and
WHEREAS, agriculture is the largest industry in the Commonwealth and tourism accounts for billions of dollars
of spending each year in Virginia; and
WHEREAS, Roanoke County's economy has flourished due the presence of these many amenities, which draw
new businesses, entrepreneurs, and young professionals to the region; and
WHEREAS, the Blue Ridge Conservancy was founded in 1996 as the Western Virginia Land Trust; and
WHEREAS, the mission of the Conservancy is to protect forever the region's natural resources and amenities;
and
WHEREAS, the Conservancy has protected hundreds of acres of land and miles of rivers and streams in
Roanoke County, including Carvins Cove, lands along the Blue Ridge Parkway, Roanoke River, and
Explore Park, and land that is part of the Read Mountain Preserve county park; and
WHEREAS, the Conservancy partners with Roanoke County schools to provide SOL -compliant outdoor
education programs for county fourth graders; and
WHEREAS, the Blue Ridge Conservancy is celebrating its 20th anniversary on October 7, 2016; and
WHEREAS, the Conservancy has made a profound impact on the quality of life for Roanoke County residents
for the past twenty years; and
WHEREAS, the Conservancy's conservation efforts will continue to have a profound impact on generations of
Roanoke County residents to come.
NOW THEREFORE, BE IT HEREBY RESOLVED by the Roanoke County Board of Supervisors that the Blue Ridge
Land Conservancy be, and it is hereby, commended for its twenty years of service to the citizens
of Roanoke County, and it is congratulated upon the occasion of Its 20th anniversary.
Presented this 17th day of September 2016
T-1
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Martha H Or
eph P. McNamara
P. Jason Pe4 rs
ACTION NO.
ITEM NO. C.3
AT A REGULAR MEETING OF THE BOARD OF SUPERVISORS OF ROANOKE
COUNTY, VIRGINIA HELD AT THE ROANOKE COUNTY ADMINISTRATION CENTER
MEETING DATE:
AGENDA ITEM:
September 27, 2016
Proclamation declaring the month of October as Fire
Prevention Month in Roanoke County
SUBMITTED BY: Stephen Simon
Chief of Fire and Rescue
APPROVED BY: Thomas C. Gates
County Administrator
ISSUE:
Request to proclaim the month of October 2016 as Fire Prevention Month in Roanoke
County.
BACKGROUND:
During the month of October 2016, the Fire Marshal's Office will bring important safety
messages to citizens and visitors across the county at dozens of planned safety events
using this year's theme, "Don't Wait - Check the Date! Replace Smoke Alarms
Every 10 Years."
Those planning to be in attendance to accept the proclamation will be Chief Stephen G.
Simon, along with Fire Marshal Brian Simmons, Deputy Fire Marshal Scott Jones,
Deputy Fire Marshal Tim Webster, Deputy Fire Marshal (in training) Robert Mauck,
Community Outreach Specialist Brian Clingenpeel, Fire Inspector Chris Smith, and Fire
Inspector John Sweeney . Other Fire & Rescue personnel may also be in attendance.
STAFF RECOMMENDATION:
Adopt the attached proclamation declaring the month of October 2016 as Fire
Prevention Month in Roanoke County
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DECLARING THE MONTH OF OCTOBER 2016
AS FIRE PREVENTION MONTH IN THE COUNTY OF ROANOKE
WHEREAS, the County of Roanoke, Virginia is committed to ensuring the safety and security of all those living in
and visiting Roanoke County; and
WHEREAS, fin: is a serious public safety concern both locally and nationally, and homes are where people are at
greatest risk from fire; and
WHEREAS, U.S. fire departments responded to 369,500 home fires in 2014, according to the National Fire
Protection Association (NFPA); and
WHEREAS, U.S. home fires resulted in 2,745 civilian deaths in 2014, representing the majority (84 percent) of all
U.S. fire deaths; and
WHEREAS, in one-fifth of all homes with smoke alarms, the smoke alarms are not working; and
WHEREAS, three out of five home fire deaths result from fires in properties without smoke alarms (38 percent) or
with no working smoke alarms (21 percent); and
WHEREAS, working smoke alarms cut the risk of dying in reported home fires in half; and
WHEREAS, many Americans don't know how old the smoke alarms in their homes are, or how often they need to
be replaced; and
WHEREAS, all smoke alarms should be replaced at least once every ten years; and
WHEREAS, the age of a smoke alann can be determined by the date of its manufacture, which is marked on the
back of the smoke alarm; and
WHEREAS, Roanoke County first responders are dedicated to reducing the occurrence of home fires and home
fire injuries through prevention and protection education; and
WHEREAS, Roanoke County's residents are responsive to public education measures and are able to take
personal steps to increase their safety from fire, especially in their homes; and
WHEREAS, the 2016 Fire Prevention Week theme, "Don't Wait — Check the Date! Replace Smoke Alarms Every 10
Years" effectively serves to educate the public about the vital importance of replacing the smoke
alarms in their homes at least every ten years, and to determine the age of their smoke alarms by
checking the date of manufacture on the back of the alarms.
NOW, THEREFORE, WE the Board of Supervisors of Roanoke County, Virginia do hereby proclaim the month of
October, 2016, as FIRE PREVENTION MONTH in the County of Roanoke; and
FURTHER, we urge all the people of Roanoke County to find out how old the smoke alarms in their homes are, to
replace them if they're more than 10 years old, and to participate in the many public safety activities
of the Roanoke County Fire & Rescue during Fire Prevention Month 2016 and throughout the year.
Presented this 27th day of September 2016
George G. Assaid
Al Bedrosia
c R cv+1bh-c— 0 � b hA-
Martha Hooker
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P. Jason Pdters
ACTION NO.
ITEM NO. CA
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:
ISSUE:
September 27, 2016
Resolution expressing the appreciation of the Board of
Supervisors of Roanoke County to James M. Skinner,
Building Maintenance Technician II, upon his retirement after
more than eighteen years of service
Rob Light
Director of General Services
Thomas C. Gates
County Administrator
Recognition of the retirement of James M. Skinner
BACKGROUND:
James M. Skinner, Building Maintenance Technician II, retired on September 1, 2016,
after eighteen years and three months of service with Roanoke County General
Services Department.
Mr. Skinner will be in attendance to receive his resolution and quilt.
DISCUSSION:
There is no discussion associated with this agenda item.
FISCAL IMPACT:
There is no fiscal impact associated with this agenda item.
STAFF RECOMMENDATION:
Staff recommends approval 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, SEPTEMBER 27, 2016
and
RESOLUTION EXPRESSING THE APPRECIATION OF THE BOARD OF
SUPERVISORS OF ROANOKE COUNTY TO JAMES M. SKINNER,
BUILDING MAINTENANCE TECHNICIAN II, UPON HIS RETIREMENT
AFTER MORE THAN EIGHTEEN YEARS OF SERVICE
WHEREAS, James M. Skinnerwas employed by Roanoke Countyon June 1, 1998;
WHEREAS, Mr. Skinner retired on September 1, 2016, after eighteen years and
three months of devoted, faithful and expert service to Roanoke County; and
WHEREAS, Mr. Skinner served as a Building Maintenance Technician II, during his
tenure with Roanoke County and has served with professionalism and dedication in
providing services to the citizens of Roanoke County; and
WHEREAS, during Mr. Skinner's time serving the citizens of Roanoke County, he
provided a critical role in the maintenance of facilities and ensured that citizens and staff
have access to safe and efficient buildings.
WHEREAS, most notably, Mr. Skinnerwas the Maintenance Technician responsible
for the Public Safety Building since construction.
WHEREAS, Mr. Skinner was innovative and cost conscious and was meticulous in
his documentation of systems and processes related to his facilities.
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 JAMES M. SKINNER for more than eighteen 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
ACTION NO.
ITEM NO. D.1
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:
ISSUE:
September 27, 2016
Briefing to provide an update to the Board of Supervisors on
police activity in Roanoke County
Howard Hall
Chief of Police
Thomas C. Gates
County Administrator
This time will be used to brief the Board of Supervisors on Police Department activities.
Page 1 of 1
ACTION NO.
ITEM NO. D.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:
ISSUE:
September 27, 2016
Briefing to update the Board of Supervisors on the Mountain
Valley Pipeline project
Richard Caywood
Assistant County Administrator
Thomas C. Gates
County Administrator
This time has been set aside to update the Board on the Federal Energy Commissions'
release of the draft environmental impact statement and public hearing schedule for the
Mountain Valley Pipeline project.
This draft consists of 2,671 that can be viewed at the following site:
<http://elibrary.ferc.gov/idmws/file list.asp?accession num=20160916-4001>
Page 1 of 1
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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:
AGENDA ITEM:
SUBMITTED BY:
September 27, 2016
Resolution adopting the participation agreement between the
Western Virginia Regional Industrial Facility Authority and
the County of Roanoke, the City of Roanoke and the City of
Salem
Thomas Gates
County Administrator
APPROVED BY: Thomas C. Gates
County Administrator
ISSUE:
Resolution to approve a Participation Agreement with the City of Salem and City of
Roanoke to jointly acquire property through the Western Virginia Regional Industrial
Facilities Authority (WVRIFA).
BACKGROUND:
In 2014, Roanoke County, along with its neighboring jurisdictions of Franklin County,
Botetourt County, Town of Vinton, City of Salem and City of Roanoke, entered into an
agreement to form the Western Virginia Regional Industrial Facilities Authority. The
purpose for establishing the Authority was to provide a mechanism for local jurisdictions
to engage in partnerships that would facilitate economic growth and development in the
Roanoke Valley. The Authority, formed in accordance with State statutes governing the
activities of such authorities, is permitted among other things to acquire land and to
enter into financing arrangements in support of land acquisition.
In October, 2015, Roanoke County staff began working with the Western Virginia
Regional Industrial Facilities Authority (WVRIFA) to secure purchase options on
property within Roanoke County that had previously been identified by the WVRIFA for
potential acquisition. The site, commonly referred to as the Wood Haven Property,
Page 1 of 2
consists of several tracts of land under multiple ownership. When considered together,
these tracts comprise over 100 acres of developable land in an extremely visible
location situated at the intersection of Interstate 81 and 581. The visibility, favorable
development characteristics, and availability of the property were factors in the property
being regarded in a WVRIFA study of potential development sites in the region as the
primary site for acquisition and development.
DISCUSSION
Through the WVRIFA, County staff worked with staff from the City of Salem and City of
Roanoke to develop a Partnership Agreement which would result in the acquisition of
the Wood Haven Property. According to the proposed terms of the Partnership
Agreement, the County agrees to fund 44.2% of the cost of acquisition and site
development, the City of Roanoke agrees to a like amount, and the City of Salem
agrees to provide 11.6% of noted costs. The jurisdictions also agree to share in the
same proportions, future revenue garnered from the sites development. Per the
Agreement, any action relevant to the jointly acquired site must be approved
unanimously by the partner jurisdictions.
The Resolution authorizes the County Administrator to execute the Participation
Agreement (attached) and to perform any and all duties and functions associated with
documents associated with the project, as defined in the Agreement.
Page 2 of 2
Final Draft: 09.15.2016
PARTICIPATION AGREEMENT
THIS PARTICIPATION AGREEMENT (this "Agreement"), dated as of this 11th
day of October, 2016 by and between the WESTERN VIRGINIA REGIONAL INDUSTRIAL
FACILITY AUTHORITY, a political subdivision of the Commonwealth of Virginia created
pursuant to Chapter 64 of Title 15.2 of the Code of Virginia, 1950, as amended, (the
"Authority") and Roanoke County, the City of Roanoke, and the City of Salem, political
subdivisions of the Commonwealth of Virginia and members of the Authority (the
"Participants" and each individually, a "Participant").
WHEREAS, the Authority has been created under the provision of Chapter 64 of Title
15.2 of the Code of Virginia, 1950, as amended (the "Act"), to promote economic development
in the Participants' geographical region; and,
WHEREAS, the Participants and the Authority have identified real property located in
Roanoke County described as five (5) parcels in Roanoke County, Virginia roughly bounded by
and in the vicinity of Interstate 81 and Wood Haven Road, which consists of approximately one
hundred six (106) acres, together with such other parcels of real property that may be acquired
by the Authority in connection with the project contemplated herein (the "Real Property") to
be acquired and used for industrial park or other economic development purposes and the need
for the design, acquisition, construction and equipping of water, sewer, roadway and other
improvements on or near the Real Property (together, the "Project"), as an important project
for the region to promote the purposes for which the Authority has been formed; and,
WHEREAS, the Act authorizes the Authority, among other things, to develop, construct,
improve, equip and maintain facilities for industrial or commercial purposes, to expend funds as
may be available to it for the purposes of developing such facilities, to enter into contracts of any
kind with respect to carrying out its powers under the Act, to accept funds and property from
counties, cities and towns and use the same for any of the purposes for which the Authority is
created and to enter into cooperative arrangements with any governmental entity in furtherance
of the purposes of the Act, and authorizes each Participant to provide funds to the Authority for
any of its purposes and each Participant is otherwise authorized by law to make appropriations
for the accomplishment of the lawful purposes and objectives of such Participant; and
WHEREAS, the Authority and the Participants desire to enter into this Agreement for
the purposes of establishing the scope of the Project, describing certain contributions of the
Authority and the Participants toward development of the Project and providing for the sharing
of certain revenue from the Project.
NOW THEREFORE, in order to carry out the purposes for which the Authority was
formed and to promote economic development for the benefit of the Participants, the parties
hereto do hereby agree as follows:
Page 1 of 11
Final Draft: 09.15.2016
I
PROJECT DESCRIPTION
The Project may include the following on or near the Project site: (i) acquisition and
disposition by the Authority of interests in Project real estate, (ii) promotion of the Project site
for economic development purposes, (iii) grading all or a portion of the Project site, (iv)
improving, replacing and extending water, sewer, natural gas, electrical and other utility
facilities, (v) construction, rehabilitating and expanding buildings, (vi) construction of parking
facilities, (vii) constructing, expanding and improving roads, streets and bridges (viii) purchasing
or leasing machinery and tools, (ix) making other improvements consistent with the foregoing
actions and in support of the objectives of the Project, (x) financing any or all of the above
activities, (xi) selling, leasing, disposing of or making grants of interests in Project real property
and personal property in furtherance of the objectives of the Project and (xii) taking other actions
consistent with developing the Project for economic development purposes.
II
PROJECT UNDERTAKEN IN THE NAME OF THE AUTHORITY
The acquisition and development of the Project shall be undertaken in the name of the
Authority and, subject to the terms of this Agreement, the Authority, shall own, hold, develop,
lease, use, sell, encumber, transfer, and dispose of any real or personal property comprising part
or all of the Project, provided, however, that the Authority agrees not to take any action related to
the financing, development and operation of the Project without the unanimous consent of all of
the Participants as reflected by action of the Committee (as defined below) and the Authority
further agrees that it will not lease, use, sell, encumber, transfer or dispose of any real or personal
property comprising part or all of the Project or take any action or perform any function related
to the Project or any portion thereof without the unanimous consent of all of the Participants as
reflected by action of the Committee.
III
PROJECT PARTICIPATION COMMITTEE
The Participants shall establish a participation committee for the Project (the
"Committee") that shall consist of the respective County Administrator or City Manager of
each Participant, or the respective designee of each such chief administrative officer. The
Committee shall oversee the development and management of the Project. The Committee shall
organize and may adopt bylaws and other organizational documents to designate its procedures
and responsibilities. Committee action shall require an unanimous, affirmative vote by all of the
Participants. The Committee will recommend action to the Board of Directors of the Authority
(the "Board"), and any Committee action must be ratified by the Board.
The locality in which the Project is situated (the "Host Locality") shall not enter into a
performance agreement or any other arrangement that involves the rebate or abatement of all or a
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Final Draft: 09.15.2016
portion of the enumerated taxes to the owner of the Real Property without the unanimous consent
of the Committee. The Committee may choose to review and recommend to the Authority
restrictive covenants for the development of the Real Property and the Project; such restrictive
covenants shall include setbacks, landscaping, land uses and other similar restrictions that are
usual and customary in industrial developments. The Authority shall take all steps necessary to
implement such restrictive covenants at the recommendation of the Committee. The Committee
may collaborate with the planning staff of each of the Participants to develop land use
regulations and other such standards of land use to be established on the Real Property. Such
regulations and standards of land use will be developed in order to maximize the revenue
producing use of the Real Property. Such standards may include the average wage of the jobs
produced by the Project, anticipated tax returns of the Project, and numbers of jobs created by
the Project. The Committee shall present such recommended land use regulations to the
Authority for consideration and implementation.
The Host Locality agrees to cooperate with the Authority in pursuing the rezoning or
other land use regulation of the Real Property and diligently pursue approval of such rezoning or
other land use regulation of the Real Property, based on the recommendation of the Committee.
IV
ANNUAL BUDGET
As soon as practicable after the Committee is formed, and thereafter by March 1 of each
year, the Committee shall develop and present to the Participants and the Authority a budget for
the fiscal year beginning the following July 1, showing (a) all contemplated expenditures for
costs and expenses of the Project (the "Project Costs"), including the cost of debt service
("Project Debt Service Costs") and the cost of operations and administration of the Project
including costs to design, acquire, construct, equip and operate the Project not paid from the
proceeds of Project Debt (as defined below) ("Project Administration Costs") and (b) all
anticipated Project Revenue (as defined below) and other funds expected to be generated from or
in connection with the Project, including federal and state grants. This annual budget shall be
approved by the Committee on or before April 1 of each year.
LTA
CONTRIBUTION AMOUNTS
Subject to Article VIII below, each Participant shall make payments on a quarterly basis,
in advance, or on another basis if approved by the Project Participant Committee, sufficient to
pay the Project Administration Costs (the "Project Administration Contribution Amounts")
in the following proportions (the "Contribution Proportions"): City of Roanoke = 44.2%,
Roanoke County = 44.2%, City of Salem = 11.6%.
The initial payment of Project Administration Contribution Amounts shall be made by
each Participant on or before January 1, 2017. Should any Participant fail or neglect to pay its
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Final Draft: 09.15.2016
Project Administration Contribution Amount on or before the date when such Project
Administration Contribution Amount is due and owing, and such failure continues for more than
thirty (30) days after written demand for payment made to such Participant by the Committee,
such Participant shall forfeit and lose any and all rights arising out of this Agreement, including
any rights to vote and any right to receive a share of Project Revenue (as defined below). In the
event that any Participant forfeits and loses its rights under this Agreement, the Project
Administration Contribution Amounts of the remaining Participants shall increase
proportionately so that Project Administration Costs may be paid in full.
Contribution Amounts to be used by the Authority to pay debt service on Project Debt
(the "Project Debt Contribution Amounts") shall be paid by each Participant in accordance
with one or more support agreements entered into by each Participant (each, a "Support
Agreement") in connection with Project Debt (as defined below) in accordance with the
Contribution Proportion applicable to each Participant as set forth above. The type of obligation
of any Participant under a Support Agreement, whether a general obligation, a "moral" obligation
or otherwise shall be as set forth and described in each particular Support Agreement. The right
of any Participant to prepay any Project Debt Contribution Amount shall be as set forth and
described in each particular Support Agreement. Should any Participant fail or neglect to pay its
Project Debt Contribution Amount on or before the date when such Project Debt Contribution
Amount is due and owing, or fail to enter into a Support Agreement reflecting that Participant's
Contribution Proportion up to the Maximum Project Debt (as defined below) such Participant
shall forfeit and lose any and all rights arising out of this Agreement, including any rights to vote
and any right to receive a share of Project Revenue (as defined below). In the event that any
Participant forfeits and loses its rights under this Agreement, the remaining Participants shall
have no responsibility or liability to pay any portion of the Project Debt Contribution Amount of
the former Participant.
VI
FINANCING
Participants shall be responsible for payment of all debt obligations of the Authority
related to or arising from the Project ("Project Debt") in their respective Project Debt
Contribution Amounts and for costs and expenses for the implementation of the Project through
payment of their respective Project Debt Contribution Amounts as set forth above. Member
localities of the Authority not participating in the Project shall have no responsibility for
payments in support of any Project Debt or any other Project costs.
The Authority agrees, subject to conditions imposed by a lender, lenders or other
financing source and to the Participants entering into such Support Agreements as may be
required, to finance the acquisition of interests in Project property and initial costs related to
marketing and development of the Project, such financing expected to occur in calendar year
2016, in a principal amount not to exceed $10,000,000 (the "Initial Project Debt"). The
Authority further agrees, subject to conditions imposed by a lender, lenders or other financing
source and to the Participants entering into such Support Agreements as may be required, to
finance the acquisition of additional property near the Real Property as deemed desirable by the
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Final Draft: 09.15.2016
Authority and the Committee and the design, acquisition, construction and equipping of water,
sewer, roadway and other improvements on or near such Project Real Property (the "Additional
Project Debt") in a principal amount such that the total of the Initial Project Debt and the
Additional Project Debt does not exceed $20,000,000 (the "Maximum Project Debt").
VII
REVENUE SHARING
"Project Revenue" is defined as all of the local taxes paid by businesses and industries
including, but not limited to, the real property, personal property, machinery and tools, sales, and
meals located at the Project site at the applicable tax rates. Project Revenue will, subject to
Article VIII below, be paid to the Authority by the governing body of the locality in which the
Project is located and shall be distributed by the Authority to the Participants in the Project based
upon each Participant's Contribution Proportion.
VIII
WITHDRAWAL OF PARTICIPANT
No Participant may withdraw from this Agreement without the unanimous consent of all
other Participants. Once Project Debt obligations have been incurred by the Authority, no
Participant may withdraw from this Agreement without the unanimous consent of all holders or
owners of Project Debt.
Once Additional Project Debt obligations have been incurred by the Authority, no
Participant may withdraw from this Agreement without the unanimous consent of all holders or
owners of Additional Project Debt.
IX
ANNUAL APPROPRIATION
Any obligation of a Participant to pay any Project Administration Contribution Amount
or to pay any Project Revenue to the Authority set forth in this Agreement, as applicable, shall
not constitute a debt or a pledge of any Participant within the meaning of any constitutional or
statutory debt limitation, but shall be subject to and dependent upon annual appropriations being
made from time to time by the governing body of such Participant. The chief administrative
officer or other officer charged with the responsibility for preparing the proposed annual budget
of each Participant is directed to include in the proposed budget for each fiscal year the amount
of the expected Project Administration Contribution Amount (and, if applicable, payment of
Project Revenue) for such fiscal year and any other sums due under this Agreement. If, by July
15 of each fiscal year the governing body of any Participant has not appropriated such amount
for the then current fiscal year for the purposes intended by this Agreement, the chief
administrative officer of such Participant shall give written notice to the governing body of such
Participant of the consequences of such failure to appropriate, including the forfeiture of rights
under this Agreement.
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To the extent permitted by law, in the event of the failure of the Host Locality to make its
payment of any Project Revenue to the other Participants under this Agreement, any Participant
has the right to institute a process under which a Participant could cause the Participant's
Director of Finance to withhold and setoff all further payments due to the Host Locality until the
unpaid sum of Project Revenue is obtained. The Participant will give the Host Locality sixty
(60) days' notice before withholding and setting off any such payments.
V4
AMENDMENT
This Agreement may be amended from time to time by written agreement duly approved
and executed by all Participants and the Authority.
XI
TITLE AND HEADINGS
The title and article headings in this Agreement are solely for convenience of reference
and shall not constitute a part of this Agreement nor shall they affect its meaning, construction or
effect.
XII
SEVERABILITY
If any clause, provision or section of this Agreement shall be held illegal or invalid by
any court, the illegality or invalidity of such clause, provision or section shall not affect the
remainder of this Agreement which shall be construed and enforced as if such illegal or invalid
clause, provision or section had not been contained in this Agreement. If any agreement or
obligation contained in this Agreement is held to be in violation of law, then such agreement or
obligation shall be deemed to be the agreement or obligation of the parties hereto only to the
extent permitted by law.
XIII
EXECUTION OF COUNTERPARTS
This Agreement may be executed in any number of counterparts, each of which shall be
an original and all of which together shall constitute but one and the same instrument.
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XIV
VENUE
This Agreement shall be governed by, and construed and enforced in accordance with,
the laws of the Commonwealth of Virginia.
SIGNATURE PAGES TO FOLLOW.
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IN WITNESS WHEREOF, the parties have caused this Agreement to be executed and
attested by their respective clerks or secretaries.
ATTEST:
WESTERN VIRGINIA REGIONAL
INDUSTRIAL FACILITY AUTHORITY
Printed Name and Title Printed Name and Title
APPROVED TO FORM:
Counsel to Authority
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ATTEST:
CITY OF ROANOKE, VIRGINIA
Printed Name and Title Printed Name and Title
APPROVED TO FORM:
Roanoke City Attorney
Page 9 of 11
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ATTEST:
COUNTY OF ROANOKE, VIRGINIA
Printed Name and Title Printed Name and Title
APPROVED TO FORM:
Roanoke County Attorney
Page 10 of 11
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ATTEST:
CITY OF SALEM, VIRGINIA
Printed Name and Title Printed Name and Title
APPROVED TO FORM:
Salem City Attorney
Page 11 of 11
AT A REGULAR MEETING OF THE BOARD OF SUPERVISORS OF ROANOKE
COUNTY, VIRGINIA HELD AT THE ROANOKE COUNTY ADMINISTRATION CENTER
ON TUESDAY, SEPTEMBER 27, 2016
RESOLUTION ADOPTING THE PARTICIPATION AGREEMENT
BETWEEN THE WESTERN VIRGINIA REGIONAL INDUSTRIAL
FACILITY AUTHORITY, AND THE COUNTY OF ROANOKE, THE CITY
OF ROANOKE, AND THE CITY OF SALEM
WHEREAS, the Western Virginia Regional Industrial Facility Authority ("the
Authority") was created to promote economic development by its member localities
under the provisions of Chapter 64 of Title 15.2 of the Code of Virginia, 1950, as
amended; and
WHEREAS, three member localities, being the County of Roanoke, the City of
Roanoke and the City of Salem (the "Participants"), and the Authority desire to enter
into a Participation Agreement for the Authority to acquire and develop real property
("Real Property") located in Roanoke County to be used for an industrial park or other
economic development purposes (the "Project") as an important project for the region to
promote the purposes for which the Authority was formed; and
WHEREAS, the Participants and the Authority desire to establish the scope of
the development of the Project, describing the contributions of the Localities and the
Authority toward development of the Project, and providing for the sharing of certain
revenue from the Project.
NOW, THEREFORE, BE IT RESOLVED that in order to carry out the purposes
for which the Authority was formed, the Board of Supervisors approves the Participation
Agreement and authorizes the County Administrator, or his designee, to execute and
endorse the Participation Agreement in substantially the form presented to this meeting
Page 1 of 2
between the Western Virginia Regional Industrial Facility Authority and the Localities,
named as the County of Roanoke, the City of Roanoke, and the City of Salem.
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:
September 27, 2016
Resolution authorizing the execution of an agreement
between Roanoke County and the City of Roanoke
relocating portions of the boundary line between said
governmental entities and authorizing certain other actions
relating to such boundary line adjustment be taken as
provided by law
SUBMITTED BY: Ruth Kuhnel
County Attorney
APPROVED BY: Thomas C. Gates
County Administrator
ISSUE:
The proposed relocation of portions of the boundary line between the County of
Roanoke and the City of Roanoke. The County's purchase of the proposed Jae Valley
Park properties from the City of Roanoke is conditioned upon the County Board of
Supervisors' approval of these proposed boundary line adjustments.
BACKGROUND:
This matter is linked to the County's purchase of the proposed Jae Valley Park property
from the City of Roanoke. The City has agreed to sell the Jae Valley property to the
County for ten (10) dollars, conditioned upon the Board of Supervisor's approval of this
resolution regarding the proposed boundary line adjustments.
It is proposed that the County enter two agreements that make minor adjustments to the
corporate boundary line between the County of Roanoke and the City of Roanoke. The
proposed boundary line adjustments redraw the boundary line between Roanoke
County and Roanoke City so that parcels presently included in the County will be
included in the City.
The first proposed boundary line adjustment involves two parcels (0.7185 acre and
Page 1 of 2
0.4904 acre) and a public right of way (containing 0.4070 acre) that are located in the
Blue Hills Village development, situated along Orange Ave., Rt. 460, N.E., in the Hollins
Magisterial District. The property in question is undeveloped. The majority of the Blue
Hills Village development is contained within the jurisdictional boundaries of the City of
Roanoke.
The second proposed boundary line adjustment involves two parcels (1.0736 acres and
0.0225 acre) that are situated on the perimeter of the former Happy's Flea Market
property, along Williamson Road, N.E. in the Hollins Magisterial District. This boundary
line adjustment is requested to facilitate the redevelopment of the site by providing a
prospective developer with one contiguous site located within a single municipal
jurisdiction.
If the Board of Supervisors approves the boundary line adjustments by resolution,
petitions will be filed in the Roanoke County Circuit Court for the Court's ultimate
approval of the proposed boundary line adjustments.
Pursuant to the requirements of the Code of Virginia, notice of the proposed boundary
line adjustments has been published once a week for two consecutive weeks in a local
newspaper (the Roanoke Times), and affected property owners have received written
notice by mail (from the County Attorney's office). Further, affected property owners
have also been advised by telephone (by staff in the City's Community Development
Department) of the proposed boundary line adjustments.
FISCAL IMPACT:
There would be minimal impact upon total real estate tax assessments and revenues as
a result of this action.
STAFF RECOMMENDATION:
Staff recommends approving the resolution authorizing the approval of the two
agreements adjusting the boundary line between the County and the City, and
authorizing that certain other actions relating to the boundary line adjustments be taken
as provided by law.
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, SEPTEMBER 27, 2016
RESOLUTION AUTHORIZING THE EXECUTION OF AN AGREEMENT
BETWEEN ROANOKE COUNTY AND THE CITY OF ROANOKE
RELOCATING PORTIONS OF THE BOUNDARY LINE BETWEEN SAID
GOVERNMENTAL ENTITIES, AND AUTHORIZING THAT CERTAIN
OTHER ACTIONS RELATING TO SUCH BOUNDARY LINE BE TAKEN
AS PROVIDED BY LAW
WHEREAS, pursuant to the provisions of Article 2, Chapter 31, Title 15.2 of the
Code of Virginia (1950), as amended, the governing bodies of Roanoke County and the
City of Roanoke wish to petition the Circuit Court for approval to relocate portions of the
boundary line between the two jurisdictions; and
WHEREAS, the relocation the boundary line of such governmental entities in the
areas proposed will permit more effective and efficient delivery of municipal services
and promote the public health, safety, and welfare; and
WHEREAS, Roanoke County and the City of Roanoke have agreed to the
boundary relocation by action of their respective governing bodies.
THEREFORE, BE IT RESOLVED by the Board of Supervisors of Roanoke
County, Virginia, that:
1. The County Administrator is hereby authorized to execute two agreements
between Roanoke County and the City of Roanoke, on forms approved by the County
Attorney, establishing a new boundary line at certain points between said jurisdictions
as follows:
(A) The first agreement (the "Williamson Road Agreement") proposes a boundary
line adjustment as follows:
(1) A parcel of real estate owned by CFS -4 III, LLC, and containing
1.0736 acres, being located along Williamson Road, U.S. Route 11 and 220 (being a
Page 1 of 3
part of Tax Map #38.14-01-77.00) and currently located in Roanoke County, will be
included within the corporate boundary of the City of Roanoke.
(2) A parcel of real estate owned by Williamson Road Plaza, LLC, and
containing 0.0225 acre, being located along Williamson Road, U.S. Route 11 and 220
(being part of Tax Map #38.14-01-76.00) and currently located in Roanoke County will
be included within the corporate boundary of the City of Roanoke.
The proposed boundary line adjustment proposed by the proposed Williamson
Road Agreement is depicted in a plat entitled "Plat from Records for Roanoke County,
Virginia and the City of Roanoke, Virginia, Showing 1.0736 Acres (46,766 Sq. Ft.) and
0.0225 Acre (979 Sq. Ft.) Being Transferred from Roanoke County Corporate Limits to
the City of Roanoke Corporate Limits" dated August 4, 2016, and prepared and sealed
by Frank B. Caldwell, III on August 16, 2016 (the "Williamson Road Plat") (Exhibit A).
(B) The second agreement (the "Blue Hills Village Drive Agreement") proposes a
boundary line adjustment as follows:
(1) A parcel of real estate owned by the National Bank of Blacksburg,
and containing 0.7185 acre, being located between Challenger Avenue and Blue Hills
Village Drive (Tax Map #050.05-01-26.00) and currently located in Roanoke County will
be included within the corporate boundary of the City of Roanoke.
(2) A parcel of real estate owned by the National Bank of Blacksburg
and containing 0.4904 acre, being located between Challenger Avenue and Blue Hills
Village Drive (Tax Map #050.05-01-26.01) and currently located in Roanoke County will
be included within the corporate boundary of the City of Roanoke.
(3) A public right-of-way containing 0.4070 acre, that is located
between the above-mentioned parcels (A) and (B) and currently located in Roanoke
County will be included within the corporate boundary of the City of Roanoke.
The proposed boundary line adjustment proposed by the proposed Blue Hills
Drive Agreement is depicted in a plat entitled "Plat from Records for Roanoke County,
Virginia and the City of Roanoke, Virginia, Lot 1 (0.7185 Acre), Common Area (0.4904
Acre), and Public Right of Way (0.4070 Acre) Plat Showing a Resubdivision of Parcel
1C-2 11.0679 Acres (Instrument No. 200713164 — Rke Co) Showing 1.6159 Acres
being Transferred from Roanoke County Corporate Limits to the City of Roanoke
Page 2 of 3
Corporate Limits," dated August 4, 2016 and prepared and sealed by Frank B.
Caldwell, III on August 16, 2016. (the "Blue Hills Village Plat")(Exhibit B).
2. The boundary line adjustments set forth above were described in a Notice
of Public Hearing (Exhibit C), which was published as required by Section 15.2-3107 of
the Code of Virginia (1950), as amended.
3. Upon approval of the execution of the agreements between the governing
bodies, the County Attorney is authorized to petition the Roanoke County Circuit Court
to relocate the boundary line in accordance with the agreements and plats.
4. Upon entry of an order by the Circuit Court establishing the new boundary
line, a certified copy of such order will be forwarded to the Secretary of the
Commonwealth.
5. The County Administrator and County Attorney are authorized to take, or
cause to be taken, such other actions, and to execute other documents as may be
required by law to effect the change in the boundary line as set forth herein.
6. The Clerk to the Board of Supervisors is directed to forward an attested
copy of this resolution to the Clerk to the City Council of the City of Roanoke, Virginia.
Page 3 of 3
DRAFT DATE: 08.18.2016 (final)
CONTRACT FOR PURCHASE AND SALE OF REAL PROPERTY
This Contract For Purchase and Sale of Real Property (Contract) is dated
, 2016, by and between the City of Roanoke, Virginia, a Virginia municipal
corporation (Seller or City), and County of Roanoke, Virginia, an instrumentality of the
Commonwealth of Virginia (Buyer or County).
RECITALS:
WHEREAS, Seller is the owner of two parcels of real property, together with any
buildings and improvements thereon, situated on Jae Valley Road, Roanoke County, Virginia,
bearing Official Tax Map Numbers 089.00-03-29.01-0000 and 089.00-03-29.02-0000, and more
particularly described in Exhibit A attached hereto and made a part hereof (collectively, the
"Property");
WHEREAS, Seller is desirous of selling the Property to Buyer and Buyer is desirous of
acquiring the Property for the purposes of developing, constructing, operating and maintaining a
public park in accordance with the terms and conditions of this Contract; and
WHEREAS, Seller will sell the Property to Buyer subject to the terms, conditions, and
restrictions set forth in this Contract.
THEREFORE, for and in consideration of the mutual covenants and conditions herein set
forth, and other good and valuable consideration, the receipt and sufficiency of which are
acknowledged by the parties hereto, Seller and Buyer hereby agree the above Recitals are hereby
incorporated into this Contract and that they further agree as follows:
SECTION 1. DEFINITIONS.
Unless the context otherwise specifies or requires, for the purpose of this Contract, the following
terms shall have the meanings set forth in this Section:
Adiacent Parcel: Adjacent Parcel shall mean property of Seller situated in Roanoke County,
Virginia, bearing Official Tax Map Number 089-00-03-29.00-0000.
Buyer's Proposal: Buyer's Proposal refers to the development of a passive public park that will
provide access to the public for use of Back Creek for canoes and kayaks, and such other public
recreational uses, all as more particularly described on Exhibit B attached hereto and made a
part hereof.
Closing: The consummation of this Contract by Seller's delivery of a Deed to the Property to
Buyer.
Closing Date: The date provided for in Section 10 hereof for the Closing.
Contract for Jae Valley Land (Draft Date: 08.18.2016 final)
DRAFT DATE: 08.18.2016 (final)
Contemplated Use: The development of a passive public park facility with public access to
Back Creek for canoe and kayak uses.
Days: Unless otherwise stated, this term means consecutive calendar days.
Deed: The Deed shall be a special warranty deed, subject to all restrictions of record, the
provisions of Section 10 which shall be recited in the Deed, and as set forth in the Title
Commitment.
Improvements: Any and all improvements, and all appurtenances thereto, located on the
Property at the time of Closing.
Proiect: This term means and includes the construction work to be done by Buyer over the
course of 24 months after Closing as well as any related and/or connected work that may be
required and/or done on the Property to result in Buyer's Contemplated Use of the Property, all
in accordance with the terms and provisions of this Contract.
Reservation of Easement: This term shall mean the right of Seller to reserve an easement for
access across the Property for access to enter onto, and egress from the Adjacent Parcel, from
time to time, and for any time, for pedestrians by foot, and by persons with vehicles and
equipment, for any and all activities conducted or to be conducted on the Adjacent Parcel. The
Reservation of Easement shall benefit the Adjacent Parcel and shall burden the Property and
shall run with the land. The Reservation of Easement shall be included in the Deed and shall
permit the Seller, its successors and assigns to enter onto the Property to construct, operate,
maintain, repair and replace roadways, driveways, or other improved access across the Property
from existing public streets to the Adjacent Parcel. All such construction, maintenance,
operation, repair and replacement shall be at the sole cost of the owner of the Adjacent Parcel.
Restriction on Use: This term shall mean the restrictive covenant included in the Deed that
will restrict the use of the Property by Buyer, its successors and assigns, to public park facilities
and public recreational uses that include public access to Back Creek for canoe and kayak uses.
Buyer, its successors and assigns, shall include signage within the public park facilities
acknowledging the collaboration between the County of Roanoke, Virginia and the City of
Roanoke, Virginia in the development of these public park facilities. Such signage shall be
visible to the public from Jae Valley Road. The restriction on Use shall burden the Property and
shall run with the land.
Substantial Completion, Substantially Complete or Completed, or Substantial
Conformance: Development of the Property by Buyer in accordance with the Contemplated
Use of Property and Buyer's Proposal.
Title Commitment: A commitment for title insurance in favor of Buyer for the Property to be
issued by a Title Company.
Title Company: Any nationally recognized title insurance company acceptable to Buyer.
Contract for Jae Valley Land (Draft Date: 08.18.2016 final) 2
DRAFT DATE: 08.18.2016 (final)
SECTION 2. PURCHASE AND SALE OF PROPERTY.
A. Seller agrees to sell the Property to Buyer, and Buyer agrees to purchase the Property
from Seller, upon all the terms, covenants, and conditions set forth in this Contract.
B. The purchase price for the Property (Purchase Price) shall be Ten Dollars ($10.00)
payable in cash or certified check from Buyer to Seller at Closing, together with
performance of all other obligations of Buyer as set forth in this Contract.
C. As additional consideration for entering into this Contract, Buyer agrees to cooperate
with Seller in voluntarily adjusting certain boundaries between the City of Roanoke,
Virginia and the County of Roanoke, Virginia, pursuant to Section 15.2-3106, et. seq.,
Code of Virginia (1950), as amended, as more particularly described in Exhibit C
attached hereto and made part hereof (Boundary Adjustments) and diligently pursue
approval of the Boundary Adjustments before the Circuit Court pursuant to Section 15.2-
3108, Code of Virginia (1950), as amended..
SECTION 3. CONDITIONS PRIOR TO CLOSING.
A. 1. As a condition precedent to Buyer's obligation to purchase the Property or
otherwise to perform any obligations provided for in this Contract, Seller, as of
the Closing, shall have complied with Seller's obligations, representations and
warranties in this Contract, and the fulfillment to Buyer's reasonable satisfaction
of Seller's delivery to Buyer on the Closing Date of title to the Property and other
documents as prescribed in Section 10.
2. As a condition precedent to Seller's obligation to sell the Property or otherwise
perform any obligations provided for in this Contract, Buyer, as of the Closing,
shall have complied with Buyer's obligations, representations, and warranties in
this Contract.
3. As a condition precedent to Seller's obligation to sell the Property, Buyer and
Seller shall have approved the agreements for the Boundary Adjustments as
described in Exhibit C attached hereto and made a part hereof and submitted the
petition to the Circuit Court pursuant to Section 15.2-3108, Code of Virginia
(1950), as amended.
B. Buyer and/or Seller may, at any time on or before the Closing Date, at its election, waive
in writing any of the other party's conditions precedent referenced in this Section 3, and
Buyer's and Seller's consummation of the transaction on the Closing Date shall waive all
such conditions precedent.
C. In the event that the Closing has not occurred through no fault of Seller on or before the
Closing Date, Seller, by written notice given to Buyer, shall provide Buyer with a ten
(10) Day cure period from the Closing Date in which to deliver the Purchase Price and
proceed with Closing. If Closing has not occurred within such additional time period
Contract for Jae Valley Land (Draft Date: 08.18.2016 final) 3
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through no fault of Seller, this Contract shall automatically be terminated without any
further action. In the event of any termination as set forth above, this Contract shall be
deemed terminated and of no further force and effect.
E. Upon the request of Seller, Buyer, its officers, agents, employees, contractors,
subcontractors, licensees, designees, representatives and consultants, shall within a
reasonable period of time after receipt of any preliminary or final survey, test results or
conclusory reports and environmental opinion statements, deliver copies of same to
Seller. If Seller so requests, Buyer shall also turn over copies of raw data obtained and
any laboratory and observation reports or analyses. Such copies of all the above shall be
provided to Seller without charge.
G. Buyer, its officers, agents, employees, contractors, subcontractors, licensees, designees,
representatives and consultants, shall at all times comply with all applicable federal, state,
and local laws, rules, and regulations. Buyer, its officers, agents, employees, contractors,
subcontractors, licensees, designees, representatives and consultants, prior to exercising
any rights under Section 16, shall obtain, at their cost, any and all required permits and/or
licenses for any such work.
SECTION 4. BUYER'S AND SELLER'S OBLIGATIONS.
A. Obligations at Closing_
Seller's Obligations.
At the Closing, Seller agrees to sell to Buyer the Property and deliver the Deed to
the Buyer in accordance with the terms of this Contract.
2. Buyer's Obligations.
Buyer agrees and promises that it will do and/or has done the following at or prior
to Closing:
(i) Buyer will purchase the Property from Seller for the Purchase Price of Ten
and no/100 Dollars ($10.00) and will make payment in accordance with
the terms of this Contract.
(ii) Buyer accepts the Property in an "AS IS" condition and acknowledges and
agrees that Seller makes no representations or warranties with respect to
the Property other than what is contained within this Contract. Buyer
agrees that Buyer is taking the Property without any warranties or
representations from Seller and that Buyer has had sufficient opportunities
to fully examine the Property.
(iii) Buyer acknowledges and agrees that title to the Property are subject to all
liens, encumbrances, and restrictions of record, together with all
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restrictions set forth in this Contract, including, without limitations, the
Reservation of Easement and the Restriction on Use.
(iv) Buyer shall enter into agreements with Seller to initiate the process to
make the Boundary Adjustments in accordance with applicable laws of the
Commonwealth of Virginia.
(v) Buyer shall promptly pay for all advertising costs and any related fees or
costs connected with this Contract and/or the sale of the Property,
including, but not limited to costs for any advertisement of required public
hearing(s). Such payment shall be made directly to the entity providing
the advertising or other service, or to the Seller, as the Seller may direct.
(vi) Buyer agrees that the conditions and obligations of Buyer under this
Contract which are to be performed post -Closing are conditions and
obligations that shall be incorporated either directly or by reference in any
deed to the Property from Seller to Buyer, shall survive Closing, and shall
be binding on Buyer's successors and assigns. These conditions and
obligations of the Buyer which survive the Closing shall run with the land.
B. Post -Closing Performance Obligations of Bum
Buyer acknowledges and agrees that a part of the consideration for the Seller is
the Buyer's commitment to renovate develop, and operate the Property in
accordance with Buyer's Proposal and the Restriction on Use and the
performance of this commitment. Buyer agrees to perform each of the following
obligations in accordance with the terms and conditions set forth in this Contract.
1. Annroval of Proiect and Commencement of Construction Activities.
(a) Buyer shall, within 12 months after Closing, have completed all
construction drawings and specifications for the construction of the
Project, obtained all necessary permits and approvals for the
construction of the Project, and commenced Construction Activity for the
Project. Buyer will develop the Property in accordance with Buyer's
Proposal. Completion of this development shall be pursued diligently and
timely by Buyer and Buyer shall be solely responsible for satisfying its
obligations hereunder.
(b) If Buyer fails to commence Construction Activity within 12 months after
Closing, Buyer shall be in default of this Contract and Seller may, at is
sole option, acquire the Property in accordance with Section 15 hereof.
For the purposes of this subsection "Construction Activity" under this
Contract shall mean that Buyer has obtained necessary permits and
approval from the County of Roanoke to construct the Project.
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2. Substantial Completion of Construction.
(a) All construction work necessary to complete the Buyer's Contemplated
Use of the Property shall be Substantially Completed within 24 months
after the Closing Date.
(b) In the event that Buyer fails to satisfy its obligations pursuant to Section 4
B. 2(a) hereof, Seller may, at its sole option, demand reconveyance of the
Property. In the event that Seller exercises its rights hereunder, Buyer shall
reconvey the Property to Seller, free and clear of all liens and
encumbrances within 30 Days after Seller makes written demand to
Buyer. The rights of Seller hereunder constitute covenants running with
the land and shall be prior to all liens created or granted by Buyer or
involuntarily attached to, or imposed on, the title to the Property.
3. Reports.
Buyer agrees to and shall provide a written report (which may be by
email) to the Seller's Assistant City Manager for Community Development
advising Seller that Buyer has Substantially Completed construction of the
Project in accordance with the terms of this Contract. Such report shall be
provided to Seller within thirty (30) Days following Substantial Completion of
construction.
SECTION 5. COMPLIANCE WITH LAWS.
Buyer agrees to and shall comply with all applicable federal, state, and local laws, ordinances,
and regulations, including all applicable licensing requirements in executing the construction of
the Improvements. Buyer further agrees that Buyer does not, and shall not, during the
construction of the Project, knowingly employ an unauthorized alien as defined in the federal
Immigration Reform and Control Act of 1986.
SECTION 6. ASSIGNMENT.
Buyer agrees not to assign or transfer any part of this Contract without the prior written consent
of Seller, which consent may be granted or withheld in the absolute discretion of Seller, and any
such assignment shall not relieve Buyer from any of its obligations under this Contract.
SECTION 7. INDEMNITY.
Buyer agrees to require each contractor and subcontractor that performs work at the Property in
connection with the construction of the Project to indemnify and hold harmless Seller and its
officers, directors, and employees free and harmless for and from any and all claims, causes of
action, damages or any liability of any type, including reasonable attorney's fees, on account of
any claims by or any injury or damage to any persons or property growing out of or directly or
indirectly resulting or arising in any way out of any actions, omissions, or activities of the
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respective contractors, or subcontractors arising out of or connected in any way to the
construction of the Project as provided in this Contract.
SECTION 8. FORUM SELECTION AND CHOICE OF LAW.
By virtue of entering into this Contract, Buyer agrees and submits itself to a court of competent
jurisdiction, which shall be the Circuit Court or General District Court for City of Roanoke,
Virginia, and further agrees this Contract is controlled by the laws of the Commonwealth of
Virginia, with the exception of Virginia's conflict of law provisions which shall not apply, and
that all claims, disputes and other matters shall be decided only by such court according to the
laws of the Commonwealth of Virginia as aforesaid. Buyer further waives and agrees not to
assert in any such action, suit or proceeding, that it is not personally subject to the jurisdiction of
such courts, that the action, suit or proceeding, is brought in an inconvenient forum or that the
venue of the action, suit or proceeding, is improper.
SECTION 9. COVENANTS AND WARRANTIES.
A. In addition to any representations and warranties contained elsewhere in this Contract,
Seller warrants and represents that Seller will, in accordance with this Contract, convey title to
the Property in an AS IS condition and subject to any items of record. This provision shall
survive Closing.
B. Seller further represents and warrants with respect to the Property that:
Title. Seller has title to the Property subject to all restrictions and encumbrances
of record.
2. Condemnation. Seller has no knowledge of any pending or threatened
proceedings for condemnation or the exercise of the right of eminent domain as to
any part of the Property.
Special Taxes. Seller has no knowledge of, nor has it received any notice of, any
other special taxes or assessments relating to the Property, or any part thereof.
4. Hazardous Materials. Seller makes no warranties or representations of any type
regarding hazardous materials of any type with respect to the Property.
Access. Ingress to and egress from the Property is available at Jae Valley Road in
Roanoke County, Virginia.
SECTION 10. TITLE AND CLOSING.
A. Title to the Property, in accordance with the Survey, shall be conveyed by Seller to Buyer
by a Deed, subject to the following:
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1. Ad valorem real property taxes and stormwater fees for the current year, not yet
due and payable;
2. Those matters of title to which Buyer has not objected to in writing (Seller agrees
to take reasonable efforts to resolve matters objected to by Buyer which efforts
shall not include the expenditure of funds to third parties);
3. Those matters reflected on any survey completed by Buyer and to which Buyer
has not objected to in writing (Seller agrees to take reasonable efforts to resolve
matters objected to by Buyer which efforts shall not include the expenditure of
funds to third parties);
4. Easements and other restrictions of record as of the date of execution of this
Contract by Seller, the Reservation of Easement, and the Restriction on Use;
5. Liens and objections shown on the Title Commitment;
6. Other standard exceptions contained in a Title Policy as defined in Section 10(B)
below.
7. Those items and matters set forth in this Contract and that the obligations and
undertakings of Buyer in this Contract shall survive Closing and be incorporated
into the Deed. All of the foregoing exceptions are herein referred to collectively
as the "Conditions of Title."
B. Delivery of title in accordance with the foregoing shall be evidenced by the willingness
on the Closing Date of the Title Company to issue, upon payment of its normal premium,
to Buyer its A.L.T.A. (Form B) Owner's Policy of Title Insurance (the "Title Policy")
insuring Buyer in the amount of the Purchase Price in respect to the Property and that title
to the Property are vested in Buyer, subject only to the Conditions of Title.
C. Buyer and Seller shall consummate and complete the closing of this transaction on or
before October 31, 2016, with the specific Closing date being designated by Buyer in
writing to Seller at least ten (10) business days in advance thereof (the "Closing Date").
D. The purchase and sale of the Property shall be closed (the "Closing") at 10:00 A.M. on
the Closing Date in the Office of the City Attorney, or at such other location, date, and
time as shall be approved by Buyer and Seller.
1. On the Closing Date, Seller shall deliver or cause to be delivered to Buyer the
following documents:
a) Its duly executed and acknowledged Deed conveying to Buyer the
Property in accordance with the provisions of this Contract;
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b) A mechanic's lien affidavit executed by a representative of Seller,
satisfactory to the Title Company, and to the effect that no work has been
performed on the Property by Seller in the one hundred twenty-five (125)
Days immediately preceding the Closing Date that could result in a
mechanic's lien claim, or, if such work has been performed, it has been
paid for in full;
C) Such evidence and documents including, without limitation, a certified
copy of the ordinance adopted by Seller, as may reasonably be required by
the Title Company evidencing the authority of the person(s) executing the
various documents on behalf of Seller in connection with its sale of the
Property;
d) A duly executed counterpart of a Closing Statement; and
e) Any other items required to be delivered pursuant to this Contract.
E. At Closing, real property taxes and other fees and charges assessed against the Property
by Roanoke County shall be prorated with Buyer being responsible for all periods
thereafter.
F. Buyer shall pay for (i) the cost of all investigations of the Property including, but not
limited to, examination of title and title insurance premiums for issuance of the Title
Policy; (ii) all attorney's fees and expenses incurred by legal counsel to Buyer; and (iii)
any Grantee's tax and recording costs required to be paid in connection with the recording
of the Deed.
G. Seller shall pay the Grantor's tax, if any, and the expenses of legal counsel for Seller, if
any.
H. Possession of the Property shall be delivered to Buyer on the Closing Date, subject to the
provisions of this Contract.
SECTION 11. CONDEMNATION.
Seller has no actual knowledge of any pending or threatened condemnation of the Property.
However, if, after the date hereof and prior to the Closing Date, all or any part of the Property is
subjected to a bona fide threat of condemnation or condemned or taken by a body having the
power of eminent domain or a transfer in lieu of condemnation, Buyer shall be promptly notified
thereof in writing and within twenty (20) days after receipt of written notice to Buyer, Buyer
may by written notice to Seller elect to cancel this Contract prior to the Closing Date, in which
event all parties shall be relieved and released of and from any further duties, obligations, rights,
or liabilities hereunder, and thereupon this Contract shall be deemed terminated and of no further
force and effect. If no such election is made by Buyer to cancel this Contract, this Contract shall
remain in full force and effect and the purchase contemplated herein, less any interest taken by
condemnation or eminent domain, shall be effected with no further adjustments, and upon the
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Closing Date, Seller shall assign, transfer, and set over to Buyer all of the right, title, and interest
of Seller in and to any awards that have been or that may thereafter be made for any such taking
or takings.
SECTION 12. RISK OF LOSS.
Risk of Loss by fire or other casualty shall be upon Seller until Closing is completed, except if
such loss is the result of acts or omissions of Buyer or Buyer's employees, agents, contractors, or
representatives, in which case such loss shall be Buyer's responsibility. Provided, however, if the
Property is substantially damaged or destroyed before Closing by such casualty, then either party
may cancel this Contract by giving the other parry thirty (30) days written notice of such
cancellation and neither party will have any further obligations to the other and Seller shall not
be liable to Buyer for any failure to deliver the Property to Buyer. In the event of a loss due to
fire or other casualty prior to completion of the Closing, all insurance proceeds for any such loss
shall be payable to the Seller under all circumstances.
SECTION 13. CONUMSSIONS.
Seller and Buyer each warrant and represent to the other that their sole contact with the other or
with the Property regarding this transaction has been directly between themselves and their
employees. Seller and Buyer warrant and represent that no person or entity can properly claim a
right to a commission, finder's fee, or other compensation based upon contracts or
understandings between such claimant and Buyer or Seller with respect to the transaction
contemplated by this Contract.
SECTION 14. REMEDIES.
A. In the event Buyer shall have fully performed or tendered performance of its
duties and obligations hereunder, but Seller fails to perform any of its duties or
responsibilities in accordance with the terms and provisions hereof prior to
Closing, Buyer's remedies shall be either (i) an equitable suit to enforce specific
performance of such duties or responsibilities; or (ii) termination of this Contract.
In the event that Buyer elects to terminate this Contract, Buyer shall provide
Seller with written notice of termination and upon termination, neither party
shall have any further rights or obligations under this Contract. Any and all other
remedies otherwise available to Buyer, at law or in equity, are hereby expressly
waived by Buyer except as otherwise specifically stated in this Contract.
B. In addition to the remedy of repurchasing the Property pursuant to Section 15
of this Contract in the event of nonperformance of Buyer's obligations under
Section 4.B.1 of this Contract, if Buyer either (i) fails to comply with any of the
terms and conditions, or any of Buyer's obligations under this Contract that
require Buyer's performance within a specific time period prior to Closing; or (ii)
fails to comply with any other terms of this Contract or any other obligations of
Buyer under this Contract prior to Closing after written notice of such default is
provided by Seller and Buyer fails to cure such default within thirty (30) Days
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following Buyer's receipt of such notice, then, in either event, Seller may
terminate this Contract and recover any specific monetary damages directly
caused by Buyer's breach.
SECTION 15. SELLER'S OPTION TO REPURCHASE AND BUYER'S AGREEMENT
NOT TO CONVEY THE PROPERTY.
A. Notwithstanding any provision contained in this Contract or the Deed, if after 12 months
from the Closing as provided in Section 4.B.1 of this Contract, Buyer or its successor(s)
in interest shall not have commenced Construction Activity, as described in Section
4.B.1, Seller shall have the right to refund to the then record owner(s) of the Property all
or any part of the original Purchase Price for the Property paid by Buyer to Seller;
whereupon the then record owner(s) of the Property shall forthwith convey the Property
to Seller, free and clear of mortgages, deeds of trusts, liens, or other encumbrances. In
the event that the record owner(s) of the Property for any reason fails or refuses to convey
title back to the Seller as required herein, Seller shall have the right to enter onto and take
possession of the Property or the part thereof designated by Seller, along with all rights
and causes of action necessary to have title to the Property or the part thereof designated
by Seller conveyed to the Seller.
B. Buyer may grant a mortgage or deed of trust on the Property provided that the holder of
any such mortgage or deed of trust shall acknowledge and agree in writing that the right
granted Seller pursuant to Section 15.A is superior to the mortgage or deed of trust and
the holder of such mortgage or deed of trust shall discharge the mortgage or deed of trust
in the event Seller exercises its right to repurchase the Property pursuant to Section 15.A.
Buyer shall require that each and every lender of the Buyer that seeks to encumber the
Property with a mortgage or deed of trust to acknowledge and agree to the provisions of
this Section 15.
SECTION 16. RIGHT OF ENTRY AND INSPECTION PERIOD.
A. Buyer shall have 30 Days following the execution of this Contract to complete Buyer's
due diligence review of the Property (Inspection Period) to determine if there are any
issues that would prevent the Buyer's use of the Property. Should Buyer determine
during such Inspection Period that it is not satisfied with the Property or any
characteristics thereof for any reason whatsoever, in Buyer's sole and absolute discretion,
Buyer may terminate this Contract by notifying the Seller in writing as soon as possible,
but no later than ten (10) Days after the end of such Inspection Period, of Buyer's
decision to terminate the Contract. In such case, this Contract shall thereupon be
terminated and of no further force and effect, unless Seller and Buyer mutually agree to
modify this Contract to address any such issues.
B. Buyer shall comply with the insurance requirements set forth in the Contract,
including the items set forth below:
Neither Buyer nor any subcontractor shall enter the Property to conduct any
inspections under this Section 16 until Buyer's contractors and subcontractors
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have obtained and provided proof of the required insurance coverages to Seller,
and such proof has been approved by Seller. Buyer confirms to Seller that all
contractors and subcontractors have provided Buyer with proof of such insurance,
or will do so prior to commencing any work under this Section 16.
2. Seller acknowledges that Buyer is self-insured. Buyer shall require its contractors
and subcontractors to obtain and maintain during the Inspection Period, at their
sole cost and expense, the insurance policies and/or coverages required by this
section. Seller and its officers, employees, agents, assigns, and volunteers shall
be added as an additional insured to the general liability and automobile
coverages of any such policies and such insurance coverages shall be primary and
noncontributory to any insurance and/or self-insurance such additional insureds
may have. Buyer shall require each contractor and subcontractor to immediately
notify in writing Seller of any changes, modifications, and/or termination of any
insurance coverages and/or policies required by this Contract. Buyer shall
provide to Seller with the signed Contract an Acord certificate of insurance for
each contractor and subcontractor which states in the description of operations
section one of the two paragraphs below:
(a) Seller and its officers, employees, agents, assigns, and volunteers are
additional insureds as coverage under this policy includes ISO
endorsement CG 20 33 which provides that the insured status of such
entities is automatic if required by a contract or a written agreement. (If
additional insured status is automatic under a different coverage form,
Buyer must attach a copy of the coverage form to its certificate. Any
required insurance policies shall be effective prior to the beginning of any
work or other performance by Buyer and any subcontractor under this
Contract
OR
(b) ISO endorsement CG 20 10 will be issued, prior to the beginning of any
work or other performance by Buyer under this Contract, to Seller and its
officers, employees, agents, assigns, and volunteers naming them as an
additional insured under the general liability coverage. (A copy of the
binder confirming the issuance must be attached to the certificate. Any
required insurance policies shall be effective prior to the beginning of
any work or other performance by Buyer's contractors and subcontractors
under this Section).
However, if 2 (a) or (b) cannot be provided, Seller's Risk Manager, in such Manager's
sole discretion, may approve such other certificate of insurance or insurance document(s)
that the Risk Manager deems acceptable. Seller shall also be named as the
Certificate Holder.
3. The minimum insurance policies and/or coverages that shall be provided by
Buyer's contractors and subcontractors include the following:
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(a) Commercial General Liability: $2,000,000.00
$2,000,000.00 General Aggregate Limit (other than Products/Completed
Operations).
$2,000,000.00 Products/Completed Operations Aggregate Limit.
$2,000,000.00 Personal Injury Liability (including liability for slander,
libel, and defamation of character).
$2,000,000.00 each occurrence limit
(b) Automobile Liability: $1,000,000.00 combined single limit
(c) Workers' Compensation and Employer's Liability:
Workers' Compensation: statutory coverage for Virginia
Employer's Liability:
$100,000.00 Bodily Injury by Accident each occurrence
$500,000.00 Bodily Injury by Disease Policy Limit.
$100,000.00 Bodily Injury by Disease each employee.
(d) The required limits of insurance for this Contract may be achieved by
combining underlying primary coverage with an umbrella liability coverage to
apply in excess of the general and automobile liability policies, provided that such
umbrella liability policy follows the form of the underlying primary coverage.
(e) Such insurance policies and/or coverages shall provide for coverage
against any and all claims and demands made by a person or persons or any other
entity for property damages or bodily or personal injury (including death)
incurred in connection with the services, work, items, and/or other matters to be
provided under this Contract with respect to the commercial general liability
coverages and the automobile liability coverages. With respect to the workers'
compensation coverage, Buyer's and its subcontractors' insurance company shall
waive rights of subrogation against Seller and its officers, employees, agents,
assigns, and volunteers.
4. Proof of Insurance Coverage:
(a) Buyer shall furnish Seller with the above required certificates of
insurance showing the type, amount, effective dates, and date of expiration
of the policies.
(b) Where waiver of subrogation is required with respect to any policy of
insurance required under this Section, such waiver shall be specified
on the certificate of insurance.
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5. Insurance coverage shall be in a form and with an insurance company approved
by Seller, which approval shall not be unreasonably withheld. Any insurance
company providing coverage under this Section shall be authorized to do business
in the Commonwealth of Virginia.
6. The continued maintenance of the insurance policies and coverages required by
this Section is a continuing obligation, and the lapse and/or termination of any
such policies or coverages without approved replacement policies and/or
coverages being obtained shall be grounds for termination of Buyer for default.
7. Nothing contained in the insurance requirements is to be construed as limiting the
liability of Buyer, and/or its contractors or subcontractors, or their insurance
carriers. Seller does not in any way represent that the coverages or the limits of
insurance specified are sufficient or adequate to protect Buyer's interest or
liabilities, but are merely minimums. The obligation of Buyer's contractors and
subcontractors, to purchase insurance shall not in any way limit the obligations of
Buyer in the event that Seller or any of those named above should suffer any
injury or loss in excess of the amount actually recoverable through insurance.
Furthermore, there is no requirement or obligation for Seller to seek any recovery
against Buyer's insurance company before seeking recovery directly from Buyer.
SECTION 17. NOTICES.
All notices hereunder must be in writing and shall be deemed validly given, by personal service,
if sent by certified mail, return receipt requested, or by a nationally recognized overnight courier,
addressed as follows (or any other address the party to be notified may have designated to the
sender by like notice):
If to Seller: City of Roanoke, Virginia
ATTN: City Manager
364 Noel C. Taylor Municipal Building
215 Church Avenue, SW
Roanoke, Virginia 24011
Fax No. 540-853-2333
If to Buyer: County of Roanoke, Virginia
ATTN: County Administrator
County Administrative Building
5204 Bernard Drive
Roanoke, Virginia 24018
Fax No.
Notice shall be deemed delivered upon the date of personal service, two days after deposit in the
United States mail, or the day after delivery to a nationally recognized overnight courier.
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SECTION 18. TIME.
Time is of the essence in the performance of the parties' respective obligations in this Contract.
SECTION 19. SUCCESSORS AND ASSIGNS.
This Contract shall inure to the benefit of and be binding upon the parties hereto and their
respective successors and permitted assigns.
SECTION 20. COUNTERPART COPIES.
This Contract may be executed in one or more counterparts, and all such counterparts so
executed shall constitute one Contract binding on all of the parties hereto, notwithstanding that
all of the parties are not signatories to the same counterpart.
SECTION 21. CONSTRUCTION.
The parties acknowledge that each party and its counsel have reviewed and revised this Contract
and that the normal rule of construction to the effect that any ambiguities are to be resolved
against the drafting party shall not be employed in the interpretation of this Contract or any
amendments or exhibits hereto.
SECTION 22. SEVERABILITY AND SURVIVAL.
If any term of this Contract is found to be invalid, such invalidity shall not affect the remaining
terms of this Contract, which shall continue in full force and effect. The parties intend for the
provisions of this Contract to be enforced to the fullest extent permitted by applicable law.
Accordingly, the parties agree that if any provisions are deemed not enforceable by any court or
agency of competent jurisdiction, they shall be deemed modified to the extent necessary to make
them enforceable. ALL TERMS AND CONDITIONS OF THIS CONTRACT TO BE
PERFORMED BY THE PARTIES POST -CLOSING SHALL SURVIVE CLOSING.
SECTION 23. COOPERATION.
Each party agrees to cooperate with the other in a reasonable manner to carry out the intent and
purpose of this Contract.
SECTION 24. AUTHORITY TO SIGN.
The persons who have executed this Contract on behalf of the parties represent and warrant they
are duly authorized to execute this Contract on behalf of their respective entity.
SECTION 25. NONWAIVER
Each party agrees that any party's waiver or failure to enforce or require performance of any
term or condition of this Contract or any party's waiver of any particular breach of this Contract
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by any other party extends to that instance only. Such waiver or failure is not and shall not be a
waiver of any of the terms or conditions of this Contract or a waiver of any other breaches of the
Contract by any party and does not bar the non -defaulting party from requiring the defaulting
party to comply with all the terms and conditions of this Contract and does not bar the non -
defaulting party from asserting any and all rights and/or remedies it has or might have against the
defaulting party under this Contract or by law.
SECTION 26. FAITH BASED ORGANIZATIONS.
Pursuant to Virginia Code Section 2.2.4343.1, be advised that Seller does not discriminate
against faith -based organizations.
SECTION 27. EQUAL EMPLOYMENT OPPORTUNITY.
During the performance of this Contract, Buyer agrees that, unless Buyer is otherwise expressly
authorized by law in connection with the performance of an agreement with a governmental
entity the Commonwealth of Virginia, it will perform its obligations under this Contract as
follows::
(a) Buyer will not discriminate against any 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 employment, except where there is a bona fide
occupational qualification reasonably necessary to the normal operation of Parcel 1 B and
IA. Buyer agrees to post in conspicuous places, available to employees and applicants
for employment, notices setting forth the provisions of this nondiscrimination clause.
(b) Buyer, in all solicitations or advertisements for employees placed by or on behalf of
Buyer, will state that Buyer is an equal opportunity employer.
(c) Notices, advertisements and solicitations placed in accordance with federal laws, rules or
regulations shall be deemed sufficient for the purpose of meeting the requirements of this
section.
(d) Buyer will include the provisions of the foregoing subsections in every contract or
purchase order of over ten thousand dollars and no cents ($10,000.00) so that the
provisions will be binding upon each Buyer or vendor.
SECTION 28. CONFLICT BETWEEN PLANS AND CONTRACT TERMS.
Seller and Buyer agree that the provisions of the Plans and other documents provided by Buyer
to Seller are intended to be consistent with the terms of this Contract. However, if any of Buyer -
supplied documents and/or the Plans are in conflict with the terms of this Contract, the parties
agree that the terms of this Contract shall control, unless the parties mutually agree otherwise in
a writing signed by both parties.
Contract for Jae Valley Land (Draft Date: 08.18.2016 final) 16
DRAFT DATE: 08.18.2016 (final)
SECTION 29. FORCE MAJEURE.
A delay in or failure of performance by any party shall not constitute a default, nor shall Seller or
Buyer be in breach of this Contract, if and to the extent that such delay, failure, loss, or damage
is directly caused by an occurrence beyond the reasonable control of such party and its agents,
employees, Buyers, subcontractors, and consultants, which results from Acts of God or the
public enemy, compliance with any order of or request of any governmental authority or person
authorized to act therefore, acts of declared or undeclared war, public disorders, rebellion,
sabotage, revolution, earthquake, floods, riots, strikes, labor or employment difficulties, delays in
transportation, inability of party to obtain necessary materials or equipment or permits due to
existing or future laws, rules, or regulations of governmental authorities or any other direct
causes, and which by the exercise of reasonable diligence said party is unable to prevent. For
purposes of this Contract any one delay caused by any such occurrence shall not be deemed to
last longer than six (6) months and all delays caused by any and all such occurrences under any
circumstances shall not be deemed to last longer than a total of six (6) months. Any party
claiming a force majeure occurrence shall give the other party written notice of the same within
thirty (30) Days after the date such claiming party learns of or reasonably should have known of
such occurrence, or any such claim of force majeure shall be deemed waived. Notwithstanding
anything else set forth above, after a total of six (6) months of delays or failure of performance of
any type have been claimed as being subject to force majeure, no further delays or failure of
performance or claims of any type shall be claimed as being subject to force majeure and/or
being excusable delay.
SECTION 30. ENTIRE CONTRACT.
This Contract, together with the exhibits hereto, contains all representations and the entire
understanding between the parties hereto with respect to the subject matter hereof. Any prior
correspondence, memoranda, or contracts are replaced in total by this Contract and the exhibits
hereto. No amendment to this Contract shall be valid unless made in writing and signed by the
appropriate parties.
SIGNATURES APPEAR ON FOLLOWING PAGES
Contract for Jae Valley Land (Draft Date: 08.18.2016 final) 17
DRAFT DATE: 08.18.2016 (final)
IN WITNESS WHEREOF, Buyer and Seller have executed this Contract by their authorized
representatives.
ATTEST:
COMMONWEALTH OF VIRGINIA
CITY OF ROANOKE, to -wit:
CITY OF ROANOKE, VIRGINIA
Christopher P. Morrill, City Manager
The foregoing instrument was acknowledged before me this day of , 2016, by
Christopher P. Morrill, City Manager for Seller of Roanoke, Virginia, a Virginia municipal
corporation, for and on behalf of said municipal corporation.
My commission expires:
Notary Public
SEAL
WITNESS/ATTEST: COUNTY OF ROANOKE, VIRGINIA
Thomas C. Gates, County Administrator
COMMONWEALTH OF VIRGINIA
CITY OF ROANOKE, to -wit:
The foregoing instrument was acknowledged before me this day of , 2016, by
Thomas C. Gates, the County Administrator of County of Roanoke, Virginia, an instrumentality
of the Commonwealth of Virginia, for and on behalf of said instrumentality.
My commission expires:
Notary Public
SEAL
Contract for Jae Valley Land (Draft Date: 08.18.2016 final) 18
DRAFT DATE: 08.18.2016 (final)
Approved as to Form:
Roanoke City Attorney
Approved as to Execution:
Roanoke City Attorney
Authorized by Roanoke City Council Ordinance No.
Approved as to Form:
Roanoke County Attorney
Approved as to Execution:
Roanoke County Attorney
Authorized by Roanoke County Board of Supervisors Ordinance No.
Exhibit A Property Description
Exhibit B Buyer's Proposal
Exhibit C Boundary Adjustment Agreements
Contract for Jae Valley Land (Draft Date: 08.18.2016 final) 19
DRAFT DATE: 08.18.2016 (final)
EXHIBIT A
DESCRIPTION OF PROPERTY
Property identified as Tax Parcel ID 089-00-03-29-01-0000; containing approximately 0.434
acres (+/-); located at 3959 Jae Valley Road, Roanoke, Virginia.
And property identified as Tax Parcel ID 089-00-03-29-02-0000; containing approximately 9.44
acres (+/-); located at 3963 Jae Valley Road, Roanoke, Virginia.
Contract for Jae Valley Land (Draft Date: 08.18.2016 final) 20
DRAFT DATE: 08.18.2016 (final)
EXHIBIT B
BUYER'S PROPOSAL
Contract for Jae Valley Land (Draft Date: 08.18.2016 final) 21
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EXHIBIT C
BOUNDARY LINE ADJUSTMENT AGREEMENTS
Contract for Jae Valley Land (Draft Date: 08.18.2016 final) 22
AGREEMENT
This Agreement made and entered into this day of 2016, by
and between the COUNTY OF ROANOKE, VIRGINIA ("County") and the CITY OF
ROANOKE, VIRGINIA ("City")
WHEREAS, both of the respective governing bodies desire to relocate and change
portions of the boundary lines between Roanoke County and the City of Roanoke; and
WHEREAS, the City Council of the City of Roanoke held a public hearing on this
matter on September 19, 2016, and the Board of Supervisors of Roanoke County held a
public hearing on this matter on September 13, 2016, upon publication of notice as required
by law, and upon notice to affected property owners; and
WHEREAS, the governing bodies desire to petition the Court for approval pursuant
to the provisions of Article 2, Chapter 31, Title 15.2, Code of Virginia, as amended.
NOW, THEREFORE, for and in consideration of the mutual covenants and
agreements herein contained, the parties hereto do agree as follows:
1. That the proposed boundary line adjustments are shown on a plat entitled
"Plat From Records for Roanoke County, Virginia and the City of Roanoke, Virginia: Lot 1
(0.7185 Acre), Common Area (0.4904 Acre), and Public Right of Way (0.4070 Acre) Plat
Showing a Resubdivision of Parcel 1C-2 11.0679 Acres (Instrument No. 200713164 Rke Co)
Showing 1.6159 Acres Being Transferred from Roanoke County Corporate Limits to the
City of Roanoke Corporate Limits," dated August 4, 2016, and reviewed and sealed by
Frank B. Caldwell, III, Land Surveyor with Caldwell White Associates, on August 16, 2016
("Blue Hills Village Drive Plat"), which Blue Hills Village Drive Plat is attached hereto as
Exhibit A.
1
2. That the corporate boundaries between the Roanoke County and the City of
Roanoke be adjusted effective January 1, 2017, subject to approval by the Roanoke County
Circuit Court, as follows:
(A) A parcel of real estate owned by the National Bank of Blacksburg and
containing 0.7185 acre, being located between Challenger Avenue and Blue Hills Village
Drive (Tax Map #050.05-01-26.00) and currently located in Roanoke County will be
included within the corporate boundary of the City of Roanoke.
(B) A parcel of real estate owned by the National Bank of Blacksburg and
containing 0.4904 acre, being located between Challenger Avenue and Blue Hills Village
Drive (Tax Map #050.05-01-26.01) and currently located in Roanoke County will be
included within the corporate boundary of the City of Roanoke.
(C) A public right-of-way containing 0.4070 acre, that is located between
the two above-mentioned parcels and currently located in Roanoke County will be included
within the corporate boundary of the City of Roanoke.
3. That the County and City desire to petition the Circuit Court of the County of
Roanoke to approve the relocation of the boundary line and the County and the City
mutually agree that the cost for preparation of the plat and the publication of the notice be
shared equally between the two jurisdictions. The County will initially pay all expenses and
the City will subsequently reimburse the County for one-half of such expenses.
WITNESS the following signatures and seals:
2
FOR THE COUNTY OF ROANOKE:
Approved as to Form:
Peter S. Lubeck
Senior Assistant County Attorney
FOR THE CITY OF ROANOKE:
Approved as to Form:
Daniel J. Callaghan
City Attorney
BOARD OF SUPERVISORS
COUNTY OF ROANOKE, VIRGINIA
Bv:
Thomas C. Gates
County Administrator
CITY COUNCIL
CITY OF ROANOKE, VIRGINIA
Bv:
Sherman P. Lea, Sr.
Mayor
3
EXHIBIT A
BLUE HILLS VILLAGE DRIVE PLAT
Exhibit A Blue Hills Village Drive Plat
AGREEMENT
This Agreement made and entered into this day of
2016, by and between the COUNTY OF ROANOKE, VIRGINIA ("County") and the CITY
OF ROANOKE, VIRGINIA ("City").
WHEREAS, both of the respective governing bodies desire to relocate and change
portions of the boundary lines between Roanoke County and the City of Roanoke; and
WHEREAS, the City Council of the City of Roanoke held a public hearing on this
matter on September 19, 2016, and the Board of Supervisors of Roanoke County held a
public hearing on this matter on September 13, 2016, upon publication of notice as required
by law, and upon notice to affected property owners; and
WHEREAS, the governing bodies desire to petition the Court for approval pursuant
to the provisions of Article 2, Chapter 31, Title 15.2, Code of Virginia, as amended.
NOW, THEREFORE, for and in consideration of the mutual covenants and
agreements herein contained, the parties hereto do agree as follows:
1. That the proposed boundary line adjustments are shown on a plat entitled
"Plat From Records for Roanoke County, Virginia and the City of Roanoke, Virginia
Showing 1.0736 acres (46,766 Sq. Ft.) and 0.0225 acre (979 Sq. Ft.) Being Transferred from
Roanoke County Corporate Limits to the City of Roanoke Corporate Limits," dated August
4, 2016, and reviewed and sealed by Frank B. Caldwell, III, Land Surveyor with Caldwell
White Associates, on August 16, 2016, ("Williamson Road Plat"), which Williamson Road
Plat is attached hereto as Exhibit A.
2. That the corporate boundaries between the Roanoke County and the City of
Roanoke be adjusted effective January 1, 2017, subject to approval of the Roanoke County
1
Circuit Court, as follows:
(A) A parcel of real estate owned by CFS -4 III, LLC, and containing 1.0736
acres being along Williamson Road, U.S. Route 11 and 220 (being a part of Tax Map #38.14-
01-77.00), and currently located in Roanoke County will be included within the corporate
boundary of the City of Roanoke.
(B) A parcel of real estate owned by Williamson Road Plaza, LLC, and
containing 0.0225 acre being along Williamson Road, U.S. Route 11 and 220 (being part of
Tax Map #38.14-01-76.00), and currently located in Roanoke County will be included within
the corporate boundary of the City of Roanoke.
3. That the County and City desire to petition the Circuit Court of the County of
Roanoke to approve the relocation of the boundary line and the County and the City
mutually agree that the cost for preparation of the plat and the publication of the notice be
shared equally between the two jurisdictions. The County will initially pay all expenses and
the City will subsequently reimburse the County for one-half of such expenses.
WITNESS the following signatures and seals:
FOR THE COUNTY OF ROANOKE:
Approved as to Form: BOARD OF SUPERVISORS
COUNTY OF ROANOKE, VIRGINIA
Bv:
Peter S. Lubeck Thomas C. Gates
Senior Assistant County Attorney County Administrator
4
FOR THE CITY OF ROANOKE:
Approved as to Form:
Daniel J. Callaghan
City Attorney
CITY COUNCIL
CITY OF ROANOKE, VIRGINIA
Bv:
Sherman P. Lea, Sr.
Mayor
EXHIBIT A
WILLIAMSON ROAD PLAT
Exhibit A Williamson Road Plat
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AGREEMENT
This Agreement made and entered into this day of 2016, by
and between the COUNTY OF ROANOKE, VIRGINIA ("County") and the CITY OF
ROANOKE, VIRGINIA ("City')
WHEREAS, both of the respective governing bodies desire to relocate and change
portions of the boundary lines between Roanoke County and the City of Roanoke; and
WHEREAS, the City Council of the City of Roanoke held a public hearing on this
matter on September 19, 2016, and the Board of Supervisors of Roanoke County held a
public hearing on this matter on September 13, 2016, upon publication of notice as required
by law, and upon notice to affected property owners; and
WHEREAS, the governing bodies desire to petition the Court for approval pursuant
to the provisions of Article 2, Chapter 31, Title 15.2, Code of Virginia, as amended.
NOW, THEREFORE, for and in consideration of the mutual covenants and
agreements herein contained, the parties hereto do agree as follows:
1. That the proposed boundary line adjustments are shown on a plat entitled
"Plat From Records for Roanoke County, Virginia and the City of Roanoke, Virginia: Lot 1
(0.7185 Acre), Common Area (0.4904 Acre), and Public Right of Way (0.4070 Acre) Plat
Showing a Resubdivision of Parcel 1C-2 11.0679 Acres (Instrument No. 200713164 Rke Co)
Showing 1.6159 Acres Being Transferred from Roanoke County Corporate Limits to the
City of Roanoke Corporate Limits," dated August 4, 2016, and reviewed and sealed by
Frank B. Caldwell, III, Land Surveyor with Caldwell White Associates, on August 16, 2016
("Blue Hills Drive Plat"), which Blue Hills Drive Plat is attached hereto as Exhibit A.
2. That the corporate boundaries between the Roanoke County and the City of
1
Roanoke be adjusted effective January 1, 2017, subject to approval by the Roanoke County
Circuit Court, as follows:
(A) A parcel of real estate owned by the National Bank of Blacksburg and
containing 0.7185 acre, being located between Challenger Avenue and Blue Hills Village
Drive (Tax Map #050.05-01-26.00) and currently located in Roanoke County will be
included within the corporate boundary of the City of Roanoke.
(B) A parcel of real estate owned by the National Bank of Blacksburg and
containing 0.4904 acre, being located between Challenger Avenue and Blue Hills Village
Drive (Tax Map #050.05-01-26.01) and currently located in Roanoke County will be
included within the corporate boundary of the City of Roanoke.
(C) A public right-of-way containing 0.4070 acre, that is located between
the two above-mentioned parcels and currently located in Roanoke County will be included
within the corporate boundary of the City of Roanoke.
3. That the County and City desire to petition the Circuit Court of the County of
Roanoke to approve the relocation of the boundary line and the County and the City
mutually agree that the cost for preparation of the plat and the publication of the notice be
shared equally between the two jurisdictions. The County will initially pay all expenses and
the City will subsequently reimburse the County for one-half of such expenses.
WITNESS the following signatures and seals:
2
FOR THE COUNTY OF ROANOKE:
Approved as to Form:
Peter S. Lubeck
Senior Assistant County Attorney
FOR THE CITY OF ROANOKE:
Approved as to Form:
Daniel J. Callaghan
City Attorney
BOARD OF SUPERVISORS
COUNTY OF ROANOKE, VIRGINIA
Bv:
Thomas C. Gates
County Administrator
CITY COUNCIL
CITY OF ROANOKE, VIRGINIA
Bv:
Sherman P. Lea, Sr.
Mayor
3
EXHIBIT A
BLUE HILLS DRIVE PLAT
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AGREEMENT
This Agreement made and entered into this day of
2016, by and between the COUNTY OF ROANOKE, VIRGINIA ("County") and the CITY
OF ROANOKE, VIRGINIA ("City")
WHEREAS, both of the respective governing bodies desire to relocate and change
portions of the boundary lines between Roanoke County and the City of Roanoke; and
WHEREAS, the City Council of the City of Roanoke held a public hearing on this
matter on September 19, 2016, and the Board of Supervisors of Roanoke County held a public
hearing on this matter on September 13, 2016, upon publication of notice as required by law,
and upon notice to affected property owners; and
WHEREAS, the governing bodies desire to petition the Court for approval pursuant
to the provisions of Article 2, Chapter 31, Title 15.2, Code of Virginia, as amended.
NOW, THEREFORE, for and in consideration of the mutual covenants and
agreements herein contained, the parties hereto do agree as follows:
1. That the proposed boundary line adjustments are shown on a plat entitled
"Plat From Records for Roanoke County, Virginia and the City of Roanoke, Virginia Showing
1.0736 acres (46,766 Sq. Ft.) and 0.0225 acre (979 Sq. Ft.) Being Transferred from Roanoke
County Corporate Limits to the City of Roanoke Corporate Limits," dated August 4, 2016,
and reviewed and sealed by Frank B. Caldwell, III, Land Surveyor with Caldwell White
Associates, on August 16, 2016, ("Williamson Road Plat"), which Williamson Road Plat is
attached hereto as Exhibit A.
2. That the corporate boundaries between the Roanoke County and the City of
Roanoke be adjusted effective January 1, 2017, subject to approval of the Roanoke County
Page 1 of 4
Circuit Court, as follows:
(A) A parcel of real estate owned by CFS -4 III, LLC, and containing 1.0736
acres being along Williamson Road, U.S. Route 11 and 220 (being a part of Tax Map #38.14-
01-77.00), and currently located in Roanoke County will be included within the corporate
boundary of the City of Roanoke.
(B) A parcel of real estate owned by Williamson Road Plaza, LLC, and
containing 0.0225 acre being along Williamson Road, U.S. Route 11 and 220 (being part of
Tax Map #38.14-01-76.00), and currently located in Roanoke County will be included within
the corporate boundary of the City of Roanoke.
3. That the County and City desire to petition the Circuit Court of the County of
Roanoke to approve the relocation of the boundary line and the County and the City
mutually agree that the cost for preparation of the plat and the publication of the notice be
shared equally between the two jurisdictions. The County will initially pay all expenses and
the City will subsequently reimburse the County for one-half of such expenses.
WITNESS the following signatures and seals:
FOR THE COUNTY OF ROANOKE:
Approved as to Form: BOARD OF SUPERVISORS
COUNTY OF ROANOKE, VIRGINIA
Peter S. Lubeck
Senior Assistant County Attorney
Bv:
Thomas C. Gates
County Administrator
Page 2 of 4
FOR THE CITY OF ROANOKE:
Approved as to Form:
Daniel J. Callaghan
City Attorney
CITY COUNCIL
CITY OF ROANOKE, VIRGINIA
Bv:
Sherman P. Lea, Sr.
Mayor
Page 3 of 4
EXHIBIT A
WILLIAMSON ROAD PLAT
Page 4 of 4
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:
AGENDA ITEM:
SUBMITTED BY:
September 27, 2016
Ordinance of the Board of Supervisors of the County of
Roanoke, Virginia in relation to approving Roanoke County
support of financing by the Western Virginia Regional
Industrial Facility Authority
Thomas Gates
County Administrator
APPROVED BY: Thomas C. Gates
County Administrator
ISSUE:
Authorization to execute documents in connection with a bond issuance by the Western
Virginia Regional Industrial Facility Authority through Union Bank & Trust for the
acquisition of land in partnership with the City of Roanoke, and City of Salem.
BACKGROUND:
In 2014, Roanoke County, along with its neighboring jurisdictions of Franklin County,
Botetourt County, Town of Vinton, City of Salem and City of Roanoke, entered into an
agreement to form the Western Virginia Regional Industrial Facilities Authority. The
purpose for establishing the Authority was to provide a mechanism for local jurisdictions
to engage in partnerships that would facilitate economic growth and development in the
Roanoke Valley. The Authority, formed in accordance with State statutes governing the
activities of such authorities, is permitted among other things to acquire land and to
enter into financing arrangements in support of land acquisition.
In October 2015, Roanoke County staff began working with the Western Virginia
Regional Industrial Facilities Authority (WVRIFA) to secure purchase options on
property within Roanoke County that had previously been identified by the RIFA for
potential acquisition. The site, commonly referred to as the Wood Haven Property,
consists of several tracts of land under multiple ownership. When considered together,
these tracts comprise over 100 acres of developable land in an extremely visible
Page 1 of 3
location situated at the intersection of Interstate 81 and 581. The visibility, favorable
development characteristics, and availability of the property were factors in the property
being regarded in a WVRIFA study of potential development sites in the region as the
primary site for acquisition and development.
Through the WVRIFA, County staff worked with staff from the City of Salem and City of
Roanoke to develop a partnership agreement which would result in the acquisition of
the Wood Haven Property. According to the proposed terms of the Partnership
Agreement, the County agrees to fund 44.2% of the cost of acquisition and site
development, the City of Roanoke agrees to a like amount, and the City of Salem
agrees to provide 11.6% of noted costs. The jurisdictions also agree to share in the
same proportions, future revenue garnered from the site's development. The
Participation Agreement requires formal approval of the Board of Supervisors and is
presented for consideration as a separate agenda item.
Total anticipated costs for property acquisition and very limited site work are estimated
to range between $8.5 million and $10 million. Total site improvement costs are
estimated at $10 million dependent on the extent of user transportation access required
at the site. Funding support for infrastructure improvements will be sought from State
transportation and economic development sources once a prospective site user is
identified. Authorization of the Ordinance permits funding of up to $10 million to be
secured. Approval of funding for future infrastructure expenses would be brought
forward for Board consideration in a separate action as needed.
DISCUSSION:
In order to implement this regional economic development initiative WVRIFA worked
with financial advisors Davenport and Company and bond counsel Sands Anderson to
perform financial modeling and secure financing bids to support the anticipated $10
million capital expense associated with the land acquisition. Additionally, the County
requested our bond counsel review all documents provided by counsel for WVRIFA.
The County's bond counsel identified no issues of concern with the financing strategy
proposed by WVRIFA's financial team.
As a condition of the issuance and purchase of the Bond from WVRIFA, Union Bank &
Trust requires the County of Roanoke to provide their moral obligation to provide for the
expenses associated with the County's portion of the project. The provide that
obligation, the County must execute a Support Agreement and provide collateral
acceptable to the bank with a loan to value not exceeding 80% where the loan value is
based on the respective municipalities proportional share of the loan. The County's
Government Center facility meets the essential facility test and provides the collateral
required by the bank.
The bond will be secured by a pledge of the revenues and receipts received by the
Page 2 of 3
Authority from payments made by the County and payments made by the other
Participants (Roanoke City and the City of Salem) pursuant to agreement.
Board approval of the attached Ordinance authorizes the execution of all documents
associated with the financing of this project including:
1. Ground Lease between County and the Authority
2. Lease Agreement between the Authority and the County
3. Support Agreement between the Authority and the County
4. Bond Purchase and Loan Agreement
5. Assignment Agreement, assigning to the Bank certain of the Authority's rights under
the Support Agreement, the Lease Agreement and the Ground Lease
6. A Specimen Authority Revenue Bond
FISCAL IMPACT:
The estimated project costs for the land acquisition and site work are estimated at $8.5
to $10 million. Capital costs will be financed for 20 years through Union Bank & Trust at
a fixed interest rate of 3.7%. The County's share will be 44.2% and will provide for
annual principal and interest payments as outlined in the attached support agreement.
The first five years (2018-2022) require payments of interest only. The remaining
portion of the term will require both principal and interest payment until final maturity at
2037. The bond is pre -payable at any time without penalty.
The first payment is due in the 2017-2018 fiscal year. Funding for the costs will be
included in the 2018-2027 Capital Improvement Program.
The debt repayment schedule assumes an initial $10 million draw of resources. Per
agreement the WVRIFA has 18 months to draw funds therefore the actual repayment
amounts may be slightly less than represented.
This debt arrangement does not impact the County's debt ratio calculations since the
WVRIFA is the bond holder. However, this agreement does establish a moral obligation
of the County to fund the debt service expenses associated with the WVRIFA loan.
STAFF RECOMMENDATION:
Staff recommends approval of the first reading of this ordinance and scheduling the
second reading for October 11, 2016.
Page 3 of 3
Tax Map Parcel Numbers: 87.07-03-07; 87.07-03-08
EXEMPT FROM CLERK'S FEE PURSUANT TO VIRGINIA CODE SECTION 17.1-266
EXEMPT FROM RECORDATION TAXES PURSUANT TO VIRGINIA CODE
SECTION 58.1-811.E
ASSIGNMENT AGREEMENT
THIS ASSIGNMENT AGREEMENT, dated as of October 11, 2016, between the
WESTERN VIRGINIA REGIONAL INDUSTRIAL FACILITY AUTHORITY a political
subdivision of the Commonwealth of Virginia (the "Assignor") and UNION BANK &
TRUST, its successors or assigns as bondholder of the Authority Revenue Bond (as described
below) (the "Assignee");
WITNESSETH:
WHEREAS, the Assignor and the Assignee have entered into a Bond Purchase and Loan
Agreement, dated as of the date hereof (the "Bond Purchase and Loan Agreement"), which
provides for the issuance of the Assignor's $10,000,000 Revenue Bond, Series 2016 (the
"Authority Revenue Bond") payable from certain payments by the City of Roanoke, Virginia
(the "City of Roanoke"), Roanoke County, Virginia ("Roanoke County") and the City of
Salem, Virginia (the "City of Salem" and together with the City of Roanoke and Roanoke
County, the "Participants"); and
WHEREAS, such payments from the Participants are described as: (1) payments from
the City of Roanoke to the Assignor (the "City of Roanoke Support Payments") pursuant to a
Support Agreement between the City of Roanoke and the Assignor (the "City of Roanoke
Support Agreement"); (2) payments from Roanoke County to the Assignor (the "Roanoke
County Support Payments") pursuant to a Support Agreement between Roanoke County and
the Assignor (the "Roanoke County Support Agreement"), such Roanoke County Support
Payments being the same as payments to be made by Roanoke County to the Assignor under the
Lease Agreement (as defined below) and (3) payments from the City of Salem to the Assignor
(the "City of Salem Support Payments") pursuant to a Support Agreement between the City of
Salem and the Assignor (the "City of Salem Support Agreement" and, together with the
City of Roanoke Support Agreement and the Roanoke County Support Agreement, the
"Support Agreements"); and
WHEREAS, the Assignor and Roanoke County have entered into a Ground Lease, dated
as of the date hereof (the "Ground Lease") which provides that certain Leased Property, as
defined therein, is leased by Roanoke County to the Assignor and the Leased Property is leased
back to Roanoke County under a Lease Agreement, dated as of the date hereof between the
Assignor and Roanoke County (the "Lease Agreement" and, together with the Ground Lease
the "Roanoke County Lease Agreements"); and
Prepared by:
Paul C. Jacobson, Virginia State Bar Number 32517
Sands Anderson
P. O. Box 1998
Richmond, VA 23218-1998
(804) 648-1636
(V0145388.1 019364-0916151
WHEREAS, the City of Roanoke Support Payments, the Roanoke County Support
Payments and the City of Salem Support Payments (collectively, the "Support Payments"),
collectively and made on a timely basis, will be sufficient to enable the Assignor to meet its
scheduled debt service payments on the Authority Revenue Bond; and
WHEREAS, the obligations for the City of Roanoke Support Payments and the City of
Salem Support Payments shall be general obligations and secured by the full faith and credit of
each such locality, respectively, and the undertaking for the Roanoke County Support Payments
is subject to and conditioned upon the Roanoke County Board of Supervisors making annual
appropriations for the same; and
WHEREAS, the proceeds of the Authority Revenue Bond will be used to finance the
acquisition of land located in Roanoke County described as five (5) parcels roughly bounded by
and in the vicinity of Interstate 81 and Wood Haven Road, which consists of approximately one
hundred six (106) acres, together with such other parcels of real property that may be acquired
by the Authority in connection with the Project (as defined below)_and related improvements
and facilities, including necessary expenses incidental thereto (the "Project") and payment of
certain costs of issuance of the Authority Revenue Bond.
NOW, THEREFORE, for and in consideration of the mutual covenants hereinafter
contained and other valuable consideration, the receipt of which is acknowledged, the Assignor
sells, assigns and delivers to the Assignee, its successors and assigns, its rights under Support
Agreements and the Roanoke County Lease Agreements (except the right to receive payment of
its expenses, if any, and to receive indemnification, to receive notices and to give consents), as
the Support Agreements and the Roanoke County Lease Agreements may be amended from time
to time pursuant to their terms, including, without limitation, the Assignor's rights to (a) receive
City of Roanoke Support Payments, Roanoke County Support Payments and City of Salem
Support Payments, (b) receive proceeds of condemnation of, and insurance on, the Leased
Property, (c) re-enter and take possession of the Leased Property in the event of non -
appropriation of Basic Rent (as defined in the Lease Agreement) by the Board of Supervisors of
Roanoke County and sell or lease interests in the Leased Property, (d) exercise all remedies at
law, in equity or administratively of the Assignor upon default under the Support Agreements
and the Roanoke County Lease Agreements, or any of them, and (e) all rights, interest and
privileges which Assignor, as lessor, has and may have in oral or written leases now existing or
hereafter made or affecting all or any part of the Leased Property, as such leases may have been,
or from time to time hereafter, may be, modified, extended and renewed, with all rents, income
and security deposits and profits due and becoming due therefrom including Assignor's rights,
interests and privileges, if any, in any rents, income or profits derived from any sublease of the
Leased Property by Roanoke County and all rights and remedies of Assignor upon the
occurrence of a default thereunder or a failure of Roanoke County to appropriate funds to make
payments under the Lease Agreement. Such assignment shall cause the Assignee to be the
holder and owner (the "Holder") of obligations of the City of Roanoke and the City of Salem
designated in the City of Roanoke Support Agreement and the City of Salem Support
Agreement, respectively, which constitute obligations of a locality for the payment of money and
for the payment of which the locality is required to levy ad valorem taxes as set forth in Section
15.2-2602 of the Public Finance Act of 1991, Chapter 26 of Title 15.2 of the Code of Virginia of
1950, as amended. Such assignment is without recourse as to the failure of the Participants to
(V0145388.1 019364-0916151
2
make payments (due to financial inability or otherwise), or to perform any of their
responsibilities or duties under the Support Agreements, the Roanoke County Lease Agreements
or any other documentation pertaining to the issuance of the Authority Revenue Bond.
All moneys received by the Assignee pursuant to this Assignment Agreement shall be
applied first toward payment or reimbursement of the Assignee's costs in the enforcement of the
Support Agreements and the Roanoke County Lease Agreements (but only to the extent that such
moneys were paid by a particular Participant for such costs) then toward payment of the
Authority Revenue Bond, first to interest due and payable thereunder, then to principal due and
payable thereunder. Upon repayment of the Authority Revenue Bond, in full, and satisfaction of
any other obligations of the Participants under the Support Agreements and the Roanoke County
Lease Agreements, as applicable, this Assignment Agreement shall be terminated.
The Assignor irrevocably constitutes and appoints the Assignee, or any present or future
officer or agent of the Assignee, or the successors or assigns of the Assignee, as its lawful
attorney, with full power of substitution and resubstitution, in the name of the Assignor or
otherwise, to collect and to sue in any court for payments due from the Participants under the
Support Agreements or the Roanoke County Lease Agreements, to exercise any remedy at law,
in equity or administratively, to withdraw or settle any claims, suits or proceedings pertaining to
or arising out of the Support Agreements or the Roanoke County Lease Agreements upon any
terms, all without notice to or consent of the Assignor, and to take possession of and to endorse
in the name of the Assignor any instrument for the payment of money received on account of the
payments due from any of the Participants under the Support Agreements or the Lease
Agreement, or any of them.
The Assignee accepts such assignment as stated herein for its benefit as owner of the
Authority Revenue Bond.
The Assignor authorizes the Participants, or their respective successors and assigns, to
pay to the Assignee, or its successors and assigns, all Support Payments and Basic Rent
payments due or to become due under the Lease Agreement from and after the date of this
Assignment Agreement by forwarding such payments to the Assignee pursuant to the address or
wire instructions provided by the Assignee from time to time, but only in accordance with the
terms and provisions of each applicable Support Agreement.
The Assignor covenants that, notwithstanding this Assignment Agreement, it will
perform all of the Assignor's duties and obligations under the Support Agreements and the
Roanoke County Lease Agreements, including its obligation to provide possession of the Leased
Property to Roanoke County pursuant to Section 3.1 of the Lease Agreement and to transfer,
convey and assign its leasehold estate to Roanoke County upon payment by Roanoke County of
all payments due and to become due under the Roanoke County Support Agreement and Section
4.2 of the Lease Agreement.
The Assignor delivers to the Assignee the original executed Support Agreements and
Roanoke County Lease Agreements, and the Assignee shall at all reasonable times have full
access to the books and records of the Assignor relating to the Support Agreements and the
(V0145388.1 019364-0916151
3
Roanoke County Lease Agreements and payments due from the Participants thereunder and to
make extracts from such books and records.
The Assignor will make, execute and deliver any papers, instruments and documents that
may be required by the Assignee, or its successors or assigns, to effectuate the purpose intended
by this Assignment Agreement.
The assignment effected is absolute and shall not be construed to create a lien on or a
security interest in the City of Roanoke Support Payments, the Roanoke County Support
Payments or the City of Salem Support Payments for any indebtedness or other obligation of any
person. The Assignor waives any right, legal or equitable, now existing or hereafter arising, to
offset against, attach, levy upon, enjoin or otherwise delay or disrupt any City of Roanoke
Support Payments, Roanoke County Support Payments or City of Salem Support Payments that
may be owing to the Assignee on account of any claim or obligation between the Assignor and
the Assignee or any of the Participants.
Assignee shall not be obligated to perform or discharge any obligation or duty to be
performed or discharged by Assignor under any of the Support Agreements or Roanoke County
Lease Agreements hereby assigned.
Assignor covenants and represents that, except as contemplated by the City Documents or
the County Documents, as defined in each of the Support Agreements, as applicable, no other
assignment of any interest in the Support Agreements or the Roanoke County Lease Agreements
hereby assigned has been made, and that, except as provided for in the Support Agreements and
the Roanoke County Lease Agreements, the Assignor will not hereafter amend, alter, modify,
cancel, surrender or terminate any of the Support Agreements or Roanoke County Lease
Agreements, exercise any option which might lead to any such amendment, alteration,
modification, cancellation, surrender or termination or consent to the release of any party liable
thereunder or to the assignment of the interest of any Holder, any lessee or sublessee of the
Leased Property or to any subletting of the Leased Property without the prior written consent of
Assignee.
Assignor hereby authorizes Assignee to give notice in writing of this Assignment at any
time to any lessee or sublessee under any of the leases hereby assigned.
The full performance of the Authority Revenue Bond and the City Documents and the
County Documents, as defined in each of the Support Agreements, as applicable, according to
their terms shall render this Assignment void.
The net proceeds collected by Assignee under the terms of this instrument shall be
applied in reduction of the entire indebtedness under the Authority Revenue Bond from time to
time outstanding.
This Assignment applies to and binds the parties hereto and their respective heirs,
administrators, executors, successors and assigns.
Notwithstanding anything contained in this Assignment to the contrary, all of the
obligations of the Assignor hereunder shall be nonrecourse obligations, and the owner of the
(V0145388.1 019364-0916151
M
Authority Revenue Bond and the Assignee shall look solely to Assignor's interest in the Support
Agreements and the Roanoke County Lease Agreements for the satisfaction of any and all
remedies it may have against the Assignor upon a default or nonpayment under one or more of
the City Documents or County Documents, as defined in each of the Support Agreements, as
applicable. Neither the owner of the Authority Revenue Bond nor the Assignee shall enforce or
attempt to enforce any deficiency or other personal money judgment against the Assignor with
respect to the obligations of the Assignee under the Authority Revenue Bond and the Basic
Documents, as defined in each of the Support Agreements.
This Assignment Agreement shall be governed by, and construed and enforced in
accordance with, the laws of the Commonwealth of Virginia.
The Basic Documents, as defined in each of the Support Agreements, and the Authority
Revenue Bond express the entire understanding and all agreements between all the parties
thereto and may not be modified except in writing signed by the parties.
This Assignment Agreement may be executed in any number of counterparts, each of
which shall be an original, together shall constitute but one and the same Assignment
Agreement.
[The remainder of this page is intentionally left blank.]
(V0145388.1 019364-0916151
5
IN WITNESS WHEREOF, the Assignor and the Assignee have caused this Assignment
Agreement to be duly executed as of the date first above written.
WESTERN VIRGINIA REGIONAL
INDUSTRIAL FACILITY AUTHORITY -
ASSIGNOR
Chairman
UNION BANK & TRUST - ASSIGNEE
Its: Senior Vice President
COMMONWEALTH OF VIRGINIA)
CITY/COUNTY OF
The foregoing instrument was acknowledged before me in the County/City of ,
Virginia, this day of , 2016, by , as Chairman of the
Western Virginia Regional Industrial Facility Authority.
My commission expires: —/—/-
My
/
My Notary Registration number is:
Notary Public
COMMONWEALTH OF VIRGINIA)
CITY/COUNTY OF )
The foregoing instrument was acknowledged before me in the
this day of , 2016, by Debbie H
Senior Vice President of Union Bank & Trust, as Assignee.
My commission expires: —/—/.
My Notary Registration number is:
Notary Public
(V0145388.1 019364-0916151
6
Young, as
ACKNOWLEDGMENT OF AND CONSENT TO ASSIGNMENT
The City of Roanoke, Virginia acknowledges receipt of the assignment by the Assignor
of its rights in the City of Roanoke Support Agreement to the Assignee as set forth in the
foregoing Assignment Agreement, and consents thereto.
CITY OF ROANOKE, VIRGINIA
COMMONWEALTH OF VIRGINIA)
CITY/COUNTY OF
The foregoing instrument was acknowledged before me in the County/City of _
Virginia, this day of , 2016, by as
of the City of Roanoke, Virginia.
My commission expires: —/—/.
My Notary Registration number is:
Notary Public
APPROVED TO FORM:
Roanoke City Attorney
(V0145388.1 019364-0916151
7
ACKNOWLEDGMENT OF AND CONSENT TO ASSIGNMENT
The County of Roanoke, Virginia acknowledges receipt of the assignment by the
Assignor of its rights in the Roanoke County Support Agreement and the Roanoke County Lease
Agreements to the Assignee as set forth in the foregoing Assignment Agreement, and consents
thereto.
COUNTY OF ROANOKE, VIRGINIA
COMMONWEALTH OF VIRGINIA)
CITY/COUNTY OF
The foregoing instrument was acknowledged before me in the County/City of
Virginia, this day of , 2016, by
of the County of Roanoke, Virginia.
My commission expires: —/—/,
My Notary Registration number is:
Notary Public
APPROVED TO FORM:
Roanoke County Attorney
(V0145388.1 019364-0916151
8
as
ACKNOWLEDGMENT OF AND CONSENT TO ASSIGNMENT
The City of Salem, Virginia acknowledges receipt of the assignment by the Assignor of
its rights in the City of Salem Support Agreement to the Assignee as set forth in the foregoing
Assignment Agreement, and consents thereto.
CITY OF SALEM, VIRGINIA
COMMONWEALTH OF VIRGINIA)
CITY/COUNTY OF 1
The foregoing instrument was acknowledged before me in the County/City of ,
Virginia, this day of , 2016, by , as
of the City of Salem, Virginia.
My commission expires: —/—/.
My Notary Registration number is:
Notary Public
APPROVED TO FORM:
Salem City Attorney
(V0145388.1 019364-0916151
9
WESTERN VIRGINIA REGIONAL INDUSTRIAL FACILITY AUTHORITY
$10,000,000 Revenue Bond, Series 2016
BOND PURCHASE AND LOAN AGREEMENT
October 11, 2016
Western Virginia Regional Industrial Facility Authority
Chris Morrill, Chairman
c/o Roanoke Regional Partnership
111 Franklin Plaza, Suite 333
Roanoke, Virginia 24011
Ladies and Gentlemen:
Union Bank & Trust (the "Bank") offers to enter into this agreement (this "Bond
Purchase and Loan Agreement") with the Western Virginia Regional Industrial Facility
Authority, a political subdivision of the Commonwealth of Virginia (the "Authority"),
providing for the sale by the Authority and the purchase by the Bank of the Authority's Revenue
Bond, Series 2016 in the maximum principal amount of $10,000,000 (the "Authority Revenue
Bond"). Acceptance of this offer shall be evidenced by the execution and delivery to the Bank
of this Bond Purchase and Loan Agreement by the Chairman of the Authority. Upon such
acceptance, this Bond Purchase and Loan Agreement shall be in full force and effect in
accordance with its terms and shall be binding upon the Authority and the Bank.
1. Purpose of Financing and Security for Authority Revenue Bond. The Authority
Revenue Bond will be issued pursuant to the Virginia Regional Industrial Facilities Act, Chapter
64, Title 15.2, Code of Virginia of 1950, as amended (the "Act"), in order to finance certain
costs of the development of an industrial park, including the acquisition of land located in
Roanoke County described as five (5) parcels roughly bounded by and in the vicinity of
Interstate 81 and Wood Haven Road, which consists of approximately one hundred six (106)
acres, together with such other parcels of real property that may be acquired by the Authority in
connection with the project contemplated herein and related improvements and facilities,
including necessary expenses incidental thereto (collectively, the "Project") and payment of
certain costs of issuance of the Authority Revenue Bond, for the benefit of citizens of the City of
Roanoke, Virginia (the "City of Roanoke"), Roanoke County, Virginia ("Roanoke County")
and the City of Salem, Virginia (the "City of Salem" and together with the City of Roanoke
and Roanoke County, the "Participants").
The Authority Revenue Bond shall be payable from certain payments from the Participants,
described as: (1) payments from the City of Roanoke to the Authority (the "City of Roanoke
Support Payments") pursuant to a Support Agreement between the City of Roanoke and the
Authority (the "City of Roanoke Support Agreement"); (2) payments from Roanoke County
to the Authority (the "Roanoke County Support Payments") pursuant to a Support Agreement
between Roanoke County and the Authority (the "Roanoke County Support Agreement"),
such Roanoke County Support Payments being the same as payments to be made by Roanoke
County to the Authority under the Lease Agreement (as defined below); and (3) payments from
the City of Salem to the Authority (the "City of Salem Support Payments") pursuant to a
Support Agreement between the City of Salem and the Authority (the "City of Salem Support
Agreement" and, together with the City of Roanoke Support Agreement and the Roanoke
County Support Agreement, the "Support Agreements"). The Authority and Roanoke
County will enter into a Ground Lease, dated as of the date hereof (the "Roanoke County
Ground Lease") which provides that certain Leased Property (as defined below) is leased by
Roanoke County to the Authority and the Leased Property will be leased back to Roanoke
County under a Lease Agreement, dated as of the date hereof between the Authority and
Roanoke County (the "Roanoke County Lease Agreement" and, together with the Roanoke
County Ground Lease the "Roanoke County Lease Agreements"). The City of Roanoke
Support Payments, the Roanoke County Support Payments and the City of Salem Support
Payments, collectively and made on a timely basis, will be sufficient to enable the Authority to
meet its scheduled debt service payments on the Authority Revenue Bond. The obligations for
the City of Roanoke Support Payments and the City of Salem Support Payments shall be general
obligations and secured by the full faith and credit of each such locality, respectively, and the
undertaking for the Roanoke County Support Payments is subject to and conditioned upon the
Roanoke County Board of Supervisors making annual appropriations for the same.
The City of Roanoke will agree in the City of Roanoke Support Agreement to pay Basic
Payments (as defined in the City of Roanoke Support Agreement) in a timely fashion to the
Authority in an amount equal to 44.2% (the "City of Roanoke Percentage") of the payments of
principal and interest due on the Authority Revenue Bond. Roanoke County will agree in the
Roanoke County Support Agreement to pay Basic Payments (as defined in the Roanoke County
Support Agreement), subject to annual appropriation by the Board of Supervisors of Roanoke
County, in a timely fashion to the Authority in an amount equal to 44.2% (the "Roanoke
County Percentage") of the payments of principal and interest due on the Authority Revenue
Bond, and such Basic Payments shall be secured by an assignment of rents payable to the
Authority pursuant to the Roanoke County Lease Agreement (as defined below). The City of
Salem will agree in the City of Salem Support Agreement to pay Basic Payments (as defined in
the City of Salem Support Agreement) in a timely fashion to the Authority in an amount equal to
11.6% (the "City of Salem Percentage") of the payments of principal and interest due on the
Authority Revenue Bond.
The Authority will lease certain real estate and buildings owned by Roanoke County described as
the Roanoke County Government Center located at 5204 Bernard Drive, Roanoke, Virginia
24018 (the "Leased Property") pursuant to the Roanoke County Ground Lease and lease such
property back to Roanoke County pursuant to the Roanoke County Lease Agreement.
The Bank and the Authority will enter into an Assignment Agreement dated as of October 11,
2016 (the "Assignment Agreement") whereby payments received by the Authority under the
Support Agreements and the Roanoke County Lease Agreement will be assigned to the Bank to
be applied toward debt service payments on the Authority Revenue Bond.
The Authority has agreed to issue the Authority Revenue Bond and use the proceeds thereof for
the Project. The Support Agreements, the Roanoke County Lease Agreements and the
2
Assignment Agreement are referred to collectively herein as the "Basic Agreements." The
Basic Agreements and the Authority Revenue Bond shall be in the forms previously furnished or
summarized to the Authority and its counsel, with such subsequent modifications as may be
approved by the Authority, the Bank and as applicable a Participant that is a party to a specific
Basic Agreement. The Authority Revenue Bond and the Basic Agreements shall not become
effective until delivery at Closing (as defined below)
2. Purchase and Terms of the Authority Revenue Bond. Upon the terms and conditions
and upon the basis of the representations set forth herein, the Bank hereby agrees to purchase
from the Authority, and the Authority hereby agrees to sell to the Bank, the Authority Revenue
Bond at the purchase price of 100% of the aggregate principal amount advanced under the
Authority Revenue Bond (the "Purchase Price"). The Authority Revenue Bond shall be as
described in, and shall have the terms and conditions, including but not limited to the payment
dates for interest, principal and redemption or prepayment provisions, set forth in the form of
Authority Revenue Bond attached as Exhibit A hereto and incorporated by this reference. The
principal sums advanced under the Authority Revenue Bond shall bear interest at the rate of 3.70
percent per annum through the final maturity date of the Authority Revenue Bond, provided,
however, that in the event that any of the Participants becomes subject to a credit rating
downgrade with the result that such credit rating falls below Baa3 as rated by Moody's Investors
Service, New York, New York ("Moody's"), such interest rate shall be adjusted to a rate of 4.25
percent per annum for so long as any of the Participants has a credit rating falling below Baa3 as
rated by Moody's and in the event that thereafter all Participants have a credit rating of Baa3 or
above as rated by Moody's such interest rate shall at that time be adjusted to 3.70 percent per
annum. Interest on the Authority Revenue Bond is included in gross income for federal income
tax purposes.
3. Authority Revenue Bond as Limited Obligation of the Authority. The Authority
Revenue Bond shall be a limited obligation of the Authority payable solely from the revenues
and receipts derived by the Authority under the Basic Agreements in accordance with the terms
thereof, and shall not constitute a debt or pledge of the faith and credit of the Commonwealth of
Virginia or any political subdivision thereof. Failure of any one Participant to make a payment,
to appropriate funds or to fulfill any obligation of such Participant under a Support Agreement or
the Roanoke County Lease Agreement, as applicable, shall not constitute a default or breach of
any other Participant or provide the holder of the Authority Revenue Bond with any right or
remedy against any other Participant.
THE BANK UNDERSTANDS AND AGREES THAT THE UNDERTAKING BY ROANOKE
COUNTY TO MAKE THE PAYMENTS UNDER THE ROANOKE COUNTY SUPPORT
AGREEMENT AND UNDER THE ROANOKE COUNTY LEASE AGREEMENT
CONSTITUTES A CURRENT EXPENSE OF ROANOKE COUNTY, PAYABLE ONLY
FROM FUNDS LEGALLY AVAILABLE THEREFOR. SUCH UNDERTAKING DOES NOT
CONSTITUTE A DEBT OF ROANOKE COUNTY WITHIN THE MEANING OF ANY
CONSTITUTIONAL OR STATUTORY LIMITATION AND DOES NOT CONSTITUTE A
LIABILITY OF OR A LIEN OR CHARGE UPON THE FUNDS OR PROPERTY OF
ROANOKE COUNTY, BEYOND THE FISCAL YEAR FOR WHICH THE ROANOKE
COUNTY BOARD OF SUPERVISORS HAS APPROPRIATED FUNDS TO MAKE SUCH
PAYMENTS.
THE BANK FURTHER UNDERSTANDS AND AGREES THAT THE AUTHORITY HAS
NO OBLIGATION TO MAKE PAYMENTS ON THE AUTHORITY REVENUE BOND
EXCEPT FROM THE PAYMENTS OF RECEIVED UNDER THE SUPPORT AGREEMENTS
AND THE ROANOKE COUNTY LEASE AGREEMENTS, WHICH RIGHTS WILL BE
ASSIGNED PURSUANT TO THE ASSIGNMENT AGREEMENT TO THE BANK.
4. Representations and Warranties of the Authority. The Authority represents, warrants
and agrees as follows:
(a) The Authority is a political subdivision of the Commonwealth of Virginia,
duly organized and validly existing as a regional facility authority pursuant to the Act, and has
full right, power and authority to enter into the Basic Agreements to which it is a party and this
Bond Purchase and Loan Agreement, to issue, sell and deliver the Authority Revenue Bond as
provided herein and to carry out and consummate all other transactions contemplated by the
Basic Agreements and this Bond Purchase and Loan Agreement.
(b) The Authority has, and at the Closing Date will have, duly authorized all
actions necessary or appropriate to be taken for the Authority to (1) enter into, execute and
deliver the Basic Agreements to which it is a party and this Bond Purchase and Loan Agreement,
(2) to issue, sell and secure the Authority Revenue Bond to the Bank as provided herein, and (3)
to consummate and carry out the other transactions contemplated by the Basic Agreements and
this Bond Purchase and Loan Agreement.
(c) The Authority has authorized the taking of any and all actions as may be
required by the Authority to consummate the transactions contemplated in the Basic Agreements
and this Bond Purchase and Loan Agreement at duly convened public meetings, with respect to
which all required notices were duly given to all members, and at which meetings a quorum was
present and acting throughout.
(d) The Authority has (1) duly authorized the execution and delivery of the
Basic Agreements to which it is a party and this Bond Purchase and Loan Agreement, (2) duly
authorized the issuance, sale and delivery of the Authority Revenue Bond, and (3) taken or will
take all further action necessary or appropriate to carry out the issuance, sale and delivery of the
Authority Revenue Bond to the Bank.
(e) There is no action, suit, proceeding, inquiry or investigation at law or in
equity, before or by any court, public board or body, pending or, to the best knowledge of the
Authority, threatened against the Authority, affecting the organization and existence of the
Authority or the titles of its officers to their respective offices or seeking to prohibit, restrain or
enjoin the sale, issuance or delivery of the Authority Revenue Bond or the collection of
payments of Basic Rent (as defined in the Roanoke County Lease Agreement) to pay the
principal of and interest on the Authority Revenue Bond, or the pledge thereof, or in any way
contesting or affecting the validity or enforceability of the Authority Revenue Bond, the Basic
Agreements to which it is a party or this Bond Purchase and Loan Agreement or contesting in
any way the power of the Authority to issue the Authority Revenue Bond or to execute and
deliver the Basic Agreements to which it is a party or this Bond Purchase and Loan Agreement,
nor, to the best knowledge of the Authority, is there any basis therefor.
fl
(f) No further consent, approval, authorization or order of any court or
governmental agency or body not already obtained is required for the issuance, delivery or sale
of the Authority Revenue Bond or, as of the date hereof, the consummation of the other
transactions effected or contemplated herein or hereby by the Authority (except that no
representation is given as to any action required under state securities or blue sky laws in
connection with the purchase, distribution or sale of the Authority Revenue Bond).
(g) The Authority is not in violation of the Act or any existing law, rule or
regulation applicable to it and is not in default under any indenture, mortgage, deed of trust, lien,
lease, contract, note, order, judgment, decree or other agreement, instrument or restriction of any
kind to which the Authority is a party or by which it is bound or to which any of its assets are
subject, which default would adversely affect the Authority Revenue Bond, and the execution
and delivery by the Authority of the Basic Agreements to which it is a party, the Authority
Revenue Bond, the assignment of the Authority's rights under the Basic Agreements and the
compliance with the terms and conditions thereof will not conflict with or result in the breach of
or constitute a default under any of the foregoing.
(h) When delivered to and paid for by the Bank in accordance with the terms
of this Bond Purchase and Loan Agreement, the Authority Revenue Bond will have been duly
authorized, executed and issued.
(i) The representations and agreements of the Authority herein will be true
and correct in all material respects as of the Closing.
5. Closing. The delivery of the Authority Revenue Bond (the "Closing") shall be at such
place and time as may be agreed to by the Authority and the Bank (but in no event later than
October 20, 2016, unless otherwise agreed to in writing by the parties) (the "Closing Date").
Upon delivery of the Authority Revenue Bond to the Bank, the Bank will cause payment to be
made as directed by the Authority, in immediately available funds, in the amount of $8,500,000
(the "Initial Draw") as the first draw of the maximum principal amount of the Authority
Revenue Bond. As will be set forth in a Closing Memorandum by Davenport & Company LLC
(the "Financial Advisor"), the Initial Draw will be utilized at the time of the Closing to pay
certain costs of issuance of the Authority Revenue Bond and certain costs of the Project. The
Basic Agreements shall be delivered on the Closing Date to the Richmond, Virginia, offices of
Sands Anderson PC as bond counsel to the Authority ('Bond Counsel") or such other place as
to which the Authority and the Bank may agree in writing. The Bank will cause payment to be
made as directed in writing by the Authority of one or more additional draws under the Authority
Revenue Bond (the "Additional Draws") for payment of costs of the Project, provided that the
amount of the Initial Draw and all Additional Draws (the "Total Principal Amount
Advanced") shall not exceed the maximum principal amount of the Authority Revenue Bond,
and provided further that no Additional Draw shall be made after June 30, 2018.
6. Conditions to Closing. The Bank's obligations hereunder to purchase and pay for the
Authority Revenue Bond shall be subject to the performance by the Authority of its obligations
hereunder and by the Authority and the Participants of their respective obligations under the
5
applicable Basic Agreements at or prior to the Closing Date, and to the following additional
conditions at the Closing Date:
(a) All official action of the Authority and the Participants relating to the
Basic Agreements and the Authority Revenue Bond shall be in full force and effect and shall not
have been amended, modified or supplemented, except as may have been agreed to by the Bank.
(b) At the Closing Date, the Basic Agreements shall be in full force and effect
and shall not have been amended, modified or supplemented, except as may have been agreed to
by the Bank.
(c) Receipt by the Bank of the Authority Revenue Bond and original executed
copies of the Basic Agreements.
(d) Receipt by the Bank of a certificate, dated the Closing Date and signed by
the Chairman of the Authority, to the effect that (i) the representations and warranties of the
Authority contained herein are true and correct in all material respects as of the Closing Date as
if made on the Closing Date, and (ii) the Authority has complied with all the agreements and
satisfied all the conditions on its part to be performed or satisfied at or prior to the Closing Date.
(e) Receipt by the Bank of certificates, dated the Closing Date and signed by
the City Manager or County Administrator, as applicable, of each Participant to the effect that (i)
the representations and warranties of the such Participant in the Basic Agreements to which it is
a party are true and correct as of the Closing Date as if made on the Closing Date, and (ii) such
Participant has complied with all the agreements and satisfied all the conditions on its part to be
performed or satisfied on or prior to the Closing Date.
(f) Receipt by the Bank of a certificate executed by the Chairman of the
Authority, and certificates signed by the City Manager or County Administrator, as applicable, of
each Participant, satisfactory to the Bank that, as of the Closing Date, there is no litigation at law
or in equity pending or to the knowledge of the Authority, or each Participant, as applicable,
threatened against the Authority, or any Participant, as applicable (i) affecting or regarding the
existence of the Authority, or any Participant, as applicable, the validity or enforceability of the
Authority Revenue Bond, the Basic Agreements or this Bond Purchase and Loan Agreement
against the Authority, any Participant, as applicable, or the titles of the officers executing the
Authority Revenue Bond or the Basic Agreements to their respective offices, (ii) seeking to
prohibit, restrain or enjoin the issuance, sale or delivery of the Authority Revenue Bond, or the
pledges of revenues in support thereof, (iii) in any way contesting the power of the Authority to
issue the Authority Revenue Bond or develop the Project and (iv) contesting the power of the
Authority, or any Participant, as applicable, to execute and deliver the Basic Agreements or the
Authority Revenue Bond.
(g) Delivery to the Bank of an opinion of counsel to the Authority, dated the
Closing Date, in substantially the form set forth in Exhibit D hereto.
(h) Receipt by the Bank of an opinion, dated the Closing Date, of the Roanoke
City Attorney and the Salem City Attorney, each in substantially the form attached as Exhibit B
hereto.
D
(i) Receipt by the Bank of an opinion, dated the Closing Date and addressed
to the Bank, of the Roanoke County Attorney, in substantially the form attached as Exhibit C
hereto.
0) Receipt by the Bank of the approving opinion of Bond Counsel, dated the
Closing Date, subject to the usual qualifications, as to the validity and enforceability of the
Authority Revenue Bond and the enforceability of the Basic Agreements against the Participants
(to the extent they are parties thereto).
(k) Such additional legal opinions, certificates, instruments and other
documents as the Bank or Bond Counsel may reasonably request to evidence the due
performance or satisfaction by the Authority and the Participants at or prior to the Closing Date
of all agreements then to be performed and all conditions then to be satisfied by the Authority
and the Participants.
The Bank reserves the right to waive any of the conditions to its obligations contained in
this Bond Purchase and Loan Agreement.
If the Authority or any Participant shall be unable to perform or fulfill the conditions to
the Bank's obligations hereunder, or if the Bank's obligations hereunder shall be terminated for
any reason permitted hereby, this Bond Purchase and Loan Agreement shall terminate and
neither the Bank, the Authority nor any Participant shall be under further obligation hereunder.
7. Fees and Expenses. The Authority agrees to cause to be paid the fees and disbursements
of the Financial Advisor, of Bond Counsel, of counsel to the Bank and disbursements incurred in
connection with the issuance and sale of the Authority Revenue Bond to the Bank, in each case
from the proceeds of the Authority Revenue Bond or from other funds available to the Authority,
as provided by the Participants.
8. Optional Prepayment. The Authority Revenue Bond shall be subject to prepayment or
redemption prior to maturity at the option of the Authority at any time, at the direction of one or
more Participants, in whole or in part, at a redemption price equal to 100% of the principal
amount of the Authority Revenue Bond to be redeemed, plus interest accrued to the redemption
date.
9. Representations of Bank. The Bank represents and warrants that the purchase of the
Authority Revenue Bond is for its individual account only and not with a present view for
distribution to other purchasers thereof. The Bank is a corporation authorized to do business in
the Commonwealth. The Bank represents and warrants that it is purchasing the Authority
Revenue Bond at its sole risk based on its evaluation of the credit risks arising therefrom. The
Bank acknowledges and agrees that the Authority may incur additional obligations in relation to
the Project, other than the Authority Revenue Bond, which additional obligations may include
issuance by the Authority of additional revenue bonds payable in whole or in part from
additional support payments from the Participants.
10. Notices. Any notice or other communication to be given to the Authority or the Bank
under this Agreement may be given by delivery of the same in writing (a) to the Authority, at c/o
Roanoke Regional Partnership, at 111 Franklin Road, SE , Suite 333, Roanoke, Virginia 24011
7
(Attention: Beth Doughty, Executive Director) and (b) to the Bank, at 111 Franklin Road, SE,
Suite 110, Roanoke, Virginia 24011 (Attention: Debbie H. Young). Any party to this Bond
Purchase and Loan Agreement may designate additional or different addresses for notice or
communications by notice given under this Section to the other party.
11. Miscellaneous. This Bond Purchase and Loan Agreement is made solely for the benefit
of the Authority and the Bank (including their successors or assigns) and no other person shall
acquire or have any right hereunder or by virtue hereof. All the representations, warranties and
agreements contained herein shall remain operative and in full force and effect, regardless of (a)
any investigations made by or on behalf of the Bank; (b) delivery of and payment for the
Authority Revenue Bond hereunder; and (c) any termination of this Bond Purchase and Loan
Agreement. This Bond Purchase and Loan Agreement may not be assigned by the Authority or
the Bank. This Bond Purchase and Loan Agreement has been dated as of October 11, 2016 for
purposes of identifying the instrument. The Authority covenants and agrees to provide to the
Bank a copy of the fully executed Participation Agreement by and between the Authority and the
Participants concerning the Project and a copy of any future amendment to such Participation
Agreement.
12. Governing Law. The construction and enforcement of this Bond Purchase and Loan
Agreement shall be governed by the laws of the Commonwealth of Virginia, without regard for
its conflicts of laws provisions.
13. Execution in Counterparts; Facsimile Signatures. This Bond Purchase and Loan
Agreement may be executed in several counterparts, each of which shall be an original and all of
which shall constitute one and the same instrument, and any of the parties hereto may execute
this Bond Purchase and Loan Agreement by signing any such counterpart.
14. Severability. In case any one or more of the provisions of this Bond Purchase and Loan
Agreement shall, for any reason, be held to be illegal or invalid, such illegality or invalidity shall
not affect any other provisions of this Bond Purchase and Loan Agreement, and this Bond
Purchase and Loan Agreement shall be construed and enforced as if such illegal or invalid
provisions had not been contained herein.
[Remainder of this page intentionally left blank.]
Confirmed and Accepted
as of the date first above written:
WESTERN VIRGINIA REGIONAL
INDUSTRIAL FACILITY AUTHORITY
Chairman
Very truly yours,
UNION BANK & TRUST
Title: Senior Vice President
9
EXHIBIT A
FORM OF THE AUTHORITY REVENUE BOND
IM
EXHIBIT B
Opinion of City Attorney
[Letterhead of City Attorney]
[Closing Date]
Western Virginia Regional
Industrial Facility Authority
c/o Roanoke Regional Partnership
111 Franklin Road, SE , Suite 333,
Roanoke, Virginia 24011
Union Bank & Trust
111 Franklin Road, SE
Suite 110
Roanoke, Virginia 24011
City of
, Virginia 2
Sands Anderson PC
1111 East Main Street
Richmond, Virginia 23219
Western Virginia Regional Industrial Facility Authority
$10,000,000 Revenue Bond, Series 2016
Ladies and Gentlemen:
I am the City Attorney for the City of , Virginia (the "City"). In
connection with the issuance of the above -referenced bond (the "Authority Revenue Bond") by
the Western Virginia Regional Industrial Facility Authority (the "Authority"), I have examined,
among other things, the following documents:
(a) the Constitution and applicable laws of the Commonwealth of Virginia;
(b) the City Charter, Chapter of Acts of Assembly of , as amended
(the "Charter");
(c) a certified copy of a Resolution adopted by the City Council on
2016 authorizing, among other things, the execution and delivery, or
consent and acknowledgment to, as applicable, of the City Documents (as hereinafter
defined) (the "City Resolution");
(d) a copy of the Bond Purchase and Loan Agreement, dated October 11,
2016 (the "Bond Purchase and Loan Agreement"), between the Authority and Union
Bank & Trust (the "Bank");
(e) a Support Agreement, dated as of October 11, 2016 (the "City of
Support Agreement"), between the City and the Authority, pursuant to
which the City has agreed, among other things, to make payments to the Authority in the
amount of percent C_9%) of the debt service payments of the Authority Revenue
Bond on a timely basis as a general obligation of the City to the Authority; and
(f) an Assignment Agreement, dated as of October 11, 2016 (the
"Assignment Agreement"), between the Authority and the Bank, assigning certain of
the Authority's rights under the City of Support Agreement to the Bank as
security for, and for payment of, the Authority Revenue Bond, which Assignment
Agreement is acknowledged and consented to by the City.
In all such examinations, I have assumed that all signatures on documents and
instruments examined by me are genuine, all documents submitted to me as originals are
authentic and all documents submitted to me as copies conform to the originals. In addition, for
purposes of this opinion, I have assumed the due authorization, execution and delivery of the
above documents by all parties other than the City. I have also examined such other records,
agreements and proceedings of the City and conducted such investigations as I have deemed
appropriate and necessary for purposes of this opinion. As to questions of fact material to my
opinion, I have relied upon representations of the City contained in the Basic Agreements, as
defined below and certifications by representatives of the City and the Authority.
Based upon the foregoing, I am of the opinion that:
1. The City is a duly organized municipal corporation and political subdivision and
validly existing under the Constitution and laws of the Commonwealth of Virginia and vested
with all the rights, powers and privileges conferred upon cities by the Constitution and laws of
the Commonwealth.
2. The City Resolution was duly adopted by the City Council and is in full force and
effect.
3. The City has all necessary power and authority to enter into and perform its
obligations under the City of Support Agreement and the Assignment Agreement
(collectively, the "City Documents") and carry out the transactions contemplated to be
performed by the City under the City Documents and under the Bond Purchase and Loan
Agreement.
4. The City Documents have been duly authorized, executed and delivered or
acknowledged and consented to, as applicable, by the City, and constitute valid and binding
obligations of the City enforceable against the City in accordance with their terms; except to the
extent that their enforceability may be limited to or otherwise affected by (a) bankruptcy,
insolvency, reorganization, arrangement, moratorium and other laws affecting the rights of
creditors and debtors generally and (b) principles of equity, whether considered at law or in
equity.
5. The adoption by the City Council of the City Resolution and the execution and
delivery by the City of the City Documents and the consummation by the City of the transactions
contemplated to be performed by the City under the City Documents and the Bond Purchase and
Loan Agreement are not prohibited by, and do not violate any provision of and will not result in
the breach of any law, rule, regulation, judgment, decree, order or other requirement applicable
to the City, the Charter, any ordinance or resolution of the City, or any material contract,
indenture or agreement to which the City is a party or by which the City is bound, and have not
resulted, and will not result, in the creation or imposition of any lien, encumbrance, mortgage or
other similar conflicting ownership or security interest in favor of any third person in or to the
City's revenues, assets, properties or funds except as contemplated in the City Documents.
6. There is no litigation pending or, to the best of my knowledge, threatened against
the City (a) to restrain or enjoin the issuance, sale or delivery of the Authority Revenue Bond, or
the application of proceeds of the Authority Revenue Bond as provided in the City Documents or
the collection of revenues pledged under the City of Support Agreement, (b) in any way
contesting or affecting any authority for the validity of the City Documents, (c) adversely
affecting the financial condition of the City in any material way, or (d) affecting the acquisition,
construction or equipping of the Project (as defined in the Bond Purchase and Loan Agreement).
7. No further governmental or regulatory consents, approvals, orders or
authorizations by the City are required for the adoption of the City Resolution or the execution
and delivery by the City of the City Documents or for the consummation by the City of the
actions contemplated to be performed by the City under the City Documents and the Bond
Purchase and Loan Agreement.
Very truly yours,
EXHIBIT C
Opinion of County Attorney
[Letterhead of County Attorney]
[Closing Date]
Western Virginia Regional
Industrial Facility Authority
c/o Roanoke Regional Partnership
111 Franklin Road, SE
Suite 333
Roanoke, Virginia 24011
Union Bank & Trust
111 Franklin Road, SE
Suite 110
Roanoke, Virginia 24011
Roanoke County
5204 Bernard Drive
Roanoke, Virginia 24018
Sands Anderson PC
1111 East Main Street
Richmond, Virginia 23219
Western Virginia Regional Industrial Facility Authority
$10,000,000 Revenue Bond, Series 2016
Ladies and Gentlemen:
I am the County Attorney for Roanoke County, Virginia (the "County"). In connection
with the issuance of the above -referenced bond (the "Authority Revenue Bond") by the
Western Virginia Regional Industrial Facility Authority (the "Authority"), I have examined,
among other things, the following documents:
(a) the Constitution and applicable laws of the Commonwealth of Virginia;
(b) the County Charter, Chapter 617 of Acts of Assembly of 1986, as
amended (the "Charter");
(c) a certified copies of an Ordinance adopted by the Board of Supervisors of
the County (the "Board of Supervisors") on , 2016 authorizing, among
other things, the execution and delivery of the Basic Agreements (as hereinafter defined)
(the "County Ordinance");
(d) a copy of the Bond Purchase and Loan Agreement, dated October 11,
2016 (the "Bond Purchase and Loan Agreement"), between the Authority and Union
Bank & Trust (the "Bank");
C-1
(e) a Ground Lease, dated as of October 11, 2016, between the County and
the Authority (the "Ground Lease") conveying to the Authority a leasehold interest in
certain property, as described therein (the "Leased Property");
(f) a Lease Agreement, dated as of October 11, 2016, between the Authority
and the County (the "Lease Agreement") conveying to the County a leasehold interest
in such Leased Property;
(g) a Support Agreement, dated as of October 11, 2016 (the "County
Support Agreement"), between the County and the Authority, pursuant to which the
County has agreed, among other things, to make payments of forty four and two tenths
percent (44.2%) of the debt service payments of the Authority Revenue Bond on a timely
basis (subject to annual appropriation by the Board of Supervisors) to the Authority; and
(h) an Assignment Agreement, dated as of October 11, 2016 (the
"Assignment Agreement"), between the Authority and the Bank, assigning certain of
the Authority's rights under the County Support Agreement, the Ground Lease and the
Lease Agreement to the Bank as security for, and for payment of, the Authority Revenue
Bond, which Assignment Agreement is acknowledged and consented to by the County.
In all such examinations, I have assumed that all signatures on documents and
instruments examined by me are genuine, all documents submitted to me as originals are
authentic and all documents submitted to me as copies conform to the originals. In addition, for
purposes of this opinion, I have assumed the due authorization, execution and delivery of the
above documents by all parties other than the County. I have also examined such other records,
agreements and proceedings of the County and conducted such investigations as I have deemed
appropriate and necessary for purposes of this opinion. As to questions of fact material to my
opinion, I have relied upon representations of the County contained in the Basic Agreements, as
defined below and certifications by representatives of the County and the Authority.
Based upon the foregoing, I am of the opinion that:
1. The County is a political subdivision and validly existing under the Constitution
and laws of the Commonwealth of Virginia and vested with all the rights, powers and privileges
conferred upon cities by the Constitution and laws of the Commonwealth.
2. The County Ordinance was duly adopted by the Board of Supervisors and is in
full force and effect.
3. The County has all necessary power and authority to enter into and perform its
obligations under the Ground Lease, the Lease Agreement, the County Support Agreement and
the Assignment Agreement (collectively, the "County Documents") and carry out the
transactions contemplated to be performed by the County under the County Documents and the
Bond Purchase and Loan Agreement.
4. The County Documents have been duly authorized, executed and delivered or
acknowledged and consented to, as applicable, by the County, and constitute valid and binding
obligations of the County enforceable against the County in accordance with their terms; except
to the extent that their enforceability may be limited to or otherwise affected by (a) bankruptcy,
insolvency, reorganization, arrangement, moratorium and other laws affecting the rights of
C-2
creditors and debtors generally and (b) principles of equity, whether considered at law or in
equity. The County's undertaking to make payments of Basic Payments and Additional
Payments under the County Support Agreement and lease payments under the Lease Agreement
is subject to and dependent upon the Board of Supervisors making appropriations in amounts
sufficient for such purpose. Such undertaking does not constitute a debt of the County within the
meaning of any constitutional or statutory limitation nor a liability of or a lien or charge upon
funds or property of the County beyond any fiscal year for which the Board of Supervisors has
appropriated moneys for such purpose.
5. The adoption by the Board of Supervisors of the County Ordinance and the
execution and delivery by the County of the County Documents and the consummation by the
County of the transactions contemplated to be performed by the County under the County
Documents and the Bond Purchase and Loan Agreement are not prohibited by, and do not violate
any provision of and will not result in the breach of any law, rule, regulation, judgment, decree,
order or other requirement applicable to the County, any ordinance or resolution of the County,
or any material contract, indenture or agreement to which the County is a party or by which the
County is bound, and have not resulted, and will not result, in the creation or imposition of any
lien, encumbrance, mortgage or other similar conflicting ownership or security interest in favor
of any third person in or to the County's revenues, assets, properties or funds except as
contemplated in the County Documents.
6. There is no litigation pending or, to the best of my knowledge, threatened against
the County (a) to restrain or enjoin the issuance, sale or delivery of the Authority Revenue Bond,
or the application of proceeds of the Authority Revenue Bond as provided in the County
Documents or the collection of revenues pledged under the Support Agreement and the Lease
Agreement, (b) in any way contesting or affecting any authority for the issuance or validity of
the Authority Revenue Bond or the validity of the County Documents, (c) affecting the
application of proceeds of the Authority Revenue Bond pursuant to the County Documents, (d)
adversely affecting the financial condition of the County in any material way, or (e) affecting the
acquisition, construction or equipping of the Project (as defined in the Bond Purchase and Loan
Agreement).
7. No further governmental or regulatory consents, approvals, orders or
authorizations by the County are required for the adoption of the County Ordinance or the
execution and delivery by the County of the County Documents or for the consummation by the
County of the actions contemplated to be performed by the County under the County Documents
and the Bond Purchase and Loan Agreement.
Very truly yours,
C-3
EXHIBIT D
Opinion of Authority Counsel
[Letterhead of Sands Anderson]
[Closing Date]
Western Virginia Regional
Industrial Facility Authority
c/o Roanoke Regional Partnership
111 Franklin Road, SE, Suite 333
Roanoke, Virginia 24011
Union Bank & Trust
111 Franklin Road, SE
Suite 110
Roanoke, Virginia 24011
Western Virginia Regional Industrial Facility Authority
$10,000,000 Revenue Bond, Series 2016
Ladies and Gentlemen:
We have served as special counsel to the Western Virginia Regional Industrial Facility
Authority (the "Authority") in connection with the issuance of the above -referenced bond (the
"Authority Revenue Bond") by the Authority and we have examined, among other things, the
following documents:
(a) the Virginia Regional Industrial Facilities Act, Chapter 64, Title 15.2, Code of
Virginia of 1950, as amended (the "Act");
(b) a certified copy of a resolution adopted by the Authority on September 15, 2016
(the "Resolution"), authorizing the issuance of the Authority Revenue Bond and the execution
and delivery of the following:
(1) a copy of the Bond Purchase and Loan Agreement, dated October 11,
2016 (the "Bond Purchase and Loan Agreement"), between the Authority and Union
Bank & Trust (the "Bank");
(2) a Ground Lease, dated as of October 11, 2016, between Roanoke County,
Virginia (the "County") and the Authority (the "Ground Lease") conveying to the
D-1
Authority a leasehold interest in certain property, as described therein (the "Leased
Property");
(3) a Lease Agreement, dated as of October 11, 2016, between the Authority
and the County (the "Lease Agreement") conveying to the County a leasehold interest
in such Leased Property;
(4) a Support Agreement, dated as of October 11, 2016 (the "Roanoke
County Support Agreement"), between the County and the Authority, pursuant to
which the County has agreed to make certain payments (subject to annual appropriation
by the Board of Supervisors) to the Authority; and
(5) a Support Agreement, dated as of October 11, 2016 (the "City of
Roanoke Support Agreement"), between the City of Roanoke and the Authority,
pursuant to which the City of Roanoke has agreed to make certain payments to the
Authority; and
(6) a Support Agreement, dated as of October 11, 2016 (the "City of Salem
Support Agreement"), between the City of Salem and the Authority, pursuant to which
the City of Salem has agreed to make certain payments to the Authority; and
(7) an Assignment Agreement, dated as of October 11, 2016 (the
"Assignment Agreement"), between the Authority and the Bank, assigning certain of
the Authority's rights under the Roanoke County Support Agreement, the City of
Roanoke Support Agreement, the City of Salem Support Agreement, the Ground Lease
and the Lease Agreement to the Bank as security for, and for payment of, the Authority
Revenue Bond; and
(c) executed counterparts of the documents described in (b) above (collectively, the
"Basic Agreements"); and
(d) such other documents, records, agreements and certificates of the Authority and
other parties, including a copy of a Certificate of the Secretary of the Commonwealth of Virginia
dated February 4, 2014, as we deem necessary or appropriate to enable us to render the opinions
expressed below.
In all such examinations, we have assumed that all signatures on documents and
instruments examined by us are genuine, all documents submitted to us as originals are authentic
and all documents submitted to us as copies conform to the originals. In addition, for purposes
of this opinion we have assumed, without independent investigation or verification, the due
authorization, execution and delivery of the Basic Agreements by all parties other than the
Authority. As to questions of fact material to this opinion, we have relied upon representations
of and the compliance with covenants by the Authority contained in the Basic Agreements,
certifications and representations of public officials furnished to us, and certifications and
representations of the Authority and others delivered at closing. Wherever in this letter an
opinion is qualified by the phrase "to the best of our knowledge" or "we have no knowledge of
or words of like import, it shall mean that we have no actual knowledge of the matter or matters
so qualified and that no such knowledge has come to us during the course of our representation
D-2
of the Authority in connection with this transaction, but that we have conducted no independent
investigation of such matter or matters or otherwise sought verification thereof, except as may be
expressly set forth herein.
Based on and subject to the foregoing, and upon such other information and documents
as we consider necessary for the purpose of rendering this opinion, we are of the opinion that:
1. The Authority is duly organized, validly existing and in good standing under the
Act and has all necessary power and authority to (i) issue and sell the Authority Revenue Bond
and (ii) enter into and perform its obligations under the Basic Agreements. The Authority has
taken all necessary action required of the Authority and has complied with all provisions of the
Act required of the Authority to duly authorize the issuance and sale of the Authority Revenue
Bond.
2. The Resolution has been duly adopted by the Authority and is in full force and
effect on the date hereof.
3. The Basic Agreements have been duly authorized, executed and delivered by the
Authority and, assuming due authorization, execution and delivery thereof by the other parties
thereto, are valid and binding obligations of the Authority, enforceable against the Authority in
accordance with their respective terms.
4. The Authority Revenue Bond has been duly authorized, executed and issued by
the Authority and constitutes a valid and binding limited obligation of the Authority, enforceable
in accordance with its terms.
5. The enforceability of the obligations of the Authority under the documents
described above is subject to the provisions of bankruptcy, insolvency, fraudulent conveyance,
reorganization, moratorium or other similar laws. The enforceability of such obligations is also
subject to usual equity principles, which may limit the specific enforcement of certain remedies,
and any indemnity provisions in the Basic Agreements may be limited by court decisions
invalidating or limiting such provisions on grounds including public policy.
6. To the best of our knowledge, no suit, action, proceeding or investigation is
pending or threatened against the Authority, before any court or government department,
commission, board, agency or instrumentality which, if determined adversely, could have a
material adverse effect on (i) the title of the officers of the Authority executing the Authority
Revenue Bond or the Basic Agreements, (ii) the validity or enforceability of the Authority
Revenue Bond or the Basic Agreements, (iii) the authority to execute the Basic Agreements or
the Authority Revenue Bond by the Authority or (iv) the proceedings relating to the execution of
the Authority Revenue Bond and the Basic Agreements by the Authority.
Our opinion expressed herein is for your benefit alone and may not, without our prior
written consent, be relied upon any other person, quoted in any document or filed with any
government agency. We express no opinion herein as to the business or financial resources of
the Authority or of the City of Roanoke, Roanoke County or the City of Salem or their ability or
willingness to provide for the payment of the Authority Revenue Bond as set forth in the
Roanoke County Support Agreement, the Lease Agreement, the City of Roanoke Support
D-3
Agreement or the City of Salem Support Agreement, respectively, as to any matters of real estate
title or liens or as to the accuracy or completeness of any information relating to the Authority
Revenue Bond that may have been relied upon by anyone in making the decision to purchase the
Authority Revenue Bond. Our opinion is expressed as of the date hereof, and we do not assume
any obligation to update or supplement our opinion to reflect any fact or circumstance which
hereafter comes to our attention or change in law which hereafter occurs.
Very truly yours,
M
R-1 $10,000,000
UNITED STATES OF AMERICA
COMMONWEALTH OF VIRGINIA
WESTERN VIRGINIA REGIONAL INDUSTRIAL FACILITY AUTHORITY
REVENUE BOND, SERIES 2016
INTEREST RATE MATURITY DATE DATED DATE ISSUE DATE
3.70% January 15, 2037 October , 2016 October , 2016
REGISTERED OWNER: UNION BANK & TRUST
PRINCIPAL AMOUNT: Not to exceed $10,000,000
The WESTERN VIRGINIA REGIONAL INDUSTRIAL FACILITY AUTHORITY,
a political subdivision of the Commonwealth of Virginia (the "Authority"), for value received,
promises to pay, solely from the revenues and other property pledged to the payment of this
Bond, to the Registered Owner of this Bond or legal representative, subject to prepayment or
redemption as hereinafter provided, a sum equal to the amount of principal advances made
hereunder but not to exceed the sum of
TEN MILLION DOLLARS ($10,000,000)
in annual installments in the amounts set forth on Schedule A attached hereto payable on January
15, 2023 and annually on January 15 thereafter to and including January 15, 2037, together with
interest on the outstanding principal amounts from the date hereof until payment of the entire
outstanding principal amounts at the rate of three and seven tenths percent (3.70%) per year,
payable on every January 15 and July 15 from and including July 15, 2017 through and including
January 15, 2037, provided, however, that in the event that any of the Participants (as defined
below) becomes subject to a credit rating downgrade with the result that such credit rating falls
below Baa3 as rated by Moody's Investors Service, New York, New York ("Moody's"), such
interest rate shall be adjusted to a rate of 4.25 percent per annum for so long as any of the
Participants has a credit rating falling below Baa3 as rated by Moody's and in the event that
thereafter all Participants have a credit rating of Baa3 or above as rated by Moody's such interest
rate shall at that time be adjusted to 3.70 percent per annum. Should the Total Principal Amount
Advanced (as defined in the Bond Purchase and Loan Agreement, as defined below) hereunder
on or before June 30, 2018 equal less than $10,000,000 then the annual principal installments
due hereunder shall be reduced proportionally such that annual principal installments due
hereunder are equal to the amount of (1) the annual principal installments set forth on Schedule
A attached hereto (2) multiplied by the Total Principal Amount Advanced divided by
$10,000,000. If not sooner paid, the final installment shall be due and payable January 15, 2037.
The payment of every installment shall be applied first to interest accrued to the payment date
and then to principal. This Bond will bear interest from the Dated Date stated above. Interest on
this Bond will be computed on the basis of a year of 360 days and twelve 30 -day months.
(V0145264.1 }
Principal of, premium, if any, and interest on this Bond are payable in lawful money of the
United States of America. If the date of any payment due hereunder is not a Business Day (as
hereinafter defined) then such payment shall be due on the next following Business Day.
Business Day shall mean any day other than (1) a Saturday or Sunday or (2) a day on which
commercial banks in the Commonwealth of Virginia are authorized to close.
This Bond is issued by the Authority pursuant to the Virginia Regional Industrial
Facilities Act, Chapter 64, Title 15.2, Code of Virginia of 1950, as amended, and a Bond
Purchase and Loan Agreement dated as of October 1, 2016 between the Authority and Union
Bank & Trust (the "Bond Purchase and Loan Agreement") for the purpose of providing funds
to finance (i) certain costs of the development of an industrial park, including the acquisition of
land located in Roanoke County described as five (5) parcels roughly bounded by and in the
vicinity of Interstate 81 and Wood Haven Road, which consists of approximately one hundred
six (106) acres, together with such other parcels of real property that may be acquired by the
Authority in connection with the Project (as defined in the Bond Purchase and Loan Agreement)
and related improvements and facilities, including necessary expenses incidental thereto and
(ii) certain costs of issuing this Bond. The payments on this Bond are expected to be made from
certain payments to the Authority from the City of Roanoke, Virginia (the "City of Roanoke"),
the County of Roanoke, Virginia ("Roanoke County") and the City of Salem, Virginia (the
"City of Salem" and, together with the City of Roanoke and Roanoke County, the
"Participants") as follows (i) payments from the City of Roanoke to the Authority (the "City
of Roanoke Support Payments") pursuant to a Support Agreement between the City of
Roanoke and the Authority (the "City of Roanoke Support Agreement"); (ii) payments from
Roanoke County to the Authority (the "Roanoke County Support Payments") pursuant to a
Support Agreement between Roanoke County and the Authority (the "Roanoke County
Support Agreement"), such Roanoke County Support Payments being the same as payments to
be made by Roanoke County to the Authority under the Roanoke County Lease Agreement (as
defined in the Bond Purchase and Loan Agreement); and (iii) payments from the City of Salem
to the Authority (the "City of Salem Support Payments") pursuant to a Support Agreement
between the City of Salem and the Authority (the "City of Salem Support Agreement" and,
together with the City of Roanoke Support Agreement and the Roanoke County Support
Agreement, the "Support Agreements").
This Bond and the interest hereon are limited obligations of the Authority and are payable
solely from the revenues and receipts derived by the Authority from the sources described
herein. Failure of any one Participant to make a payment, to appropriate funds or to fulfill any
obligation of such Participant under a Support Agreement or the Roanoke County Lease
Agreement, as applicable, shall not provide the holder of the Authority Revenue Bond with any
right or remedy except as provided under the applicable Support Agreement or Roanoke County
Lease Agreement, and shall not affect the rights or obligations of any other Participant. The
owner of this Bond shall look solely to the Authority's interest in the Support Agreements and
the Roanoke County Lease Agreement for the satisfaction of any and all remedies it may have
against the Authority upon a default or nonpayment under one or more of the Support
Agreements or the Roanoke County Lease Agreement, as applicable. The principal and interest
on this Bond will not be deemed to constitute a general obligation debt or a pledge of the faith
and credit of the Commonwealth of Virginia or any of its political subdivisions. NEITHER THE
COMMONWEALTH OF VIRGINIA NOR ANY OF ITS POLITICAL SUBDIVISIONS,
INCLUDING THE AUTHORITY, ARE OBLIGATED TO PAY THE PRINCIPAL OF OR
(V0145264.1 1-2-
INTEREST ON THIS BOND OR OTHER COSTS INCIDENT TO IT EXCEPT FROM THE
REVENUES, MONEY OR PROPERTY OF THE AUTHORITY PLEDGED FOR SUCH
PURPOSE, AND NEITHER THE FAITH AND CREDIT NOR THE TAXING POWER OF
THE COMMONWEALTH OF VIRGINIA OR ANY OF ITS POLITICAL SUBDIVISIONS,
INCLUDING THE AUTHORITY, IS PLEDGED TO THE PAYMENT OF THE PRINCIPAL
OF OR INTEREST ON THIS BOND OR OTHER COSTS INCIDENT TO IT, EXCEPT AS
PROVIDED IN THE CITY OF ROANOKE SUPPORT AGREEMENT AND THE CITY OF
SALEM SUPPORT AGREEMENT.
THE OBLIGATION OF ROANOKE COUNTY TO MAKE THE ROANOKE COUNTY
SUPPORT PAYMENTS CONSTITUTES A CURRENT EXPENSE OF ROANOKE COUNTY,
SUBJECT TO ANNUAL APPROPRIATION BY ROANOKE COUNTY, BUT THE
AUTHORITY HAS NO OBLIGATION OR LIABILITY TO THE REGISTERED OWNER
HEREOF WITH RESPECT TO PAYMENTS TO BE MADE BY ROANOKE COUNTY
UNDER THE ROANOKE COUNTY SUPPORT AGREEMENT AND THE ROANOKE
COUNTY LEASE AGREEMENT OR WITH RESPECT TO THE PERFORMANCE BY
ROANOKE COUNTY OF ANY COVENANT CONTAINED THEREIN. THE OBLIGATION
OF THE CITY OF ROANOKE TO MAKE THE CITY OF ROANOKE SUPPORT
PAYMENTS CONSTITUTES A GENERAL OBLIGATION AND DEBT OF THE CITY OF
ROANOKE BUT THE AUTHORITY HAS NO OBLIGATION OR LIABILITY TO THE
REGISTERED OWNER HEREOF WITH RESPECT TO PAYMENTS TO BE MADE BY THE
CITY OF ROANOKE UNDER THE CITY OF ROANOKE SUPPORT AGREEMENT OR
WITH RESPECT TO THE PERFORMANCE BY THE CITY OF ROANOKE OF ANY
COVENANT CONTAINED THEREIN. THE OBLIGATION OF THE CITY OF SALEM TO
MAKE THE CITY OF SALEM SUPPORT PAYMENTS CONSTITUTES A GENERAL
OBLIGATION AND DEBT OF THE CITY OF SALEM BUT THE AUTHORITY HAS NO
OBLIGATION OR LIABILITY TO THE REGISTERED OWNER HEREOF WITH RESPECT
TO THE PERFORMANCE BY THE CITY OF SALEM OF ANY COVENANT CONTAINED
THEREIN. THE AUTHORITY HAS NO TAXING POWER.
This Bond is subject to prepayment or redemption prior to maturity at the option of the
Authority at any time, without penalty, at the direction of one or more Participants, in whole or
in part, at a redemption price equal to 100% of the principal amount of Bond to be redeemed,
plus interest accrued to the redemption date.
All acts and conditions required to happen, exist or be performed precedent to and
in connection with the issuance of this Bond have happened, exist and have been performed.
[REMAINDER OF THIS PAGE INTENTIONALLY LEFT BLANK]
{VO145264.1 1-3-
IN WITNESS WHEREOF, the Western Virginia Regional Industrial Facility
Authority has caused this Bond to be executed by the manual signature of its Chairman and
attested by the manual signature of its Secretary and this Bond to be dated ,
2016.
ATTEST:
Secretary
WESTERN VIRGINIA REGIONAL
INDUSTRIAL FACILITY AUTHORITY
{VO145264.1 1-4-
Chairman
(Form of Assignment)
FOR VALUE RECEIVED the undersigned sell(s), assign(s) and transfer(s) unto
PLEASE INSERT SOCIAL SECURITY OR OTHER
IDENTIFYING NUMBER OF ASSIGNEE
(Please print or type Name and Address, including postal zip code of Transferee)
the within Bond and all rights under it, irrevocably constituting and appointing
, Attorney to transfer
the Bond on the books kept for its registration, with full power of substitution.
Dated:
Signature Guaranteed
NOTICE: Signature(s) Registered Owner
must be guaranteed by an Eligible NOTICE: The signature above
Guarantor Institution such as a must correspond with the name
Commercial Bank, Trust Company, of the Registered Owner
Securities Broker/Dealer, Credit Union, exactly as it appears on the
or Savings Association who is a front of this Bond.
member of a medallion program
approved by the Securities Transfer
Association, Inc.
(End of Form of Assignment)
{VO145264.1 1-5-
Tax Map Parcel Numbers: 87.07-03-07; 87.07-03-08
EXEMPT FROM CLERK'S FEE PURSUANT TO VIRGINIA CODE SECTION 17.1-266
EXEMPT FROM RECORDATION TAXES PURSUANT TO VIRGINIA CODE
SECTION 58.1-811.E
GROUND LEASE
THIS GROUND LEASE, dated as of October 11, 2016, between the COUNTY OF
ROANOKE, VIRGINIA (the "County"), as lessor for indexing purposes, and the WESTERN
VIRGINIA REGIONAL INDUSTRIAL FACILITY AUTHORITY, a political subdivision
of the Commonwealth of Virginia (the "Authority"), as lessee for indexing purposes.
WITNESSETH:
WHEREAS, the Authority desires to acquire a leasehold interest in certain real property
located in the County as more fully described on Exhibit A attached hereto (the "Leased
Property"), and to finance the acquisition of land located in Roanoke County described as five
(5) parcels roughly bounded by and in the vicinity of Interstate 81 and Wood Haven Road, which
consists of approximately one hundred six (106) acres, together with such other parcels of real
property that may be acquired by the Authority in connection with the Project and related
improvements and facilities, including necessary expenses incidental thereto (the "Project")
through the issuance by the Authority of its Revenue Bond, Series 2016 in the maximum
principal amount of $10,000,000 (the "Authority Revenue Bond"); and
WHEREAS, the Authority and Union Bank & Trust (the "Bank") have entered into a
Bond Purchase and Loan Agreement, dated as of October 1, 2016 (the "Bond Purchase and
Loan Agreement"), to provide the terms for the issuance of the Authority Revenue Bond, which
will provide funds for the Project as described above and costs of issuing the Authority Revenue
Bond; and
WHEREAS, the County holds the fee simple title to the Leased Property; and
WHEREAS, the County desires to lease its interests in the Leased Property to the
Authority to support the financing of the Project, which Leased Property will be leased to the
County pursuant to a Lease Agreement, between the Authority and the County, dated as of the
date hereof (the "Lease Agreement"); and
WHEREAS, the Authority desires to enter into this Ground Lease in order to support the
financing of the Project; and
WHEREAS, pursuant to Section 15.2-1800(B) of the Code of Virginia of 1950, as
amended (the "Virginia Code"), the County is authorized to enter into leases of real property;
NOW, THEREFORE, for and in consideration of the mutual covenants hereinafter
contained, the parties hereto covenant and agree as follows:
(V0145380.1 019364-0916151 Prepared by:
Paul C. Jacobson, Virginia State Bar Number 32517
Sands Anderson
P.O. Box 1998
Richmond, Virginia 23219
(804) 648-1636
Section 1. Lease of Property.
The County hereby demises and leases to the Authority, and the Authority hereby leases
from the County, the Leased Property, together with all improvements now or hereafter located
thereon or situated thereon, subject to the terms and provisions of this Ground Lease. The
County represents that it is the sole owner of the fee interest in the Leased Property.
Section 2. Term. The term of this Lease shall commence on the execution hereof
and shall expire at 11:59 p.m., January 15, 2042, unless such term is sooner terminated as
hereinafter provided.
Section 3. Rental. The Authority shall pay to the County, upon the execution hereof,
as and for rental hereunder the sum of $10.00 from the proceeds of the Authority Revenue Bond,
as defined in the Lease Agreement, and other valuable consideration upon the execution of this
Ground Lease, receipt of which is hereby acknowledged, representing rental of the Leased
Property in advance for the term of this Ground Lease.
Section 4. Purpose. The Authority shall use the Leased Property solely for the
purpose of leasing the same to the County pursuant to the Lease Agreement, as well as for such
purposes as may be incidental thereto.
Section 5. Title to Leased Property. The County represents and warrants that it is
the fee simple owner of the Leased Property.
Section 6. Assignment and Sublease. The Authority may assign its rights under this
Ground Lease or encumber its rights hereunder or sublet the Leased Property without the consent
of the County only (a) in connection with any assignment of its rights under the Lease
Agreement, (b) if the Lease Agreement is terminated for any reason, or (c) if an Event of
Default, as defined in the Lease Agreement, has occurred and is continuing.
Section 7. Fees and Expenses. The County has agreed under the Lease Agreement
to pay all reasonable expenses of the Authority arising out of the transactions contemplated by
the Basic Agreements (as defined in the Lease Agreement).
Section 8. Termination.
(a) In the event the County makes all of the payments of Basic Rent
and Additional Rent, if any, provided for in the Lease Agreement or upon the expiration of the
term hereof, the leasehold estate of the Authority hereunder shall be transferred, conveyed and
assigned by the Authority to the County. The Authority agrees, upon such transfer, conveyance,
assignment and termination, to surrender the Leased Property to the County, or as instructed by
the County after taking all actions necessary by law to permit such transfer, conveyance and
assignment and, upon the request of the County to execute an appropriate instrument evidencing
such transfer, conveyance and assignment.
(b) The County shall not have the right to exclude the Authority from
the Leased Property or take possession of the Leased Property other than pursuant to the Lease
Agreement or to terminate this Ground Lease prior to the expiration of its term upon any default
(V0145380.1 019364-0916151
2
by the Authority of its obligations hereunder, except that if, upon payment by the County of all
amounts specified in Section 4.12 of the Lease Agreement and satisfaction of all other
obligations of the County thereunder, the Authority fails to convey its leasehold estate hereunder
to the County, then the County shall have the right to terminate this Ground Lease, such
termination to be effective 30 days after giving notice of such termination to the Authority.
However, in the event of a default by the Authority hereunder, the County may maintain an
action for specific performance.
Section 9. Quiet Enioyment. Subject to the Lease Agreement, the Authority at all
times during the term of this Ground Lease shall peaceably and quietly have, hold and enjoy the
entire leasehold estate created hereunder.
Section 10. Notices. All notices to be given under this Ground Lease shall be in
writing and shall be deemed to have been given when delivered in person or when mailed by first
class registered or certified mail, postage prepaid, addressed (a) if to the Authority, c/o Roanoke
Regional Partnership, at 111 Franklin Road SE, Suite 333, Roanoke, Virginia 24011 (Attention:
Executive Director), or (b) if to the County, 5204 Bernard Drive, Roanoke, Virginia 24018
(Attention: County Administrator).
Section 11. Severability. If any provision of this Ground Lease shall be held invalid
by any court of competent jurisdiction, such holding shall not invalidate any other provision
hereof.
Section 12. Liability of Authority. No director or officer of the Authority shall be
personally liable on the Authority's obligations hereunder.
Section 13. Successors and Assigns. This Ground Lease shall be binding upon, inure
to the benefit of and be enforceable by the parties and their respective successors and assigns.
Section 14. Counterparts. This Ground Lease may be executed in any number of
counterparts, each of which shall be deemed to be an original and all of which together shall
constitute but one and the same Ground Lease.
Section 15. Governing Law. This Ground Lease shall be governed by the laws of the
Commonwealth of Virginia.
Section 16. No Merger. So long as any Basic Rent (as defined in the Lease
Agreement) remains unpaid and unless the Bank otherwise consents in writing, the fee simple
and the leasehold estates in and to the Leased Property shall not merge but shall always remain
separate and distinct, notwithstanding the union of such estates by purchase or otherwise in the
Authority, the Bank, the County, any lessee or any third party.
[The remainder of this page is intentionally left blank.]
(V0145380.1 019364-0916151
3
IN WITNESS WHEREOF, the parties have caused this Ground Lease to be duly
executed as of the date first above written, by their duly authorized representatives.
WESTERN VIRGINIA REGIONAL
INDUSTRIAL FACILITY AUTHORITY
Chairman
COMMONWEALTH OF VIRGINIA )
CITY/COUNTY OF )
The foregoing instrument was acknowledged before me in
day of , 2016, by
Virginia Regional Industrial Facility Authority.
My commission expires: //
My Notary Registration number is:
COMMONWEALTH OF VIRGINIA )
CITY/COUNTY OF
, Virginia, this
as Chairman of the Western
Notary Public
COUNTY OF ROANOKE, VIRGINIA
The foregoing instrument was acknowledged before me in
day of , 2016, by ,
Roanoke, Virginia, on behalf of the County.
My Commission Expires: —/—/
My Notary Registration number is:
Notary Public
{V0145380.1 019364-0916151
4
_, Virginia, this
of the County of
Exhibit A
Property Description
The Roanoke County Government Center located at 5204 Bernard Drive, Roanoke, Virginia
24018 on property designated as tax map parcel number 87.07-03-07 and tax map parcel number
87.07-03-08.
(V0145380.1 019364-0916151
5
Tax Map Parcel Numbers: 87.07-03-07; 87.07-03-08
LEASE AGREEMENT
between
WESTERN VIRGINIA REGIONAL INDUSTRIAL FACILITY AUTHORITY
and
THE COUNTY OF ROANOKE, VIRGINIA
Dated as of October 11, 2016
ALL BASIC RENT (AS DEFINED HEREIN) PAYABLE UNDER THIS
LEASE HAS BEEN ABSOLUTELY UNCONDITIONALLY ASSIGNED
TO, AND IS SUBJECT TO A SECURITY INTEREST IN FAVOR OF
UNION BANK & TRUST, ITS SUCCESSORS OR ASSIGNS PURSUANT
TO AN ASSIGNMENT AGREEMENT BETWEEN THE WESTERN
VIRGINIA REGIONAL INDUSTRIAL FACILITY AUTHORITY AND
UNION BANK & TRUST, DATED AS OF OCTOBER 11, 2016, AS
AMENDED OR SUPPLEMENTED FROM TIME TO TIME.
This Lease Agreement is exempt from recording taxes under Section 58.1-807 of the
Code of Virginia of 1950, as amended, pursuant to Section 58.1-811E.
This Lease Agreement is exempt from clerk's fee pursuant to Section 17.1-266 of the
Code of Virginia of 1950, as amended.
Prepared by:
Paul C. Jacobson, Virginia State Bar Number 32517
Sands Anderson PC
P.O. Box 1998
Richmond, Virginia 23219
(804) 648-1636
THIS LEASE AGREEMENT, dated as of October 11, 2016, between the WESTERN
VIRGINIA REGIONAL INDUSTRIAL FACILITY AUTHORITY a political subdivision of
the Commonwealth of Virginia (the "Authority"), as lessor, and the COUNTY OF
ROANOKE, VIRGINIA, a county and political subdivision of the Commonwealth of Virginia
(the "County"), as lessee;
WITNESSETH:
WHEREAS, the Authority is a political subdivision of the Commonwealth of Virginia
duly created under the Virginia Regional Industrial Facilities Act, Chapter 64 of Title 15.2 of the
Code of Virginia of 1950, as amended (the "Act"); and
WHEREAS, the Authority is authorized to exercise all the powers set forth in the Act,
which include, among other things, the power to lease real property, to issue its revenue bonds,
notes and other obligations from time to time for its purposes, and to pledge all or any part of the
revenues to secure the payment of such obligations; and
WHEREAS, pursuant to a Ground Lease entered into between the Authority and the
County as of the date hereof, the Authority is acquiring simultaneously with the execution hereof
a leasehold interest in certain real property (the "Leased Property") located in the County, as
more fully described in Exhibit A to the Ground Lease and in Exhibit B hereto; and
WHEREAS, the Authority has agreed to lease the Leased Property to the County and the
County has agreed to lease the Leased Property from the Authority, all in accordance with the
terms and conditions of this Lease Agreement.
NOW, THEREFORE, for and in consideration of the mutual covenants hereinafter
contained, the parties hereto do hereby agree as follows:
ARTICLE I.
DEFINITIONS
Section 1.1 Definitions. The following words as used in this Lease Agreement shall
have the following meanings unless the context otherwise requires.
"Additional Rent" shall mean the payments payable by the County pursuant to Section
4.2(b) hereof during the Lease Term.
"Assignment Agreement" shall mean the Assignment Agreement entered into as of the
date hereof, by the Authority, relating to the assignment by the Authority of its rights under the
Ground Lease and this Lease Agreement, and any and all amendments thereto.
"Authority" shall mean the Western Virginia Regional Industrial Facility Authority, a
political subdivision of the Commonwealth of Virginia, its successors and assigns.
"Authority Revenue Bond" shall mean the Authority's $10,000,000 Revenue Bond,
Series 2016 issued pursuant to the Bond Purchase and Loan Agreement.
"Bank" shall mean Union Bank & Trust, and its permitted successors and assigns.
"Basic Agreements" shall mean the Ground Lease, the Bond Purchase and Loan
Agreement, the Assignment Agreement, this Lease Agreement and the Roanoke County Support
Agreement.
"Basic Rent" shall mean the payments payable by the County pursuant to Section 4.2(a)
during the Lease Term.
"Board of Supervisors" shall mean the Board of Supervisors of the County, as the
governing body of the County.
"Bondholder" shall mean the Bank as the purchaser of the Authority Revenue Bond or
any subsequent holder of the Authority Revenue Bond.
"Bond Purchase and Loan Agreement" shall mean that certain Bond Purchase and
Loan Agreement among the Authority and the Bank, dated as of October 11, 2016.
"County" shall mean the County of Roanoke, Virginia.
"County Administrator" shall mean the County Administrator of the County.
"Environmental Laws" shall mean all federal, state and local laws (including common
or decisional law), statutes, ordinances and regulations relating to pollution or protection of
human health or the environment (including without limitation ambient air, surface, water,
ground water, wetlands, land surface or subsurface strata), including without limitation laws and
regulations relating to emissions, discharges, releases or threatened releases of Hazardous
Materials or otherwise relating to the manufacture, processing, distribution, use, treatment,
storage, disposal, transport or handling of Hazardous Materials. Environmental Laws include
but are not limited to the Comprehensive Environmental Response, Compensation and Liability
Act of 1980, as amended ("CERCLA"), the Federal Insecticide, Fungicide and Rodenticide Act,
as amended ("FIFRA"), the Resource Conservation and Recovery Act, as amended ("RCRA")
and the Superfund Amendments and Reauthorization Act of 1986, as amended (the "TSCA").
"Environmental Liabilities" shall mean any and all obligations to pay the amount of
any judgment or settlement, the cost of complying with any settlement, judgment or order for
injunctive or other equitable relief, the cost of compliance, cleanup, remediation, response or
other corrective action in response to any notice, demand or request from a governmental
authority, the amount of any civil penalty or criminal fine, and any court costs and reasonable
amounts for attorney's fees, fees for witnesses and experts, and costs of investigation and
preparation for defense of any claim or proceeding, regardless of whether such proceeding is
threatened, pending or completed, that have been or may be asserted against or imposed upon the
Authority, the County or the Leased Property and arise out of:
(a) Failure of the County or the Leased Property to comply at any time with
all Environmental Laws;
2
(b) Presence of any Hazardous Materials on, in, under, at or in any way
affecting the Leased Property at any time;
(c) A release at any time of any Hazardous Materials on, in, at, under or in
any way affecting the Leased Property or at, on, in, under or in any way affecting any adjacent
site or facility;
(d) Identification of the Authority or the County as a potentially responsible
party under CERCLA or under any Environmental Law similar to CERCLA;
(e) Presence of any above -ground and/or underground storage tanks, as
defined in RCRA or in any applicable Environmental Law on, in, at, under or in any way
affecting the Leased Property or on, in, at, under or in any way affecting any adjacent site or
facility; or
(f) Any and all claims for injury or damage to persons or property arising out
of exposure to Hazardous Materials originating at the Leased Property or resulting from
operation thereof or located at the Leased Property or any adjoining property.
"Ground Lease" shall mean the Ground Lease between the County and the Authority,
entered into as of the date hereof, and any and all amendments thereto.
"Hazardous Materials" shall mean chemicals, pollutants, contaminants, wastes and
toxic substances, including without limitation:
(a) Solid or hazardous waste, as defined in RCRA or in any Environmental
Law;
(b) Hazardous substances, as defined in CERCLA or in any Environmental
Law;
(c) Chemical substances and mixtures, as defined in TSCA or in any
Environmental Law;
(d) Pesticides, as defined in FIFRA or in any Environmental Law; and
(e) Crude oil or fractions thereof, gasoline or any other petroleum product or
byproduct, polychlorinated biphenyls, asbestos, urea formaldehyde, fluorinated hydrocarbons
and radon.
"Lease Agreement" shall mean this Lease Agreement and any and all amendments
hereto.
"Lease Term" shall mean the duration of the leasehold estate created in the Leased
Property as provided in Section 4.1.
"Leased Property" shall mean the land and existing improvements thereon as further
described in Exhibit A to the Ground Lease and Exhibit B to this Lease Agreement.
3
"Net Proceeds" shall mean the gross proceeds from any insurance recovery or
condemnation or eminent domain award in connection with the Leased Property less payments
for attorney's fees and other expenses incurred in the collection of such gross proceeds.
"Payment of Basic Rent" shall mean payment in full of all Basic Rent due and to
become due to and including January 15, 2037.
"Permitted Encumbrances" shall mean, as of any particular time as to the Leased
Property, (a) liens for taxes and special assessments not then delinquent, (b) liens for taxes and
assessments which are delinquent but the validity of which is being contested in good faith and
with respect to which the County shall have set aside adequate reserves, unless thereby any of
the Leased Property or the interest of the County therein may be in danger of being lost or
forfeited, (c) this Lease Agreement, the Assignment Agreement and any security interests or
other liens created thereby, (d) mechanics' and materialmen's liens incident to construction or
maintenance now or hereafter filed of record which are being contested in good faith and have
not proceeded to judgment, provided that the County shall have set aside adequate reserves with
respect thereto, (e) restrictions, mineral rights, easements, rights of way, exceptions or
reservations for the purpose of utilities (including but not limited to water and gas pipelines,
sanitary and storm sewers, telephone lines, telegraph lines, power lines, substations and other
facilities and equipment used in connection with such utilities), roads, streets, alleys, highways,
railroads, dikes, canals, laterals, ditches, and other like purposes, or for the joint or common use
of real property, in each case which do not materially impair the use of the Leased Property for
the purposes for which it is or may reasonably be expected to be held, (f) such defects,
irregularities, encumbrances, easements, rights of way and clouds on title as normally exist with
respect to property owned or leased by the County for essential governmental purposes and
similar in character to the Leased Property and as will not, in an opinion of independent counsel,
impair the use of the Leased Property affected thereby for the purpose for which it is or may
reasonably be expected to be held by the County, (g) present or future zoning laws and
ordinances, and (h) liens, property interests and rights related to the Authority Revenue Bond.
"Project" shall mean certain costs of the development of an industrial park, including
the acquisition of land located in Roanoke County described as five (5) parcels roughly bounded
by and in the vicinity of Interstate 81 and Wood Haven Road, which consists of approximately
one hundred six (106) acres, together with such other parcels of real property that may be
acquired by the Authority in connection with the Project and related improvements and facilities,
including necessary expenses incidental thereto.
"Roanoke County Support Agreement" shall mean the Support Agreement dated as of
October 11, 2016 between the Authority and the County, as such Support Agreement may be
supplemented, amended or modified.
Section 1.2 Rules of Construction. The following rules shall apply to the
construction of this Lease Agreement unless the context otherwise requires:
vice versa.
(a) Words importing the singular number shall include the plural number and
M
(b) Words importing the redemption or calling for redemption of the
Authority Revenue Bond shall not be deemed to refer to or connote the payment of the Authority
Revenue Bond at its stated maturity.
(c) Unless otherwise indicated, all references herein to particular Articles or
Sections are references to Articles or Sections of this Lease Agreement.
(d) The headings and Table of Contents herein are solely for convenience of
reference and shall not constitute a part of this Lease Agreement nor shall they affect its
meaning, construction or effect.
All references herein to payment of the Authority Revenue Bond are references to
payment of principal of and premium, if any, and interest on the Authority Revenue Bond.
ARTICLE II.
REPRESENTATIONS
Section 2.1 Representations by Authority. The Authority makes the following
representations:
(a) The Authority is a political subdivision of the Commonwealth of Virginia
duly created under the Act;
(b) The undertaking by the Authority to lease the Leased Property to the
County, has been authorized, in compliance with the Act by the affirmative vote of the required
number of the members of the Authority, at a meeting at which a quorum was present and acting
throughout;
(c) Pursuant to the Act, the Authority has full power and authority to enter
into the Basic Agreements and to perform the transactions contemplated thereby and to carry out
its obligations thereunder and by proper action has duly authorized, executed and delivered the
Basic Agreements and has issued the Authority Revenue Bond;
(d) The execution, delivery and compliance by the Authority with the terms
and conditions of the Basic Agreements will not conflict with or constitute or result in a default
under or violation of (1) the Act, (2) any existing law, rule or regulation applicable to the
Authority, or (3) any indenture, mortgage, deed of trust, lien, lease, contract, note, order,
judgment, decree or other agreement, instrument or other restriction of any kind to which the
Authority or any of its assets is subject; and
(e) No further approval, consent or withholding of objection on the part of
any regulatory body or any official, federal, state or local, is required in connection with the
execution or delivery of or compliance by the Authority with the terms and conditions of the
Basic Agreements;
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Section 2.2 Representations by County. The County represents, warrants and
covenants as follows:
(a) The County is a county and political subdivision of the Commonwealth of
Virginia;
(b) The lease of the Leased Property to the County pursuant to this Lease
Agreement will provide security for payments set forth in the Roanoke County Support
Agreement;
(c) The County has full power and authority to enter into the Basic
Agreements to which it is a party and to perform the transactions contemplated thereby and to
carry out its obligations thereunder and by proper action has duly authorized, executed and
delivered such Basic Agreements;
(d) The County is not in default in the payment of the principal of or interest
on any of its indebtedness for borrowed money and is not in default under any instrument under
or subject to which any indebtedness for borrowed money has been incurred, and no event has
occurred and is continuing that with the lapse of time or the giving of notice, or both, would
constitute or result in an event of default thereunder;
(e) The County is not in default under or in violation of, and the execution,
delivery and compliance by the County with the terms and conditions of the Basic Agreements
will not conflict with or constitute or result in a default under or violation of, (1) any existing
law, rule or regulation applicable to the County, or (2) any indenture, mortgage, deed of trust,
lien, lease, contract, note, order, judgment, decree or other agreement, instrument or restriction of
any kind to which the County or any of its assets is subject, and no event has occurred and is
continuing that with the lapse of time or the giving of notice, or both, would constitute or result
in such a default or violation;
(f) No further approval, consent or withholding of objection on the part of
any regulatory body or any official, federal, state or local, is required in connection with the
execution or delivery of or compliance by the County with the terms and conditions of the Basic
Agreements to which it is a party;
(g) There is no litigation at law or in equity or any proceeding before any
court, governmental agency or other public body involving the County pending or, to the
knowledge of the County, threatened with respect to (1) the authority of the County to execute
and deliver the Basic Agreements to which it is a party, (2) the validity or enforceability of such
Basic Agreements or the County's performance of its obligations thereunder, (3) the title of any
officer of the County executing such Basic Agreements, (4) the power to use, occupy, manage,
equip, furnish or lease the Leased Property or (5) that will materially or adversely affect the
County's financial condition or its or the County's ability to occupy and maintain the Leased
Property.
(h) Except as set forth herein, there are no present or, nor to the knowledge of
the County, past actions, activities, circumstances, conditions, events or incidents, including
without limitation, any release of any Hazardous Materials, that could form the basis for
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assertion of any Environmental Liability with respect to the Leased Property against the County,
the Authority, the Bank or the Leased Property. The County will comply with all Environmental
Laws applicable to the County and the Leased Property, as they may exist from time to time.
The County has not received any communication in any form from any governmental
environmental authority alleging that the County, with respect to the Leased Property, is not in
compliance with any Environmental Law.
(i) Until termination of the Lease Term, the County intends to occupy and
utilize the Leased Property as described in this Lease Agreement or for any other use which is
permissible under the Act and the Code of Virginia of 1950, as amended. The County will not
use or occupy the Leased Property or permit any portion thereof to be used or occupied (i)
contrary to any law or regulation in effect now or in the future (and without regard to any change
of government policy) or (ii) in any manner which will (a) cause structural injury to any part of
the Leased Property, (b) cause the value or the usefulness of the Leased Property to diminish
(ordinary wear and tear excepted), (c) constitute a public or private nuisance or (d) result in
waste to the Leased Property; nor will it do or permit anything to be done on or about the Leased
Property that will affect, impair or contravene any policies of insurance that may be carried on
the Leased Property or with respect to its use.
0) The Leased Property is not located in a special flood hazard area
according to the Federal Emergency Management Agency ("FEMA").
ARTICLE III.
LEASING OF THE LEASED PROPERTY
Section 3.1 Demise of Leased Property. The Authority demises and leases to the
County and the County leases from the Authority the Leased Property, for the term set forth in
Section 4.1 and the Basic Rent set forth in Section 4.2 and in accordance with the terms of this
Lease Agreement. The Authority hereby agrees to perform the obligations imposed upon it as
lessee under the Ground Lease. Subject to the provisions of Articles VI and VII, the County
shall be entitled to possession of the Leased Property, from time to time.
Section 3.2 Agreement to Issue Authority Revenue Bond to Finance the Project.
Contemporaneously with the execution and delivery hereof, the Authority shall issue the
Authority Revenue Bond to finance the Project and pay certain costs of issuance of the Authority
Revenue Bond.
THE AUTHORITY MAKES NO REPRESENTATION OR WARRANTY THAT
THE COUNTY WILL HAVE QUIET AND PEACEFUL POSSESSION OF THE
LEASED PROPERTY, except that the Leased Property is free from encumbrances done, made
or knowingly suffered by the Authority or anyone claiming by, through or under it other than the
Assignment Agreement. The County recognizes that since the Leased Property has been
designed, acquired, constructed, equipped and furnished at the County's request and by
contractors and suppliers selected by the County in accordance with plans and specifications
prepared by architects or engineers selected by the County, THE AUTHORITY MAKES NO
REPRESENTATION OR WARRANTY, EXPRESS OR IMPLIED, WITH RESPECT TO
THE MERCHANTABILITY, CONDITION OR WORKMANSHIP OF ANY PART OF
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THE LEASED PROPERTY OR ITS SUITABILITY FOR THE COUNTY'S PURPOSE
OR NEEDS.
Section 3.3 Default in Contractor's Performance. In the event of default of any
contractor or subcontractor under any construction contract in connection with the Leased
Property, the County will promptly proceed, either separately or in conjunction with others, to
exhaust the remedies of the Authority, or the County as agent for the Authority, against the
contractor or subcontractor in default and against each surety for the performance of such
contractor. The County agrees to advise the Authority and the Bondholder, in writing, of the
steps it intends to take in connection with any such default. The County may, in good faith and
at the expense of the County in its own name or in the name of the Authority, by notice from the
County to the Authority and the Bondholder, prosecute or defend any action or proceeding or
take any other action involving such contractor, subcontractor or surety which the County deems
reasonably necessary, and in such event the Authority hereby agrees to cooperate fully with the
County. Any amounts recovered by way of damages, refunds, adjustments or otherwise, net of
reasonable expenses related thereto, in connection with the foregoing shall be paid to the County,
to reimburse the County for any costs it incurred in connection with the foregoing and then to the
Bondholder for repayment of the Authority Revenue Bond.
ARTICLE IV.
LEASE TERM; PAYMENT OF RENTALS; MAINTENANCE; INSURANCE
Section 4.1 Lease Term. The Lease Term shall commence on the date of execution
hereof and, unless sooner terminated in accordance with the provisions hereof, shall terminate at
11:59 p.m. on January 15, 2037, or if all payments required by this Lease Agreement (including
those subject to appropriation) or in respect of the Authority Revenue Bond have not been made
on such date, when all such payments shall have been made.
Section 4.2 Rental Payments.
(a) During the Lease Term, commencing on July 15, 2017, the County shall
pay Basic Rent to the Authority in accordance with Exhibit A hereto on or before the date such
Basic Rent is due. Each Basic Rent Payment, which shall include an interest component and
may include a principal component shall be paid in lawful money of the United States of
America. Such payments of Basic Rent shall also constitute payment, dollar for dollar, of Basic
Payments under the Roanoke County Support Agreement.
(b) The County shall also pay when due any additional rent ("Additional
Rent") which shall include amounts under Section 6.6 and Section 4.3 hereunder, if any,
required by any obligations or agreements made hereunder. The obligations of the County to
make the payments of Basic Rent and Additional Rent which shall include, but not be limited to,
amounts under Section 4.2, Section 4.3 and Section 6.6 hereunder, if any and to perform and
observe the other agreements contained herein shall be absolute and unconditional except as
provided in Section 4.5. Such payments of Additional Rent shall also constitute payment, dollar
for dollar, of Additional Payments under the Roanoke County Support Agreement.
Section 4.3 Prepayment of Rentals; Option To Purchase. The County may, at any
time, at its option, elect by 30 days' notice to the Bondholder and the Authority to make on any
date that a payment of Basic Rent is due, prepayments of the principal component of Basic Rent
in whole or in part, by paying such principal component of Basic Rent then due and any interest
accrued on the amount prepaid to the redemption or prepayment date. The Bondholder shall
apply the amounts so prepaid in such manner as shall be consistent with the provisions hereof to
redeem, prepay or defease the Authority Revenue Bond. Any such prepayments of principal
components of Basic Rent paid plus interest accrued to the redemption or prepayment date shall
be considered as Additional Rent hereunder.
Section 4.4 [Reserved]
Section 4.5 Appropriations of Basic Rent and Additional Rent, if any;
Declaration of Essentiality. The Board of Supervisors reasonably believes that funds sufficient
to make all payments of Basic Rent and Additional Rent during the term of this Lease
Agreement can be obtained. While recognizing that it is not empowered to make any binding
commitment to make payments of Basic Rent and Additional Rent, if any, beyond the current
fiscal year, the Board of Supervisors in authorizing the execution of this Lease Agreement has
stated its intent to make annual appropriations sufficient to make the payments of Basic Rent and
Additional Rent, if any, and it has recommended that future Boards of Supervisors continue to do
so during the term of this Lease Agreement.
The Board of Supervisors hereby declares the nature of the Leased Property essential to
the efficient operation of the County. The Board of Supervisors anticipates that the need for the
Leased Property will not change during the term of this Lease Agreement. Notwithstanding
anything in this Lease Agreement to the contrary, the County's obligations to pay the cost of
performing its obligations under this Lease Agreement, including without limitation its
obligations to pay all Basic Rent, shall be subject to and dependent upon appropriations being
made from time to time by the Board of Supervisors for such purpose; provided, however, that
the County Administrator or other officer charged with the responsibility for preparing the
County's annual budget shall include in the budget for each fiscal year the amount of the Basic
Rent and Additional Rent, if any, due during such fiscal year. Throughout the Lease Term, the
County Administrator shall deliver to the Bondholder and the Authority within thirty days after
the adoption of the budget for each fiscal year, but not later than the beginning of each fiscal
year, a certificate stating whether an amount equal to the Basic Rent and Additional Rent which
will be due during the fiscal year beginning July lst has been appropriated by the Board of
Supervisors in such budget. If, by July 10, the Board of Supervisors has not appropriated Basic
Rent for the then current Fiscal Year, the County Administrator shall give written notice to the
Board of Supervisors of the consequences of such failure to appropriate, including the right of
the Bondholder to terminate this Lease Agreement in accordance with Article VII.
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Section 4.6 Insurance. The County shall continuously maintain insurance against
such risks and in such amounts as are customary for public bodies owning similar projects,
including without limitation:
(a) Public liability insurance to the extent of $1,000,000 per occurrence
against liability for bodily injury, including death resulting therefrom, and for damage to
property, including loss of use thereof, arising out of the ownership, operation or occupation of
the Leased Property;
(b) Workers' compensation insurance with respect to the Leased Property;
(c) Coverage to the extent of the full replacement cost of the Leased Property
against loss or damage by fire or lightning, with broad form extended coverage, including
damage by windstorm, explosion, aircraft, smoke, sprinkler leakage, vandalism, malicious
mischief and such other risks as are normally included within such coverage (limited only as
may be provided in the standard form for such coverage at the time in use in the Commonwealth
of Virginia); and
(d) Comprehensive automobile liability insurance against liability for bodily
injury, including death resulting therefrom, and for damage to property, including loss of use
thereof, arising out of the ownership, maintenance or use of the Leased Property.
(e) If any buildings, fixtures or other improvements are located on any portion
of the Leased Property that is located in a special flood hazard area according to FEMA, then the
County shall maintain a flood insurance policy on the Leased Property. If at any time during the
term of the Agreement, such portion of the Leased Property is classified by FEMA as being
located in a special flood hazard area, flood insurance will be mandatory. Should this occur,
federal law requires the Bank to notify the County of the reclassification. If, within forty-five
(45) days of receipt of notification from the Bank that any portion of the Leased Property has
been reclassified by the FEMA as being located in a special flood hazard area, the County has
not provided sufficient evidence of flood insurance, the Bank is mandated under federal law to
purchase flood insurance on behalf of the County, and any amounts so expended shall
immediately become debts of the County, shall bear interest at the rate of interest on the
Authority Revenue Bond, and payment thereof shall be secured by the Assignment Agreement
and this Lease Agreement. Such insurance required by this subsection shall be in an amount
equal to 100% of the replacement cost of the Leased Property (except that such insurance may be
subject to a reasonable and customary deductible clause for any one loss); provided, however,
that in no event shall such insurance be maintained in an amount less than the aggregate Basic
Rent payments designated as Principal.
All such insurance shall be taken out and maintained with generally recognized
responsible insurers selected by the County and acceptable to the Bondholder and may be written
with deductible amounts comparable to those on similar policies carried by other public bodies
owning and operating similar facilities. The Bondholder may request an increase of coverages
on a reasonable basis. If any such insurance is not maintained with an insurer licensed to do
business in Virginia or placed pursuant to the requirements of the Virginia Surplus Lines
Insurance Law Article, Chapter 7.1, Title 38.1, Code of Virginia of 1950, as amended, or any
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successor provision of law, the County shall provide evidence reasonably satisfactory to the
Bondholder that such insurance is enforceable under the laws of the Commonwealth of Virginia.
In each policy, other than policies of workers' compensation insurance, the Bondholder and the
Authority shall be named as additional insureds to the extent their interests may appear. The
policies of insurance required by subsection (c) above shall require that all Net Proceeds
resulting from any claims be paid to the Bondholder and the County. The County hereby
irrevocably assigns, transfers and sets over to the Bondholder all right, title and interest of the
County, in such Net Proceeds; provided, however, if the Net Proceeds payable under any one
claim shall not exceed $250,000 and no event has occurred or is continuing that constitutes or
that, by notice or lapse of time, or both, would constitute an Event of Default under this Lease
Agreement, such Net Proceeds shall be paid to the County to be used for purposes set forth in
Section 5.1(b)(1) or (2).
All such policies shall be deposited with the Bondholder, provided that in lieu of such
policies there may be deposited with the Bondholder and the Authority a certificate or
certificates reasonably satisfactory to the Bondholder of the respective insurers attesting to the
fact that the insurance required by this Section is in full force and effect. Prior to the expiration
of any such policy, the County shall furnish the Bondholder and the Authority evidence
satisfactory to the Bondholder and the Authority that the policy has been renewed or replaced or
is no longer required by this Lease Agreement. Unless a policy with such an undertaking is
available only at a cost which the County, with the approval of the Bondholder, determines to be
unreasonable, each policy shall contain an undertaking by the insurer (in form commercially
reasonable for similar insurers) that such policy shall not be modified adversely to the interests
of the Bondholder or the Authority or cancelled without at least 30 days' prior notice to the
Bondholder and the Authority.
In lieu of policies of insurance written by commercial insurance companies meeting the
requirements of this Section, the County may maintain a program of self-insurance or participate
in group risk financing programs, risk pools, risk retention groups, purchasing groups and
captive insurance companies, and in state or federal insurance programs; provided, however, that
such alternative is reasonably acceptable to the Bondholder (based on a favorable written opinion
of an independent insurance consultant having a favorable reputation for skill and experience in
such work).
To the extent losses for any damage to the Leased Property, however caused, are paid
from the Net Proceeds of any insurance required by this Section, no claim shall be made and no
suit shall be brought against the County by the Bondholder or anyone else claiming by, through
or under it.
Section 4.7 Maintenance; Expenses of Maintenance; Taxes. Subject to Sections
4.5, 5.1 and 5.2, the County shall maintain, preserve and keep the Leased Property in good
condition. The County shall not abandon the Leased Property, during the Lease Term except
pursuant to Section 7.1. Subject to Section 4.5, the County shall pay, in addition to the payments
provided for in Sections 4.2 and 4.6, all of the expenses of maintenance, occupancy and use of
the Leased Property. The County shall pay any and all taxes and assessments payable with
respect to the Leased Property.
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Section 4.8 Net Lease. This Lease Agreement shall be deemed and construed to be a
net lease, and during the Lease Term, the County shall pay Basic Rent and Additional Rent, if
any, free of all deductions, diminutions and set -offs, and without abatement for casualty, loss of
title, condemnation or any other reason whatsoever.
Section 4.9 Proof of Payment of Taxes, etc. The County shall pay all taxes, utility
charges, insurance premiums and other charges or payments required to be paid by the County
under this Lease Agreement and furnish the Bondholder or the Authority, upon request, proof of
payment of any such taxes, utility charges, insurance premiums, or other charges or payments
required to be paid by the County under this Lease Agreement.
Section 4.10 No Encumbrances. The County shall not directly or indirectly create,
incur, assume or suffer to exist any mortgage, pledge, lien, charge, encumbrance or claim on or
with respect to the Leased Property, or the rights of the County and the Authority as herein
provided, other than Permitted Encumbrances. Subject to Section 4.5, the County shall promptly
and duly discharge any such mortgage, pledge, lien, charge, encumbrance or claim not excepted
above if the same shall arise at any time.
Section 4.11 Installation of County's Own Furnishings and Equipment. The
County may from time to time, in its discretion and at its own expense, install furnishings and
equipment at the Leased Property. All furnishings and equipment so installed by the County
shall remain property of the County, in which neither the Authority nor the Bondholder shall
have any interest and may be modified or removed at any time while the County is not in default
under this Lease Agreement, except that all such furnishings and equipment shall be subject to a
landlord's lien to the extent permitted under the laws of the Commonwealth of Virginia.
Nothing contained in this Section shall prevent the County from purchasing furnishings and
equipment and creating purchase money security interests therein pursuant to the Uniform
Commercial Code of Virginia as security for the unpaid portion of the purchase price thereof,
and each such security interest with respect to furnishings and equipment purchased by it under
the provisions of this Section after the delivery of the Assignment Agreement shall, if
appropriate financing statements are duly filed for record simultaneously with or prior to the
installation of the Leased Property, or the furnishings and equipment covered thereby, be prior
and superior to such landlord's lien. The County shall pay as due the purchase price of and all
costs and expenses with respect to the acquisition and installation of any furnishings and
equipment installed by it pursuant to this Section. The provisions of this Section shall not apply
to any furnishings or equipment that constitute fixtures under applicable law.
Section 4.12 Transfer at End of Lease Term. The Authority's leasehold estate in the
Leased Property shall be transferred, conveyed and assigned to the County after payment by the
County of all payments due hereunder whether pursuant to Section 4.2 or 4.3, and Additional
Rent, if any, subject to the taking of any actions required by law prior to such consequence,
transfer or assignment.
Section 4.13 [Reserved]
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Section 4.14 [Reserved]
Section 4.15 Indemnification for Environmental Liabilities. To the extent permitted
by law, the County agrees to defend, indemnify and save harmless the Authority and the
Bondholder from and against any and all Environmental Liabilities to which the Authority or the
Leased Property is or may become subject or which may be alleged or asserted against the
Bondholder or the Authority.
Section 4.16. Recording and Filing. The County will, at its expense, record a
counterpart of this Lease Agreement, the Ground Lease and the Assignment Agreement in the
Office of the Clerk of the Circuit Court of the County, on or before the date of delivery of the
Authority Revenue Bond or as otherwise directed by the Bondholder.
Section 4.17. Subletting by County.
(a) The County may sublease up to 10% of the space in the Leased Property
without the consent of the Authority and the Bondholder; provided, however, that no sublease
will be made if it would (i) have any adverse effect upon or affect or reduce the County's
obligations under this Lease Agreement, (ii) be to a party that could not under the Act be the
lessee from the Authority of all or any portion of the Leased Property, or (iii) be contrary to law.
(b) No sublease will relieve the County from primary liability for any of its
obligations under this Lease Agreement, and the County will continue to remain primarily liable
for the payment of Basic Rent and for the observance and performance of all of the County's
other agreements under this Lease Agreement in accordance with, and subject to, its terms,
including without limitation, the non -appropriation provisions hereof.
(c) Each sublessee pursuant to this Section will, to the extent of the interest
subleased to it, in writing (i) assume and agree to perform the obligations of the County under
this Lease Agreement and (ii) agree to attorn to the Authority and any other successor in interest
to the Authority (whether pursuant to this Lease Agreement, the Assignment Agreement or
otherwise).
(d) The County will promptly deliver executed counterparts of each sublease
pursuant to this Section to the Authority and the Bondholder.
Section 4.18 Indemnification. To the fullest extent permitted by law, the County, at all
times, shall protect, indemnify and save harmless the Authority and the Bondholder (collectively,
"Indemnitees") from and against all liabilities, obligations, claims, damages, penalties, fines,
losses, costs and expenses (including, without limitation, reasonable attorney fees) for all acts or
failure to act (or alleged failure to act) in connection with the Leased Property, the issuance and
servicing of the Authority Revenue Bond and the maintenance and preservation of the Leased
Property, including without limitation; (i) all amounts paid in settlement of any litigation
commenced or threatened against the Indemnitees, if such settlement is effected with the written
consent of the County; (ii) all expenses reasonably incurred in the investigation of, preparation
for or defense of any litigation, proceeding or investigation of any nature whatsoever,
commenced or threatened against the County, the Leased Property, or the Indemnitees; (iii) the
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full amount of any judgments, penalties, fines, damages, assessments, indemnities or
contributions; and (iv) the reasonable fees and expenses of attorneys, auditors and consultants.
The foregoing indemnity shall be effective only to the extent of any loss that may be
sustained by the Indemnitees in excess of the Net Proceeds received from any insurance carried
with respect to such loss, and the benefits of this Section shall not inure to any person other than
the Indemnitees. Nothing contained herein shall require the County to indemnify the Indemnitees
for any claim or liability resulting from their gross negligence or willful or wrongful acts or, with
respect to the Bondholder, resulting from its negligence.
All references in this Section to the Indemnitees shall include their members, directors,
officers, employees and agents.
Section 4.19 Advances. If the County fails to make any payment or perform any act
required of it under this Lease Agreement or any of the Basic Documents, the Authority or the
Bondholder, without prior notice to or demand upon the County and without waiving or
releasing any obligation or default, may (but will be under no obligation to) make the payment or
perform the act. All amounts so paid by the Authority or the Bondholder and all costs, fees and
expenses so incurred as to such payment and performance will be payable by the County as
Additional Rent hereunder.
Section 4.20 Bondholder's Rights to Enforce Payment. The County acknowledges
and consents to the provisions of the Assignment Agreement which permit the Bondholder in its
name or in the name of the Authority to enforce on behalf of the Bondholder all rights of the
Authority and all obligations of the County under and pursuant to this Lease Agreement
providing for any payment to be made by the County under this Lease Agreement or any of the
Basic Agreements.
Section 4.21 Inspection. The Authority, the Bondholder and their respective duly
authorized agents, have such rights of access to the Project as may be reasonably necessary for
the proper maintenance of the Project in the event of the County's failure to perform its
obligations under Section 6.1 hereof. The Authority, Bondholder, and their duly authorized
agents, upon all mutually and reasonably agreed times convenient to the County, may enter
upon, examine and inspect any part of the Project and to examine the books and records of the
County insofar as they relate to the operations and maintenance of the Leased Property.
ARTICLE V.
DAMAGE, DESTRUCTION OR CONDEMNATION
Section 5.1 Damage or Destruction.
(a) The County shall notify the Bondholder and the Authority immediately in
the case of damage to or destruction from fire or other casualty of the Leased Property, or any
portion thereof during the Lease Term in an amount that the County, determines in good faith
will cost more than $100,000 but less than $250,000 to repair, reconstruct and restore. If the
County determines in good faith that such cost will not exceed $250,000, the County, shall (1)
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retain the Net Proceeds with respect to such damage or destruction, (2) forthwith repair,
reconstruct and restore such portion of the Leased Property so damaged or destroyed to
substantially the same condition as it had existed prior to the event causing such damage or
destruction, and (3) apply Net Proceeds retained by it to the payment or reimbursement of the
costs of such repair, reconstruction and restoration. If such Net Proceeds are not sufficient to pay
in full the cost of such repair, reconstruction and restoration, the County shall, subject to Section
4.5, pay so much thereof as is in excess of such Net Proceeds.
(b) If the Leased Property, or any portion thereof is damaged or destroyed by
fire or other casualty during the Lease Term and the County determines in good faith that the
cost of repairing, reconstructing and restoring such damage or destruction will exceed $250,000
then the County shall, upon the following conditions and within 90 days after the date such
damage or destruction occurs, elect one of the following two options by giving notice of such
election to the Bondholder and the Authority, and the Bondholder shall disburse such Net
Proceeds in accordance with the option so elected:
(1) Option A - Repair and Restoration. The County may elect to
repair, reconstruct and restore the Leased Property. If the County elects this Option A, then the
County shall proceed forthwith to repair, reconstruct and restore the Leased Property to
substantially the same condition as had existed prior to the event causing such damage or
destruction, with such alterations and additions as the County may determine to be necessary or
desirable and as will not impair the capacity or character of the Leased Property, for the purposes
for which it had been used prior to such damage or destruction or is intended to be used. Upon
any election of this Option A, the County shall deposit or cause to be deposited all Net Proceeds
in a special account satisfactory to the Bondholder (the "Escrow Account") for the portion of
the Leased Property as to which such Net Proceeds had been paid. So long as the County is not
in default under this Lease Agreement, the County may apply so much as may be necessary of
such Net Proceeds to payment of the cost of such repair, reconstruction and restoration, either on
completion thereof or as the work progresses with the written consent of the Bondholder (which
consent shall not be unreasonably withheld). If such Net Proceeds are not sufficient to pay in
full the cost of such repair or reconstruction, the County shall pay, subject to Section 4.5, within
45 days of receipt of such Net Proceeds, so much of the cost thereof as may be in excess of such
Net Proceeds for deposit in the Escrow Account. The County shall not by reason of the payment
of such excess cost be entitled to any (A) interest in the Leased Property which it did not possess
prior to such payment, (B) reimbursement from the Authority or the Bondholder, or (C)
abatement or diminution of Basic Rent or additional rent.
(2) Option B - Prepayment of Basic Rent. The County may elect to
have such Net Proceeds (together with other monies available therefor) applied to the
prepayment of all of the principal component of Basic Rent, plus interest accrued to the date of
prepayment set forth in Section 4.3.
Section 5.2 Condemnation and Loss of Title.
(a) In the case of a taking of all or any part of the Leased Property or any right
therein under the exercise of the power of eminent domain or any loss of all or any part of the
Leased Property because of loss of title thereto, or the commencement of any proceedings or
15
negotiations which might result in such a taking or loss, the party upon whom notice of such
taking is served or with whom such proceedings or negotiations are commenced or who learns of
a loss of title shall give prompt notice to the other and to the Bondholder. Each such notice shall
describe generally the nature and extent of such condemnation, taking, loss, proceedings or
negotiations. All obligations of the County under this Lease Agreement (except obligations to
pay Basic Rent when due) shall terminate as to the Leased Property or portion thereof as to
which there is a loss of title or which is condemned or taken when such loss of title is finally
adjudicated or when title thereto vests in the party condemning or taking the same, as the case
may be (hereinafter referred to as the "Termination Date"). The County shall pay over to the
Bondholder (and hereby irrevocably assigns, transfers and sets over to the Bondholder) all right,
title and interest of the County in and to any Net Proceeds payable as to any such loss of title,
condemnation or taking during the Lease Term. The Bondholder shall hold such Net Proceeds
for disbursement or use by the County in accordance with the option so elected:
(b) In the event of any such loss of title, condemnation or taking, the County
shall, upon the following conditions and within 90 days after the termination date therefor, elect
either or both of the following two options by giving notice of such election to the Bondholder
and the Authority:
(1) Option A - Repairs, Restoration and Improvements. The County
may elect to have the Net Proceeds as to such loss of title, condemnation or taking used to
replace, repair, restore or reconstruct the Leased Property as to which there has been a loss of
title, condemnation or taking to substantially its condition prior to such loss of title,
condemnation or taking. Upon any exercise of this Option A, the County shall deposit any such
Net Proceeds in the Escrow Account. So long as an Event of Default has not occurred and is not
continuing, the County shall apply so much as may be necessary of the Net Proceeds received by
it on account of such loss of title, condemnation or taking to payment of such repair,
reconstruction or restoration (either on completion thereof or as the work progresses) with the
written consent of the Bondholder (which consent shall not be unreasonably withheld). If such
Net Proceeds are not sufficient to pay in full the cost of such restoration, the County shall pay,
subject to Section 4.5, within 90 days of receipt of such Net Proceeds, so much of the cost
thereof as may be in excess of such Net Proceeds for deposit in the Escrow Account. The
County shall not by reason of the payment of such excess cost be entitled to any (A) interest in
the Leased Property which it did not possess prior to such payment, (B) reimbursement from the
Authority or the Bondholder, or (C) abatement or diminution of the Basic Rent or additional rent,
if any.
(2) Option B - Prepayment of Basic Rent. The County may elect to
apply the Net Proceeds (together with other monies available therefor) to the prepayment of all
of the principal component of Basic Rent, interest accrued to the date of prepayment as provided
under Section 4.3 hereof.
(c) The Authority shall, at the expense of the County cooperate fully with the
County in the contest of any prospective or pending condemnation proceedings or in any contest
over title with respect to the Leased Property, or any part thereof and shall, to the extent they
may lawfully do so, permit the County to litigate, at the expense of the County in any such
proceeding in the name and behalf of the Authority. In no event shall the Authority settle, or
16
consent to the settlement of, any prospective or pending condemnation proceedings, or
proceedings as to title, with respect to the Leased Property or any part thereof without the
consent of the County.
ARTICLE VI.
EVENTS OF DEFAULT AND REMEDIES
Section 6.1 Events of Default.
(a) The following shall be "events of default" under this Lease Agreement,
and the terms "event of default" or "default" shall mean, whenever they are used in this Lease
Agreement, any one or more of the following events:
(1) Failure of the County to pay when due any payment required to be
paid under Sections 4.2 and 4.3;
(2) Failure of the County to pay when due any payment due under this
Lease Agreement, other than payments under Sections 4.2 and 4.3, or to observe and perform
any covenant, condition or agreement on its part to be observed or performed (except as provided
in (a)(4) and (a)(5) below), which failure shall continue for a period of 30 days after notice is
given, or in the case of any such default that cannot with due diligence be cured within such 30
day period but can be cured within the succeeding 60 days after notice is given, failure of the
County to proceed promptly to cure the same and thereafter prosecute the curing of such default
with due diligence;
(3) Bankruptcy or insolvency of the County, the appointment of a
receiver of the Leased Property or failure by the County to lift any execution or attachment on
the Leased Property, or any portion thereof, which failure shall continue for a period of 60 days
after written notice is given, or in the case of any such default that cannot with due diligence be
cured within such 60 days period but can be cured within the succeeding 60 days, failure of the
County to proceed promptly to cure the same and thereafter prosecute the curing of such default
with due diligence;
(4) Failure to insure the Leased Property pursuant to Section 4.6(c);
(5) Failure to perform its obligations under Section 2.2(h).
(b) The provisions of the foregoing subparagraph (a)(2) are subject to the
limitation that if by reason of force majeure the County is unable in whole or in part to perform
any of its covenants, conditions or agreements hereunder other than those set forth in Sections
4.2, 4.5, 4.6, 4.7, 4.9, 4.10, 4.13, 4.14 and 4.15, the County shall not be deemed in default during
the continuance of such inability. The term "force maj eure" as used herein shall include without
limitation acts of God; strikes, lockouts or other industrial disturbances; acts of public enemies;
orders of any kind of the government of the United States of America or the Commonwealth of
Virginia or any political subdivision thereof or any of their departments, agencies or officials, or
any civil or military authority; insurrections; riots; epidemics; landslides; lightning; earthquakes;
fires; hurricanes; tornadoes; storms; floods; washouts; droughts; arrests; restraint of government
17
and people; civil disturbances; explosions; breakage or accident to machinery, transmission pipes
or canals; partial or entire failure of utilities; or any other cause or event not reasonably within
the control of the County as applicable. The County shall remedy with all reasonable dispatch
the cause or causes preventing the County from carrying out its covenants, conditions and
agreements, provided that the settlement of strikes, lockouts and other industrial disturbances
shall be entirely within the discretion of the County, and the County shall not be required to
make settlement of strikes, lockouts and other industrial disturbances by acceding to the demands
of any opposing party when such course is in the judgment of the County, not in its best interests.
(c) Notwithstanding anything contained in this Section to the contrary, failure
by the County to pay when due any payment required to be made under this Lease Agreement or
failure by the County to observe and perform any covenant, condition or agreement on its part to
be observed or performed under this Lease Agreement resulting from failure of the Board of
Supervisors to appropriate moneys for such purposes, as described in Section 4.5, shall not
constitute an event of default. Upon any such failure to appropriate, the provisions of Article VII
shall be applicable.
Section 6.2 Remedies. Whenever any event of default shall have happened and is
continuing, the Authority or the Bondholder, as assignee of the Authority may take any one or
more of the following remedial steps, without further demand or notice: (a) declare the entire
unpaid principal balance of Basic Rent due and thereafter to become due immediately due and
payable; (b) reenter and take possession of any part or all of the Leased Property, with or without
terminating this Lease Agreement, exclude the County from possession, and sell or lease the
County's leasehold estate in the Leased Property for the account of the County holding the
County liable for all Basic Rent and other payments due up to the effective date of such sale or
lease and for the difference between the purchase price, rent and other amounts paid by the
purchaser or lessee pursuant to such sale or lease and the rents, interest calculated pursuant to
subparagraph (a) above, and the Basic Rent and other amounts payable by the County hereunder;
or (c) take whatever action at law or in equity may appear necessary or desirable to collect the
Basic Rent then due and thereafter to become due, or to enforce performance and observance of
any obligation, agreement or covenant of the County under this Lease Agreement. In any of
such cases, all rights and interests created or then existing in favor of the County as against the
Authority hereunder shall cease and terminate, and the right to the possession of the Leased
Property and all other rights acquired by the County hereunder shall revert to and revest in the
Authority without any act of re-entry, or any other act of the Authority to be performed and
without any right of the County of return, reclamation or compensation for moneys paid under
this Lease Agreement as absolutely, fully and perfectly as if this Lease Agreement and such
payments had never been made; and in case of such default all payments theretofore made on
this Lease Agreement are to be retained by and belong to the Authority as the agreed and
reasonable rent of the Leased Property up to the time of such default. Any amounts received by
the Authority pursuant to the foregoing provisions shall be applied first to costs, then to any
unpaid interest and then to repayment of principal, and upon payment in full of all amounts due
such excess shall be deposited with the Bondholder and credited to the next required payment.
Section 6.3 Reinstatement after Event of Default. Notwithstanding the exercise by
the Authority of any remedy granted by Section 6.2, unless the Authority shall have sold its
leasehold estate in the Leased Property or shall have entered into an agreement providing for the
re -letting of the Leased Property for at least one year, if the balance of the Basic Rent shall have
been accelerated pursuant to Section 6.2(a) and all overdue Basic Rent, together with any interest
thereon, and all Additional Rent shall have been paid, then the County's default under this Lease
Agreement shall be waived without further action by the Authority. Upon such payment and
waiver, this Lease Agreement shall be fully reinstated and all Basic Rent payments will be due
and payable in accordance with Exhibit A, and the County shall be restored to the use,
occupancy and possession of the Leased Property; provided, however, if all or any part of the
Leased Property has been re -let for less than one year, the County shall not be restored to the use,
occupancy and possession thereof until the end of such lease.
Section 6.4 No Remedy Exclusive. No remedy conferred by this Lease Agreement
upon or reserved to the Authority is intended to be exclusive of any other available remedy or
remedies, but every such remedy shall be cumulative and shall be in addition to every other
remedy given hereunder or now or hereafter existing at law or in equity or by statute. No delay
or omission to exercise any right or power accruing upon any default shall impair any such right
or power or shall be construed to be a waiver thereof or acquiescence therein, but any such right
and power may be exercised from time to time and as often as may be deemed expedient.
Section 6.5 No Additional Waiver Implied by One Waiver. Failure by the Authority
at any time to require performance by the County of any provision hereof shall in no way affect
the Authority's right hereunder to enforce the same, nor shall any waiver by the Authority of any
breach of any provision hereof be held to be a waiver of any succeeding breach or any such
provision, or as a waiver of the provision itself.
Section 6.6 Attorney's Fees and Other Expenses. The County shall on demand pay
to the Authority and the Bondholder the reasonable fees of attorneys and other reasonable
expenses incurred by either of them in the collection of appropriated, but unpaid, Basic Rent, or
the enforcement of any other obligation of the County or its agents, upon an Event of Default.
ARTICLE VII.
TERNIINATION OF LEASE
Section 7.1 Right to Terminate. If as a result of failure of the Board of Supervisors to
appropriate moneys for such purposes, any payments of Basic Rent or Additional Rent are not
made when due, either party hereto or the Bondholder as assignee of the Authority shall have the
right to terminate this Lease Agreement by giving notice of the exercise of its rights pursuant to
this Section to the other party and the Bondholder. If the Authority terminates this Lease
Agreement, its notice to the County and the Bondholder shall specify a date not sooner than 30
days and not later than 90 days thereafter for such termination.
19
Section 7.2 Rights upon Termination. Upon termination of this Lease Agreement,
the Authority may exclude the County from possession of the Leased Property and sell or lease
the County's leasehold estate in the Leased Property, in the manner provided by Section 6.2(b)
and the County must comply with its covenant contained therein.
Section 7.3 Reinstatement after Termination. Notwithstanding any termination of
this Lease Agreement in accordance with Section 7.1, this Agreement shall be fully reinstated,
and the County shall be restored to the use, occupancy and possession of the Leased Property if
the conditions set forth in Section 6.3 are satisfied.
ARTICLE VIII.
ASSIGNMENT AGREEMENT; AND AMENDMENTS
Section 8.1 Assignment Agreement. Simultaneously with the execution of this Lease
Agreement, the Authority has entered into the Assignment Agreement with the Bondholder. The
County shall not be obligated to take any notice of any sale, assignment, pledge, mortgage,
transfer or other disposition of any interest in this Lease Agreement by the Authority, unless such
sale, assignment, pledge, mortgage, transfer or other disposition is undertaken in accordance with
the Assignment Agreement.
Section 8.2 Covenants of the County. The County acknowledges and confirms all
covenants and representations set forth with respect to the County in the Bond Purchase and
Loan Agreement and agrees to comply with all other obligations imposed upon it therein.
Section 8.3 Assignment. Simultaneously with the execution of this Lease Agreement,
the Authority has entered into the Assignment Agreement by which the Authority assigns all of
its rights in and to this Lease Agreement (except its rights to receive payment of its expenses, to
receive indemnification, to receive notices and to give consents) to the Bondholder for its benefit
as the Holder of the Authority Revenue Bond. The County hereby (a) consents to such
assignment, (b) agrees to execute and deliver such further acknowledgments, agreements and
other instruments as may be reasonably requested by the Authority or the Bondholder to effect
such assignment, (c) agrees to make all payments due to the Authority under this Lease
Agreement directly to the Bondholder (except its rights to receive payment of its expenses, to
receive indemnification, to receive notices and to give consents), subject to Section 4.5, and (d)
agrees to comply fully with the terms of such assignment so long as such assignment is not
inconsistent with the provisions hereof. All references herein to the Authority shall include the
Bondholder for its benefit as the Holder of the Authority Revenue Bond and its successors and
assigns, whether or not specific reference is otherwise made to the Bondholder, unless the
context requires otherwise.
Notwithstanding the foregoing, no such assignment or reassignment (other than pursuant
to the Assignment Agreement) of any of the Authority's right, title or interest in this Lease
Agreement or the Leased Property shall be effective unless and until the County shall have
received prior written notice of such assignment or reassignment, disclosing the name and
address of such assignee. During the Lease Term, the County shall keep a complete and accurate
record of all such assignments.
20
Section 8.4 Amendments. This Lease Agreement may be amended by the County
and the Authority, with the consent of the Bondholder (but with prior written notice), for
purposes of curing any ambiguity, inconsistency or omission, or of curing or correcting any
defective provision contained in this Lease Agreement, or in regard to matters or questions
arising under this Lease Agreement, as the County with the consent of the Bondholder may deem
necessary or desirable and not inconsistent with this Lease Agreement and the Bond Purchase
and Loan Agreement.
Section 8.5 No Merger. So long as any Basic Rent remains unpaid and unless the
Bondholder otherwise consents in writing, the fee simple and the leasehold estates in and to the
Leased Property shall not merge but shall always remain separate and distinct, notwithstanding
the union of such estates by purchase or otherwise in the Authority, the Bondholder, the County,
any lessee or any third party.
ARTICLE IX.
MISCELLANEOUS
Section 9.1 Notices. Unless otherwise provided in this Lease Agreement, all demands,
notices, approvals, consents, requests, opinions and other communications under this Lease
Agreement must be in writing and will be deemed to have been given when delivered in person,
or by overnight delivery service or other express courier service, or when mailed by registered or
certified mail, postage prepaid, addressed (i) if to the County, 5204 Bernard Drive, Roanoke„
Virginia 24018 (Attention: County Administrator), (ii) if to the Authority, c/o Roanoke Regional
Partnership, at 111 Franklin Road SE, Suite 333, Roanoke, Virginia 24011 (Attention: Executive
Director) and (iii) if to the Bank (or Bondholder), at 111 Franklin Road, SE, Suite 110, Roanoke,
Virginia 24011 (Attention: Debbie H. Young). A duplicate copy of each demand, notice,
approval, consent, request, opinion or other communication given under this Lease Agreement
by either the Authority or the County to the other will also be given to the Bank. The Authority,
the County and the Bondholder may, by notice given under this Lease Agreement, designate any
additional or different addresses or persons to which subsequent demands, notices, approvals,
consents, requests, opinions or other communications are to be sent.
21
Section 9.2 Severability. If any provision of this Lease Agreement shall be held
invalid by any court of competent jurisdiction, such holding shall not invalidate any other
provision hereof.
Section 9.3 [Reserved]
Section 9.4 Liability of Authority. Notwithstanding any provision of the Authority
Revenue Bond or the Basic Agreements to the contrary, the obligations of the Authority under
the Authority Revenue Bond and the Basic Agreements are not general obligations of the
Authority, but are limited obligations as described in the Authority Revenue Bond and the Bond
Purchase and Loan Agreement. No director or officer of the Authority shall be personally liable
on the Authority's obligation hereunder. The Authority shall not be liable for the actions of the
County, as its agent, or for any actions of the County under the Basic Agreements.
Section 9.5 Successors and Assigns. This Lease Agreement shall be binding upon,
inure to the benefit of and be enforceable by the parties and their respective successors and
assigns.
Section 9.6 Counterparts. This Lease Agreement may be executed in any number of
counterparts, each of which shall be an original, together shall constitute but one and the same
Lease Agreement; except that as to delivery of the original executed copy of this Lease
Agreement as required by the Assignment Agreement, the counterpart containing the receipt
therefor executed by the Bank following the signatures to this Lease Agreement shall be the
original.
Section 9.7 Entire Agreement. The Basic Agreements express the entire
understanding and all agreements between the parties and may not be modified except in writing
signed by the parties.
Section 9.8 Governing Law. This Lease Agreement shall be governed by and
construed in accordance with the laws of the Commonwealth of Virginia.
[The remainder of this page is intentionally left blank.]
22
IN WITNESS WHEREOF, the parties have caused this Lease Agreement to be duly
executed as of the date first above written.
WESTERN VIRGINIA REGIONAL
INDUSTRIAL FACILITY AUTHORITY
Chairman
COUNTY OF ROANOKE, VIRGINIA
COMMONWEALTH OF VIRGINIA )
CITY/COUNTY OF )
The foregoing instrument was acknowledged before me in the City/County of
, Virginia, this day of , 2016, by
Chairman of the Western Virginia Regional Industrial Facility Authority.
My commission expires:
My Notary Registration number is:
Notary Public
COMMONWEALTH OF VIRGINIA )
CITY/COUNTY OF
The foregoing instrument was acknowledged before me in
Virginia, this day of 2016, by
of the County of Roanoke, Virginia.
My commission expires:
My Notary Registration number is:
23
Notary Public
the City/County of
RECEIPT
Receipt of the foregoing original counterpart of the Lease Agreement, dated as of
October 11, 2016, between the Western Virginia Regional Industrial Facility Authority and the
County of Roanoke, Virginia, is hereby acknowledged.
UNION BANK & TRUST
Its: Senior Vice President
24
Exhibit A
25
Exhibit B
Leased Property Description
The Roanoke County Government Center located at 5204 Bernard Drive, Roanoke, Virginia
24018 on property designated as tax map parcel number 87.07-03-07 and tax map parcel number
87.07-03-08.
26
TABLE OF CONTENTS
Page
ARTICLE I. DEFINITIONS.......................................................................................................... 1
Section1.1 Definitions......................................................................................................... 1
Section 1.2 Rules of Construction....................................................................................... 4
ARTICLE II. REPRESENTATIONS............................................................................................. 5
Section 2.1 Representations by Authority........................................................................... 5
Section 2.2 Representations by County............................................................................... 6
ARTICLE III. LEASING OF THE LEASED PROPERTY........................................................... 7
Section 3.1 Demise of Leased Property............................................................................... 7
Section 3.2 Agreement to Issue Authority Revenue Bond to Finance the Project .............. 7
Section 3.3 Default in Contractor's Performance................................................................ 8
ARTICLE IV. LEASE TERM; PAYMENT OF RENTALS; MAINTENANCE; INSURANCE. 8
Section4.1
Lease Term........................................................................................................
8
Section4.2
Rental Payments................................................................................................
8
Section 4.3
Prepayment of Rentals; Option To Purchase ....................................................
9
Section4.4
[Reserved].........................................................................................................
9
Section 4.5
Appropriations of Basic Rent and Additional Rent, if any; Declaration of
Essentiality........................................................................................................
9
Section4.6
Insurance.........................................................................................................
10
Section 4.7
Maintenance; Expenses of Maintenance; Taxes .............................................
11
Section4.8
Net Lease........................................................................................................
12
Section 4.9
Proof of Payment of Taxes, etc.......................................................................
12
Section 4.10
No Encumbrances...........................................................................................
12
Section 4.11
Installation of County's Own Furnishings and Equipment .............................
12
Section 4.12
Transfer at End of Lease Term.......................................................................
12
Section 4.13
Use of Proceeds...............................................................................................
12
Section 4.14
Preservation of Tax Exempt Status of Interest ...............................................
13
Section 4.15
Indemnification for Environmental Liabilities ...............................................
13
ARTICLE V. DAMAGE,
DESTRUCTION OR CONDEMNATION ........................................
14
Section 5.1
Damage or Destruction...................................................................................
14
Section 5.2
Condemnation and Loss of Title.....................................................................
15
ARTICLE VI. EVENTS OF DEFAULT AND REMEDIES ........................................
Section 6.1 Events of Default.............................................................................
Section6.2 Remedies..........................................................................................
Section 6.3 Reinstatement after Event of Default ...............................................
Section 6.4 No Remedy Exclusive......................................................................
Section 6.5 No Additional Waiver Implied by One Waiver ...............................
Section 6.6 Attorney's Fees and Other Expenses ...............................................
1
ARTICLE VII.
TERMINATION OF LEASE..............................................................................
19
Section 7.1
Right to Terminate..........................................................................................
19
Section 7.2
Rights upon Termination................................................................................
20
Section 7.3
Reinstatement after Termination.....................................................................
20
ARTICLE VIII.
ASSIGNMENT AGREEMENT; AND AMENDMENTS ................................
20
Section 8.1
Assignment Agreement...................................................................................
20
Section 8.2
Covenants of the County.................................................................................
20
Section8.3
Assignment.....................................................................................................
20
Section8.4
Amendments...................................................................................................
21
Section8.5
No Merger.......................................................................................................
21
ARTICLE IX. MISCELLANEOUS.............................................................................................
21
Section9.1
Notices............................................................................................................
21
Section9.2
Severability.....................................................................................................
22
Section 9.3
Amounts Remaining Under Bond Purchase and Loan Agreement ................
22
Section 9.4
Liability of Authority......................................................................................
22
Section 9.5
Successors and Assigns...................................................................................
22
Section9.6
Counterparts....................................................................................................
22
Section 9.7
Entire Agreement............................................................................................
22
Section9.8
Governing Law...............................................................................................
22
Testimonium
Signatures
Acknowledgements
Receipt
Exhibit A - Basic Rent Payments
Exhibit B — Leased Property Description
11
SUPPORT AGREEMENT
between
WESTERN VIRGINIA REGIONAL INDUSTRIAL FACILITY AUTHORITY
and
COUNTY OF ROANOKE, VIRGINIA
Dated as of October 11, 2016
NOTE: THIS SUPPORT AGREEMENT HAS BEEN ASSIGNED TO, AND IS
SUBJECT TO A SECURITY INTEREST IN FAVOR OF UNION BANK &
TRUST, UNDER AN ASSIGNMENT AGREEMENT DATED AS OF
OCTOBER 11, 2016
TABLE OF CONTENTS
Page
Parties...............................................................................................................................................1
Recitals.............................................................................................................................................1
GrantingClauses..............................................................................................................................1
ARTICLE I DEFINITIONS AND RULES OF CONSTRUCTION 2
Section1.1. Definitions---------------------------------------------------------------------------------------------------------------2
Section 1.2. Rules of Construction--------------------------------------------------------------------------------------------3
ARTICLE II REPRESENTATIONS 4
Section 2.1. Representations by Authority ................... ......................4
--------------------------------------
Section 2.2. Representations by County...................................................................................4
ARTICLE III AGREEMENT TO ISSUE AUTHORITY REVENUE BOND 6
Section 3.1. Agreement to Issue Authority Revenue Bond.....................................................6
Section 3.2. Limitation of Authority's Liability.......................................................................6
ARTICLE IV PAYMENT OBLIGATIONS 6
Section4.1. Amounts Payable...................................................................................................6
Section4.2. Payments Assigned.................................................................................................7
Section 4.3. Obligation Unconditional......................................................................................7
Section 4.4. Appropriations of Basic Payments and Additional Payments ...........................7
ARTICLE V PREPAYMENT AND REDEMPTION 8
Section 5.1. Prepayment and Redemption...............................................................................8
ARTICLE VI PARTICULAR COVENANTS 8
Section 6.1. Limitation of Liability of Directors, etc. of Authority and County...................8
Section6.2. Use of Proceeds.......................................................................................................9
Section6.3. County Covenants................................................................................................9
ARTICLE VII EVENTS OF DEFAULT AND REMEDIES 9
Section 7.1.
Events of Default....................................................................................................9
Section7.2.
Remedies...............................................................................................................10
Section 7.3.
Reinstatement after Event of Default.................................................................10
Section 7.4.
No Remedy Exclusive..........................................................................................10
Section 7.5.
No Additional Waiver Implied by One Waiver................................................11
Section 7.6.
Attorneys' Fees and Other Expenses.................................................................11
ARTICLE VIII REMEDY FOR NONAPPROPRIATION
11
-i-
Section 8.1. Remedy for Nonappropriation...........................................................................11
ARTICLE IX ASSIGNMENT AGREEMENT; AMENDMENTS; ASSIGNMENT 11
Section 9.1. Assignment Agreement; Covenants...................................................................11
Section9.2. Amendments.........................................................................................................12
ARTICLE X MISCELLANEOUS
12
Section10.1.
Notices...................................................................................................................12
Section10.2.
Severability...........................................................................................................12
Section 10.3.
Limited Liability..................................................................................................13
Section 10.4.
Successors and Assigns........................................................................................13
Section 10.5.
Counterparts; Delivery........................................................................................13
Section10.6.
Governing Law.....................................................................................................13
Section 10.7.
Term of Agreement..............................................................................................13
Signatures.......................................................................................................................................15
Receipt...........................................................................................................................................16
THIS SUPPORT AGREEMENT dated as of October 11, 2016, by and between the
WESTERN VIRGINIA REGIONAL INDUSTRIAL FACILITY AUTHORITY, a political
subdivision of the Commonwealth of Virginia (the "Authority"), and the COUNTY OF
ROANOKE, VIRGINIA, a political subdivision of the Commonwealth of Virginia (the
"County"), provides:
WITNESSETH:
WHEREAS, the Authority is a political subdivision of the Commonwealth of Virginia
duly created under the Virginia Regional Industrial Facilities Act, Chapter 64 of Title 15.2 of the
Code of Virginia of 1950, as amended (the "Act"); and
WHEREAS, the Act authorizes the Authority to borrow money to pay the costs of real
estate and all improvements intended to be occupied by manufacturing, warehousing,
distribution, office or other commercial facilities; and
WHEREAS, in order to further the purposes of the Act, the Authority proposes to
undertake the financing of the acquisition of land in Roanoke County described as five (5)
parcels roughly bounded by and in the vicinity of Interstate 81 and Wood Haven Road, which
consists of approximately one hundred six (106) acres, together with such other parcels of real
property that may be acquired by the Authority in connection with the project contemplated
herein and related improvements and facilities, including necessary expenses incidental thereto
(collectively, the "Project"), and to obtain the funds therefor by the issuance of the Authority
Revenue Bond (as hereinafter defined); and
WHEREAS, the County and the City of Roanoke, Virginia and the City of Salem,
Virginia (together with the County the "Participants" and each individually, including the
County, a "Participant") agree with the need for the Project and agree that it will facilitate the
development of the above-described facilities, and thus promote commerce and the prosperity of
the citizens in the geographical area served by the Authority; and
WHEREAS, to finance the Project, the Authority has determined to issue pursuant to the
terms of a Bond Purchase and Loan Agreement dated as of October 11, 2016 between the
Authority and Union Bank & Trust (the "Bank"), its Revenue Bond, Series 2016 in the
maximum principal amount of $10,000,000 (the "Authority Revenue Bond") and to use the
proceeds thereof to finance costs incurred in connection with the Project for the benefit of the
County and the other Participants; and
WHEREAS, such Authority Revenue Bond will be a limited obligation of the Authority
secured by a pledge of the revenues and receipts received by the Authority from (1) payments
made by the County pursuant to this Support Agreement and the Roanoke County Lease
Agreement (as defined below), such payments under this Support Agreement being the same as
rent payments under the Roanoke County Lease Agreement, such payments from the County to
constitute a percentage of amounts due under the terms of the Authority Revenue Bond as set
forth in the Bond Purchase and Loan Agreement (the "Roanoke County Portion of Support"),
(2) payments made by the City of Roanoke pursuant to a Support Agreement between the City of
Roanoke and the Authority (the "City of Roanoke Support Agreement"), such payments from
the City of Roanoke to constitute a percentage of amounts due under the terms of the Authority
Revenue Bond as set forth in the Bond Purchase and Loan Agreement (the "City of Roanoke
Portion of Support") and (3) payments made by the City of Salem pursuant to a Support
Agreement between the City of Salem and the Authority (the "City of Salem Support
Agreement"), such payments from the City of Salem to constitute a percentage of amounts due
under the terms of the Authority Revenue Bond as set forth in the Bond Purchase and Loan
Agreement (the "City of Salem Portion of Support").
NOW, THEREFORE, in consideration of the mutual covenants and agreements
hereinafter contained and other valuable consideration, the parties hereto covenant and agree as
follows:
ARTICLE I
DEFINITIONS AND RULES OF CONSTRUCTION
Section I.I. Definitions.
Unless otherwise defined in this Support Agreement, all words used herein shall have the
meanings assigned to such terms in the Bond Purchase and Loan Agreement. In addition to the
words defined in the recitals hereto, the following words as used in this Support Agreement shall
have the following meanings unless a different meaning clearly appears from the context:
"Additional Payment(s)" shall mean such payment or payments made by the County
pursuant to Section 4.1(b) and Section 5.1.
"Annual Budget" shall mean the budget by that name referred to in Section 4.4.
"Assignment Agreement" means the Assignment Agreement, dated as of October 11,
2016, from the Authority to the Bank.
"Authority Documents" shall mean the Assignment Agreement, the Roanoke County
Ground Lease, the Roanoke County Lease Agreement, this Support Agreement and the Bond
Purchase and Loan Agreement.
"Bank" shall mean Union Bank & Trust or any subsequent holder of the Authority
Revenue Bond.
"Basic Payment(s)" shall mean the payments made by the County under this Support
Agreement as set forth in Section 4.1(a), which such payments are equal to forty four and two
tenths percent (44.2%) of the payments of principal and interest due on the Authority Revenue
Bond.
"Board of Supervisors" shall mean the Board of Supervisors of the County.
"Bond Purchase and Loan Agreement" shall mean the Bond Purchase and Loan
Agreement, dated as of October 11, 2016, between the Authority and the Bank.
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"County Administrator" shall mean the County Administrator of the County.
"County Documents" shall mean the Assignment Agreement, the Roanoke County
Ground Lease, the Roanoke County Lease Agreement and this Support Agreement.
"Event of Default" shall mean the events enumerated in Section 7.1.
"Fiscal Year" shall mean the twelve-month period beginning July 1 of one year and
ending on June 30 of the following year, or such other fiscal year of twelve months as may be
selected by the County.
"Leased Property" means the Real Estate and the improvements thereon, constituting
the County's Government Center Building located at 5204 Bernard Drive, Roanoke, Virginia
24018 as more particularly described on Exhibit A to the Roanoke County Ground Lease.
"Roanoke County Ground Lease" means the Ground Lease, dated as of October 11,
2016, between the County, as lessor, to the Authority, as lessee, relating to the lessor's interests
currently and in the future to the Leased Property, as it may be modified, altered, amended and
supplemented in accordance with its terms.
"Roanoke County Lease Agreement" means the Lease Agreement dated as of October
11, 2016, between the Authority, as lessor, to the County, as lessee, relating to the lessor's
interests currently and in the future to the Leased Property, as it may be modified, altered,
amended and supplemented in accordance with its terms.
"Roanoke County Lease Agreements" shall mean the Roanoke County Ground Lease
and the Roanoke County Lease Agreement.
"Support Agreement" shall mean this Support Agreement, as such Support Agreement
may be supplemented, amended or modified.
Section 1.2. Rules of Construction.
The following rules shall apply to the construction of this Support Agreement unless the
context otherwise requires:
(a) Words importing the singular number shall include the plural number and vice
versa.
(b) Words importing the redemption or calling for redemption of the Authority
Revenue Bond shall not be deemed to refer to or connote the payment of the Authority Revenue
Bond at its stated maturity.
(c) Unless otherwise indicated, all references herein to particular Articles or Sections
are references to Articles or Sections of this Support Agreement.
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(d) The headings herein and Table of Contents to this Support Agreement herein are
solely for convenience of reference and shall not constitute a part of this Support Agreement nor
shall they affect its meaning, construction or effect.
(e) All references herein to payment of the Authority Revenue Bond are references to
payment of principal of and premium, if any, and interest on the Authority Revenue Bond.
ARTICLE II
REPRESENTATIONS
Section 2.1. Representations by Authority.
The Authority makes the following representations:
(a) The Authority is a political subdivision of the Commonwealth of Virginia duly
created under the Act;
(b) Pursuant to the Act, the Authority has full power and authority to enter into the
Authority Documents and to perform the transactions contemplated thereby and to carry out its
obligations thereunder and by proper action has duly authorized, executed and delivered such
Authority Documents;
(c) The execution, delivery and compliance by the Authority with the terms and
conditions of the Authority Documents will not conflict with or constitute or result in a default
under or violation of, (1) any existing law, rule or regulation applicable to the Authority, or (2)
any trust agreement, mortgage, deed of trust, lien, lease, contract, note, order, judgment, decree
or other agreement, instrument or other restriction of any kind to which the Authority or any of
its assets is subject;
(d) No further approval, consent or withholding of objection on the part of any
regulatory body or any official, Federal, state or local, is required in connection with the
execution or delivery of or compliance by the Authority with the terms and conditions of the
Authority Documents, except that no representation is made as to the applicability of any Federal
or state securities laws; and
(e) There is no litigation at law or in equity or any proceeding before any
governmental agency involving the Authority pending or, to the knowledge of the Authority,
threatened with respect to (1) the creation and existence of the Authority, (2) its authority to
execute and deliver the Authority Documents, (3) the validity or enforceability of the Authority
Documents or the Authority's performance of its obligations thereunder, (4) the title of any
officer of the Authority executing the Authority Documents, or (5) the ability of the Authority to
issue and sell its Authority Revenue Bond and undertake the Project.
Section 2.2. Representations by County.
The County makes the following representations:
M
(a) The County is a political subdivision of the Commonwealth of Virginia;
(b) The County has full power and authority to enter into the County Documents and
to perform the transactions contemplated to be performed by the County under the County
Documents and the Bond Purchase and Loan Agreement and to carry out its obligations
thereunder and by proper action has duly authorized, executed and delivered such County
Documents;
(c) The County is not in default in the payment of the principal of or interest on any
of its indebtedness for borrowed money and is not in default under any instrument under or
subject to which any indebtedness for borrowed money has been incurred, and no event has
occurred and is continuing that with the lapse of time or the giving of notice, or both, would
constitute or result in an event of default thereunder;
(d) The execution and delivery of the County Documents, the consummation of the
transactions contemplated to be performed by the County therein and in the Bond Purchase and
Loan Agreement and compliance by the County with the provisions thereof will not result in a
breach or violation of any of the terms or provisions of, or constitute a default under, any
indenture, mortgage or other agreement or instrument to which the City is a party or by which it
is bound or any existing law, administrative regulation, court order or consent decree to which it
is subject.
(e) The County is not in default under or in violation of, and the execution, delivery
and compliance by the County with the terms and conditions of the County Documents will not
conflict with or constitute or result in a default under or violation of, (1) any existing law, rule or
regulation applicable to the County or (2) any trust agreement, mortgage, deed of trust, lien,
lease, contract, note, order, judgment, decree or other agreement, instrument or restriction of any
kind to which the County or any of its assets is subject, and no event has occurred and is
continuing that with the lapse of time or the giving of notice, or both, would constitute or result
in such a default or violation;
(f) No further approval, consent or withholding of objection on the part of any
regulatory body or any official, Federal, state or local, is required in connection with the
execution or delivery of or compliance by the County with the terms and conditions of the
County Documents; and
(g) There is no litigation at law or in equity or any proceeding before any
governmental agency involving the County pending or, to the knowledge of the County,
threatened with respect to (1) the authority of the County to execute and deliver the County
Documents, (2) the validity or enforceability of such County Documents or the County's
performance of its obligations thereunder, or (3) the title of any officer of the County executing
such County Documents.
(h) The Project has been determined to be important to the County's economic
development and future revenue growth, and the Board of Supervisors anticipates that the Project
will continue to be important to the County's economic development and future revenue growth
during the term of this Support Agreement.
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ARTICLE III
AGREEMENT TO ISSUE AUTHORITY REVENUE BOND
Section 3.1. Agreement to Issue Authority Revenue Bond.
The Authority hereby agrees, simultaneously with the execution and delivery hereof, to
proceed with the issuance and sale of the Authority Revenue Bond, bearing interest, maturing
and having the other terms and provisions set forth in the Bond Purchase and Loan Agreement.
The proceeds of the Authority Revenue Bond will be used to finance the costs of the Project.
Subject to the limitation of Section 4.4, the County agrees to make all Basic Payments and
Additional Payments when and as the same shall become due and payable.
Section 3.2. Limitation of Authority's Liability.
Anything contained in this Support Agreement to the contrary notwithstanding, any
obligation the Authority may incur in connection with the issuance of the Authority Revenue
Bond for the payment of money shall not be deemed to constitute a debt or general obligation of
the Authority within any constitutional or statutory limitations, but shall be a limited obligation
payable solely from the revenues and receipts derived by it pursuant to this Support Agreement,
the Roanoke County Lease Agreement, the City of Roanoke Support Agreement and the City of
Salem Support Agreement.
ARTICLE IV
PAYMENT OBLIGATIONS
Section 4.1. Amounts Payable.
(a) (1) Subject to the limitation of Section 4.4, the County shall pay to the Authority
the Basic Payments. The Basic Payments to the Authority shall be payable without notice or
demand as directed by the Authority in semi-annual installments on or before the 10th day of
January and July, beginning on July 10, 2017, each year until the date that no amount is due
under this Support Agreement. On written request of the Bank, the County shall pay such Basic
Payments to the Bank, as assignee of the Authority, without notice or demand at the designated
office of the Bank in semi-annual installments on or before the 15th day of January and July,
beginning on July 15, 2017, each year until the date that no amount is due under this Support
Agreement.
(2) The Authority will determine, as part of its budget process, by March 15
of each year the Basic Payment to be requested from, and paid by, the City for the immediately
succeeding Fiscal Year, based on the Roanoke County Portion of Support as applied to expected
debt service on the Authority Revenue Bond.
(b) Subject to the limitation of Section 4.4, the County agrees to make Additional
Payments to pay (1) any prepayment or redemption of the Authority Revenue Bond allocated to
the Roanoke County Portion of Support and (2) all other amounts which the County agrees to
pay under the terms of this Support Agreement, but not including Basic Payments.
in
Section 4.2. Payments Assigned.
The Authority and the County acknowledge and agree that this Support Agreement and
all Basic Payments and Additional Payments (except the rights of the Authority to receive
payment of its expenses, to receive notices and to give consents) are assigned by the Assignment
Agreement to the Bank. The County consents to such assignment and agrees to pay to the Bank
all amounts payable by the County that are so assigned.
Section 4.3. Obligation Unconditional.
Except as otherwise provided in this Support Agreement, including the limitation in
Section 4.4, the obligations of the County to make all Basic Payments and Additional Payments
and to observe all other covenants, conditions and agreements hereunder shall be absolute and
unconditional, irrespective of any right of setoff, recoupment or counterclaim the County may
otherwise have against the Authority, and the County shall not suspend or discontinue any such
Basic Payment or Additional Payment or fail to observe and perform any of its covenants,
conditions and agreements hereunder.
Section 4.4. Appropriations of Basic Payments and Additional Payments.
While recognizing that it is not empowered to make any binding commitment to make
Basic Payments and Additional Payments beyond the current Fiscal Year, the Board of
Supervisors in authorizing the execution of this Support Agreement has stated its intent to make
annual appropriations sufficient to make the Basic Payments and Additional Payments, and as
such it is hereby recognized by the parties hereto that this Support Agreement, to the extent
permitted by law, creates strictly a moral obligation of the County to pay such amounts.
Notwithstanding anything in this Support Agreement to the contrary, the County's
obligations to pay the cost of performing its obligations under this Support Agreement and the
Lease, including its obligations to pay all Basic Payments and Additional Payments, shall be
subject to and dependent upon appropriations being made from time to time by the Board of
Supervisors for such purpose; provided, however, that the County Administrator or other officer
charged with the responsibility for preparing the County's Annual Budget shall include in the
budget for each Fiscal Year as a single appropriation the amount of all Basic Payments and
estimated Additional Payments coming due during such Fiscal Year. Throughout the term of
this Support Agreement, the County Administrator or other officer charged with the
responsibility for preparing the County's Annual Budget shall deliver to the Bank and the
Authority within 30 days after the adoption of the Annual Budget for each Fiscal Year, but not
later than the beginning of each Fiscal Year, a certificate stating whether an amount equal to the
Basic Payments and Additional Payments which will come due during such Fiscal Year has been
appropriated by the Board of Supervisors in such budget. If any adopted Annual Budget does
not include an appropriation of funds sufficient to pay both Basic Payments and estimated
Additional Payments coming due for the relevant Fiscal Year, the Board of Supervisors shall
take a roll call vote immediately after adoption of such Annual Budget acknowledging the
impact of its failure to appropriate such funds. If, by the beginning of the Fiscal Year, the Board
of Supervisors has not appropriated funds for the payment of both Basic Payments and estimated
Additional Payments coming due for the then current Fiscal Year, the County Administrator or
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other officer charged with the responsibility for preparing the County's Annual Budget shall give
written notice to the Board of Supervisors of the consequences of such failure to appropriate,
including the obligation of the Bank to accelerate the Basic Payments in accordance with Article
VIII, and request the Board of Supervisors to consider a supplemental appropriation for such
purposes.
If at any time the Basic Payments as determined pursuant to Section 4.1(a)(2) are
insufficient to make forty four and two tenths percent (44.2%) of the payments of principal and
interest due on the Authority Revenue Bond in a timely manner, the Authority (or the Bank as
assignee of the Authority) shall notify the County Administrator (or other officer charged with
the responsibility for preparing the County's Annual Budget) of the amount of such
insufficiency, and the County Administrator shall submit to the Board of Supervisors at its next
regularly scheduled meeting or as promptly as practicable, but in any event within 45 days, a
request for a supplemental appropriation in the amount necessary to cover such insufficiency.
ARTICLE V
PREPAYMENT AND REDEMPTION
Section 5.1. Prepayment and Redemption.
The County shall have the option to prepay any Basic Payments at the times and in the
amounts as necessary to enable the Authority to exercise its option to cause the Authority
Revenue Bond to be redeemed in part as set forth in such Authority Revenue Bond. Such
prepayments of Basic Payments shall be made at the times and in the amounts as necessary to
accomplish the optional redemption in part of the Authority Revenue Bond as set forth in such
Authority Revenue Bond.
The County shall direct the Authority to send to the Bank notice of any partial
redemption of the Authority Revenue Bond at least 10 days prior to the redemption date, such
notice to the Bank to specify the redemption date and the principal amount of the Authority
Revenue Bond to be redeemed.
ARTICLE VI
PARTICULAR COVENANTS
Section 6.1. Limitation of Liability of Directors, etc. of Authority and County.
No covenant, agreement or obligation contained in this Support Agreement shall be
deemed to be a covenant, agreement or obligation of any past, present or future member, officer,
director, employee or agent of the Authority in his or her individual capacity, and neither the
members of the Authority nor any officer thereof executing this Support Agreement shall be
liable personally on this Support Agreement or be subject to any personal liability or
accountability by reason of the execution and delivery hereof. No member, director, officer,
employee or agent of the Authority shall incur any personal liability with respect to any other
action taken by him or her pursuant to this Support Agreement or the Act or any of the
transactions contemplated hereby provided that he or she acts in good faith.
in
No covenant, agreement or obligation contained herein shall be deemed to be a covenant,
agreement or obligation of any past, present or future Board of Supervisors Member or officer,
employee or agent of the County or the Board of Supervisors in his or her individual capacity,
and neither the members of the Board of Supervisors nor any officer of the County or the Board
of Supervisors executing this Support Agreement shall be liable personally on this Support
Agreement or be subject to any personal liability or accountability by reason of the execution
and delivery hereof. No Board of Supervisors Member or officer, employee or agent of the
County or the Board of Supervisors shall incur any personal liability with respect to any action
taken by him or her pursuant to this Support Agreement or any of the transactions contemplated
hereby, provided that he or she acts in good faith.
Section 6.2. Use of Proceeds.
The Authority and the County shall use the proceeds of the Authority Revenue Bond to
finance the Project and pay the costs of issuance of the Authority Revenue Bond.
Section 6.3. County Covenants. The County agrees to provide to the Bank (a) prompt
notice of any litigation with respect to the County that could materially and adversely affect the
ability of the County to perform its obligations under this Support Agreement, (b) copies of the
County's financial statements on or before each March 31 after the end of each of the County's
Fiscal Years and (c) prompt notice of any defaults with respect to any general obligation
indebtedness or moral obligations of the County.
ARTICLE VII
EVENTS OF DEFAULT AND REMEDIES
Section 7.1. Events of Default.
(a) Each of the following events shall be an Event of Default:
(1) Default in the due and punctual payment of any Basic Payment when the
same becomes due and payable and continuation of such failure for a period of five days; or
(2) Failure of the County to pay when due any other payment due under this
Support Agreement or to observe and perform any covenant, condition or agreement on its part
to be observed or performed, which failure shall continue for a period of 30 days after notice is
given, or in the case of any such default that cannot with due diligence be cured within such 30
day period but can be cured within the succeeding 60 days, failure of the County to proceed
promptly to cure the same and thereafter prosecute the curing of such default with due diligence.
(b) The provisions of the foregoing subparagraph (a)(2) are subject to the limitation
that if by reason of force majeure the County is unable in whole or in part to perform any of its
covenants, conditions or agreements hereunder, the County shall not be deemed in default during
the continuance of such inability. The term "force maj eure" as used herein shall include without
limitation acts of God; strikes, lockouts or other industrial disturbances; acts of public enemies;
orders of any kind of the government of the United States of America or the Commonwealth of
Virginia or any political subdivision thereof or any of their departments, agencies or officials, or
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any civil or military authority; insurrections; riots; epidemics; swarms of boll weevils and
plagues of locusts; landslides; earthquakes; fires; hurricanes; tornadoes; storms; floods;
washouts; droughts; restraint of government and people; or civil disturbances. The County shall
remedy with all reasonable dispatch the cause or causes preventing the County from carrying out
its covenants, conditions and agreements, provided that the settlement of strikes, lockouts and
other industrial disturbances shall be entirely within the discretion of the County, and the County
shall not be required to make settlement of strikes, lockouts and other industrial disturbances by
acceding to the demands of any opposing party when such course is in the judgment of the
County not in its best interests.
(c) Notwithstanding anything contained in this Section to the contrary, (1) failure by
the County to pay when due any payment required to be made under this Support Agreement or
(2) failure by the County to observe and perform any covenant, condition or agreement on its
part to be observed or performed under this Support Agreement, either of which results from
failure of the County to appropriate moneys for such purposes, as described in Section 4.4, shall
not constitute an Event of Default. Upon any such failure to appropriate, the provisions of
Article VIII shall be applicable.
Section 7.2. Remedies.
Whenever any Event of Default shall have happened and is continuing, the Bank as
assignee of the Authority may take any one or more of the following remedial steps, without
further demand or notice: (a) declare immediately due and payable the entire unpaid principal
balance of the Basic Payments due and thereafter to become due through and including the final
installment payment of principal on the Authority Revenue Bond or (b) take whatever action at
law or in equity may appear necessary or desirable to collect the Basic Payments and Additional
Payments then due and thereafter to become due, or to enforce performance and observance of
any obligation, agreement or covenant of the County under this Support Agreement. Any
amounts received by the Authority or the Bank pursuant to the foregoing provisions shall be
applied first to costs, then to any unpaid interest and then to repayment of principal, and upon
payment in full of all amounts due such excess shall be credited to the next Basic Payment to the
extent such Basic Payments have not been paid in full. This provision shall survive termination
of this Support Agreement.
Section 7.3. Reinstatement after Event of Default.
Notwithstanding the exercise by the Authority of any remedy granted by Section 7.2, if
all overdue Basic Payments, together with any interest thereon, and all Additional Payments
shall have been made, then the County's default under this Support Agreement shall be waived
without further action by the Authority. Upon such payment and waiver, this Support
Agreement shall be fully reinstated and all Basic Payments will be due and payable in
accordance with the previously determined schedule.
Section 7.4. No Remedy Exclusive.
No remedy conferred by this Support Agreement upon or reserved to the Authority is
intended to be exclusive of any other available remedy or remedies, but every such remedy shall
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be cumulative and shall be in addition to every other remedy given hereunder or now or hereafter
existing at law or in equity or by statute. No delay or omission to exercise any right or power
accruing upon any default shall impair any such right or power or shall be construed to be a
waiver thereof or acquiescence therein, but any such right and power may be exercised from time
to time and as often as may be deemed expedient.
Section 7.5. No Additional Waiver Implied by One Waiver.
Failure by the Authority at any time to require performance by the County of any
provision hereof shall in no way affect the Authority's right hereunder to enforce the same, nor
shall any waiver by the Authority of any breach of any provision hereof be held to be a waiver of
any succeeding breach of any such provision, or as a waiver of the provision itself.
Section 7.6. Attorneys' Fees and Other Expenses.
Subject to the limitation in Section 4.4, the County shall on demand pay to the Authority
and the Bank the reasonable fees of attorneys and other reasonable expenses incurred by either of
them in the collection of appropriated, but unpaid, Basic Payments or Additional Payments, or
the enforcement of any other obligation of the County, or its agents, upon an Event of Default.
ARTICLE VIII
REMEDY FOR NONAPPROPRIATION
Section 8.1. Remedy for Nonappropriation.
If by June 21 of any year, the Board of Supervisors has failed to appropriate moneys
sufficient for the payment of Basic Payments and estimated Additional Payments for the
following Fiscal Year, the County Administrator shall give notice to the Authority and the Bank
of such failure to appropriate within 5 Business Days thereafter, and if no such appropriation has
been made by the beginning of such Fiscal Year, the Bank as assignee on behalf of the Authority
shall declare immediately due and payable the entire unpaid principal and interest of all Basic
Payments due and thereafter to become due through and including the final payment of principal
and interest on the Authority Revenue Bond.
Nothing contained in this Section shall be construed as affecting or superseding in any
manner the provisions of Section 4.4.
ARTICLE IX
ASSIGNMENT AGREEMENT; AMENDMENTS; ASSIGNMENT
Section 9.1. Assignment Agreement; Covenants.
(a) Contemporaneously with the execution of this Support Agreement, the Authority
has entered into the Assignment Agreement by which the Authority has assigned all of its rights
in and to this Support Agreement (except its rights to receive payment of its expenses, to receive
notices and to give consents) to the Bank for the benefit of the holders of the Authority Revenue
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Bond. The County (i) consents to such assignment, (ii) agrees to execute and deliver such
further acknowledgments, agreements and other instruments as may be reasonably requested by
the Authority or the Bank to effect such assignment, (iii) agrees to make all payments due to the
Authority under this Support Agreement directly to the Bank (except the Authority's rights to
receive payment of its expenses, to receive notices and to give consents), subject to Section 4.4,
and (iv) agrees to comply fully with the terms of such assignment so long as such assignment is
not inconsistent with the provisions hereof. All references in this Support Agreement to the
Authority shall include the Bank and their successors and assigns, whether or not specific
reference is otherwise made to the Bank, unless the context requires otherwise.
(b) Subject to Section 4.4, the County covenants to take whatever action may be
necessary for the Authority to comply with the Authority's covenants under the Assignment
Agreement.
(c) The County agrees, for the benefit of the holder of the Authority Revenue Bond,
to do and perform all acts and things contemplated in the Assignment Agreement to be done or
performed by it.
Section 9.2. Amendments.
This Support Agreement shall not be supplemented, amended or modified by the parties
hereto prior to the payment of all amounts due on the Authority Revenue Bond without the
consent of the Bank.
ARTICLE X
MISCELLANEOUS
Section 10.1. Notices.
Unless otherwise provided herein, all demands, notices, approvals, consents, requests,
opinions and other communications hereunder shall be in writing and shall be deemed to have
been given when delivered in person or mailed by first class registered or certified mail, postage
prepaid, addressed (a) if to the County, at 5204 Bernard Drive, Roanoke, Virginia 24018
(Attention: County Administrator) and (b) if to the Authority, c/o Roanoke Regional
Partnership, at 111 Franklin Road SE, Suite 333, Roanoke, Virginia 24011 (Attention:
Executive Director). The County and the Authority may, by notice given hereunder, designate
any further or different addresses to which subsequent demands, notices, approvals, consents,
requests, opinions or other communications shall be sent or persons to whose attention the same
shall be directed.
Section 10.2. Severability.
If any provision of this Support Agreement shall be held invalid by any court of
competent jurisdiction, such holding shall not invalidate any other provision hereof.
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Section 10.3. Limited Liability.
Notwithstanding any provision hereof to the contrary, the obligations of the County under
this Support Agreement are not general obligations of the County, nor shall they be deemed to be
a lending of the credit of the County to the Authority or to any other person or entity and nothing
herein contained is or shall be deemed to be a pledge of the faith and credit or the taxing power
of the County. The obligations of the County hereunder are payable solely from amounts that
are subject to annual appropriation. No officer, official, employee or agent of the County or
Board of Supervisors shall be personally liable on the County's obligations hereunder. The
Authority shall not be liable under any circumstances for the actions of the County with respect
to the Authority Documents. The Authority shall not be liable under any circumstances for the
actions of the Bank under the Authority Documents.
Section 10.4. Successors and Assigns.
This Support Agreement shall be binding upon, inure to the benefit of and be enforceable
by the parties and their respective successors and assigns. The Bank is intended to be, and shall
be, a third party beneficiary of this Support Agreement.
Section 10.5. Counterparts; Delivery.
This Support Agreement may be executed in any number of counterparts, each of which
shall be an original, all of which together shall constitute but one and the same instrument. The
County Documents shall not become effective until delivery at Closing, as defined in the Bond
Purchase and Loan Agreement.
Section 10.6. Governing Law.
This Support Agreement shall be governed by and construed in accordance with the laws
of the Commonwealth of Virginia.
Section 10.7. Term of Agreement
This Support Agreement shall commence on the date of issuance of the Authority
Revenue Bond and will terminate on the date that no amount is due under this Support
Agreement. This Support Agreement has been dated as of October 11, 2016 for purposes of
identifying the instrument.
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IN WITNESS WHEREOF, the parties have caused this Support Agreement to be duly
executed by their duly authorized representatives.
WESTERN VIRGINIA REGIONAL INDUSTRIAL
FACILITY AUTHORITY
Chairman
COUNTY OF ROANOKE, VIRGINIA
Un
APPROVED TO FORM:
County Attorney
Seen and agreed to:
UNION BANK & TRUST
Senior Vice President
County Administrator
[SIGNATURE PAGE TO COUNTY SUPPORT AGREEMENT]
{V0145386.1 } S-1
AT A REGULAR MEETING OF THE BOARD OF SUPERVISORS OF ROANOKE
COUNTY, VIRGINIA, HELD AT THE ROANOKE COUNTY ADMINISTRATION
CENTER ON TUESDAY, SEPTEMBER 27, 2016
ORDINANCE OF THE BOARD OF SUPERVISORS OF THE COUNTY
OF ROANOKE, VIRGINIA IN RELATION TO APPROVING ROANOKE
COUNTY SUPPORT OF FINANCING BY THE WESTERN VIRGINIA
REGIONAL INDUSTRIAL FACILITY AUTHORITY
WHEREAS, the Western Virginia Regional Industrial Facility Authority (the
"Authority") is a political subdivision of the Commonwealth of Virginia duly created
pursuant to the Virginia Regional Industrial Facilities Act, Chapter 64 of Title 15.2 of the
Code of Virginia of 1950, as amended (the "Act"); and
WHEREAS, the Act authorizes the Authority to borrow money to pay the costs of
real estate and facilities for manufacturing, warehousing, distribution, office or other
commercial purposes in order to promote economic development in the geographical
area served by the Authority, to accept funds from counties, cities and towns and use
the same for Authority purposes, to make loans and to enter into contracts of any kind
to accomplish the purposes of the Authority; and
WHEREAS, in order to further the purposes of the Act, the Authority proposes to
undertake the financing of land acquisition and related improvements and facilities,
including necessary expenses incidental thereto (collectively, the "Project"), and to
obtain the funds therefor by the issuance of the Authority Revenue Bond (as hereinafter
defined); and
WHEREAS, the County of Roanoke, Virginia (the "County"), the City of
Roanoke, Virginia and the City of Salem, Virginia (together with the County,
collectively the "Participants" and each individually, including the County, a
"Participant") agree with the need for the Project and that the Project will facilitate the
Page 1 of 6
development of real estate and facilities as described above and promote commerce
and the prosperity of the citizens in the geographical area served by the Authority; and
WHEREAS, to finance the Project, the Authority has determined to issue
pursuant to the terms of a Bond Purchase and Loan Agreement dated as of October 1,
2016 (the "Bond Purchase and Loan Agreement") between the Authority and Union
Bank & Trust (the "Bank"), its Revenue Bond, Series 2016 in the maximum principal
amount of $10,000,000 (the "Authority Revenue Bond") and to use the proceeds
thereof to finance costs incurred in connection with the Project and to pay certain costs
of issuance of the Authority Revenue Bond; and
WHEREAS, such Authority Revenue Bond will be secured by a pledge of the
revenues and receipts received by the Authority from payments made by the County
pursuant to the Support Agreement and the Lease Agreement (each as defined below)
and payments made by the other Participants pursuant to separate agreements
between the Authority and the other Participants as further described herein, such
payments from the County to constitute a percentage of amounts due under the terms
of the Authority Revenue Bond and the Bond Purchase and Loan Agreement (the
"Roanoke County Portion of Support"); and
WHEREAS, payments from other Participants in support of payments due in
connection with financing of the Project will be due in the percentages set forth in the
Bond Purchase and Loan Agreement from the City of Roanoke and the City of Salem,
and the obligation of the Authority to pay principal and interest on the Authority Revenue
Bond will be limited to payments received from the Participants in accordance with the
terms of the Bond Purchase and Loan Agreement; and
Page 2 of 6
WHEREAS, all such payments from the Participants (including the Roanoke
County Portion of Support) have been assigned from the Authority to the Bank for the
payment of debt service on the Authority Revenue Bond pursuant to an Assignment
Agreement between the Authority and the Bank, dated as of October 1, 2016 (the
"Assignment Agreement"); and
WHEREAS, the Authority will lease the Leased Property (as defined below) from
the County for an approximately 20 year term under the Ground Lease (as defined
below) and in turn, lease the Leased Property to the County for approximately 15 years
under the Lease Agreement (as defined below), and the Roanoke County Portion of
Support will be secured by an assignment of the Authority's rights under such lease
agreements to the Bank (except the right to receive indemnification, to receive notices
and to give consents and to receive its administrative expenses) under the Assignment
Agreement, which is to be acknowledged and consented to by the County;
WHEREAS, there have been presented to this meeting drafts of the following
documents (collectively, the "Documents") in connection with the transactions
described above, copies of which shall be filed with the records of the Board of
Supervisors:
a. a Ground Lease, dated as of October 1, 2016, between the County and the
Authority (the "Ground Lease") conveying to the Authority a leasehold
interest in the selected property, as described therein (the "Leased
Property");
b. a Lease Agreement, dated as of October 1, 2016, between the Authority
and the County (the "Lease Agreement") conveying to the County a
leasehold interest in such Leased Property;
C. a Support Agreement between the Authority and the County, dated as of
October 1, 2016 (the "Support Agreement") setting forth the County's
Page 3 of 6
moral obligation toward payment of rent payments under the Lease
Agreement in amounts equal to the Roanoke County Portion of Support;
d. the Bond Purchase and Loan Agreement, which is to be acknowledged and
consented to by the County;
e. the Assignment Agreement, assigning to the Bank certain of the Authority's
rights under the Support Agreement, the Lease Agreement and the Ground
Lease, which is to be acknowledged and consented to by the County (the
"Assignment Agreement");
f. a Specimen Authority Revenue Bond.
The first reading of this ordinance was held on September 27, 2016 and the
second reading of this ordinance was held on October 11, 2016.
NOW THEREFORE, BE IT ORDAINED by the Board of Supervisors of the
County of Roanoke, Virginia:
1. The following plan for financing is approved. The Authority shall use the
proceeds from the issuance of the Authority Revenue Bond to finance the
Project. The Authority shall lease the Leased Property from the County for a
lease term of approximately 20 years and lease the Leased Property to the
County for a lease term not less than the term of the Authority Revenue Bond
at a rent sufficient to pay when due the Roanoke County Portion of Support.
The obligation of the Authority to pay principal and interest on the Authority
Revenue Bond will be limited to payments received from the Participants in
accordance with the terms of the Bond Purchase and Loan Agreement. The
obligation of the County to pay the Roanoke County Portion of Support will be
subject to the Board of Supervisors of the County making annual
appropriations for such purpose. The amount of the Roanoke County Portion
of Support designated for support of the principal amount of the Authority
Revenue Bond shall not exceed $5,000,000. The Board of Supervisors on
behalf of the County will forth in the Support Agreement its moral obligation
toward the payment of the Roanoke County Portion of Support. If the Board
of Supervisors exercises its right not to appropriate money for rent payments
due under the Lease Agreement in the amount of the Roanoke County
Portion of Support, the bondholder may terminate the Lease Agreement or
otherwise exclude the County from possession of the Leased Property. The
issuance of the Authority Revenue Bond on the terms set forth in the Bond
Purchase and Loan Agreement is hereby approved.
2. The Board of Supervisors hereby approves, acknowledges and consents to,
as appropriate, the Documents in substantially the forms submitted to this
meeting with such completions, omissions, modifications, insertions and
changes as may be approved by the Chairman or Vice Chairman of the Board
Page 4 of 6
of Supervisors or the County Administrator, whose execution thereof shall be
conclusive evidence of such approval, acknowledgement and consent. The
final terms and interest rate of the Authority Revenue Bond in a maximum
principal amount of $10,000,000 will be approved as authorized by the
Authority.
3. Any authorization herein to execute a document shall include authorization to
deliver it to the other parties thereto and to record such document where
appropriate.
4. The Board of Supervisors finds and determines that the Project is in
furtherance of lawful purpose and objectives and will be in the public interest,
will benefit the citizens of the County, will increase commerce and will
promote the safety, health, welfare, convenience and prosperity of the County
and its citizens.
5. The Chairman or Vice Chairman of the Board of Supervisors, or either of
them, and the County Administrator and Clerk of the Board of Supervisors are
each hereby authorized and directed to execute the Documents as described
above and such other instruments, agreements and documents as are
necessary to issue the Authority Revenue Bond, to lease the Leased Property
and to create and perfect a complete assignment of the rents and revenues
due or to become due in favor of the Bank in accordance with the Support
Agreement and the Lease Agreement. The officers, employees and
representatives of the County are authorized and directed to work with
representatives of the Authority, the Bank, the Authority's financial advisor,
the Authority's bond counsel and representatives of the other Participants to
take such actions, authorize such services and prepare all documentation
(including but not limited to fulfilling Bank title search and other requirements
related to the Leased Property) necessary to issue the Authority Revenue
Bond in accordance with the Documents and to otherwise carry out the intent
of this Ordinance.
6. All other acts of the officers, employees, agents and representatives of the
County that are in conformity with the purposes and intent of this Ordinance
and in furtherance of the issuance and sale of the Authority Revenue Bond,
the leasing of the Leased Property, the execution and delivery of the
Documents and the undertaking of the Project are hereby approved, ratified
and confirmed.
7. Nothing in this Ordinance, the Authority Revenue Bond or any documents
executed or delivered in relation thereto shall constitute a debt or a pledge of
the faith and credit of the County, and the County shall not be obligated to
make any payments under or in relation to the Documents except from
payments made by or on behalf of the County under the Lease Agreement
pursuant to annual appropriation thereof in accordance with applicable law.
Page 5 of 6
The Board of Supervisors, while recognizing that it is not empowered to make
any binding commitment to make appropriations beyond the current fiscal
year, hereby states its intent to make annual appropriations in future fiscal
years in amounts sufficient to pay the Roanoke County Portion of Support
and hereby recommends that future Boards of Supervisors do likewise during
the term of the Authority Revenue Bond.
8. This Ordinance shall take effect immediately.
Page 6 of 6
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:
AGENDA ITEM:
SUBMITTED BY:
APPROVED BY:
ISSUE:
September 27, 2016
Ordinances authorizing the granting of two, public, variable -
width, drainage easements by John F. Daugherty, Norma K
Goff (Tax Map No. 076.20-05-41) and Barbara R. Hanby
(Tax Map No. 076.20-05-40) to the Board of Supervisors of
Roanoke County for the purpose of facilitating storm water
management in the vicinity of Luwana Drive, Windsor Hills
Magisterial District
Tarek Moneir
Deputy Director of Development
Thomas C. Gates
County Administrator
Ordinance authorizing the granting of two, public, variable -width, drainage easements
by John F. Daugherty, Norma K Goff (Tax Map No. 076.20-05-41) and Barbara R.
Hanby (Tax Map No. 076.20-05-40) to the Board of Supervisors of Roanoke County for
the purpose of facilitating storm water management in the vicinity of Luwana Drive in the
Windsor Hills Magisterial District.
BACKGROUND:
Roanoke County is requesting two, public, variable -width, drainage easements to
facilitate a stormwater management project along Luwana Drive in the Nottingham Hills
Subdivision. A corrugated metal pipe installed approximately 47 years ago is currently
failing and needs to be replaced.
DISCUSSION:
The County plans to replace approximately 114 feet of 15 inch corrugated metal pipe
with 114 feet of reinforced concrete pipe and plans to provide erosion protection at the
outfall of the new pipe.
Page 1 of 2
The public drainage easement lies across two properties: one property is owned by
Daugherty and Goff adjacent to Luwana Drive more specifically identified on Tax Map
No. 076.20-05-41, containing 498 square feet and shown on Attachment "A"; and the
other property is owned by Hanby, adjacent to Luwana Drive, specifically identified on
Tax Map No. 076.20-05-40, containing 242 square feet shown on Attachment "B".
There have been no changes since the first reading held on September 13, 2016.
FISCAL IMPACT:
There is no fiscal impacting in obtaining these two easements.
STAFF RECOMMENDATION:
Staff recommends approval of the attached two ordinances.
Page 2 of 2
Exemption claimed: Roanoke County is exempted from
recordation taxes and fees pursuant to
Section 17.1-266, Code of Virginia
Prepared by: County Attorney's Office
Tax Map Nos.: 076.20-05-41
THIS DEED OF EASEMENT made this day of
2016, by and between JOHN F. DAUGHERTY and NORMA K.
GOFF, Grantors, and the BOARD OF SUPERVISORS OF ROANOKE COUNTY,
VIRGINIA, a political subdivision of the Commonwealth of Virginia, Grantee.
WITNESSETH:
That for and in consideration of the sum of Ten Dollars ($10.00), paid in hand at
and with the execution and delivery of this Deed, and other good and valuable
consideration, the receipt, adequacy and sufficiency of which is hereby acknowledged,
the Grantor does hereby GRANT and CONVEY unto the Grantee, its successors and
assigns, the following described real estate for drainage purposes:
A perpetual RIGHT of EASEMENT, containing 498 square feet, to
construct, install, improve, operate, inspect, use, maintain, and repair or
replace a variable -width DRAINAGE EASEMENT, together with related
improvements, including slope(s), if applicable, together with the right of
ingress and egress thereto from a public road, upon, over, under, and
across a tract or parcel of land belonging to Grantor, shown upon the Plat
entitled "Easement Plat Showing New Public Storm Drain Easement
situate 5201 Luwana Drive, Lot 9, Block 4, Section 1" dated 8 July 2016
and prepared by Caldwell White Associates, P.C., said parcel designated
on the Roanoke County Land Records as Tax Map Number 076.20-05-41.
The location of said easement is more particularly described on the Plat
attached hereto as "Exhibit A" and by reference incorporated herein.
The "Variable -Width Drainage Easement" containing 498 square feet being for
the installation and maintenance of a new drainage easement and to allow for
Page 1 of 4
necessary grading and storage during any phase of construction, reconstruction, repair
or replacements of the improvements to the drainage system, the location of which is
set forth on the Plat. The Grantee agrees to restore and repair any actual damage to
Grantor's property that may be directly caused by the construction, reconstruction, or
maintenance of said project except as hereinafter provided. The Grantor agrees that
the Grantee will not be expected to restore the property to the identical original
condition, but rather as near thereto as is practicable, and that the Grantor will
cooperate with the Grantee in effectuating such restoration.
It is expressly agreed between the parties hereto that the Grantee and its agents
have the right to inspect the easement herein granted and to cut, clear, and remove all
trees, shrubbery, undergrowth, obstructions, or improvements lying within, upon, or
adjacent to said easement that in any way endanger or interfere with the proper use of
the same. The Grantor covenants that no building or structure shall be erected upon or
within the easement herein granted or placed in such location as to render said
easement inaccessible. In the event that this covenant is violated, the Grantee shall not
be obligated to repair, replace, or otherwise be responsible for such improvements if
damaged or removed.
The Grantor acknowledges that the plans for the aforesaid project as they affect
Grantor's property have been fully explained to Grantor or Grantor's authorized
representative. The fixtures, facilities, lines, utilities, and any other improvements
placed upon, under, or across the easement by the Grantee shall remain the property of
the Grantee. The easement herein granted is in addition to, and not in lieu of, any
easement or right-of-way now in existence or which may be acquired in the future.
Page 2 of 4
The Grantor covenants and agrees for itself, and for its successors and assigns
that the consideration aforementioned and the covenants herein shall be in lieu of any
and all claims to compensation and damages by reason of the location, construction,
operation, maintenance, or reconstruction of or within the easement area.
The grant and provision of this Deed of Easement shall constitute a covenant
running with the land for the benefit of the Grantee, its successors and assigns forever.
To have and to hold unto the Grantee, its successors and assigns forever.
Thomas C. Gates, County Administrator of Roanoke County, Virginia, hereby
joins in the execution of this instrument to signify the acceptance by said Board of
Supervisors of the interest in the real estate conveyed herein pursuant to Ordinance No.
adopted by the Board of Supervisors of Roanoke County, Virginia, on the
day of September 2016.
Approved as to form:
Mary Beth Nash
Senior Assistant County Attorney
Page 3 of 4
WITNESS the following signatures and seals:
JOHN F. DAUGHERTY
NORMA K. GOFF
BOARD OF SUPERVISORS OF
ROANOKE COUNTY, VIRGINIA
Thomas C. Gates, County Administrator
Commonwealth of Virginia
County/City of Roanoke, to -wit:
(SEAL)
(SEAL)
(SEAL)
The foregoing instrument was acknowledged before me this day of
2016, by John F. Daugherty and Norma K. Goff,
Grantors.
Notary Public
My commission expires:
Commonwealth of Virginia
County of Roanoke, to -wit:
The foregoing instrument was acknowledged before me this day of
, 2016, by Thomas C. Gates, County Administrator, on behalf of the
Board of Supervisors of Roanoke County, Grantee.
My commission expires:
Notary Public
Page 4 of 4
Exemption claimed: Roanoke County is exempted from
recordation taxes and fees pursuant to
Section 17.1-266, Code of Virginia
Prepared by: County Attorney's Office
Tax Map Nos.: 076.20-05-40
THIS DEED OF EASEMENT made this day of
2016, by and between BARBARA R. HANBY, Grantor, and the
BOARD OF SUPERVISORS OF ROANOKE COUNTY, VIRGINIA, a political
subdivision of the Commonwealth of Virginia, Grantee.
WITNESSETH:
That for and in consideration of the sum of Ten Dollars ($10.00), paid in hand at
and with the execution and delivery of this Deed, and other good and valuable
consideration, the receipt, adequacy and sufficiency of which is hereby acknowledged,
the Grantor does hereby GRANT and CONVEY unto the Grantee, its successors and
assigns, the following described real estate for drainage purposes:
A perpetual RIGHT of EASEMENT, containing 242 square feet, to
construct, install, improve, operate, inspect, use, maintain, and repair or
replace a variable -width DRAINAGE EASEMENT, together with related
improvements, including slope(s), if applicable, together with the right of
ingress and egress thereto from a public road, upon, over, under, and
across a tract or parcel of land belonging to Grantor, shown upon the Plat
entitled "Easement Plat Showing New Public Storm Drain Easement
situate 5202 Luwana Drive, Lot 8, Block 4, Section 1" dated 8 July 2016
and prepared by Caldwell White Associates, P.C., said parcel designated
on the Roanoke County Land Records as Tax Map Number 076.20-05-40.
The location of said easement is more particularly described on the Plat
attached hereto as "Exhibit A" and by reference incorporated herein.
The "Variable -Width Drainage Easement" containing 242 square feet being for
the installation and maintenance of a new drainage easement and to allow for
Page 1 of 4
necessary grading and storage during any phase of construction, reconstruction, repair
or replacements of the improvements to the drainage system, the location of which is
set forth on the Plat. The Grantee agrees to restore and repair any actual damage to
Grantor's property that may be directly caused by the construction, reconstruction, or
maintenance of said project except as hereinafter provided. The Grantor agrees that
the Grantee will not be expected to restore the property to the identical original
condition, but rather as near thereto as is practicable, and that the Grantor will
cooperate with the Grantee in effectuating such restoration.
It is expressly agreed between the parties hereto that the Grantee and its agents
have the right to inspect the easement herein granted and to cut, clear, and remove all
trees, shrubbery, undergrowth, obstructions, or improvements lying within, upon, or
adjacent to said easement that in any way endanger or interfere with the proper use of
the same. The Grantor covenants that no building or structure shall be erected upon or
within the easement herein granted or placed in such location as to render said
easement inaccessible. In the event that this covenant is violated, the Grantee shall not
be obligated to repair, replace, or otherwise be responsible for such improvements if
damaged or removed.
The Grantor acknowledges that the plans for the aforesaid project as they affect
Grantor's property have been fully explained to Grantor or Grantor's authorized
representative. The fixtures, facilities, lines, utilities, and any other improvements
placed upon, under, or across the easement by the Grantee shall remain the property of
the Grantee. The easement herein granted is in addition to, and not in lieu of, any
easement or right-of-way now in existence or which may be acquired in the future.
Page 2 of 4
The Grantor covenants and agrees for itself, and for its successors and assigns
that the consideration aforementioned and the covenants herein shall be in lieu of any
and all claims to compensation and damages by reason of the location, construction,
operation, maintenance, or reconstruction of or within the easement area.
The grant and provision of this Deed of Easement shall constitute a covenant
running with the land for the benefit of the Grantee, its successors and assigns forever.
To have and to hold unto the Grantee, its successors and assigns forever.
Thomas C. Gates, County Administrator of Roanoke County, Virginia, hereby
joins in the execution of this instrument to signify the acceptance by said Board of
Supervisors of the interest in the real estate conveyed herein pursuant to Ordinance No.
adopted by the Board of Supervisors of Roanoke County, Virginia, on the
day of September 2016.
Approved as to form:
Mary Beth Nash
Senior Assistant County Attorney
Page 3 of 4
WITNESS the following signatures and seals:
:7_1:7:7_1:7_\:a:/_1hilI11YA
Commonwealth of Virginia
County/City of Roanoke, to -wit:
The foregoing instrument was acknowledged before me this
, 2016, by Barbara R. Hanby, Grantor.
Notary Public
My commission expires:
BOARD OF SUPERVISORS OF
ROANOKE COUNTY, VIRGINIA
In
Commonwealth of Virginia
County of Roanoke, to -wit:
Thomas C. Gates, County Administrator
(SEAL)
day of
(SEAL)
The foregoing instrument was acknowledged before me this day of
, 2016, by Thomas C. Gates, County Administrator, on behalf of the
Board of Supervisors of Roanoke County, Grantee.
My commission expires:
Notary Public
Page 4 of 4
AT A REGULAR MEETING OF THE BOARD OF SUPERVISORS OF ROANOKE
COUNTY, VIRGINIA, HELD AT THE ROANOKE COUNTY ADMINISTRATION
CENTER ON TUESDAY, SEPTEMBER 27, 2016
ORDINANCE AUTHORIZING THE GRANTING OF A NEW PUBLIC
VARIABLE -WIDTH DRAINAGE EASEMENT BY JOHN F. DAUGHERTY
AND NORMA K. GOFF TO THE BOARD OF SUPERVISORS OF
ROANOKE COUNTY ON PROPERTY OWNED BY JOHN F.
DAUGHERTY AND NORMA K. GOFF (TAX MAP NO. 076.20-05-41)
FOR THE PURPOSE OF FACILITATING STORM WATER
MANAGEMENT, WINDSOR HILLS MAGISTERIAL DISTRICT
WHEREAS, Roanoke County has requested that John F. Daugherty and Norma
K. Goff ("Owners") grant the County a new variable -width public drainage easement
measuring 498 square feet across Owner's County property (Tax Map No. 076.20-05-
41) said new drainage easement to adjoin an culvert easement currently located on the
same parcel; and
WHEREAS, the new public variable -width drainage easement will facilitate storm
water management along Luwana Drive in the Nottingham Hills development, which is a
residential area; and
WHEREAS, Section 18.04 of the Roanoke County Charter directs that the
acquisition and conveyance of real estate interests be accomplished by ordinance; the
first reading of this ordinance was held on September 13, 2016, and the second reading
and public hearing was held on September 27, 2016.
NOW, THEREFORE, BE IT ORDAINED by the Board of Supervisors of Roanoke
County, Virginia, as follows:
1. That the County shall acquire a new variable -width public drainage
easement across property belonging to Owners, adjacent to Luwana Drive, more
specifically identified on Tax Map No. 076.20-05-41, containing 498 square feet and
Page 1 of 2
shown on the attached plat prepared by Caldwell White Associates, dated July 8, 2016,
and such conveyance is hereby authorized and approved.
2. That the County Administrator, or any Assistant County Administrators,
either of whom may act, are authorized to execute, deliver and record the deeds, and
any other documents on behalf of the County and to take all such further action as any
of them may deem necessary or desirable in connection with this project. The form of
the deed 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.
3. That this ordinance shall be effective from and after the date of its
adoption.
Page 2 of 2
_ TAX #076.20-05-22
LOT 9, BLK 10, SEC 3 I
NOTTINGHAM HILLS
L=65.24'
Ch=N.42'22'45"W
d=60.71'
I
0
54 1',
.P
w
w_
W
NEW VARIABLE
WIDTH D.E. (498 SF,
LAlI 1. IJ JLTv Ll\
& DRAIN EASE.
TAX #076.20-05-40
LOT 8, BLK 4, SEC 1
NOTTINGHAM HILLS
701
NOTES:
1. REFERENCE: NOTTINGHAM HILLS, SECTION 1, RECORDED IN P.B. 6, Pg. 54
2. THIS PLAT IS BASED ON A CURRENT FIELD SURVEY.
3. THE SUBJECT PROPERTY LIES WITHIN ZONE "X" AS SHOWN ON THE FEMA
FLOOD INSURANCE RATE MAP PANEL NO. 51161 CO232 G, DATED SEPT 28, 2007.
LTH OF Dr
FRANK B. CALDWELL,III
LIC. NO. 9184
7 AL
�OjONAL �Cs�
DATE: 10/08/15
REVISED: 7/07/16
W.O.: 15-0062
N.B.: RkeCo #9
SCALE: 1"= 40'
CALC:
J.V.J.
S-;7'9'45'30- E.
.79'45'3p"E.
J.V.J.
1=0. pp'_
J.V.J.
PROPERTY OF
11
JOHN F. DAUGHERTY
TAX #076.20-05-42
LOT 10, BLK 4, SEC 1 o
NORMA K. GOFF
NOTTINGHAM HILLS N
LOT 9, BLOCK 4, SECTION
NOTTINGHAM HILLS P.B. 6, PG
W'
D.B. 1598, PG. 605
o
TAX #076.20-05-41
L=65.24'
Ch=N.42'22'45"W
d=60.71'
I
0
54 1',
.P
w
w_
W
NEW VARIABLE
WIDTH D.E. (498 SF,
LAlI 1. IJ JLTv Ll\
& DRAIN EASE.
TAX #076.20-05-40
LOT 8, BLK 4, SEC 1
NOTTINGHAM HILLS
701
NOTES:
1. REFERENCE: NOTTINGHAM HILLS, SECTION 1, RECORDED IN P.B. 6, Pg. 54
2. THIS PLAT IS BASED ON A CURRENT FIELD SURVEY.
3. THE SUBJECT PROPERTY LIES WITHIN ZONE "X" AS SHOWN ON THE FEMA
FLOOD INSURANCE RATE MAP PANEL NO. 51161 CO232 G, DATED SEPT 28, 2007.
LTH OF Dr
FRANK B. CALDWELL,III
LIC. NO. 9184
7 AL
�OjONAL �Cs�
DATE: 10/08/15
REVISED: 7/07/16
W.O.: 15-0062
N.B.: RkeCo #9
SCALE: 1"= 40'
CALC:
J.V.J.
DRAWN:
J.V.J.
CLOSED:
J.V.J.
CHECKED:
F.B.C.
TAX #076.20-05-23.1
S.85 00'00"W.
15.50'
9.25'
EASEMENT PLAT
FOR
COUNTY OF ROANOKE
SHOWING NEW PUBLIC STORM DRAIN EASEMENT
SITUATE 5201 LUWANA DRIVE
LOT 9, BLOCK 4, SECTION 1
NOTTINGHAM HILLS, P.B. 6, PG. 54
COUNTY OF ROANOKE, VA.
III
CALDWELL WHITE ASSOCIATES
ENGINEERS / SURVEYORS / PLANNERS
4203 MELROSE AVENUE, NW
P.O. BOX 6260
ROANOKE, VIRGINIA 24017
(540) 366-3400 FAX: (540) 366-8702
AT A REGULAR MEETING OF THE BOARD OF SUPERVISORS OF ROANOKE
COUNTY, VIRGINIA, HELD AT THE ROANOKE COUNTY ADMINISTRATION
CENTER ON TUESDAY, SEPTEMBER 27, 2016
ORDINANCE AUTHORIZING THE GRANTING OF A NEW PUBLIC
VARIABLE -WIDTH DRAINAGE EASEMENT BY BARBARA R. HANBY
TO THE BOARD OF SUPERVISORS OF ROANOKE COUNTY ON
PROPERTY OWNED BY BARBARA R. HANBY (TAX MAP NO. 076.20-
05-40) FOR THE PURPOSE OF FACILITATING STORM WATER
MANAGEMENT, WINDSOR HILLS MAGISTERIAL DISTRICT
WHEREAS, the Roanoke County has requested that Barbara R. Hanby
("Hanby") grant the County a new variable -width public drainage easement measuring
242 square feet across Owner's County property (Tax Map No. 076.20-05-40) said new
drainage easement to adjoin an culvert easement currently located on the same parcel;
and
WHEREAS, the new public variable -width drainage easement will facilitate storm
water management along Luwana Drive in the Nottingham Hills development, which is a
residential area; and
WHEREAS, Section 18.04 of the Roanoke County Charter directs that the
acquisition and conveyance of real estate interests be accomplished by ordinance; the
first reading of this ordinance was held on September 13, 2016, and the second reading
and public hearing was held on September 27, 2016.
NOW, THEREFORE, BE IT ORDAINED by the Board of Supervisors of Roanoke
County, Virginia, as follows:
1. That the County shall acquire a new variable -width public drainage
easement across property belonging to Hanby, adjacent to Luwana Drive, more
specifically identified on Tax Map No. 076.20-05-40, containing 242 square feet and
Page 1 of 2
shown on the attached plat prepared by Caldwell White Associates, dated July 7, 2016,
and such conveyance is hereby authorized and approved.
2. That the County Administrator, or any Assistant County Administrators,
either of whom may act, are authorized to execute, deliver and record the deeds, and
any other documents on behalf of the County and to take all such further action as any
of them may deem necessary or desirable in connection with this project. The form of
the deed 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.
3. That this ordinance shall be effective from and after the date of its
adoption.
Page 2 of 2
TAX #076.20-05-41
LOT 9, BLK 4, SEC 1
NOTTINGHAM HILLS
L0 WAN
AVEArc=
J.V.J.
DRQ
kA=
CLOSED:
J.V.J.
CHECKED:
18.59
R=50.00'L=65.45'
Ch=N.3230'E.
d=60.88'
11.06'
TAX #076.20-05-39
LOT 7, BLK 4, SEC 1
NOTTINGHAM HILLS
—EXIST. 15' SEWER
& DRAIN EASE. _
N.85'00'00"E. 110.00'
Ex. Easement Area=827 SF
N—NEW VAR/ABLE
WID TH D.E. (2 42 SF)
N. 724120"E.
50.00'
OUSE #5202
PROPERTY OF
BARBARA R. HANBY
LOT 8, BLOCK 4, SECTION 1
NOTTINGHAM HILLS P.B. 6, PG. 54
INSTRUMENT No. 200207136
TAX #076.20-05-41
TAX #076.20-05-26
LOT 1 A-1
WALNUT RIDGE
NOTES:
1. REFERENCE: NOTTINGHAM HILLS, SECTION 1, RECORDED IN P.B. 6, Pg. 54
2. THIS PLAT IS BASED ON A CURRENT FIELD SURVEY.
3. THE SUBJECT PROPERTY LIES WITHIN ZONE "X" AS SHOWN ON THE FEMA
FLOOD INSURANCE RATE MAP PANEL NO. 51161 CO232 G, DATED SEPT 28, 2007.
LTH OF Dr
FRANK B. CALDWELL,III
LIC. NO. 9184
7 AL
�OjONAL �Cs�
DATE: 07/07/16
W.O.: 15-0062
N.B.: RkeCo #9
SCALE: 1"= 40'
CALC:
J.V.J.
DRAWN:
J.V.J.
CLOSED:
J.V.J.
CHECKED:
F.B.C.
1
1
m
m
m
TAX #076.20-05-24
EASEMENT PLAT
FOR
COUNTY OF ROANOKE
SHOWING NEW PUBLIC STORM DRAIN EASEMENT
SITUATE 5202 LUWANA DRIVE
LOT 8, BLOCK 4, SECTION 1
NOTTINGHAM HILLS, P.B. 6, PG. 54
COUNTY OF ROANOKE, VA.
III
CALDWELL WHITE ASSOCIATES
ENGINEERS / SURVEYORS / PLANNERS
4203 MELROSE AVENUE, NW
P.O. BOX 6260
ROANOKE, VIRGINIA 24017
(540) 366-3400 FAX: (540) 366-8702
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:
AGENDA ITEM:
SUBMITTED BY:
APPROVED BY:
ISSUE:
All open appointments.
BACKGROUND:
September 27, 2016
Appointments to Committees, Commissions and Boards
Deborah Jacks
Chief Deputy Clerk to the Board of Supervisors
Thomas C. Gates
County Administrator
1. Board of Zoning Appeals (appointed by District)
The Windsor Hills Magisterial District representative has passed away. Mr. Karr's
five (5) -year term expires June 30, 2016.
2. Budget and Fiscal Affairs Committee (BFAC) (appointed by District and At -
Large)
The Budget and Fiscal Affairs Committee shall be comprised of eleven (11)
members with each Board Supervisor having an appointment, five members
appointed jointly by the Board of Supervisors, and one ex officio appointment
representing County Administration. Mr. Gates is currently working with the Board
on recommendations to this committee.
3. Clean Valley Council (At Large)
Adam Cohen has resigned his appointment to the Clean Valley Counsel. His three-
year term expired June 30, 2015.
Page 1 of 2
4. Economic Development Authority (EDA) (appointed by District)
The following four-year term expired on September 26, 2015:
a) Greg Apostolou, representing the Hollins Magisterial District is eligible for
reappointment
DISCUSSION:
There is no discussion associated with this agenda item.
FISCAL IMPACT:
There is no fiscal impact associated with this agenda item.
STAFF RECOMMENDATION:
There is no staff recommendation associated with this agenda item.
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, SEPTEMBER 27, 2016
RESOLUTION APPROVING AND CONCURRING IN CERTAIN ITEMS SET
FORTH ON THE BOARD OF SUPERVISORS AGENDA FOR THIS DATE
DESIGNATED AS ITEM I- 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 September
27, 2016, designated as Item I - Consent Agenda be, and hereby is, approved and
concurred in as to each item separately set forth in said section designated Items 1
through 3 inclusive, as follows:
1. Resolution expressing the appreciation of the Board of Supervisors of Roanoke
County to Steven R. Martin, Deputy Sheriff (Civil Division -Sheriff's Office), upon his
retirement after more than 29 years of service
2. Request to accept and allocate grant funds in the amount of $278,950 from the
Department of Environmental Quality (DEQ) for the design and construction of the
Murray Run Stream Restoration Project
3. Request to accept and appropriate three (3) Division of Motor Vehicle Grants in the
amount of $127,375
Page 1 of 1
ACTION NO.
ITEM NO. 1.2
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:
ISSUE:
September 27, 2016
Resolution expressing the appreciation of the Board of
Supervisors of Roanoke County to Steven R. Martin, Deputy
Sheriff (Civil Division -Sheriff's Office), upon his retirement
after more than 29 years of service
Deborah Jacks
Chief Deputy Clerk to the Board of Supervisors
Thomas C. Gates
County Administrator
Recognition of Steven R. Martin
BACKGROUND:
Steven R. Martin, Deputy Sheriff (Civil Division - Sheriff's Office, retired on September
1, 2016, after 29 years and 9 months of service with Roanoke County.
Mr. Martin is unable to attend the meeting and his resolution and quilt will be mailed to
his home.
DISCUSSION:
There is no discussion associated with this agenda item.
FISCAL IMPACT:
There is no fiscal impact associated with this agenda item.
STAFF RECOMMENDATION:
Staff recommends approval 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 SEPTEMBER 27, 2016
RESOLUTION EXPRESSING THE APPRECIATION OF THE BOARD OF
SUPERVISORS OF ROANOKE COUNTY TO STEVEN R. MARTIN,
DEPUTY SHERIFF, UPON HIS RETIREMENT AFTER MORE THAN
TWENTY-NINE YEARS OF SERVICE
WHEREAS, Steven R. Martin was employed by Roanoke County on December 13,
1986; and
WHEREAS, Mr. Martin retired on September 1, 2016, after twenty-nine years and
nine months of devoted, faithful and expert service to Roanoke County; and
WHEREAS, Mr. Martin served as a deputy sheriff, during his tenure with Roanoke
County and has served with professionalism and dedication in providing services to the
citizens of Roanoke County; and
WHEREAS, during Mr. Martin's time serving the citizens of Roanoke County, he did
so with exceptional dedication and determination to ensure that he provided the highest
level of service possible. Mr. Martin was known for his pleasant nature towards the public
as he worked as a bailiff in the Roanoke County General District Court. It was not
uncommon for him to purchase Special Olympics candy bars for children entering the
courthouse or obtaining a bus pass for a citizen in need of a ride. He was extremely
devoted to his family and neighbors alike, frequently completing chores like mowing their
lawns or snow blowing their driveways and sidewalks. Mr. Martin had a way to bring a
smile to the public's face with just his everyday pleasant attitude and genuine concern for
their well-being. Mr. Martin will be missed by his colleagues and leaves behind a
magnificent legacy of well-deserved respect and outstanding service.
NOW, THEREFORE, BE IT RESOLVED that the Board of Supervisors of Roanoke
Page 1 of 2
County expresses its deepest appreciation and the appreciation of the citizens of Roanoke
County to STEVE R. MARTIN for more than twenty-nine of capable, loyal and dedicated
service to Roanoke County; and
FURTHER, the Board of Supervisors does express its best wishes for a happy and
productive retirement.
Page 2 of 2
ACTION NO.
ITEM NO. 1.3
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:
September 27, 2016
Request to accept and allocate grant funds in the amount of
$278,950 from the Virginia Department of Environmental
Quality (DEQ) for the design and construction of the Murray
Run Stream Restoration Project
Tarek Moneir
Deputy Director of Development
APPROVED BY: Thomas C. Gates
County Administrator
ISSUE:
A request to accept and allocate grant funds in the amount of $278,950 from the
Virginia Department of Environmental Quality as reimbursement of County expenses for
the Murray Run Stream Restoration Project.
BACKGROUND:
On May 12, 2015, the Board of Supervisors approved a Comprehensive Agreement
with HHHunt for the design and construction of the Murray Run Stream Restoration
Project.
The agreement stipulates 50% of the project costs are to be funded through grant
proceeds received from the State Department of Environmental Quality. The remaining
50% of project costs (the local match requirement) is to be through and agreement with
HHHunt. The Board of Supervisors accepted and appropriated funding from HHHunt
for its portion of the project during its May 12, 2015 meeting.
DISCUSSION:
The Murray Run Stream Restoration Project has been completed and funding from
DEQ for their portion of the projects expense has been received. This action authorizes
the acceptance and allocation of $278,950.
Page 1 of 2
FISCAL IMPACT:
Total project costs totaled $557,900. State grant funds awarded by DEQ total $278,950.
The local match was provided by the private provider (HHHunt) and previously
appropriated on May 12, 2015. No County funds were expended for the project.
STAFF RECOMMENDATION:
Staff recommends the acceptance and allocation of grant funds to the Community
Development Department from the Virginia Department of Environmental Quality in the
amount of $278,950 for the Murray Run Restoration Project.
Page 2 of 2
ACTION NO.
ITEM NO. 1.4
AT A REGULAR MEETING OF THE BOARD OF SUPERVISORS OF ROANOKE
COUNTY, VIRGINIA HELD AT THE ROANOKE COUNTY ADMINISTRATION CENTER
MEETING DATE:
AGENDA ITEM:
September 27, 2016
Request to accept and allocate grant funds from the Division
of Motor Vehicle for the Selective Enforcement Grants in the
amount of $191,062.50
SUBMITTED BY: Howard Hall
Chief of Police
APPROVED BY: Thomas C. Gates
County Administrator
ISSUE:
Acceptance and allocation of grants totaling $191,062.50 from the Division of Motor
Vehicles for traffic enforcement and training.
BACKGROUND:
The Virginia Highway Safety Office, part of the Virginia Department of Motor Vehicles,
oversees the funding and coordination of various highway safety grant programs.
These programs are designed to improve the safety of motorists by focusing on a
variety of factors that contribute to motorist injury. The Roanoke County Police
Department has been awarded Selective Enforcement Grants as part of the ongoing
initiative to reduce traffic fatalities in the Commonwealth of Virginia.
The Roanoke County Police Department has received grants from the Division of Motor
Vehicles for approximately 25 years. The Police Department uses these grants to
reduce alcohol related fatalities and serious injuries in traffic crashes, increase occupant
protection through the use of seat belts, and to provide additional speed enforcement on
Interstate 81 and 581.
DISCUSSION:
The Division of Motor Vehicles awarded to the Roanoke County Police Department the
following grants:
Page 1 of 2
1. Selective Enforcement Grant in the amount of $125,250 to reduce alcohol related
fatalities and serious injuries in traffic crashes.
2. Selective Enforcement Grant in the amount of $21,937.50 to increase vehicle
occupant protection.
3. Selective Enforcement Grant in the amount of $43,875 to provide for additional
speed enforcement including $5,850 in funding which must be utilized for speed
enforcement efforts on Interstate 81 and 581
Grant funds will be used for the personnel, training and equipment costs associated with
each grant program.
FISCAL IMPACT:
Awarded federal grant funds total $191,062.50 which includes a required local match of
$63,687.50. The County will meet the local match through operational funds budgeted
for fuel and vehicle maintenance in the fiscal year 2016-2017 Police Department
budget.
STAFF RECOMMENDATION:
Staff recommends accepting and allocating grant funds in the amount of $191,062.50
from the Division of Motor Vehicles for the Selective Enforcement Grant.
Page 2 of 2
GRANT PROCESSING REQUEST FOR
Department of Finance
DATE:
8119116
DEPARTMENT:
Police
GRANT PROGRAM:
Selective Enforcement- Alcohol
GRANTING AGENCY:
AGENCY CONTACT:
AGENCY PHONE NO:
Department of Motor Vehicles
Steve Williams
540-632-3042
EXAMPLE OF NUMBER
IF FEDERAL GRANT... CFDA # 154AL-2017-57031-6680
Dept: Department of Education
(Agency No.) 84.XXX (Grant Program No.)
PROGRAM TITLE:
Selective Enforcement- Alcohol
FUNDING REQUEST:
FEDERAL
STATE
LOCAL MATCH OTHER
TOTAL REQUEST
$83,500
$41750
$125,250
IF LOCAL MATCH IS REQUIRED, ARE FUNDS AVAILABLE IN DEPARTMENT BUDGET? YIN Y
ACCOUNT TO WHICH THE MATCH WILL BE CODED:
In -Kind- Fuel and Vehicle Maintenance
INDIRECT COSTS? YIN No
AMOUNT
REIMBURSEMENT GRANT? YIN Yes
FINANCIAL & PROGRESS REPORTS PREPARED BY:
REQUEST FOR FUNDS SUBMITTED BY:
X Department Finance
X Department Finance
PROJECT DIRECTOR:
Timothy L. Wyatt
PHONE:
FAX:
EMAIL:
540-777-8649
twyatt@roanokecountyva.gov
DEPT. DIRECTOR OR THEIR DESIGNEE SIGNATURE: DATE:
APPROVING SUB SON:
C' soy, J� Nn�/— I MA��zi'2Y atm A01
REVIEWED & APPROVED BY FINANCE: SIGNATURE: DATE:
REVIEWED & APPROVED BY COUNTY SIGNATURE: DATE:
ADMINISTRATION:
RR1 FAkxvi - C 0 MHIGHWAY SAFETY GRANT AGREEMENT
b'irginia Department of MMotor Vehicles
Post Office Box 27412
Richmond, Virginia 23269-0001
Purpose: Virginia's Highway Safety Program Subrecipients use this form to certify and assure that they will fully comply with
all terms of the Highway Safety Grant Agreement.
Instructions: Subrecipients must read the contract, complete all applicable information on the first and last page, initial the
subsequent pages, and return all pages to the Department of Motor Vehicles.
This Highway Safety Grant Agreement is entered into between the Virginia Department of Motor Vehicles (hereinafter
"Department"), 2300 West Broad Street, Richmond, Viroinia 23220, and the followina:
Subrecipient: Roanoke County
Federal Award Identification Number (FAIN):
18X9205464VA14
Project Title: Selective Enforcement - Alcohol
Project Number: 154AL-2017-57031-6680
CFDA#: 20.607
Grant Award Amount: $83,500.00
CFDA Name: Alcohol Open Container Requirements
Fcd ral Funds, Obllgate<t IM '` 0 0f)
Total al e d, rad Funds ObliV(3dl` B y.: ->::i ,00
Period of Performance:
Sounce of funds obligated to this award:
From October 1, 2016, or the date the Highway Safety Grant
U.S. Department of Transportation
Agreement is signed by the Director, Virginia Highway Safety Office
National Highway Traffic Safety Administration (NHTSA)
(whichever is later) through September 30, 2017. Allow 21 days for
the Department to complete its review and signature. FINAL
Date of Award Letter from NHTSA: September 30, 2016
VOUCHER IS DUE ON OR BEFORE NOVEMBER 5, 2017.
In performing its responsibilities under this Highway Safety Grant Agreement, the Subrecipient certifies and assures that it will fully
comply with the following:
• Applicable Department regulations and policies and State and Federal laws, regulations, and policies
• Statement of Work and Special Conditions and an Approved Budget, included with this Highway Safety Grant Agreement
• General Terms and Conditions, also included with this Highway Safety Grant Agreement
Subrecipient's signature below indicates that the Subrecipient has read, understands and agrees to fully comply with all terms and
conditions of this Highway Safety Grant Agreement without alteration. This Highway Safety Grant Agreement (hereinafter "Grant
Agreement"), consisting of this certification, the attached Statement of Work and Special Conditions, the attached General Terms
and Conditions, the attached Project Budget, the Subrecipient's proposal and the letter awarding the grant to the Subrecipient
constitutes the entire agreement between the Department and the Subrecipient, supersedes any prior oral or written agreement
between the parties and may not be modified except by written agreement as provided herein. Where any conflict arises between
terms, the following is the order of governance of one term over another: (1) applicable Department regulations and policies, except
where superseded by Federal laws, regulations, or policies; (2) applicable State laws, regulations, and policies, except where
superseded by Federal laws, regulations, or policies; (3) applicable Federal laws, regulations, and policies; (4) Statement of Work
and Special Conditions; (5) General Terms and Conditions; (6) Project Budget; (7) Subrecipient's proposal; and (8) grant award
letter. Subrecipient certifies that this grant does not include research and development.
SIGNATURES OF.AUTHORIZED APPROVING OFFICIALS
For Subrecipient:
Name and Title of Project Director (print)
Signature Date
Subrecipient's DUNS Number Q 6 2,35" 3410
0
Does your locality/legal entity expend $750,000 or more annually
in total federal funds? (check one) � Yes No
Name and Title of Authorized Approving Official (print)
Signature Date
For Virginia Department of Motor Vehicles:
John Saunders
Director, Virginia Highway Safety Office (print)
Signature
Date
TSS 012A -AL (07/01/2016)
Page 3
en
Subrecipient Name: K 0,440 " COJN Project #:
STATEMENT OF WORK AND SPECIAL CONDITIONS
1. Goals and Specific Program Elements. The goals and specific program elements of the subrecipient's proposal
are incorporated as the first item in this Statement of Work and Special Conditions.
a. List Specific Program Elements:
For October 1, 2016 through December 31, 2016
Estimated 600 number of overtime hours to be used
Estimated 10 number of checkpoints
Estimated O number of saturation/individual patrols
For January 1, 2017 through March 31, 2017
Estimated -300 number of overtime hours to be used
Estimated 6 number of checkpoints
Estimated 315
number of saturation/individual patrols
For April 1, 2017 through June 30, 2017
Estimated q#00 number of overtime hours to be used
Estimated 19 number of checkpoints
Estimated 30 number of saturation/individual patrols
For July 1, 2017 through September 30, 2017
Estimated120—number of overtime hours to be used
Estimated number of checkpoints
Estimated number of saturation/individual patrols
b. To conduct a minimum of checkpoints and/or saturation/individual patrols for (during) the Click It
or Ticket Mobilization period in May 2017.
c. To conduct a minimum of checkpoints and/or / saturation patrols for the mandatory Checkpoint
Strike Force Campaign.
d. To have = number of sworn officers attend number DMV approved traffic safety-related training
events (e.g. ACTS, NHTSA Safety Summit, Field Sobriety Testing).
e. Increase from number of radar units in active use from I to I I . (If approved, all units must be
ordered by December 31, 2016 and put in service by March 31, 2017).
f. Increase from number of breath testing units in active use from to (If approved, all units must
be ordered by December 31, 2016 and put in service by March 31, 2017).
Project Director
M
Initial
Date
TSS 012A -AL (07/01/2016)
Page 3A
Subrecipient Name: rr% /t1tJl , t1PV Project #; M Al,- PIT- 5_7631- go—_—_ -
2. The subrecipient must contribute to the overall State Highway Safety Plan goals:
STATEWIDE GOAL: Decrease alcohol impaired driving fatalities 4 percent from the 2014 calendar base
year of 214 to 205 by December 31, 2017.
AGENCY GOAL: J O 9.€
VC,9�
&aAe,01`
CotVvi^$
• Must participate in Checkpoint Strike Force (CPSF)/Drive Sober or Get Pulled Over (DSOGPO) activities.
• Subrecipients must submit Checkpoint Strike Force (CPSF)/Drive Sober or Get Pulled Over (DSOGPO)
selective enforcement data electronically through TREDS (Traffic Records Electronic Data System).
• BASED ON ALCOHOL-RELATED CRASH DATA (using crash data from VAHSO or other approved local
crash information):
percent of alcohol selective enforcement activities are to be conducted
between the hours of 0f; 0--(7` oo
with special emphasis on the following days of the week: SLjy Q1h 0/1J, Loeb riz:g 5,,+ j
The remaining aQ percent of selective enforcement hours may be scheduled during other DMV
approved identified high -crash time periods.
• Enforcement is to be conducted using data -identified problem locations.
• Grant -funded equipment must be ordered by December 31, 2016, and put in service by March 31, 2017
and documentation maintained concerning use.
• All subrecipients must submit a completed monitoring report (TSS 14-A) to their DMV Grant Monitor by
specific assigned dates.
• Subrecipients must attend all mandatory DMV grant -related trainings.
Zero tolerance (no warnings) for violators during grant -funded overtime.
Project Director Ti- " /, 5= /, g/,_
Initial Date
TSS 0128 (07/01/2016)
Page 4
Lel:11014011 M• l •
Purpose and Background. The Department is awarding this grant to support the implementation of
highway safety projects by State, local, non-profit, and higher education partnerships. Funds are
made available for projects that: (1) support statewide goals; (2) identify problems experienced by
High Emphasis Communities, which are jurisdictions with the highest crash severity problem; (3)
creatively incorporate alcohol awareness and occupant protection safety; (4) are innovative with
potential statewide application or ability to transfer to other jurisdictions; and (5) have statewide
significance and address the Federal program areas under Section 1906, Public Law 109-59 (Safe,
Accountable, Flexible, Efficient Transportation Equity Act: A Legacy for Users - SAFETEA-LU), as
amended by Section 4011, Public Law 114-94 (Fix America's Surface Transportation (FAST) Act).
2. Paid Media. Grants consisting of $100,000 or more in paid media funds will be required to perform
pre- and post -surveys during the Grant Period. The level of assessment is based on the cost of a
paid advertising campaign as follows:
a. Level 1, for a paid advertising campaign of up to $100,000:
At a minimum, an assessment must measure and document audience exposure to paid
advertised messages and the number of airings or print ads devoted to each announcement.
The size of the audience needs to be estimated using a source appropriate for the medium
used, such as Arbitron or Nielsen ratings for radio and TV. More specifically, all paid
advertising for which the State or Subrecipient used 154, 402 and 405 funds must include
documentation stating how many paid airings or print ads occurred and the size of the
audience reached. Include the number of free airings or print ads that occurred and the size
of the audience reached.
b. Level 2, for a paid advertising campaign greater than $100,000:
In addition to providing the above Level 1 documentation, a more extensive assessment is
required to measure target audience reaction. One or more of the activities in the following
list may be used to assess how the target audience's knowledge, attitude, or actions were
affected by the message(s):
➢ Mail surveys;
➢ Telephone surveys;
➢ Focus groups;
➢ Mall intercept interviews;
➢ Direct mailings;
➢ Call-in centers;
➢ Newspaper polls;
➢ Household interviews;
➢ Before and after approach, which compares system status before and after the
introduction of the message; and
➢ Control region approach, which relates one study site exposed to the message to a
similar site that is not exposed to the message.
3. Equipment. Costs for equipment are allowable under specified conditions. Costs for new and
replacement equipment with a useful life of more than one year and an acquisition cost of $5,000 or
more must be pre -approved before a Subrecipient purchases the equipment. Such approval shall be
obtained by the Department from the National Highway Traffic Safety Administration (NHTSA)
regional manager in writing, and Subrecipient will be notified by the Department when this approval
has been secured. Federal government requirements mandate that the Department maintain an
accurate accounting and inventory of all equipment purchased using Federal funds, and Subrecipient
shall comply with applicable reporting requirements that may be specified in the Highway Safety
Policy and Procedures Manual and amendments thereto.
Subrecipient must request advance, written approval from the Department to sell, transfer or dispose
of any and all non -expendable equipment purchased in whole or in part with the use of Federal
Project Director's Initials
TSS 0128 (07/01/2016)
Page 5
highway safety funds. Disposition of funds from the sale of equipment to another entity must be
agreed upon by the Department and the Subrecipient and approved by NHTSA and the Department.
In the event of a conflict between this section, 2 CFR Part 200 (Uniform Administrative Requirements,
Cost Principles, and Audit Requirements for Federal Awards) and 2 CFR Part 1201 (Department of
Transportation, Uniform Administrative Requirements, Cost Principles, and Audit Requirements for
Federal Awards -- referred to as the "Supercircular"), the provisions of the applicable CFR control,
except where inconsistent with statute.
4. Reports and Deliverables. Quarterly Progress and Monitor Reports shall be provided to the
Department by the dates indicated:
January 31, April 30, July 31, and November 5.
Each Progress and Monitor Report shall address the Subrecipient's progress in fulfilling items listed in
the Statement of Work and Special Conditions, including funded elements of the Subrecipient's
proposal. These reports should include the findings from the evaluation component of the proposal
and should indicate the criteria and methods by which the progress of the initiative has been
evaluated. The format for Progress and Monitor Reports will be provided to the Subrecipient, but, at
a minimum, will require an assessment of the program's plan with actual accomplishments during the
past quarter, partnership involvement and satisfaction, expected follow-up, changes/problems with
the plan and how they will be addressed, a financial summary of expenditures for the reporting period
and planned accomplishments during the next quarter. The final Progress and Monitor Report shall
include a comprehensive, detailed report of all grant activities conducted during the full grant
performance period, including a final summary of expenditures.
Monitoring. The Department shall, throughout the Grant Period under this Grant Agreement and any
extension of the program which is the subject of the Grant Agreement, monitor and evaluate the
events, activities and tasks performed in connection with the program to include financial feasibility
and progress of the grant and the Subrecipient's continuing fiscal responsibility and compliance with
applicable requirements and the terms and conditions of this Grant Agreement. Such monitoring and
evaluation shall not in any manner relieve or waive any obligations of Subrecipient under this Grant
Agreement or pursuant to applicable State and Federal law, regulations or rules. Any representation
to the contrary by the Subrecipient to any third party is strictly prohibited and may be grounds for the
termination of this Grant Agreement by the Department.
5. Audit. Subrecipients expending $750,000 or more in Federal awards (single or multiple awards) in
a year are required to obtain an annual audit in accordance with the Single Audit Act (Public Law
98-502) and subsequent amendments (refer to 2 CFR Part 200 and 2 CFR Part 1201), and the
American Institute of Certified Public Accountants' (AICPA) Statement on Auditing Standards
(SAS) 99, Consideration of Fraud in a Financial Statement Audit. The audit report must be
submitted to DMV by March 15. Subrecipients are encouraged to submit their audit report to the
Federal Audit Clearinghouse (FAC) at httR-//harvester.census.gov/sac/. Failure to meet the single
audit requirements could result in your entity having to repay grant monies and/or losing access to
future Federal funding.
The State auditor may conduct an audit or investigation of any entity receiving funds from the
Department, either directly under the Grant Agreement or indirectly through a subcontract under the
Grant Agreement. Acceptance of funds directly or indirectly under the Grant Agreement constitutes
acceptance of the authority of the State auditor to conduct an audit or investigation in connection with
those funds. In the event an audit reveals unallowable expenditures, the Subrecipient will be
responsible for repayment to the Department of such unallowable expenditures.
6. Closeout. Subrecipients are required to submit final requests for reimbursements and final Progress
Reports according to the schedule identified in this Grant Agreement. Requests for reimbursements
submitted after November 5 will be denied.
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Article 1. COMPLIANCE WITH LAWS
The Subrecipient shall comply with all Federal, State, and local laws, statutes, codes, ordinances, rules
and regulations, and the orders and decrees of any courts or administrative bodies or tribunals in any
matter affecting the performance of the Grant Agreement, including, without limitation, workers'
compensation laws, minimum and maximum salary and wage statutes and regulations, nondiscrimination
laws and regulations, and licensing laws and regulations. When required, the Subrecipient shall furnish
the Department with satisfactory proof of its compliance therewith.
Article 2. STANDARD ASSURANCES
The Subrecipient hereby assures and certifies that it will comply with all applicable laws, regulations,
policies, guidelines, and requirements, including 23 U.S.C. (United States Code) Chapter 4, Highway
Safety Act of 1966, as amended; 23 U.S.C. 405, National Priority Safety Programs; 2 CFR Part 200 and 2
CFR Part 1201; the Federal Highway Safety Grant Funding Guidance (Revised 2013); the Federal
Uniform Guidelines for State Highway Safety Programs; the Procedures for the Transportation Safety
Grants Program and subsequent amendments; and the Guidelines for the Submission of Highway Safety
Grant Applications, as they relate to the application, acceptance, and use of Federal or State funds for
this project. Also, the Subrecipient assures and certifies that:
A. It possesses legal authority to apply for the grant and that a resolution, motion, or similar action
has been duly adopted or passed as an official act of the Subrecipient's governing body,
authorizing the filing of the application, including all understandings and assurances contained
therein, and directing and authorizing the person identified as the authorized approving official of
the Subrecipient to act in connection with the application and to provide such additional
information as may be required.
B. It will comply with the Federal Fair Labor Standards Act's minimum wage and overtime
requirements for employees performing project work.
C. It will comply with all requirements imposed by the Department concerning special requirements
of law, program requirements, and other administrative requirements.
D. It will establish safeguards to prohibit employees from using their positions for a purpose that is or
gives the appearance of being motivated by a desire for private gain for themselves or others,
particularly those with whom they have family, business, or other ties.
E. It will comply with the Virginia State and Local Government Conflict of Interests Act, Va. Code §§
2.2-3100 et seq., which defines and prohibits inappropriate conflicts and requires disclosure of
economic interests and is applicable to all State and local government officers and employees.
F. It will give the Department the access to and the right to examine all records, books, papers, or
documents related to the Grant Agreement.
G. It will ensure that all public records prepared or owned by, or in the possession of, the applicant
relative to this project shall be open to inspection and copying by any citizens of the
Commonwealth during regular office hours in accordance with the provisions of the Virginia
Freedom of Information Act, Va. Code §§ 2.2-3700 et seq., unless otherwise specifically provided
by law.
H. If applicable, it will comply with the provisions of the Virginia Freedom of Information Act, Va.
Code §§ 2.2-3700 et seq., which require all meetings of public bodies to be open and every public
body to give notice of its meetings and to record minutes at all open meetings.
Article 3. GRANT AWARD COMPENSATION
A. The method of payment for the Grant Agreement will be based on actual costs incurred up to and
not to exceed the limits specified in the Grant Agreement. The amount stated in the Project
Budget will be deemed to be the amount of the award to the Subrecipient.
B. Reimbursement for travel costs shall be subject to the requirements and limitations set forth in the
State Travel Regulations established by the Virginia Department of Accounts.
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C. All payments will be made in accordance with the terms of the Grant Agreement.
The maximum amount eligible for reimbursement shall not be increased above the total amount
stated in the Project, unless the Grant Agreement is amended as described in Article 5,
Amendments and Modifications to Grant Agreement.
D. To be eligible for reimbursement under the Grant Agreement, a cost must be incurred in
accordance with the Grant Agreement, within the time frame specified in the Grant Period as
stated in the Grant Agreement, attributable to work covered by the Grant Agreement, and which
has been completed in a manner satisfactory and acceptable to the Department.
E. Federal or Department funds cannot supplant (replace) funds from any other sources. The term
"supplanting" refers to the use of Federal or Department funds to support personnel or an activity
already supported by local or State funds.
F. Payment of costs incurred under the Grant Agreement is further governed by 2 CFR Part 200 and
2 CFR Part 1201.
G. A Subrecipient may request an Indirect Cost Rate for grants that are not enforcement related.
The Subrecipient must submit a copy of their Federally negotiated indirect cost rate. A
Subrecipient that does not have a Federally negotiated indirect cost rate, may submit a letter
requesting a de minimis indirect cost rate of 10% of modified total direct costs (2 CFR §
200.414(f)). Payment for indirect costs will not be made until the aforementioned documents
have been received by the Department.
Indirect cost references and information can be found in 2 CFR Part 200.
H. The Subrecipient will provide a monetary and/or in-kind match to the funded proposal. The
required matching percentage of the project cost will be determined by the Department. Grant
funds may not be used before the Subrecipient can demonstrate that funds for the corresponding
portion of the matching requirement have been received by Subrecipient. A matching report must
be submitted with each reimbursement voucher.
I. The Subrecipient agrees to submit Requests for Reimbursement on a quarterly basis or no
more than one request per month, as outlined in the Highway Safety Policy and Procedures
Manual. The original Request for Reimbursement, with the appropriate supporting
documentation, must be submitted to the DMV Grants Management Office. The Subrecipient
agrees to submit the final Request for Reimbursement under the Grant Agreement within thirty-
five (35) days of the end of the Grant Period or November 5.
All grant funds must be encumbered by the end of the grant period (September 301, complete
with supporting invoices. At the end of the Grant Period, any unexpended or unobligated funds
shall no longer be available to the Subrecipient. In no case shall the Subrecipient be reimbursed
for expenses incurred prior to the beginning or after the end of the Grant Period.
J. The Department will exercise good faith to make payments within thirty (30) days of receipt of
properly prepared and documented Requests for Reimbursement. Payments, however, are
contingent upon the availability of appropriated funds.
K. Grant Agreements supported with Federal or State funds are limited to the length of the Grant
Period specified in the Grant Agreement. If the Department determines that the project has
demonstrated merit or has potential long-range benefits, the Subrecipient may apply for funding
assistance beyond the initial Grant Period. Preference for funding will be given to those projects
for which the Subrecipient has assumed some cost sharing, those which propose to assume the
largest percentage of subsequent project costs, and those which have demonstrated
performance that is acceptable to the Department.
L. When issuing statements, press releases, requests for proposals, bid solicitations, and other
documents describing projects or programs funded in whole or in part with Federal money,
including this Grant Agreement, the Subrecipient shall clearly state (1) the percentage of the total
cost of the program or project which will be financed with Federal money, and (2) the dollar
amount of Federal funds provided for the project or program.
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Article 4. LIMITATION OF LIABILITY
Payment of costs incurred hereunder is contingent upon the availability of appropriated funds. If, at any
time during the Grant Period, the Department determines that there is insufficient funding to continue the
project, the Department shall so notify the Subrecipient, giving notice of intent to terminate the Grant
Agreement, as specified in Article 11, Termination.
The Grant Agreement may be amended prior to its expiration by mutual written consent of both parties,
utilizing the Grant Agreement Amendment form designated by the Department. Any amendment must be
executed by the parties within the Grant Period specified in the Grant Agreement. Any proposed
modifications or amendments to this Grant Agreement as defined in Article 6, Additional Work and
Changes in Work, including the waiver of any provisions herein, must be submitted to the Department in
writing and approved as herein prescribed prior to Subrecipient's implementation of the proposed
modification or amendment.
Any alterations, additions, or deletions to the Grant Agreement that are required by changes in Federal or
State laws, regulations or directives are automatically incorporated on the date designated by the law,
regulation or directive.
The Department may unilaterally modify this Grant Agreement to deobligate funds not obligated by the
Subrecipient as of the close of the Grant Period specified in this Grant Agreement. In addition, the
Department may deobligate funds in the event of termination of the Grant Agreement pursuant to
Article 11, Termination.
If the Subrecipient is of the opinion that any assigned work is beyond the scope of the Grant Agreement
and constitutes additional work, the Subrecipient shall promptly notify the Department in writing. If the
Department finds that such work does constitute additional work, the Department shall so advise the
Subrecipient and a written amendment to the Grant Agreement will be executed according to Article 5,
Amendments and Modifications to Grant Agreement, to provide compensation for doing this work on the
same basis as the original work. If performance of the additional work will cause the maximum amount
payable to be exceeded, the work will not be performed before a written grant amendment is executed.
If the Subrecipient has submitted work in accordance with the terms of the Grant Agreement but the
Department requests changes to the completed work or parts thereof which involve changes to the
original scope of services or character of work under the Grant Agreement, the Subrecipient shall make
such revisions as requested and directed by the Department. This will be considered additional work and
will be paid for as specified in this Article.
If the Subrecipient submits work that does not comply with the terms of the Grant Agreement, the
Department shall instruct the Subrecipient to make such revisions as are necessary to bring the work into
compliance with the Grant Agreement. No additional compensation shall be paid for this work.
The Subrecipient shall make revisions to the work authorized in the Grant Agreement, which are
necessary to correct errors or omissions appearing therein, when required to do so by the Department.
No additional compensation shall be paid for this work.
The Department shall not be responsible for actions by the Subrecipient or any costs incurred by the
Subrecipient relating to additional work not directly associated with or prior to the execution of an
amendment.
Subrecipients shall submit performance reports using forms provided and approved by the Department as
outlined in the Statement of Work and Special Conditions, Section 4, Reports and Deliverables.
The Subrecipient shall promptly advise the Department in writing of events that will have a significant
impact upon the Grant Agreement, including:
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A. Problems, delays, or adverse conditions, including a change of project director or other changes
in Subrecipient personnel that will materially affect the Subrecipient's ability to attain objectives
and performance measures, prevent the meeting of time schedules and objectives, or preclude
the attainment of project objectives or performance measures by the established time periods.
This disclosure shall be accompanied by a statement of the action taken or contemplated and any
Department or Federal assistance needed to resolve the situation.
B. Favorable developments or events that enable Subrecipient to meet time schedules and
objectives earlier than anticipated or to accomplish greater performance measure output than
originally projected.
Article 8. RECORDS
The Subrecipient agrees to maintain all reports, documents, papers, accounting records, books, and
other evidence pertaining to costs incurred and work performed hereunder, and Subrecipient shall make
such records available at its office for the time period specified in the Grant Agreement. The Subrecipient
further agrees to retain such records for three (3) years from the date of final payment under the Grant
Agreement, until completion of all audits, or until any pending litigation has been completely and fully
resolved, whichever occurs last.
Any representative of the U.S. Secretary of Transportation, the Comptroller General of the United States,
the General Accounting Office, the Virginia Office of the Secretary of Transportation, the Virginia
Department of Motor Vehicles, the Virginia State Comptroller or the Virginia Auditor of Public Accounts
shall have access to and the right to examine any and all books, documents, papers and other records
(including computer records) of the Subrecipient that are related to this Grant Agreement, in order to
conduct audits and examinations and to make excerpts, transcripts, and photocopies. This right also
includes timely and reasonable access to the Subrecipient's personnel and program participants for the
purpose of conducting interviews and discussions related to such documents. The Department's right to
such access shall last as long as the records are retained as required under this Grant Agreement.
Article 9. INDEMNIFICATION
The Subrecipient, if other than a government entity, agrees to indemnify, defend and hold harmless the
Commonwealth of Virginia, its officers, agents, and employees from any claims, damages and actions of
any kind or nature, whether at law or in equity, arising from or caused by the acts or omission of the
Subrecipient, its officers, agents or employees. The Subrecipient, if other than a government entity,
further agrees to indemnify and hold harmless the Commonwealth of Virginia, its officers, agents, and
employees from any costs including, but not limited to, attorney fees and court costs, incurred by the
Department in connection with any such claims or actions.
If the Subrecipient is a government entity, both parties to the Grant Agreement agree that no party is an
agent, servant, or employee of the other party and each party agrees it is responsible for its individual
acts and deeds, as well as the acts and deeds of its contractors, employees, representatives, and agents.
Article 10. DISPUTES AND REMEDIES
The Subrecipient shall be responsible for the settlement of all contractual and administrative issues
arising out of procurement made by the Subrecipient in support of Grant Agreement work.
Disputes concerning performance or payment shall be submitted to the Department for settlement, with
the Director of the Virginia Highway Safety Office or his or her designee acting as final referee.
Article 11. TERMINATION
The Department may terminate the Grant Agreement, in whole or in part, for cause if the Subrecipient
fails to fulfill its obligations under the Grant Agreement; fails to comply with any applicable Department
policy or procedure or any applicable Federal, State or local law, regulation or policy; or fails to correct a
violation of any such law, regulation, policy or procedure. This does not limit any other termination rights
that the Department may have under State or Federal laws, regulations or policies.
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The Grant Agreement shall remain in effect until the Subrecipient has satisfactorily completed all services
and obligations described herein and these have been accepted by the Department, unless:
➢ The Department terminates the Grant Agreement for cause and informs the Subrecipient that the
project is terminated immediately; or
➢ The Department determines that the performance of the project is not in the best interest of the
Department and informs the Subrecipient that the project is terminated immediately; or
➢ The Grant Agreement is terminated in writing with the mutual consent of both parties; or
➢ There is a written thirty (30) day notice to terminate by either party.
The Department shall compensate the Subrecipient for only those eligible expenses incurred during the
Grant Period specified in the Grant Agreement which are directly attributable to the completed portion of
the work covered by the Grant Agreement, provided that the work has been completed in a manner
satisfactory and acceptable to the Department. The Subrecipient shall not incur nor be reimbursed for
any new obligations after the effective date of termination.
Article 12. SUBCONTRACTS
No portion of the work specified in the Grant Agreement shall be subcontracted without the prior written
consent of the Department. In the event that the Subrecipient desires to subcontract part of the work
specified in the Grant Agreement, the Subrecipient shall furnish the Department the names, qualifications
and experience of their proposed subcontractors. For purposes of the Grant Agreement, subcontractor(s)
shall include, but are not limited to, recipients of mini grants and parties to cooperative agreements and
memoranda of understanding.
The Subrecipient, however, shall remain fully responsible for the work to be done by its subcontractor(s)
and shall assure compliance with all the requirements of the Grant Agreement. In any agreement entered
into with a subcontractor, the Subrecipient shall include or incorporate by reference all language
contained in the Statement of Work and Special Conditions and in the General Terms and Conditions
portions of this Highway Safety Grant Agreement, and the subcontractor shall agree to be bound by all
requirements contained therein.
Article 13. NONCOLLUSION
The Subrecipient certifies that its grant application was made without collusion or fraud, and it has not
conferred on any public employee having official responsibility for the Highway Safety Grant process any
loan, gift, favor, service or anything of more than nominal value, present or promised, in connection with
its application. If Subrecipient breaches or violates this certification, the Department shall have the right
to annul this Grant Agreement without liability.
Article 14. SUBRECIPIENT'S RESOURCES
The Subrecipient certifies that it presently has adequate qualified personnel in its employment to perform
the work required under the Grant Agreement, or that Subrecipient will be able to obtain such personnel
from sources other than the Department.
All employees of the Subrecipient shall have such knowledge and experience as will enable them to
perform the duties assigned to them. Any employee of the Subrecipient who, in the opinion of the
Department, is incompetent or whose conduct becomes detrimental to the project shall immediately be
removed from association with the project.
Unless otherwise specified, the Subrecipient shall furnish all equipment, materials, supplies, and other
resources required to perform the work.
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Article 15. SUBRECIPIENT SEAT BELT USE
The Subrecipient agrees to adopt and enforce an on-the-job seat belt use policy requiring all employees
to wear a seat belt when operating any vehicle owned, leased or rented by the Subrecipient, including
police vehicles.
Article 16. PROHIBITION ON USING GRANT FUNDS TO CHECK FOR HELMET USAGE
The Subrecipient will not use 23 U.S.C. Chapter 4 grant funds for programs to check helmet usage or to
create checkpoints that specifically target motorcyclists.
Article 17. PROCUREMENT AND PROPERTY MANAGEMENT
The Subrecipient shall establish and administer a system to procure, control, protect, preserve, use,
maintain, and dispose of any property furnished to it by the Department or purchased pursuant to the
Grant Agreement in accordance with Virginia law and Department policies and procedures, provided that
such laws, policies and procedures are not in conflict with Federal standards, as appropriate, in 2 CFR
Part 200 and 2 CFR Part 1201.
In the event of conflict, such Federal standards shall apply unless Virginia law or Department policies or
procedures impose more strict requirements than the Federal standards.
Article 18. OWNERSHIP OF DOCUMENTS AND INTELLECTUAL PROPERTY
All copyright and patent rights to all papers, reports, forms, materials, creations, or inventions created or
developed in the performance of this Grant Agreement shall become the sole property of the
Commonwealth in accordance with Va. Code §2.2-2822 and Executive Memorandum 4-95. On request,
the Subrecipient shall promptly provide an acknowledgment or assignment in a tangible form satisfactory
to the Commonwealth to evidence the Commonwealth's sole ownership of specifically identified
intellectual property created or developed during the performance of the Grant Agreement.
Article 19. RESEARCH ON HUMAN SUBJECTS
The Subrecipient shall comply with the National Research Act, Public Law 93-348, regarding the
protection of human subjects involved in research, development, and related activities supported by the
Grant Agreement.
Article 20. ASSIGNMENT
The Grant Agreement shall not be assignable by the Subrecipient in whole or in part without the written
consent of the Department.
Article 21. NONDISCRIMINATION
A. The Subrecipient WILL COMPLY WITH ALL Federal Statutes and implementing regulations
relating to nondiscrimination. These include, but are not limited to:
1. Title VI of the Civil Rights Act of 1964 (42 U.S.C. 2000d et seq., 78 stat. 252), (prohibits
discrimination on the basis of race, color, national origin) and 49 CFR part 21;
2. The Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1970,
(42 U.S.C. 4601), (prohibits unfair treatment of persons displaced or whose property has
been acquired because of Federal or Federal -aid programs and projects);
3. Federal -Aid Highway Act of 1973, (23 U.S.C. 324 et seq.), and Title IX of the Education
Amendments of 1972, as amended (20 U.S.C. 1681-1683 and 1685-1686) (prohibit
discrimination on the basis of sex);
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4. Section 504 of the Rehabilitation Act of 1973, (29 U.S.C. 794 et seq.), as amended,
(prohibits discrimination on the basis of disability) and 49 CFR part 27;
5. The Age Discrimination Act of 1975, as amended, (42 U.S.C. 6101 et seq.), (prohibits
discrimination on the basis of age);
6. The Civil Rights Restoration Act of 1987, (Pub. L. 100-209), (broadens scope, coverage
and applicability of Title VI of the Civil Rights Act of 1964, The Age Discrimination Act of 1975
and Section 504 of the Rehabilitation Act of 1973, by expanding the definition of the terms
"programs or activities" to include all of the programs or activities of the Federal aid
recipients, sub -recipients and contractors, whether such programs or activities are Federally -
funded or not);
7. Titles II and III of the Americans with Disabilities Act (42 U.S.C. 12131-12189) (prohibits
discrimination on the basis of disability in the operation of public entities, public and private
transportation systems, places of public accommodation, and certain testing) and 49 CFR
parts 37 and 38;
8. Executive Order 12898, Federal Actions To Address Environmental Justice in Minority
Populations and Low -Income Populations (prevents discrimination against minority
populations by discouraging programs, policies, and activities with disproportionately high
and adverse human health or environmental effects on minority and low-income populations);
and
9. Executive Order 13166, Improving Access to Services for Persons with Limited English
Proficiency (guards against Title VI national origin discrimination/discrimination because of
limited English proficiency (LEP) by ensuring that funding recipients take reasonable steps to
ensure that LEP persons have meaningful access to programs (70 FR at 74087 to 74100).
B. The Subrecipient entity —
1. Will take all measures necessary to ensure that no person in the United States shall, on the
grounds of race, color, national origin, disability, sex, age, limited English proficiency, or
membership in any other class protected by Federal Nondiscrimination Authorities, be
excluded from participation in, be denied the benefits of, or be otherwise subjected to
discrimination under any of its programs or activities, so long as any portion of the program is
Federally -assisted.
2. Will administer the program in a manner that reasonably ensures that any of its subrecipients,
contractors, subcontractors, and consultants receiving Federal financial assistance under this
program will comply with all requirements of the Non -Discrimination Authorities identified in
this Assurance;
3. Agrees to comply (and require any of its subrecipients, contractors, subcontractors, and
consultants to comply) with all applicable provisions of law or regulation governing US DOT's
or NHTSA's access to records, accounts, documents, information, facilities, and staff, and to
cooperate and comply with any program or compliance reviews, and/or complaint
investigations conducted by US DOT or NHTSA under any Federal Nondiscrimination
Authority;
4. Acknowledges that the United States has a right to seek judicial enforcement with regard to
any matter arising under these Non -Discrimination Authorities and this Assurance;
5. Insert in all contracts and funding agreements with other State or private entities the following
clause:
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"During the performance of this contract/funding agreement, the contractor/funding recipient
agrees—
a. To comply with all Federal nondiscrimination laws and regulations, as may be amended
from time to time;
b. Not to participate directly or indirectly in the discrimination prohibited by any Federal non-
discrimination law or regulation, as set forth in appendix B of 49 CFR part 21 and herein;
c. To permit access to its books, records, accounts, other sources of information, and its
facilities as required by the State highway safety office, US DOT or NHTSA;
d. That, in event a contractor/funding recipient fails to comply with any nondiscrimination
provisions in this contract/funding agreement, the State highway safety agency will have
the right to impose such contract/agreement sanctions as it or NHTSA determine are
appropriate, including but not limited to withholding payments to the contractor/funding
recipient under the contract/agreement until the contractor/funding recipient complies;
and/or cancelling, terminating, or suspending a contract or funding agreement, in whole
or in part; and
e. To insert this clause, including paragraphs a through e, in every subcontract and sub
agreement and in every solicitation for a subcontract or sub -agreement that receives
Federal funds under this program."
C. Certifies that it has disclosed to the Department any administrative and/or court findings of
noncompliance with nondiscrimination or equal opportunity laws, regulations or policies during the
two preceding years. If the Subrecipient has been cited for noncompliance with these laws,
regulations or policies, the Subrecipient will not be eligible to receive funding.
Article 22. DRUG-FREE WORKPLACE
The Subrecipient certifies that it will provide a drug-free workplace in accordance with the requirements of
29 CFR, Part 98, Subpart F.
Article 23. BUY AMERICA ACT
The Subrecipient will comply with the provisions of the Buy America requirement (23 U.S.C. 313)
when purchasing items using Federal funds. Buy America requires a subrecipient, to purchase only
steel, iron and manufactured products produced in the United States with Federal funds, unless the
Secretary of Transportation determines that such domestically produced items would be inconsistent
with the public interest, that such materials are not reasonably available and of a satisfactory quality,
or that inclusion of domestic materials will increase the cost of the overall project contract by more
than 25 percent. In order to use Federal funds to purchase foreign produced items, the State must
submit a waiver request that provides an adequate basis and justification to and approved by the
Secretary of Transportation.
The National Highway Traffic Safety Administration (NHTSA) was granted a Buy America Act public
interest waiver that became effective July 30, 2015, (Federal Register Vol. 80, No. 125, published June
30, 2015). This waiver allows a State or subrecipient to purchase any manufactured product with a
purchase price of $5,000 or less, excluding a motor vehicle when the product is purchased using Federal
grant funds administered under Chapter 4 of Title 23 of the United States Code. The "National Traffic and
Motor Vehicle Safety Act of 1966" defines a motor vehicle as a vehicle driven or drawn by mechanical
power and manufactured primarily for use on public streets, roads, and highways, but does not include a
vehicle operated only on a rail line. See 49 USC 30102(a)(6). Therefore, the purchase of foreign -made
cars, motorcycles, trailers and other similar conveyances must be made with a waiver regardless of
price.
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Article 24. DISADVANTAGED BUSINESS ENTERPRISE
It is the policy of the Department and the USDOT that Disadvantaged Business Enterprises, as defined in
49 CFR Part 26, shall have the opportunity to participate in the performance of agreements financed in
whole or in part with Federal funds. Consequently, the Disadvantaged Business Enterprise requirements
of 49 CFR Part 26, apply to the Grant Agreement as follows:
➢ The Subrecipient agrees to ensure that Disadvantaged Business Enterprises, as defined in 49
CFR Part 26, have the opportunity to participate in the performance of agreements and
subcontracts financed in whole or in part with Federal funds. In this regard, the Subrecipient shall
make good faith efforts, in accordance with 49 CFR Part 26, to ensure that Disadvantaged
Business Enterprises have the opportunity to compete for and perform agreements and
subcontracts.
➢ The Subrecipient and any subcontractor shall not discriminate on the basis of race, color, national
origin, sex, disability, or age in the award and performance of agreements funded in whole or in
part with Federal funds.
These requirements shall be included in any subcontract or sub agreement. Failure to comply with the
requirements set forth above shall constitute a breach of the Grant Agreement and, after the notification
by the Department, may result in termination of the Grant Agreement by the Department or other such
remedy as the Department deems appropriate.
Article 25. DEBARMENT AND SUSPENSION
A. The Subrecipient certifies, to the best of its knowledge and belief, that it and its principals:
1. Are not presently debarred, suspended, proposed for debarment, declared ineligible or
voluntarily excluded from covered transactions by any State or Federal department or agency
or otherwise excluded by any Federal or State department or agency;
2. Have not within a three (3) year period preceding this Grant Agreement been convicted of or
had a civil judgment rendered against them for commission of fraud or a criminal offense in
connection with obtaining, attempting to obtain, or performing a Federal, State, or local public
transaction or contract under a public transaction; violation of Federal or State antitrust
statutes; or commission of embezzlement, theft, forgery, bribery, falsification or destruction of
records, making false statements, or receiving stolen property;
3. Are not presently indicted or otherwise criminally or civilly charged by a Federal, State, or
local governmental entity with commission of any of the offenses enumerated in paragraph A.
2. of this Article; and
4. Have not, within a three (3) year period preceding this Grant Agreement, had one or more
Federal, State, or local public transactions terminated for cause or default.
B. Where the Subrecipient is unable to certify to any of the statements in this Article, such
Subrecipient shall attach an explanation to the Grant Agreement.
C. The Subrecipient is prohibited from making any subcontract or sub -award or permitting any
subcontract or sub -award to any party that does not certify to the Subrecipient that such party
meets the requirements set forth in Section A., Items 1-4 of this Article. When requested by the
Department, Subrecipient shall furnish a copy of such certification.
D. The Subrecipient shall require any party to a subcontract or purchase order awarded under the
Grant Agreement to certify its eligibility to receive Federal grant funds, and, when requested by
the Department, to furnish a copy of the certification.
Article 26. POLITICAL ACTIVITY (HATCH ACT)
The Subrecipient will comply with provisions of the Hatch Act (5 U.S.C. 1501-1508), which limits the
political activities of employees whose principal employment activities are funded in whole or in part with
Federal funds.
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Article 27. FEDERAL LOBBYING CERTIFICATION
The Subrecipient certifies to the best of his or her knowledge and belief that:
A. No Federal appropriated funds have been paid or will be paid, by or on behalf of the Subrecipient,
to any person for influencing or attempting to influence an officer or employee of any agency, a
Member of Congress, an officer or employee of Congress, or an employee of a Member of
Congress in connection with the awarding of any Federal contract, the making of any Federal
grant, the making of any Federal loan, the entering into of any cooperative agreement, and the
extension, continuation, renewal, amendment, or modification of any Federal contract, grant,
loan, or cooperative agreement.
B. If any funds other than Federal appropriated funds have been paid or will be paid to any person
for influencing or attempting to influence an officer or employee of any agency, a Member of
Congress, an officer or employee of Congress, or an employee of a Member of Congress in
connection with this Federal contract, grant, loan, or cooperative agreement, the party to the
Grant Agreement shall complete and submit Standard Form -LLL, "Disclosure Form to Report
Lobbying," in accordance with its instructions.
C. No funds under this Grant Agreement have been or will be expended for publicity or propaganda
purposes, for the preparation, distribution or use of any kit, pamphlet, booklet, publication, radio,
television, film presentation, or website/webpage designed to support or defeat legislation
pending before the Congress, except in presentation to the Congress itself. In addition, grant
funds shall not be used to pay the salary or expenses, in whole or in part, of any Subrecipient or
agent acting for such Subrecipient related to any activity designed to influence legislation or
appropriations pending before the Congress.
D. The Subrecipient shall require that the language of this certification be included in the award
documents for all sub -awards (including subcontracts, sub -grants, and contracts under grant,
loans, and cooperative agreements) and that all subcontractors shall certify and disclose
accordingly.
This certification is a material representation of fact upon which reliance was placed when this Grant
Agreement was made or entered into. Submission of this certification is a prerequisite for entering into
this Grant Agreement imposed by section 1352, title 31, U.S. Code. Any person who fails to file the
required certification shall be subject to a civil penalty of not less than $10,000 and not more than
$100,000 for each such failure.
Article 28. RESTRICTION ON STATE LOBBYING
None of the funds under this program will be used for any activity specifically designed to urge or
influence a State or local legislator to favor or oppose the adoption of any specific legislative proposal
pending before any State or local legislative body. Such.activities include both direct and indirect (e.g.,
°' grassroots") lobbying activities, with one exception. This does not preclude a State official whose salary
is supported with NHTSA funds from engaging in direct communications with State or local legislative
officials, in accordance with customary State practice, even if such communications urge legislative
officials to favor or oppose the adoption of a specific pending legislative proposal.
No funds under this Grant Agreement have been or will be expended for publicity or propaganda
purposes, for the preparation, distribution or use of any kit, pamphlet, booklet, publication, radio,
television, film presentation, or website/webpage designed to support or defeat legislation pending before
the Virginia General Assembly, except in presentation to the General Assembly itself. In addition, grant
funds shall not be used to pay the salary or expenses, in whole or in part, of any Subrecipient or agent
acting for such Subrecipient related to any activity designed to influence legislation or appropriations
pending before the Virginia General Assembly.
In the event any terms or provisions of this Grant Agreement are breached by either party or in the event
that a dispute may arise between the parties regarding the meaning, requirements, or interpretation of
Project Director's Initials 1r
TSS 012B (07/01/2016)
Page 16
any terms and provisions contained in this Grant Agreement, then such breach or dispute shall be
resolved pursuant to the terms of this Grant Agreement and the remedies available under the Code of
Virginia. If the Subrecipient is not a government entity, in the event the Department must initiate
proceedings to enforce the terms and conditions of this Grant Agreement or seek redress for damages
caused by Subrecipient's breach of this Grant Agreement, the Department shall be entitled to recover all
costs including, without limitation, court costs and attorney fees, incurred in such proceedings.
Article 30. ADDITIONAL PROVISIONS
A. Signature Authorized. The Subrecipient's authorized approving official, signing the certification
page of the Grant Agreement, has the legal authority to apply for Federal Assistance and has the
institutional, managerial, and financial capability (including funds sufficient to pay the non -Federal
share of project costs) to ensure proper planning, management and completion of the project
described in this application.
B. Headings. The captions and headings used in this Grant Agreement are intended for
convenience only and shall not be used for purposes of construction or interpretation.
C. Notice. All notices, requests and demands shall be directed as follows:
To the Department: Virginia Department of Motor Vehicles
ATTENTION: Director, Virginia Highway Safety Office
Post Office Box 27412
Richmond, Virginia 23269-0001
To Subrecipient: 140AW06' � VAN Pig' -T
172
r j
Any notice, unless otherwise specified herein, will be deemed to have been given on the date
such notice is personally delivered or is deposited in the United States certified mail, return
receipt requested, properly addressed and with postage prepaid.
Project Director's Initials /c..
KoanoKe F
CY 2014 (Fatal Crachac
Street
Cross Street
Count
FRANKLIN RD
2
TWELVE O'CLOCK KNOB
1040
2
RD
ROCKY RD
1
CY 2014 Serious Iniury Crashac
Street
Cross Street
Count
BRADSHAW RD
2
1-81
1040
2
POOR MOUNTAIN RD
ROCKY RD
1
DRY HOLLOW RD
:±11
1
BENT MOUNTAIN RD
Injury Crashes
1
FLORIST RD
1
PLANTATION RD
308
1
PLANTATION RD
WILLIAMSON RD
1
NEWPORT RD
SANDYRIDGE RD
1
TREVILIAN RD
HOLLINS RD
1
< ruuauuns nor rncivaea in summary table above, with 1 crash
CY 2015 Fatal Crashes
Street
Cross street'
Count
WASHINGTON AVE
1
CHALLENGER AVE
1040
1
BENT MOUNTAIN RD
ROCKY RD
1
PLANTATION RD
:±11
d
CY 2015 Serious Iniury Crashes
street
Cross street
Count-
RURITAN RD
1
CLEVELAND AVE
1040
1
BARLEY DR
1
CORDELL DR
10
1
VIVIAN AVE
Injury Crashes
1
MT CHESTNUT RD
1
FRANKLIN RD
308
1
CATAI VBA VALLEY DR
1
PENN FOREST BLVD
1
BENT MOUNTAIN RD
2
1
Crash Trends
c oucarlons nor rncivaea in summary table above, with 1 crash
Total Crashes
1278
1128
1040
Fatal Crashes
10
8
5
Injury Crashes
285
308
332
Alcohol -Related Fatal Crashes
2
2
2
Percent of Alcohol -Related Fatal Crashes tototal Fatal Crashes
20%
25%
40°lo
Alcohol -Related Injury Crashes
30
26
32
Percent of Alcohol -Related Injury Crashes to Total Injury Crashes
11%
8070
10%
This report was generated by the
Center for Geospatial Information Technology
CY 2014
Fatal
CY 2015
2
CRASHES
4
Midnight - 2:59am ® 6:00pm- 8:59pm
Highest Time Periods
Midnight - 2:59am - 3:00pm- 5:59pm
100% of fatal Alcohol crashes
50% of fatal Alcohol crashes
Saturday
Highest Days
Sunday ® Friday
100% of fatal alcohol crashes
50% of fatal Alcohol crashes
November
Highest Months
May
100% of fatal alcohol crashes
50% of fatal alcohol crashes
CY 2014
CY 2015
2
3:00pm- 5:59pm
Highest Time Periods
3:00pm- 5:59pm - 9:00pm- 11:59pm
50% of serious injury alcohol crashes
50% of serious injury Alcohol crashes
Wednesday ® Monday
Highest Days
Tuesday - Saturday
42% of serious injury Alcohol crashes
50% of serious injury Alcohol crashes
September - April
Highest Months
September - March
42% of serious injury Alcohol crashes
34% of serious injury Alcohol crashes
Roanoke County Alcohol -Related Crashes
Interstate Crashes Non -interstate Crashes
Fatal 0 Fatal
Serious Injury 0 Serious Injury
The blue gradient represents the density of all alcohol-related crashes.
N
0 3.25 6.5 13
Miles
Virghlia
W Tech
This report was generated by the
Center for Geospatial Information Technology
xo.anoke.,Col
darn �;
January 1st - JiinP nth 'n7 r% g:ntnt r%r_,_^
Sheet
Cross Street
Count
WASHINGTON AVE
CLEVELAND AVE
1
PLANTATION RD
1
1
CHALLENGER AVE
BARLEY DR
100%
.st __th
_o.uu®y-.oullu .av , Lu-io Ferrous Injury crashes
Street Cross street
Count
BENT MOUNTAIN RD
1
CLEVELAND AVE
159
LOCH HAVEN DR
1
BRAMBLETON AVE
1
BARLEY DR
100%
VIVIAN AVE
1
MT CHESTNUT RD
1
CATAWBA VALLEY DR
1
PENN FOREST BLVD
Total Crashes
Fatal Crashes
Injury Crashes
.001luaty -i - vune Ju—, ZU16 Serious Injury Crashes*
Street Cross street Count
BRADSHAW RD 2
WHISTLER DR
NEWPORT RD GRAVEL HILL RD 1
FRANKLIN RD 1
WILLIAMSON RD PLANTATION RD
Crash Trends
567
1
126
Alcohol -Related Injury Crashes — 10
Percent of Alcohol -Related Injury Crashes to Total Injury Crashes 8°10
This report was generated by the
Center for Geospatlal Infonnation Technology
452
0
513
5
540
1
158
159
159
0
3
1
0%
60%
100%
15
15
13
9%
9%
8%
tJanuary ,ler - June 30th
preliminary data
January 1St - June 30th. 2015
Fatal
January 1St - June 30th. 2016'
CRASHES
Midnight - 2:59am ® Noon- 2:59pm
Highest Time Periods
9:00pm- 11:59pm
66% of fatal Alcohol crashes
100% of fatal alcohol crashes
Sunday - Friday
Highest Days
Friday
66% of fatal Alcohol crashes
100% of fatal alcohol crashes
May
Highest Months
February
67% of fatal alcohol crashes
100% of fatal alcohol crashes
January 1St - June 30th. 2015
xN
January 1St -June 30th, 2016*
at
9:00pm- 11:59pm
Highest Time Periods
3:00am - 5:59am
33% of serious injury alcohol crashes
33% of serious injury alcohol crashes
Tuesday s Saturday
Highest Days
Sunday
44% of serious injury Alcohol crashes
33% of serious injury alcohol crashes
February e June
Highest Months
February
44% of serious injury Alcohol crashes
50% of serious injury alcohol crashes
Roanoke County Alcohol -Related Crashes
Interstate Crashes Non -interstate Crashes
40 Fatal 0 Fatal
Serious Injury (D Serious Injury
The blue gradient represents the density of all alcohol-related crashes.
IN
0 3.25 8.5 13
Miles
preliminary data
VrgiMaTech.
This report was generated by the
Center for Geospatial Information Technology
�-
at
R
Jan. 1st - June 30th, 201165 -
IN
0 3.25 8.5 13
Miles
preliminary data
VrgiMaTech.
This report was generated by the
Center for Geospatial Information Technology
�www.dmwNour.com AGREEMENT
HIGHWAY SAFETY GRANT A
V rgima Department of Motor Vehicles G NT
Post Office Box 27412
Richmond, Virginia 23269-0001
Purpose: Virginia's Highway Safety Program Subrecipients use this form to certify and assure that they will fully comply with
all terms of the Highway Safety Grant Agreement.
Instructions: Subrecipients must read the contract, complete all applicable information on the first and last page, initial the
subsequent pages, and return all pages to the Department of Motor Vehicles.
This Highway Safety Grant Agreement is entered into between the Virginia Department of Motor Vehicles (hereinafter
"Department"), 2300 West Broad Street, Richmond, Virginia 23220, and the following:
Subrecipient: Roanoke County
Federal Award Identification Number (FAIN):
18X9205464VA14
Project Title: Selective Enforcement - Alcohol
Project Number: 154AL-2017-57031-6680
CFDA#: 20.607
Grant Award Amount: $83,500.00
CFDA Name: Alcohol Open Container Requirements
Federal Rgncls bligat(,,d: $83,500,00
Period of Performance:
Sounce of funds obligated to this award:
From October 1, 2016, or the date the Highway Safety Grant
U.S. Department of Transportation
Agreement is signed by the Director, Virginia Highway Safety Office
National Highway Traffic Safety Administration (NHTSA)
(whichever is later) through September 30, 2017. Allow 21 days for
the Department to complete its review and signature. FINAL
Date of Award Letter from NHTSA: September 30, 2016
VOUCHER IS DUE ON OR BEFORE NOVEMBERS, 2017.
In performing its responsibilities under this Highway Safety Grant Agreement, the Subrecipient certifies and assures that it will fully
comply with the following:
• Applicable Department regulations and policies and State and Federal laws, regulations, and policies
• Statement of Work and Special Conditions and�an Approved Budget, included with this Highway Safety Grant Agreement
• General Terms and Conditions, also included with this Highway Safety Grant Agreement
Subrecipient's signature below indicates that the Subrecipient has read, understands and agrees to fully comply with all terms and
conditions of this Highway Safety Grant Agreement without alteration. This Highway Safety Grant Agreement (hereinafter "Grant
Agreement"), consisting of this certification, the attached Statement of Work and Special Conditions, the attached General Terms
and Conditions, the attached Project Budget, the Subrecipient's proposal and the letter awarding the grant to the Subrecipient
constitutes the entire agreement between the Department and the Subrecipient, supersedes any prior oral or written agreement
between the parties and may not be modified except by written agreement as provided herein. Where any conflict arises between
terms, the following is the order of governance of one term over another: (1) applicable Department regulations and policies, except
where superseded by Federal laws, regulations, or policies; (2) applicable State laws, regulations, and policies, except where
superseded by Federal laws, regulations, or policies; (3) applicable Federal laws, regulations, and policies; (4) Statement of Work
and Special Conditions; (5) General Terms and Conditions; (6) Project Budget; (7) Subrecipient's proposal; and (8) grant award
letter. Subrecipient certifies that this grant does not include research and development.
SIGNATURES OF AUTHORIZED APPROVING OFFICIALS
For Subrecipient:
Name and Title of Project Director°(print)
.kbAA____ `3 --- / 37-d
gignatuk Date
Subrecipient's DUNS Number6- - 16, 10
Does your locality/legal entity expend $750,000 or more annually
in total federal funds? (check one) Yes No
Name and Title of Authorized Approving Official (print)
Signature Date
For Virginia Department of Motor Vehicles:
John Saunders
Director, Virginia Highway Safety Office (print)
Signature
uate
TSS 012A -AL (07/01/2016)
Page 3
Subrecipient Name: f-aiwo e - JV'r
Y Project #: fIV 41,-,-9,Q)
STATEMENT OF WORK AND SPECIAL CONDITIONS
1. Goals and Specific Program Elements. The goals and specific program elements of the subrecipient's proposal
are incorporated as the first item in this Statement of Work and Special Conditions.
a. List Specific Program Elements:
For October 1, 2016 through December 31, 2.016
Estimated 600 number of overtime hours to be used
Estimated 10 number of checkpoints
Estimated 150 number of saturation/individual patrols
For January 1, 2017 through March 31, 2017
Estimated . number of overtime hours to be used
Estimated number of checkpoints
Estimated °Y number of saturation/individual patrols
For April 1, 2017 through June 30, 2017
Estimated q00 number of overtime hours to be used
Estimated 19 number of checkpoints
Estimated number of saturation/individual patrols
For July 1, 2017 through September 30, 2017
Estimated 00 number of overtime hours to be used
Estimated 6 number of checkpoints
Estimated number of saturation/individual patrols
b. To conduct a minimum of I checkpoints and/or /0 saturation/individual patrols for (during) the Click It
or Ticket Mobilization period in May 2017.
c. To conduct a minimum of checkpoints and/or /0 saturation patrols for the mandatory Checkpoint
Strike Force Campaign.
d. To have number of sworn officers attend number DMV approved traffic safety-related training
events (e.g. ACTS, NHTSA Safety Summit, Field Sobriety Testing).
er
e. Increase from number of radar units in active use fromq3 to I 7 . (If approved, all units must be
ordered by December 31, 2016 and put in service by March 31, 2017).
f. Increase from number of breath testing units in active use from) to _A__. (If approved, all units must
be ordered by December 31, 2016 and put in service by March 31, 2017).
Project Director
Initial Date
TSS 012A -AL (07/01/2016)
Page 3A
Subrecipient Name: 904N0(C,(y,- Lovlvr' Project #:,,} q 4-1-- o17 51-0 31- 66190
2. The subrecipient must contribute to the overall State Highway Safety Plan goals:
ALCOHOL
STATEWIDE GOAL: Decrease alcohol impaired driving fatalities 4 percent from the 2014 calendar base
year of 214 to 205 by December 31, 2017.
AGENCY GOAL:, �r!1 jCUs' )e4&4) i3kft[ � 1 �/ DG 3"€ l 1= 'T1Fc�
-ra e+lye 4A 690M.X) 0 i cj o� 5 c e ��'�I i� d 7_0 pit s' ������,-
• Must participate in Checkpoint Strike Force (CPSF)/Drive Sober or Get Pulled Over (DSOGPO) activities.
• Subrecipients must submit Checkpoint Strike Force (CPSF)/Drive Sober or Get Pulled Over (DSOGPO)
selective enforcement data electronically through TREDS (Traffic Records Electronic Data System).
• BASED ON ALCOHOL-RELATED CRASH DATA (using crash data from VAHSO or other approved local
crash information):
_ percent of alcohol selective enforcement activities are to be conducted
between the hours of COCl -0: Q0
with special emphasis on the following days of the week: `�C—` /PO,4/0-1 6 4-1
The remaining percent of selective enforcement hours may be scheduled during other DMV
approved identified high -crash time periods.
• Enforcement is to be conducted using data -identified problem locations.
• Grant -funded equipment must be ordered by December 31, 2016, and put in service by March 31, 2017
and documentation maintained concerning use.
• All subrecipients must submit a completed monitoring report (TSS 14-A) to their DMV Grant Monitor by
specific assigned dates.
• Subrecipients must attend all mandatory DMV grant -related trainings.
Zero tolerance (no warnings) for violators during grant -funded overtime.
Project Directori jji.)-'/�
Initial Date
TSS 0128 (07/01/2016)
Page 4
0 11 0 1 i I it i o I i g
c ••E •
Purpose and Background. The Department is awarding this grant to support the implementation of
highway safety projects by State, local, non-profit, and higher education partnerships. Funds are
made available for projects that: (1) support statewide goals; (2) identify problems experienced by
High Emphasis Communities, which are jurisdictions with the highest crash severity problem; (3)
creatively incorporate alcohol awareness and occupant protection safety; (4) are innovative with
potential statewide application or ability to transfer to other jurisdictions; and (5) have statewide
significance and address the Federal program areas under Section 1906, Public Law 109-59 (Safe,
Accountable, Flexible, Efficient Transportation Equity Act: A Legacy for Users - SAFETEA-LU), as
amended by Section 4011, Public Law 114-94 (Fix America's Surface Transportation (FAST) Act).
2. Paid Media. Grants consisting of $100,000 or more in paid media funds will be required to perform
pre- and post -surveys during the Grant Period. The level of assessment is based on the cost of a
paid advertising campaign as follows:
a. Level 1, for a paid advertising campaign of up to $100,000:
At a minimum, an assessment must measure and document audience exposure to paid
advertised messages and the number of airings or print ads devoted to each announcement.
The size of the audience needs to be estimated using a source appropriate for the medium
used, such as Arbitron or Nielsen ratings for radio and TV. More specifically, all paid
advertising for which the State or Subrecipient used 154, 402 and 405 funds must include
documentation stating how many paid airings or print ads occurred and the size of the
audience reached. Include the number of free airings or print ads that occurred and the size
of the audience reached.
b. Level 2, for a paid advertising campaign greater than $100,000:
In addition to providing the above Level 1 documentation, a more extensive assessment is
required to measure target audience reaction. One or more of the activities in the following
list may be used to assess how the target audience's knowledge, attitude, or actions were
affected by the message(s):
➢ Mail surveys;
➢ Telephone surveys;
➢ Focus groups;
➢ Mall intercept interviews;
➢ Direct mailings;
➢ Call-in centers;
➢ Newspaper polls;
➢ Household interviews;
➢ Before and after approach, which compares system status before and after the
introduction of the message; and
➢ Control region approach, which relates one study site exposed to the message to a
similar site that is not exposed to the message.
3. Equipment. Costs for equipment are allowable under specified conditions. Costs for new and
replacement equipment with a useful life of more than one year and an acquisition cost of $5,000 or
more must be pre -approved before a Subrecipient purchases the equipment. Such approval shall be
obtained by the Department from the National Highway Traffic Safety Administration (NHTSA)
regional manager in writing, and Subrecipient will be notified by the Department when this approval
has been secured. Federal government requirements mandate that the Department maintain an
accurate accounting and inventory of all equipment purchased using Federal funds, and Subrecipient
shall comply with applicable reporting requirements that may be specified in the Highway Safety
Policy and Procedures Manual and amendments thereto.
Subrecipient must request advance, written approval from the Department to sell, transfer or dispose
of any and all non -expendable equipment purchased in whole or in part with the use of Federal
Project Director's Initials
TSS 012B (07/01/2016)
Page 5
highway safety funds. Disposition of funds from the sale of equipment to another entity must be
agreed upon by the Department and the Subrecipient and approved by NHTSA and the Department.
In the event of a conflict between this section, 2 CFR Part 200 (Uniform Administrative Requirements,
Cost Principles, and Audit Requirements for Federal Awards) and 2 CFR Part 1201 (Department of
Transportation, Uniform Administrative Requirements, Cost Principles, and Audit Requirements for
Federal Awards -- referred to as the "Supercircular"), the provisions of the applicable CFR control,
except where inconsistent with statute.
4. Reports and Deliverables. Quarterly Progress and Monitor Reports shall be provided to the
Department by the dates indicated:
January 31, April 30, July 31, and November 5.
Each Progress and Monitor Report shall address the Subrecipient's progress in fulfilling items listed in
the Statement of Work and Special Conditions, including funded elements of the Subrecipient's
proposal. These reports should include the findings from the evaluation component of the proposal
and should indicate the criteria and methods by which the progress of the initiative has been
evaluated. The format for Progress and Monitor Reports will be provided to the Subrecipient, but, at
a minimum, will require an assessment of the program's plan with actual accomplishments during the
past quarter, partnership involvement and satisfaction, expected follow-up, changes/problems with
the plan and how they will be addressed, a financial summary of expenditures for the reporting period
and planned accomplishments during the next quarter. The final Progress and Monitor Report shall
include a comprehensive, detailed report of all grant activities conducted during the full grant
performance period, including a final summary of expenditures.
Monitoring. The Department shall, throughout the Grant Period under this Grant Agreement and any
extension of the program which is the subject of the Grant Agreement, monitor and evaluate the
events, activities and tasks performed in connection with the program to include financial feasibility
and progress of the grant and the Subrecipient's continuing fiscal responsibility and compliance with
applicable requirements and the terms and conditions of this Grant Agreement. Such monitoring and
evaluation shall not in any manner relieve or waive any obligations of Subrecipient under this Grant
Agreement or pursuant to applicable State and Federal law, regulations or rules. Any representation
to the contrary by the Subrecipient to any third party is strictly prohibited and may be grounds for the
termination of this Grant Agreement by the Department.
Audit. Subrecipients expending $750,000 or more in Federal awards (single or multiple awards) in
a year are required to obtain an annual audit in accordance with the Single Audit Act (Public Law
98-502) and subsequent amendments (refer to 2 CFR Part 200 and 2 CFR Part 1201), and the
American Institute of Certified Public Accountants' (AICPA) Statement on Auditing Standards
(SAS) 99, Consideration of Fraud in a Financial Statement Audit. The audit report must be
submitted to DMV by March 15. Subrecipients are encouraged to submit their audit report to the
Federal Audit Clearinghouse (FAC) at http://harvester.census.gov/sac/. Failure to meet the single
audit requirements could result in your entity having to repay grant monies and/or losing access to
future Federal funding.
The State auditor may conduct an audit or investigation of any entity receiving funds from the
Department, either directly under the Grant Agreement or indirectly through a subcontract under the
Grant Agreement. Acceptance of funds directly or indirectly under the Grant Agreement constitutes
acceptance of the authority of the State auditor to conduct an audit or investigation in connection with
those funds. In the event an audit reveals unallowable expenditures, the Subrecipient will be
responsible for repayment to the Department of such unallowable expenditures.
6. Closeout. Subrecipients are required to submit final requests for reimbursements and final Progress
Reports according to the schedule identified in this Grant Agreement. Requests for reimbursements
submitted after November 5 will be denied.
Project Director's Initials --�_V\�
TSS 012B (07/01/2016)
Page 6
Article 1. COMPLIANCE WITH LAWS
The Subrecipient shall comply with all Federal, State, and local laws, statutes, codes, ordinances, rules
and regulations, and the orders and decrees of any courts or administrative bodies or tribunals in any
matter affecting the performance of the Grant Agreement, including, without limitation, workers'
compensation laws, minimum and maximum salary and wage statutes and regulations, nondiscrimination
laws and regulations, and licensing laws and regulations. When required, the Subrecipient shall furnish
the Department with satisfactory proof of its compliance therewith.
Article 2. STANDARD ASSURANCES
The Subrecipient hereby assures and certifies that it will comply with all applicable laws, regulations,
policies, guidelines, and requirements, including 23 U.S.C. (United States Code) Chapter 4, Highway
Safety Act of 1966, as amended; 23 U.S.C. 405, National Priority Safety Programs; 2 CFR Part 200 and 2
CFR Part 1201; the Federal Highway Safety Grant Funding Guidance (Revised 2013); the Federal
Uniform Guidelines for State Highway Safety Programs; the Procedures for the Transportation Safety
Grants Program and subsequent amendments; and the Guidelines for the Submission of Highway Safety
Grant Applications, as they relate to the application, acceptance, and use of Federal or State funds for
this project. Also, the Subrecipient assures and certifies that:
A. It possesses legal authority to apply for the grant and that a resolution, motion, or similar action
has been duly adopted or passed as an official act of the Subrecipient's governing body,
authorizing the filing of the application, including all understandings and assurances contained
therein, and directing and authorizing the person identified as the authorized approving official of
the Subrecipient to act in connection with the application and to provide such additional
information as may be required.
B. It will comply with the Federal Fair Labor Standards Act's minimum wage and overtime
requirements for employees performing project work.
C. It will comply with all requirements imposed by the Department concerning special requirements
of law, program requirements, and other administrative requirements.
D. It will establish safeguards to prohibit employees from using their positions for a purpose that is or
gives the appearance of being motivated by a desire for private gain for themselves or others,
particularly those with whom they have family, business, or other ties.
E. It will comply with the Virginia State and Local Government Conflict of Interests Act, Va. Code §§
2.2-3100 et seq., which defines and prohibits inappropriate conflicts and requires disclosure of
economic interests and is applicable to all State and local government officers and employees.
F. It will give the Department the access to and the right to examine all records, books, papers, or
documents related to the Grant Agreement.
G. It will ensure that all public records prepared or owned by, or in the possession of, the applicant
relative to this project shall be open to inspection and copying by any citizens of the
Commonwealth during regular office hours in accordance with the provisions of the Virginia
Freedom of Information Act, Va. Code §§ 2.2-3700 et seq., unless otherwise specifically provided
by law.
H. If applicable, it will comply with the provisions of the Virginia Freedom of Information Act, Va.
Code §§ 2.2-3700 et seq., which require all meetings of public bodies to be open and every public
body to give notice of its meetings and to record minutes at all open meetings.
Article 3. GRANT AWARD COMPENSATION
A. The method of payment for the Grant Agreement will be based on actual costs incurred up to and
not to exceed the limits specified in the Grant Agreement. The amount stated in the Project
Budget will be deemed to be the amount of the award to the Subrecipient.
B. Reimbursement for travel costs shall be subject to the requirements and limitations set forth in the
State Travel Regulations established by the Virginia Department of Accounts.
Project Director's Initials —71- '
TSS 0128 (07/01/2016)
Page 7
C. All payments will be made in accordance with the terms of the Grant Agreement.
The maximum amount eligible for reimbursement shall not be increased above the total amount
stated in the Project, unless the Grant Agreement is amended as described in Article 5,
Amendments and Modifications to Grant Agreement.
D. To be eligible for reimbursement under the Grant Agreement, a cost must be incurred in
accordance with the Grant Agreement, within the time frame specified in the Grant Period as
stated in the Grant Agreement, attributable to work covered by the Grant Agreement, and which
has been completed in a manner satisfactory and acceptable to the Department.
E. Federal or Department funds cannot supplant (replace) funds from any other sources. The term
"supplanting" refers to the use of Federal or Department funds to support personnel or an activity
already supported by local or State funds.
F. Payment of costs incurred under the Grant Agreement is further governed by 2 CFR Part 200 and
2 CFR Part 1201.
G. A Subrecipient may request an Indirect Cost Rate for grants that are not enforcement related.
The Subrecipient must submit a copy of their Federally negotiated indirect cost rate. A
Subrecipient that does not have a Federally negotiated indirect cost rate, may submit a letter
requesting a de minimis indirect cost rate of 10% of modified total direct costs (2 CFR §
200.414(f)). Payment for indirect costs will not be made until the aforementioned documents
have been received by the Department.
Indirect cost references and information can be found in 2 CFR Part 200.
H. The Subrecipient will provide a monetary and/or in-kind match to the funded proposal. The
required matching percentage of the project cost will be determined by the Department. Grant
funds may not be used before the Subrecipient can demonstrate that funds for the corresponding
portion of the matching requirement have been received by Subrecipient. A matching report must
be submitted with each reimbursement voucher.
I. The Subrecipient agrees to submit Requests for Reimbursement on a quarterly basis or no
more than one request per month, as outlined in the Highway Safety Policy and Procedures
Manual. The original Request for Reimbursement, with the appropriate supporting
documentation, must be submitted to the DMV Grants Management Office. The Subrecipient
agrees to submit the final Request for Reimbursement under the Grant Agreement within thirty-
five (35) days of the end of the Grant Period or November 5.
All grant funds must be encumbered by the end of the grant period (September 301, complete
with supporting invoices. At the end of the Grant Period, any unexpended or unobligated funds
shall no longer be available to the Subrecipient. In no case shall the Subrecipient be reimbursed
for expenses incurred prior to the beginning or after the end of the Grant Period.
J. The Department will exercise good faith to make payments within thirty (30) days of receipt of
properly prepared and documented Requests for Reimbursement. Payments, however, are
contingent upon the availability of appropriated funds.
K. Grant Agreements supported with Federal or State funds are limited to the length of the Grant
Period specified in the Grant Agreement. If the Department determines that the project has
demonstrated merit or has potential long-range benefits, the Subrecipient may apply for funding
assistance beyond the initial Grant Period. Preference for funding will be given to those projects
for which the Subrecipient has assumed some cost sharing, those which propose to assume the
largest percentage of subsequent project costs, and those which have demonstrated
performance that is acceptable to the Department.
L. When issuing statements, press releases, requests for proposals, bid solicitations, and other
documents describing projects or programs funded in whole or in part with Federal money,
including this Grant Agreement, the Subrecipient shall clearly state (1) the percentage of the total
cost of the program or project which will be financed with Federal money, and (2) the dollar
amount of Federal funds provided for the project or program.
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Article 4. LIMITATION OF LIABILITY
Payment of costs incurred hereunder is contingent upon the availability of appropriated funds. If, at any
time during the Grant Period, the Department determines that there is insufficient funding to continue the
project, the Department shall so notify the Subrecipient, giving notice of intent to terminate the Grant
Agreement, as specified in Article 11, Termination.
The Grant Agreement may be amended prior to its expiration by mutual written consent of both parties,
utilizing the Grant Agreement Amendment form designated by the Department. Any amendment must be
executed by the parties within the Grant Period specified in the Grant Agreement. Any proposed
modifications or amendments to this Grant Agreement as defined in Article 6, Additional Work and
Changes in Work, including the waiver of any provisions herein, must be submitted to the Department in
writing and approved as herein prescribed prior to Subrecipient's implementation of the proposed
modification or amendment.
Any alterations, additions, or deletions to the Grant Agreement that are required by changes in Federal or
State laws, regulations or directives are automatically incorporated on the date designated by the law,
regulation or directive.
The Department may unilaterally modify this Grant Agreement to deobligate funds not obligated by the
Subrecipient as of the close of the Grant Period specified in this Grant Agreement. In addition, the
Department may deobligate funds in the event of termination of the Grant Agreement pursuant to
Article 11, Termination.
11 112111 NI L1 Ell IlLyffel�; •
If the Subrecipient is of the opinion that any assigned work is beyond the scope of the Grant Agreement
and constitutes additional work, the Subrecipient shall promptly notify the Department in writing. If the
Department finds that such work does constitute additional work, the Department shall so advise the
Subrecipient and a written amendment to the Grant Agreement will be executed according to Article 5,
Amendments and Modifications to Grant Agreement, to provide compensation for doing this work on the
same basis as the original work. If performance of the additional work will cause the maximum amount
payable to be exceeded, the work will not be performed before a written grant amendment is executed.
If the Subrecipient has submitted work in accordance with the terms of the Grant Agreement but the
Department requests changes to the completed work or parts thereof which involve changes to the
original scope of services or character of work under the Grant Agreement, the Subrecipient shall make
such revisions as requested and directed by the Department. This will be considered additional work and
will be paid for as specified in this Article.
If the Subrecipient submits work that does not comply with the terms of the Grant Agreement, the
Department shall instruct the Subrecipient to make such revisions as are necessary to bring the work into
compliance with the Grant Agreement. No additional compensation shall be paid for this work.
The Subrecipient shall make revisions to the work authorized in the Grant Agreement, which are
necessary to correct errors or omissions appearing therein, when required to do so by the Department.
No additional compensation shall be paid for this work.
The Department shall not be responsible for actions by the Subrecipient or any costs incurred by the
Subrecipient relating to additional work not directly associated with or prior to the execution of an
amendment.
Article 7. REPORTING AND NOTIFICATIONS
Subrecipients shall submit performance reports using forms provided and approved by the Department as
outlined in the Statement of Work and Special Conditions, Section 4, Reports and Deliverables.
The Subrecipient shall promptly advise the Department in writing of events that will have a significant
impact upon the Grant Agreement, including:
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A. Problems, delays, or adverse conditions, including a change of project director or other changes
in Subrecipient personnel that will materially affect the Subrecipient's ability to attain objectives
and performance measures, prevent the meeting of time schedules and objectives, or preclude
the attainment of project objectives or performance measures by the established time periods.
This disclosure shall be accompanied by a statement of the action taken or contemplated and any
Department or Federal assistance needed to resolve the situation.
B. Favorable developments or events that enable Subrecipient to meet time schedules and
objectives earlier than anticipated or to accomplish greater performance measure output than
originally projected.
Article S. RECORDS
The Subrecipient agrees to maintain all reports, documents, papers, accounting records, books, and
other evidence pertaining to costs incurred and work performed hereunder, and Subrecipient shall make
such records available at its office for the time period specified in the Grant Agreement. The Subrecipient
further agrees to retain such records for three (3) years from the date of final payment under the Grant
Agreement, until completion of all audits, or until any pending litigation has been completely and fully
resolved, whichever occurs last.
Any representative of the U.S. Secretary of Transportation, the Comptroller General of the United States,
the General Accounting Office, the Virginia Office of the Secretary of Transportation, the Virginia
Department of Motor Vehicles, the Virginia State Comptroller or the Virginia Auditor of Public Accounts
shall have access to and the right to examine any and all books, documents, papers and other records
(including computer records) of the Subrecipient that are related to this Grant Agreement, in order to
conduct audits and examinations and to make excerpts, transcripts, and photocopies. This right also
includes timely and reasonable access to the Subrecipient's personnel and program participants for the
purpose of conducting interviews and discussions related to such documents. The Department's right to
such access shall last as long as the records are retained as required under this Grant Agreement.
Article 9. INDEMNIFICATION
The Subrecipient, if other than a government entity, agrees to indemnify, defend and hold harmless the
Commonwealth of Virginia, its officers, agents, and employees from any claims, damages and actions of
any kind or nature, whether at law or in equity, arising from or caused by the acts or omission of the
Subrecipient, its officers, agents or employees. The Subrecipient, if other than a government entity,
further agrees to indemnify and hold harmless the Commonwealth of Virginia, its officers, agents, and
employees from any costs including, but not limited to, attorney fees and court costs, incurred by the
Department in connection with any such claims or actions.
If the Subrecipient is a government entity, both parties to the Grant Agreement agree that no party is an
agent, servant, or employee of the other party and each party agrees it is responsible for its individual
acts and deeds, as well as the acts and deeds of its contractors, employees, representatives, and agents.
Article 10. DISPUTES AND REMEDIES
The Subrecipient shall be responsible for the settlement of all contractual and administrative issues
arising out of procurement made by the Subrecipient in support of Grant Agreement work.
Disputes concerning performance or payment shall be submitted to the Department for settlement, with
the Director of the Virginia Highway Safety Office or his or her designee acting as final referee.
Article 11. TERMINATION
The Department may terminate the Grant Agreement, in whole or in part, for cause if the Subrecipient
fails to fulfill its obligations under the Grant Agreement; fails to comply with any applicable Department
policy or procedure or any applicable Federal, State or local law, regulation or policy; or fails to correct a
violation of any such law, regulation, policy or procedure. This does not limit any other termination rights
that the Department may have under State or Federal laws, regulations or policies.
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The Grant Agreement shall remain in effect until the Subrecipient has satisfactorily completed all services
and obligations described herein and these have been accepted by the Department, unless:
➢ The Department terminates the Grant Agreement for cause and informs the Subrecipient that the
project is terminated immediately; or
➢ The Department determines that the performance of the project is not in the best interest of the
Department and informs the Subrecipient that the project is terminated immediately; or
➢ The Grant Agreement is terminated in writing with the mutual consent of both parties; or
➢ There is a written thirty (30) day notice to terminate by either party.
The Department shall compensate the Subrecipient for only those eligible expenses incurred during the
Grant Period specified in the Grant Agreement which are directly attributable to the completed portion of
the work covered by the Grant Agreement, provided that the work has been completed in a manner
satisfactory and acceptable to the Department. The Subrecipient shall not incur nor be reimbursed for
any new obligations after the effective date of termination.
Article 12. SUBCONTRACTS
No portion of the work specified in the Grant Agreement shall be subcontracted without the prior written
consent of the Department. In the event that the Subrecipient desires to subcontract part of the work
specified in the Grant Agreement, the Subrecipient shall furnish the Department the names, qualifications
and experience of their proposed subcontractors. For purposes of the Grant Agreement, subcontractor(s)
shall include, but are not limited to, recipients of mini grants and parties to cooperative agreements and
memoranda of understanding.
The Subrecipient, however, shall remain fully responsible for the work to be done by its subcontractor(s)
and shall assure compliance with all the requirements of the Grant Agreement. In any agreement entered
into with a subcontractor, the Subrecipient shall include or incorporate by reference all language
contained in the Statement of Work and Special Conditions and in the General Terms and Conditions
portions of this Highway Safety Grant Agreement, and the subcontractor shall agree to be bound by all
requirements contained therein.
Article 13. NONCOLLUSION
The Subrecipient certifies that its grant application was made without collusion or fraud, and it has not
conferred on any public employee having official responsibility for the Highway Safety Grant process any
loan, gift, favor, service or anything of more than nominal value, present or promised, in connection with
its application. If Subrecipient breaches or violates this certification, the Department shall have the right
to annul this Grant Agreement without liability.
Article 14. SUBRECIPIENT'S RESOURCES
The Subrecipient certifies that it presently has adequate qualified personnel in its employment to perform
the work required under the Grant Agreement, or that Subrecipient will be able to obtain such personnel
from sources other than the Department.
All employees of the Subrecipient shall have such knowledge and experience as will enable them to
perform the duties assigned to them. Any employee of the Subrecipient who, in the opinion of the
Department, is incompetent or whose conduct becomes detrimental to the project shall immediately be
removed from association with the project.
Unless otherwise specified, the Subrecipient shall furnish all equipment, materials, supplies, and other
resources required to perform the work.
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Article 15. SUBRECIPIENT SEAT BELT USE
The Subrecipient agrees to adopt and enforce an on-the-job seat belt use policy requiring all employees
to wear a seat belt when operating any vehicle owned, leased or rented by the Subrecipient, including
police vehicles.
Article 16. PROHIBITION ON USING GRANT FUNDS TO CHECK FOR HELMET USAGE
The Subrecipient will not use 23 U.S.C. Chapter 4 grant funds for programs to check helmet usage or to
create checkpoints that specifically target motorcyclists.
Article 17. PROCUREMENT AND PROPERTY MANAGEMENT
The Subrecipient shall establish and administer a system to procure, control, protect, preserve, use,
maintain, and dispose of any property furnished to it by the Department or purchased pursuant to the
Grant Agreement in accordance with Virginia law and Department policies and procedures, provided that
such laws, policies and procedures are not in conflict with Federal standards, as appropriate, in 2 CFR
Part 200 and 2 CFR Part 1201.
In the event of conflict, such Federal standards shall apply unless Virginia law or Department policies or
procedures impose more strict requirements than the Federal standards.
Article 18. OWNERSHIP OF DOCUMENTS AND INTELLECTUAL PROPERTY
All copyright and patent rights to all papers, reports, forms, materials, creations, or inventions created or
developed in the performance of this Grant Agreement shall become the sole property of the
Commonwealth in accordance with Va. Code §2.2-2822 and Executive Memorandum 4-95. On request,
the Subrecipient shall promptly provide an acknowledgment or assignment in a tangible form satisfactory
to the Commonwealth to evidence the Commonwealth's sole ownership of specifically identified
intellectual property created or developed during the performance of the Grant Agreement.
Article 19. RESEARCH ON HUMAN SUBJECTS
The Subrecipient shall comply with the National Research Act, Public Law 93-348, regarding the
protection of human subjects involved in research, development, and related activities supported by the
Grant Agreement.
Article 20. ASSIGNMENT
The Grant Agreement shall not be assignable by the Subrecipient in whole or in part without the written
consent of the Department.
Article 21. NONDISCRIMINATION
A. The Subrecipient WILL COMPLY WITH ALL Federal Statutes and implementing regulations
relating to nondiscrimination. These include, but are not limited to:
1. Title VI of the Civil Rights Act of 1964 (42 U.S.C. 20004 et seq., 78 stat. 252), (prohibits
discrimination on the basis of race, color, national origin) and 49 CFR part 21;
2. The Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1970,
(42 U.S.C. 4601), (prohibits unfair treatment of persons displaced or whose property has
been acquired because of Federal or Federal -aid programs and projects);
3. Federal -Aid Highway Act of 1973, (23 U.S.C. 324 et seq.), and Title IX of the Education
Amendments of 1972, as amended (20 U.S.C. 1681-1683 and 1685-1686) (prohibit
discrimination on the basis of sex);
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4. Section 504 of the Rehabilitation Act of 1973, (29 U.S.C. 794 et seq.), as amended,
(prohibits discrimination on the basis of disability) and 49 CFR part 27;
5. The Age Discrimination Act of 1975, as amended, (42 U.S.C. 6101 et seq.), (prohibits
discrimination on the basis of age);
6. The Civil Rights Restoration Act of 1987, (Pub. L. 100-209), (broadens scope, coverage
and applicability of Title VI of the Civil Rights Act of 1964, The Age Discrimination Act of 1975
and Section 504 of the Rehabilitation Act of 1973, by expanding the definition of the terms
"programs or activities" to include all of the programs or activities of the Federal aid
recipients, sub -recipients and contractors, whether such programs or activities are Federally -
funded or not);
7. Titles II and III of the Americans with Disabilities Act (42 U.S.C. 12131-12189) (prohibits
discrimination on the basis of disability in the operation of public entities, public and private
transportation systems, places of public accommodation, and certain testing) and 49 CFR
parts 37 and 38;
8. Executive Order 12898, Federal Actions To Address Environmental Justice in Minority
Populations and Low -Income Populations (prevents discrimination against minority
populations by discouraging programs, policies, and activities with disproportionately high
and adverse human health or environmental effects on minority and low-income populations);
and
9. Executive Order 13166, Improving Access to Services for Persons with Limited English
Proficiency (guards against Title VI national origin discrimination/discrimination because of
limited English proficiency (LEP) by ensuring that funding recipients take reasonable steps to
ensure that LEP persons have meaningful access to programs (70 FR at 74087 to 74100).
B. The Subrecipient entity —
1. Will take all measures necessary to ensure that no person in the United States shall, on the
grounds of race, color, national origin, disability, sex, age, limited English proficiency, or
membership in any other class protected by Federal Nondiscrimination Authorities, be
excluded from participation in, be denied the benefits of, or be otherwise subjected to
discrimination under any of its programs or activities, so long as any portion of the program is
Federally -assisted.
2. Will administer the program in a manner that reasonably ensures that any of its subrecipients,
contractors, subcontractors, and consultants receiving Federal financial assistance under this
program will comply with all requirements of the Non -Discrimination Authorities identified in
this Assurance;
3. Agrees to comply (and require any of its subrecipients, contractors, subcontractors, and
consultants to comply) with all applicable provisions of law or regulation governing US DOT's
or NHTSA's access to records, accounts, documents, information, facilities, and staff, and to
cooperate and comply with any program or compliance reviews, and/or complaint
investigations conducted by US DOT or NHTSA under any Federal Nondiscrimination
Authority;
4. Acknowledges that the United States has a right to seek judicial enforcement with regard to
any matter arising under these Non -Discrimination Authorities and this Assurance;
5. Insert in all contracts and funding agreements with other State or private entities the following
clause:
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"During the performance of this contract/funding agreement, the contractor/funding recipient
agrees—
a. To comply with all Federal nondiscrimination laws and regulations, as may be amended
from time to time;
b. Not to participate directly or indirectly in the discrimination prohibited by any Federal non-
discrimination law or regulation, as set forth in appendix B of 49 CFR part 21 and herein;
c. To permit access to its books, records, accounts, other sources of information, and its
facilities as required by the State highway safety office, US DOT or NHTSA;
d. That, in event a contractor/funding recipient fails to comply with any nondiscrimination
provisions in this contract/funding agreement, the State highway safety agency will have
the right to impose such contract/agreement sanctions as it or NHTSA determine are
appropriate, including but not limited to withholding payments to the contractor/funding
recipient under the contract/agreement until the contractor/funding recipient complies;
and/or cancelling, terminating, or suspending a contract or funding agreement, in whole
or in part; and
e. To insert this clause, including paragraphs a through e, in every subcontract and sub
agreement and in every solicitation for a subcontract or sub -agreement that receives
Federal funds under this program,"
C. Certifies that it has disclosed to the Department any administrative and/or court findings of
noncompliance with nondiscrimination or equal opportunity laws, regulations or policies during the
two preceding years. If the Subrecipient has been cited for noncompliance with these laws,
regulations or policies, the Subrecipient will not be eligible to receive funding.
Article 22. DRUG-FREE WORKPLACE
The Subrecipient certifies that it will provide a drug-free workplace in accordance with the requirements of
29 CFR, Part 98, Subpart F.
Article 23. BUY AMERICA ACT
The Subrecipient will comply with the provisions of the Buy America requirement (23 U.S.C. 313)
when purchasing items using Federal funds. Buy America requires a subrecipient, to purchase only
steel, iron and manufactured products produced in the United States with Federal funds, unless the
Secretary of Transportation determines that such domestically produced items would be inconsistent
with the public interest, that such materials are not reasonably available and of a satisfactory quality,
or that inclusion of domestic materials will increase the cost of the overall project contract by more
than 25 percent. In order to use Federal funds to purchase foreign produced items, the State must
submit a waiver request that provides an adequate basis and justification to and approved by the
Secretary of Transportation.
The National Highway Traffic Safety Administration (NHTSA) was granted a Buy America Act public
interest waiver that became effective July 30, 2015, (Federal Register Vol. 80, No. 125, published June
30, 2015). This waiver allows a State or subrecipient to purchase any manufactured product with a
purchase price of $5,000 or less, excluding a motor vehicle when the product is purchased using Federal
grant funds administered under Chapter 4 of Title 23 of the United States Code. The "National Traffic and
Motor Vehicle Safety Act of 1966" defines a motor vehicle as a vehicle driven or drawn by mechanical
power and manufactured primarily for use on public streets, roads, and highways, but does not include a
vehicle operated only on a rail line. See 49 USC 30102(a)(6). Therefore, the purchase of foreign -made
cars, motorcycles, trailers and other similar conveyances must be made with a waiver regardless of
price.
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Article 24. DISADVANTAGED BUSINESS ENTERPRISE
It is the policy of the Department and the USDOT that Disadvantaged Business Enterprises, as defined in
49 CFR Part 26, shall have the opportunity to participate in the performance of agreements financed in
whole or in part with Federal funds. Consequently, the Disadvantaged Business Enterprise requirements
of 49 CFR Part 26, apply to the Grant Agreement as follows:
➢ The Subrecipient agrees to ensure that Disadvantaged Business Enterprises, as defined in 49
CFR Part 26, have the opportunity to participate in the performance of agreements and
subcontracts financed in whole or in part with Federal funds. In this regard, the Subrecipient shall
make good faith efforts, in accordance with 49 CFR Part 26, to ensure that Disadvantaged
Business Enterprises have the opportunity to compete for and perform agreements and
subcontracts.
➢ The Subrecipient and any subcontractor shall not discriminate on the basis of race, color, national
origin, sex, disability, or age in the award and performance of agreements funded in whole or in
part with Federal funds.
These requirements shall be included in any subcontract or sub agreement. Failure to comply with the
requirements set forth above shall constitute a breach of the Grant Agreement and, after the notification
by the Department, may result in termination of the Grant Agreement by the Department or other such
remedy as the Department deems appropriate.
Article 25. DEBARMENT AND SUSPENSION
A. The Subrecipient certifies, to the best of its knowledge and belief, that it and its principals:
1. Are not presently debarred, suspended, proposed for debarment, declared ineligible or
voluntarily excluded from covered transactions by any State or Federal department or agency
or otherwise excluded by any Federal or State department or agency;
2. Have not within a three (3) year period preceding this Grant Agreement been convicted of or
had a civil judgment rendered against them for commission of fraud or a criminal offense in
connection with obtaining, attempting to obtain, or performing a Federal, State, or local public
transaction or contract under a public transaction; violation of Federal or State antitrust
statutes; or commission of embezzlement, theft, forgery, bribery, falsification or destruction of
records, making false statements, or receiving stolen property;
3. Are not presently indicted or otherwise criminally or civilly charged by a Federal, State, or
local governmental entity with commission of any of the offenses enumerated in paragraph A.
2. of this Article; and
4. Have not, within a three (3) year period preceding this Grant Agreement, had one or more
Federal, State, or local public transactions terminated for cause or default.
B. Where the Subrecipient is unable to certify to any of the statements in this Article, such
Subrecipient shall attach an explanation to the Grant Agreement.
C. The Subrecipient is prohibited from making any subcontract or sub -award or permitting any
subcontract or sub -award to any party that does not certify to the Subrecipient that such party
meets the requirements set forth in Section A., Items 1-4 of this Article. When requested by the
Department, Subrecipient shall furnish a copy of such certification.
D. The Subrecipient shall require any party to a subcontract or purchase order awarded under the
Grant Agreement to certify its eligibility to receive Federal grant funds, and, when requested by
the Department, to furnish a copy of the certification.
Article 26. POLITICAL ACTIVITY (HATCH ACT)
The Subrecipient will comply with provisions of the Hatch Act (5 U.S.C. 1501-1508), which limits the
political activities of employees whose principal employment activities are funded in whole or in part with
Federal funds.
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Article 27. FEDERAL LOBBYING CERTIFICATION
The Subrecipient certifies to the best of his or her knowledge and belief that:
A. No Federal appropriated funds have been paid or will be paid, by or on behalf of the Subrecipient,
to any person for influencing or attempting to influence an officer or employee of any agency, a
Member of Congress, an officer or employee of Congress, or an employee of a Member of
Congress in connection with the awarding of any Federal contract, the making of any Federal
grant, the making of any Federal loan, the entering into of any cooperative agreement, and the
extension, continuation, renewal, amendment, or modification of any Federal contract, grant,
loan, or cooperative agreement.
B. If any funds other than Federal appropriated funds have been paid or will be paid to any person
for influencing or attempting to influence an officer or employee of any agency, a Member of
Congress, an officer or employee of Congress, or an employee of a Member of Congress in
connection with this Federal contract, grant, loan, or cooperative agreement, the party to the
Grant Agreement shall complete and submit Standard Form -LLL, "Disclosure Form to Report
Lobbying," in accordance with its instructions.
C. No funds under this Grant Agreement have been or will be expended for publicity or propaganda
purposes, for the preparation, distribution or use of any kit, pamphlet, booklet, publication, radio,
television, film presentation, or website/webpage designed to support or defeat legislation
pending before the Congress, except in presentation to the Congress itself. In addition, grant
funds shall not be used to pay the salary or expenses, in whole or in part, of any Subrecipient or
agent acting for such Subrecipient related to any activity designed to influence legislation or
appropriations pending before the Congress.
D. The Subrecipient shall require that the language of this certification be included in the award
documents for all sub -awards (including subcontracts, sub -grants, and contracts under grant,
loans, and cooperative agreements) and that all subcontractors shall certify and disclose
accordingly.
This certification is a material representation of fact upon which reliance was placed when this Grant
Agreement was made or entered into. Submission of this certification is a prerequisite for entering into
this Grant Agreement imposed by section 1352, title 31, U.S. Code. Any person who fails to file the
required certification shall be subject to a civil penalty of not less than $10,000 and not more than
$100,000 for each such failure.
Article 28. RESTRICTION ON STATE LOBBYING
None of the funds under this program will be used for any activity specifically designed to urge or
influence a State or local legislator to favor or oppose the adoption of any specific legislative proposal
pending before any State or local legislative body. Such activities include both direct and indirect (e.g.,
"grassroots") lobbying activities, with one exception. This does not preclude a State official whose salary
is supported with NHTSA funds from engaging in direct communications with State or local legislative
officials, in accordance with customary State practice, even if such communications urge legislative
officials to favor or oppose the adoption of a specific pending legislative proposal.
No funds under this Grant Agreement have been or will be expended for publicity or propaganda
purposes, for the preparation, distribution or use of any kit, pamphlet, booklet, publication, radio,
television, film presentation, or website/webpage designed to support or defeat legislation pending before
the Virginia General Assembly, except in presentation to the General Assembly itself. In addition, grant
funds shall not be used to pay the salary or expenses, in whole or in part, of any Subrecipient or agent
acting for such Subrecipient related to any activity designed to influence legislation or appropriations
pending before the Virginia General Assembly.
Article 29. INTERPRETATION AND ENFORCEABILITY
In the event any terms or provisions of this Grant Agreement are breached by either party or in the event
that a dispute may arise between the parties regarding the meaning, requirements, or interpretation of
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any terms and provisions contained in this Grant Agreement, then such breach or dispute shall be
resolved pursuant to the terms of this Grant Agreement and the remedies available under the Code of
Virginia. If the Subrecipient is not a government entity, in the event the Department must initiate
proceedings to enforce the terms and conditions of this Grant Agreement or seek redress for damages
caused by Subrecipient's breach of this Grant Agreement, the Department shall be entitled to recover all
costs including, without limitation, court costs and attorney fees, incurred in such proceedings.
A. Signature Authorized. The Subrecipient's authorized approving official, signing the certification
page of the Grant Agreement, has the legal authority to apply for Federal Assistance and has the
institutional, managerial, and financial capability (including funds sufficient to pay the non -Federal
share of project costs) to ensure proper planning, management and completion of the project
described in this application.
B. Headings. The captions and headings used in this Grant Agreement are intended for
convenience only and shall not be used for purposes of construction or interpretation.
C. Notice. All notices, requests and demands shall be directed as follows:
To the Department: Virginia Department of Motor Vehicles
ATTENTION: Director, Virginia Highway Safety Office
Post Office Box 27412
Richmond, Virginia 23269-0001
To Subrecipient: GA,0041L Coo U -y
Any notice, unless otherwise specified herein, will be deemed to have been given on the date
such notice is personally delivered or is deposited in the United States certified mail, return
receipt requested, properly addressed and with postage prepaid.
Project Director's Initials l i'
January 1St - June 30th. 2015
Fatal
January 1st -June 30th. 2016'
3
CRASHES
Midnight - 2:59am ® Noon- 2:59pm
Highest Time Periods
9:00pm- 11:59pm
66% of fatal Alcohol crashes
100% of fatal alcohol crashes
Sunday - Friday
Highest Days
Friday
66% of fatal Alcohol crashes
100% of fatal alcohol crashes
May
Highest Months
February
67% of fatal alcohol crashes
100% of fatal alcohol crashes
January 1st- June 30th. 2015,dax
January 1st- June 30th, 2016*
9:00pm- 11:59pm
Highest Time Periods
3:00am - 5:59am
33% of serious injury alcohol crashes
33% of serious injury alcohol crashes
Tuesday - Saturday
Highest Days
Sunday
44% of serious injury Alcohol crashes
33% of serious injury alcohol crashes
February - June
Highest Months
February
44% of serious injury Alcohol crashes
50% of serious injury alcohol crashes
Roanoke County Alcohol -Related Crashes
Interstate Crashes Non -interstate Crashes
Fatal 0 Fatal
Serious Injury Q Serious Injury
The blue gradient represents the density of all alcohol-related crashes.
N
0 3.25 6.5 13
Miles
*preliminary data
WgiWam
This report was generated by the
Center for Geospatial Information Technology
January 1St -June 3nth 7n11; 1=atni ('rnakn
Street
Cfioss. Street
Count
WASHINGTON AVE
CLEVELAND AVE
1
PLANTATION RD
1,00%
BRAMBLETON AVE
CHALLENGER AVE
BARLEY DR
1
.st --th
w..uwep 1 -.lulls IV I AV 1a aerious Injury Vrasnes
Street
Cross Street Caunt
BENT MOUNTAIN RD
BRADSHAW RD
CLEVELAND AVE
1
LOCH HAVEN DR
1,00%
BRAMBLETON AVE
NEWPORT RD
BARLEY DR
1
VIVIAN AVE
1
MT CHESTNUT RD
1
CATAWBA VALLEY DR
1
PENN FOREST BLVD
1
Total Crashes
January 1St - June 30th, 2016 Fatal Crashes*
Street` Cross StreetCount''
HARDY RD 1
an..9r.. 7st I_- ,nth nnee "--=- -
_ ---- --s -.....•• ••••
Street'
1 .. . -..vwa ...July V10-wiezi
Cross Street
Count
BRADSHAW RD
3
2
WHISTLER DR
1,00%
1
NEWPORT RD
GRAVEL HILL RD
1
FRANKLIN RD
1
WILLIAMSON RD
PLANTATION RD
1
567 452
Fatal Crashes
1 0
Injury Crashes 126 158
V/.,1V' no-1celateo ratan urasnes to Total Fatal Crashes 0p/® 0p/o
Alcohol -Related Injury Crashes _ 10 15
Percent of Alcohol -Related Injury Crashes to Total Injury Crashes 8% 90/®
This report was generated by the
Center for Geospatial Information Technology
513
5
540
1
159
159
3
1
60%,
1,00%
15
13
9%8%
--
Nanuary 1"- June 30th
*preiirninary data
CY 2014
Fatal
CY 2015
CRASHES
Midnight - 2:59am « 6:00pm- 8:59pm
highest Time Periods
Midnight - 2:59am - 3:00pm- 5:59pm
100% of fatal Alcohol crashes
50% of fatal Alcohol crashes
Saturday
Highest Days
Sunday - Friday
100% of fatal alcohol crashes
50% of fatal Alcohol crashes
November
Highest Months
May
100% of fatal alcohol crashes
50% of fatal alcohol crashes
CY 2014
Ji
CY 2015
3:00pm- 5:59pm
Highest Time Periods
3:00pm- 5:59pm - 9:00pm- 11:59pm
50% of serious injury alcohol crashes
50% of serious injury Alcohol crashes
Wednesday - Monday
Highest Days
Tuesday - Saturday
42% of serious injury Alcohol crashes
50% of serious injury Alcohol crashes
September ® April
Highest Months
September a March
42% of serious injury Alcohol crashes
34% of serious injury Alcohol crashes
Roanoke County Alcohol -Related Crashes
Interstate Crashes Non -interstate Crashes
Fatal 0 Fatal
Serious Injury 0 Serious Injury
The blue gradient represents the density of all alcohol-related crashes.
N
0 3.25 6.5 13
Miles
VbRwia
WTech
This report was generated by the
Center for Geospatial Information Technology
CY 2014 Fatal Crashes
Street
Cross Street
Cunt
FRANKLIN RD
CLEVELAND AVE
1
TWELVE O'CLOCK KNOB
RD
1
1
CY 2014 Serious Iniury CrashaQ
Street
Cross Street
Count
BRADSHAW RD
CLEVELAND AVE
2
I-81.
1
2
POOR MOUNTAIN RD
VIVIAN AVE
1
DRY HOLLOW RD
1
1
BENT MOUNTAIN RD
CATAWBA VALLEY DR
1
FLORIST RD
1
1
PLANTATION RD
1
PLANTATION RD
WILLIAMSON RD
1
NEWPORT RD
SANDYRIDGE RD
1
TREVILIAN RD
HOLLINS RD
1
z iucunons nor Inctuaea in summary table above, with 1 crash
CY 2015 Fatal Crashes
StreetCrass Street Count
WASHINGTON AVE 1
CHALLENGER AVE 1
BENT MOUNTAIN RD ROCKY RD 1
PLANTATION RD 1
CY 2015 Serious Iniury Crashes
street'
Cross Street Count',
RURITAN RD
1
CLEVELAND AVE
1
BARLEY DR
1
CORDELL DR
1
VIVIAN AVE
1
MT CHESTNUT RD
1
FRANKLIN RD
1
CATAWBA VALLEY DR
1
PENN FOREST BLVD
1
BENT MOUNTAIN RD
1
Crash Trends
z vocations not Included in summary table above, with 1 crash
Total Crashes
1278
1128
1040
1181
Fatal Crashes
—
—
---
10
8
5
g
Injury Crashes
285
308
332
353
Alcohol•Related Fatal Crashes
Percent of Alcohol -Related Fatal Crashes to Total Fatal Crashes
2
2
2
4
20%
25%
40%
44°l0
Alcohol -Related Injury Crashes
$p
26
32
26
Percent of Alcohol -Related Injury Crashes to Total Injury Crashes
11 %
8%
10%
7%
This report was generated by the
Center for Geospatial Information Technology
GRANT PROCESSING REQUEST FOR
Department of Finance
DATE:
8119116
DEPARTMENT:
Police
GRANT PROGRAM:
Selective Enforcement- Occupant Protection
GRANTING AGENCY:
AGENCY CONTACT:
AGENCY PHONE NO:
Department of Motor Vehicles
Steve Williams
540-632-3042
EXAMPLE OF NUMBER
IF FEDERAL GRANT... CFDA # OP -2017-57058-6707
Dept: Department of Education
(Agency No.) 84.XXX (Grant Program No.)
PROGRAM TITLE:
Selective Enforcement- Occupant Protection
FUNDING REQUEST:
FEDERAL
STATE
LOCAL MATCH
OTHER
TOTAL REQUEST
$14,625
$7,312.50
$14,625
IF LOCAL MATCH IS REQUIRED, ARE FUNDS AVAILABLE IN DEPARTMENT BUDGET? YIN Y
ACCOUNT TO WHICH THE MATCH WILL BE CODED:
In -Kind- Fuel and Vehicle Maintenance
INDIRECT COSTS? YIN No
AMOUNT
REIMBURSEMENT GRANT? YIN Yes
FINANCIAL & PROGRESS REPORTS PREPARED BY:
REQUEST FOR FUNDS SUBMITTED BY:
X Department Finance
X Department Finance
PROJECT DIRECTOR:
Timothy L. Wyatt
PHONE:
FAX:
EMAIL:
540-777-8649
twyatt@roanokecountyva.gov
DEPT. DIRECTOR OR THEIR DESIGNEE SIGNATURE: DATE:
APPROVING SUBMISSON:
REVIEWED & APPROVED BY FINANCE: SIGNATURE: DATE:
REVIEWED & APPROVED BY COUNTY SIGNATURE: DATE:
ADMINISTRATION:
f-Um"y
wwu..dmWow.com
Virginia Department of Motor Vehicles
Post Office Box 27412
Richmond; Virginia 23269-0001
HIGHWAY SAFETY GRANT AGREEMENT
Purpose: Virginia's Highway Safety Program Subrecipients use this form to certify and assure that they will fully comply with
all terms of the Highway Safety Grant Agreement.
Instructions: Subrecipients must read the contract, complete all applicable information on the first and last page, initial the
subsequent pages, and return all pages to the Department of Motor Vehicles.
This Highway Safety Grant Agreement is entered into between the Virginia Department of Motor Vehicles (hereinafter
"Department"), 2300 West Broad Street, Richmond, Virginia 23220, and the following:
Subrecipient: Roanoke County
Federal Award Identification Number (FAIN):
18X9204020VA17
Project Title: Selective Enforcement - Occupant Protection
Project Number: OP -2017-57058-6707
CFDA#: 20.600
Grant Award Amount: $14,625.00
CFDA Name: State and Community Highway Safety
F xleral Funds U-Aig)ted: $14,62E5,00
TaAal Federal FundsObligated� ',314625M
Period of Performance:
Sounce of funds obligated to this award:
From October 1, 2016, or the date the Highway Safety Grant
U.S. Department of Transportation
Agreement is signed by the Director, Virginia Highway Safety Office
National Highway Traffic Safety Administration (NHTSA)
(whichever is later) through September 30, 2017. Allow 21 days for
the Department to complete its review and signature. FINAL
Date of Award Letter from NHTSA: September 30, 2016
VOUCHER IS DUE ON OR BEFORE NOVEMBER 5, 2017.
In performing its responsibilities under this Highway Safety Grant Agreement, the Subrecipient certifies and assures that it will fully
comply with the following:
• Applicable Department regulations and policies and State and Federal laws, regulations, and policies
• Statement of Work and Special Conditions and an Approved Budget, included with this Highway Safety Grant Agreement
• General Terms and Conditions, also included with this Highway Safety Grant Agreement
Subrecipient's signature below indicates that the Subrecipient has read, understands and agrees to fully comply with all terms and
conditions of this Highway Safety Grant Agreement without alteration. This Highway Safety Grant Agreement (hereinafter "Grant
Agreement"), consisting of this certification, the attached Statement of Work and Special Conditions, the attached General Terms
and Conditions, the attached Project Budget, the Subrecipient's proposal and the letter awarding the grant to the Subrecipient
constitutes the entire agreement between the Department and the Subrecipient, supersedes any prior oral or written agreement
between the parties and may not be modified except by written agreement as provided herein. Where any conflict arises between
terms, the following is the order of governance of one term over another: (1) applicable Department regulations and policies, except
where superseded by Federal laws, regulations, or policies; (2) applicable State laws, regulations, and policies, except where
superseded by Federal laws, regulations, or policies; (3) applicable Federal laws, regulations, and policies; (4) Statement of Work
and Special Conditions; (5) General Terms and Conditions; (6) Project Budget; (7) Subrecipient's proposal; and (8) grant award
letter. Subrecipient certifies that this grant does not include research and development.
For Subrecipient:
Name and Title of Project Direc or (print)
w-
Signature e7 Date
Subrecipient's DUNS Number OL 119 13610
Does your locality/legal entity expend $750,000 or more annually
in total federal funds? (check one)y" Yes No
Name and Title of Authorized Approving Official (pri
Signature Date
For Virginia Department of Motor Vehicles:
John Saunders
Director, Virginia Highway Safety Office (print)
Signature
uate
TSS 012E -OP (07/01/2016)
Page 3
Subrecipient Name: y�oe- e,00vrY Project #: O -- a a 1
1. Goals and Specific Program Elements. The goals and specific program elements of the subrecipient's proposal
are incorporated as the first item in this Statement of Work and Special Conditions.
a. List Specific Program Elements:
For October 1, 2016 through December 31, 2016
Estimated At® number of overtime hours to be used
Estimated a number of checkpoints
Estimated _1 number of saturation/individual patrols
For January 1, 2017 through March 31, 2017
Estimated number of overtime hours to be used
Estimated I number of checkpoints
Estimated 16 number of saturation/individual patrols
For April 1, 2017 through June 30, 2017
Estimated f number of overtime hours to be used
Estimated qnumber of checkpoints
Estimated Iqnumber of saturation/individual patrols
For July 1, 2017 through September 30, 2017
Estimated 7Y- number of overtime hours to be used
Estimated I number of checkpoints
Estimated 16 number of saturation patrols
b. To conduct a minimum of Y checkpoints and/or /C saturation/individual patrols for the Click It or
Ticket Mobilization in May 2017.
c. To conduct a minimum of _ checkpoints and/or saturation/individual patrols for during the
Checkpoint Strike Force Campaign.
d. To have number of sworn officers attend number DMV approved traffic safety related training
events (e.g. ACTS, NHTSA Safety Summit, Field Sobriety Testing).
e. Increase from number of radar units in active use from to (If approved, all units must be
ordered by December 31, 2016 and put in service by March 31, 2017).
Project Director
M
Initial
/ `.
Date
TSS 012E -OP (07/01/2016)
Page 3A
SubrecipientName: 1+1V0 _Lr 6L"V.T-y Project#:t'N17-5_7i-`;�y
2. The subrecipient must contribute to the overall State Highway Safety Plan goals.
OCCUPANT PROTECTION
STATEWIDE GOAL: Decrease unrestrained passenger vehicle occupant fatalities in all seating positions
2 percent from the 2014 calendar base year of 250 to 246 by December 31, 20170
GOAL:AGENCY
&C -L-01.0 ! UJQ A%b AfbOCe 6q-0,11 1-0 3 1 l:S cf3rnal?i 6i
• Subrecipients must participate in the mandatory Click it or Ticket (CIOT) activities to include pre and post
seatbelt surveys, and the reporting of citation data after enforcement periods.
• Subrecipients must submit Click it or Ticket (CLOT) selective enforcement data electronically through
TREDS (Traffic Records Electronic Data System).
• BASED ON UNRESTRIANED OCCUPANT CRASH DATA (using crash data from VAHSO or other
approved local crash information):
percent of occupant protection selective enforcement activities are to be conducted
between the hours of 0,0 0 OR00
with special emphasis on the following days of the week: cl,tiJ� Pl104 nt(l j pl A 51V
The remaining percent of selective enforcement hours may must be scheduled during other
DMV approved identified high -crash time periods.
• Grant -funded equipment must be ordered by December 31, 2016, and put in service by March 31, 2017
and documentation maintained concerning its use.
• All Subrecipients must submit a completed monitoring report (TSS 14-A) to their DMV Grant Monitor by
specific assigned dates.
• Subrecipients must attend all mandatory DMV grant -related trainings.
Zero tolerance (no warnings) for violators during grant -funded overtime.
Project Director "f /.- `y �I ti.,-/ G
Initial Date
TSS 012B (07/01/2016)
Page 4
Purpose and Background. The Department is awarding this grant to support the implementation of
highway safety projects by State, local, non-profit, and higher education partnerships. Funds are
made available for projects that: (1) support statewide goals; (2) identify problems experienced by
High Emphasis Communities, which are jurisdictions with the highest crash severity problem; (3)
creatively incorporate alcohol awareness and occupant protection safety; (4) are innovative with
potential statewide application or ability to transfer to other jurisdictions; and (5) have statewide
significance and address the Federal program areas under Section 1906, Public Law 109-59 (Safe,
Accountable, Flexible, Efficient Transportation Equity Act: A Legacy for Users - SAFETEA-LU), as
amended by Section 4011, Public Law 114-94 (Fix America's Surface Transportation (FAST) Act).
2. Paid Media. Grants consisting of $100,000 or more in paid media funds will be required to perform
pre- and post -surveys during the Grant Period. The level of assessment is based on the cost of a
paid advertising campaign as follows:
a. Level 1, for a paid advertising campaign of up to $100,000:
At a minimum, an assessment must measure and document audience exposure to paid
advertised messages and the number of airings or print ads devoted to each announcement.
The size of the audience needs to be estimated using a source appropriate for the medium
used, such as Arbitron or Nielsen ratings for radio and TV. More specifically, all paid
advertising for which the State or Subrecipient used 154, 402 and 405 funds must include
documentation stating how many paid airings or print ads occurred and the size of the
audience reached. Include the number of free airings or print ads that occurred and the size
of the audience reached.
b. Level 2, for a paid advertising campaign greater than $100,000:
In addition to providing the above Level 1 documentation, a more extensive assessment is
required to measure target audience reaction. One or more of the activities in the following
list may be used to assess how the target audience's knowledge, attitude, or actions were
affected by the message(s):
➢ Mail surveys;
➢ Telephone surveys;
➢ Focus groups;
➢ Mall intercept interviews;
➢ Direct mailings;
➢ Call-in centers;
➢ Newspaper polls;
➢ Household interviews;
➢ Before and after approach, which compares system status before and after the
introduction of the message; and
➢ Control region approach, which relates one study site exposed to the message to a
similar site that is not exposed to the message.
Equipment. Costs for equipment are allowable under specified conditions. Costs for new and
replacement equipment with a useful life of more than one year and an acquisition cost of $5,000 or
more must be pre -approved before a Subrecipient purchases the equipment. Such approval shall be
obtained by the Department from the National Highway Traffic Safety Administration (NHTSA)
regional manager in writing, and Subrecipient will be notified by the Department when this approval
has been secured. Federal government requirements mandate that the Department maintain an
accurate accounting and inventory of all equipment purchased using Federal funds, and Subrecipient
shall comply with applicable reporting requirements that may be specified in the Highway Safety
Policy and Procedures Manual and amendments thereto.
Subrecipient must request advance, written approval from the Department to sell, transfer or dispose
of any and all non -expendable equipment purchased in whole or in part with the use of Federal
Project Director's Initials 1.4.
TSS 0128 (07/01/2016)
Page 5
highway safety funds. Disposition of funds from the sale of equipment to another entity must be
agreed upon by the Department and the Subrecipient and approved by NHTSA and the Department.
In the event of a conflict between this section, 2 CFR Part 200 (Uniform Administrative Requirements,
Cost Principles, and Audit Requirements for Federal Awards) and 2 CFR Part 1201 (Department of
Transportation, Uniform Administrative Requirements, Cost Principles, and Audit Requirements for
Federal Awards -- referred to as the "Supercircular"), the provisions of the applicable CFR control,
except where inconsistent with statute.
4. Reports and Deliverables. Quarterly Progress and Monitor Reports shall be provided to the
Department by the dates indicated:
January 31, April 30, July 31, and November 5.
Each Progress and Monitor Report shall address the Subrecipient's progress in fulfilling items listed in
the Statement of Work and Special Conditions, including funded elements of the Subrecipient's
proposal. These reports should include the findings from the evaluation component of the proposal
and should indicate the criteria and methods by which the progress of the initiative has been
evaluated. The format for Progress and Monitor Reports will be provided to the Subrecipient, but, at
a minimum, will require an assessment of the program's plan with actual accomplishments during the
past quarter, partnership involvement and satisfaction, expected follow-up, changes/problems with
the plan and how they will be addressed, a financial summary of expenditures for the reporting period
and planned accomplishments during the next quarter. The final Progress and Monitor Report shall
include a comprehensive, detailed report of all grant activities conducted during the full grant
performance period, including a final summary of expenditures.
Monitoring. The Department shall, throughout the Grant Period under this Grant Agreement and any
extension of the program which is the subject of the Grant Agreement, monitor and evaluate the
events, activities and tasks performed in connection with the program to include financial feasibility
and progress of the grant and the Subrecipient's continuing fiscal responsibility and compliance with
applicable requirements and the terms and conditions of this Grant Agreement. Such monitoring and
evaluation shall not in any manner relieve or waive any obligations of Subrecipient under this Grant
Agreement or pursuant to applicable State and Federal law, regulations or rules. Any representation
to the contrary by the Subrecipient to any third party is strictly prohibited and may be grounds for the
termination of this Grant Agreement by the Department.
5. Audit. Subrecipients expending $750,000 or more in Federal awards (single or multiple awards) in
a year are required to obtain an annual audit in accordance with the Single Audit Act (Public Law
98-502) and subsequent amendments (refer to 2 CFR Part 200 and 2 CFR Part 1201), and the
American Institute of Certified Public Accountants' (AICPA) Statement on Auditing Standards
(SAS) 99, Consideration of Fraud in a Financial Statement Audit. The audit report must be
submitted to DMV by March 15. Subrecipients are encouraged to submit their audit report to the
Federal Audit Clearinghouse (FAC) at http://harvester.census.gov/sac/. Failure to meet the single
audit requirements could result in your entity having to repay grant monies and/or losing access to
future Federal funding.
The State auditor may conduct an audit or investigation of any entity receiving funds from the
Department, either directly under the Grant Agreement or indirectly through a subcontract under the
Grant Agreement. Acceptance of funds directly or indirectly under the Grant Agreement constitutes
acceptance of the authority of the State auditor to conduct an audit or investigation in connection with
those funds. In the event an audit reveals unallowable expenditures, the Subrecipient will be
responsible for repayment to the Department of such unallowable expenditures.
6. Closeout. Subrecipients are required to submit final requests for reimbursements and final Progress
Reports according to the schedule identified in this Grant Agreement. Requests for reimbursements
submitted after Novembers will be denied.
'Project Director's Initials ..�, \
TSS 0128 (07/01/2016)
Page 6
Article 1. COMPLIANCE WITH LAWS
The Subrecipient shall comply with all Federal, State, and local laws, statutes, codes, ordinances, rules
and regulations, and the orders and decrees of any courts or administrative bodies or tribunals in any
matter affecting the performance of the Grant Agreement, including, without limitation, workers'
compensation laws, minimum and maximum salary and wage statutes and regulations, nondiscrimination
laws and regulations, and licensing laws and regulations. When required, the Subrecipient shall furnish
the Department with satisfactory proof of its compliance therewith.
Article 2. STANDARD ASSURANCES
The Subrecipient hereby assures and certifies that it will comply with all applicable laws, regulations,
policies, guidelines, and requirements, including 23 U.S.C. (United States Code) Chapter 4, Highway
Safety Act of 1966, as amended; 23 U.S.C. 405, National Priority Safety Programs; 2 CFR Part 200 and 2
CFR Part 1201; the Federal Highway Safety Grant Funding Guidance (Revised 2013); the Federal
Uniform Guidelines for State Highway Safety Programs; the Procedures for the Transportation Safety
Grants Program and subsequent amendments; and the Guidelines for the Submission of Highway Safety
Grant Applications, as they relate to the application, acceptance, and use of Federal or State funds for
this project. Also, the Subrecipient assures and certifies that:
A. It possesses legal authority to apply for the grant and that a resolution, motion, or similar action
has been duly adopted or passed as an official act of the Subrecipient's governing body,
authorizing the filing of the application, including all understandings and assurances contained
therein, and directing and authorizing the person identified as the authorized approving official of
the Subrecipient to act in connection with the application and to provide such additional
information as may be required.
B. It will comply with the Federal Fair Labor Standards Act's minimum wage and overtime
requirements for employees performing project work.
C. It will comply with all requirements imposed by the Department concerning special requirements
of law, program requirements, and other administrative requirements.
D. It will establish safeguards to prohibit employees from using their positions for a purpose that is or
gives the appearance of being motivated by a desire for private gain for themselves or others,
particularly those with whom they have family, business, or other ties.
E. It will comply with the Virginia State and Local Government Conflict of Interests Act, Va. Code §§
2.2-3100 et seq., which defines and prohibits inappropriate conflicts and requires disclosure of
economic interests and is applicable to all State and local government officers and employees.
F. It will give the Department the access to and the right to examine all records, books, papers, or
documents related to the Grant Agreement.
G. It will ensure that all public records prepared or owned by, or in the possession of, the applicant
relative to this project shall be open to inspection and copying by any citizens of the
Commonwealth during regular office hours in accordance with the provisions of the Virginia
Freedom of Information Act, Va. Code §§ 2.2-3700 et seq., unless otherwise specifically provided
by law.
H. If applicable, it will comply with the provisions of the Virginia Freedom of Information Act, Va.
Code §§ 2.2-3700 et seq., which require all meetings of public bodies to be open and every public
body to give notice of its meetings and to record minutes at all open meetings.
Article 3. GRANT AWARD COMPENSATION
A. The method of payment for the Grant Agreement will be based on actual costs incurred up to and
not to exceed the limits specified in the Grant Agreement. The amount stated in the Project
Budget will be deemed to be the amount of the award to the Subrecipient.
B. Reimbursement for travel costs shall be subject to the requirements and limitations set forth in the
State Travel Regulations established by the Virginia Department of Accounts.
Project Director's Initials
TSS 0128 (07/01/2016)
Page 7
C. All payments will be made in accordance with the terms of the Grant Agreement.
The maximum amount eligible for reimbursement shall not be increased above the total amount
stated in the Project, unless the Grant Agreement is amended as described in Article 5,
Amendments and Modifications to Grant Agreement.
D. To be eligible for reimbursement under the Grant Agreement, a cost must be incurred in
accordance with the Grant Agreement, within the time frame specified in the Grant Period as
stated in the Grant Agreement, attributable to work covered by the Grant Agreement, and which
has been completed in a manner satisfactory and acceptable to the Department.
E. Federal or Department funds cannot supplant (replace) funds from any other sources. The term
"supplanting" refers to the use of Federal or Department funds to support personnel or an activity
already supported by local or State funds.
F. Payment of costs incurred under the Grant Agreement is further governed by 2 CFR Part 200 and
2 CFR Part 1201.
G. A Subrecipient may request an Indirect Cost Rate for grants that are not enforcement related.
The Subrecipient must submit a copy of their Federally negotiated indirect cost rate. A
Subrecipient that does not have a Federally negotiated indirect cost rate, may submit a letter
requesting a de minimis indirect cost rate of 10% of modified total direct costs (2 CFR §
200.414(f)). Payment for indirect costs will not be made until the aforementioned documents
have been received by the Department.
Indirect cost references and information can be found in 2 CFR Part 200.
H. The Subrecipient will provide a monetary and/or in-kind match to the funded proposal. The
required matching percentage of the project cost will be determined by the Department. Grant
funds may not be used before the Subrecipient can demonstrate that funds for the corresponding
portion of the matching requirement have been received by Subrecipient. A matching report must
be submitted with each reimbursement voucher.
I. The Subrecipient agrees to submit Requests for Reimbursement on a quarterly basis or no
more than one request per month, as outlined in the Highway Safety Policy and Procedures
Manual. The original Request for Reimbursement, with the appropriate supporting
documentation, must be submitted to the DMV Grants Management Office. The Subrecipient
agrees to submit the final Request for Reimbursement under the Grant Agreement within thirty-
five (35) days of the end of the Grant Period or November 5.
All grant funds must be encumbered by the end of the grant period (September 301, complete
with supporting invoices. At the end of the Grant Period, any unexpended or unobligated funds
shall no longer be available to the Subrecipient. In no case shall the Subrecipient be reimbursed
for expenses incurred prior to the beginning or after the end of the Grant Period.
J. The Department will exercise good faith to make payments within thirty (30) days of receipt of
properly prepared and documented Requests for Reimbursement. Payments, however, are
contingent upon the availability of appropriated funds,
K. Grant Agreements supported with Federal or State funds are limited to the length of the Grant
Period specified in the Grant Agreement. If the Department determines that the project has
demonstrated merit or has potential long-range benefits, the Subrecipient may apply for funding
assistance beyond the initial Grant Period. Preference for funding will be given to those projects
for which the Subrecipient has assumed some cost sharing, those which propose to assume the
largest percentage of subsequent project costs, and those which have demonstrated
performance that is acceptable to the Department.
L. When issuing statements, press releases, requests for proposals, bid solicitations, and other
documents describing projects or programs funded in whole or in part with Federal money,
including this Grant Agreement, the Subrecipient shall clearly state (1) the percentage of the total
cost of the program or project which will be financed with Federal money, and (2) the dollar
amount of Federal funds provided for the project or program.
Project Director's Initials
TSS 012B (07/01/2016)
Page 8
Article 4. LIMITATION OF LIABILITY
Payment of costs incurred hereunder is contingent upon the availability of appropriated funds. If, at any
time during the Grant Period, the Department determines that there is insufficient funding to continue the
project, the Department shall so notify the Subrecipient, giving notice of intent to terminate the Grant
Agreement, as specified in Article 11, Termination.
The Grant Agreement may be amended prior to its expiration by mutual written consent of both parties,
utilizing the Grant Agreement Amendment form designated by the Department. Any amendment must be
executed by the parties within the Grant Period specified in the Grant Agreement. Any proposed
modifications or amendments to this Grant Agreement as defined in Article 6, Additional Work and
Changes in Work, including the waiver of any provisions herein, must be submitted to the Department in
writing and approved as herein prescribed prior to Subrecipient's implementation of the proposed
modification or amendment.
Any alterations, additions, or deletions to the Grant Agreement that are required by changes in Federal or
State laws, regulations or directives are automatically incorporated on the date designated by the law,
regulation or directive.
The Department may unilaterally modify this Grant Agreement to deobligate funds not obligated by the
Subrecipient as of the close of the Grant Period specified in this Grant Agreement. In addition, the
Department may deobligate funds in the event of termination of the Grant Agreement pursuant to
Article 11, Termination.
Article 6. ADDITIONAL WORK AND CHANGES IN WORK
If the Subrecipient is of the opinion that any assigned work is beyond the scope of the Grant Agreement
and constitutes additional work, the Subrecipient shall promptly notify the Department in writing. If the
Department finds that such work does constitute additional work, the Department shall so advise the
Subrecipient and a written amendment to the Grant Agreement will be executed according to Article 5,
Amendments and Modifications to Grant Agreement, to provide compensation for doing this work on the
same basis as the original work. If performance of the additional work will cause the maximum amount
payable to be exceeded, the work will not be performed before a written grant amendment is executed.
If the Subrecipient has submitted work in accordance with the terms of the Grant Agreement but the
Department requests changes to the completed work or parts thereof which involve changes to the
original scope of services or character of work under the Grant Agreement, the Subrecipient shall make
such revisions as requested and directed by the Department. This will be considered additional work and
will be paid for as specified in this Article.
If the Subrecipient submits work that does not comply with the terms of the Grant Agreement, the
Department shall instruct the Subrecipient to make such revisions as are necessary to bring the work into
compliance with the Grant Agreement. No additional compensation shall be paid for this work.
The Subrecipient shall make revisions to the work authorized in the Grant Agreement, which are
necessary to correct errors or omissions appearing therein, when required to do so by the Department.
No additional compensation shall be paid for this work.
The Department shall not be responsible for actions by the Subrecipient or any costs incurred by the
Subrecipient relating to additional work not directly associated with or prior to the execution of an
amendment.
Article 7. REPORTING AND NOTIFICATIONS
Subrecipients shall submit performance reports using forms provided and approved by the Department as
outlined in the Statement of Work and Special Conditions, Section 4, Reports and Deliverables.
The Subrecipient shall promptly advise the Department in writing of events that will have a significant
impact upon the Grant Agreement, including:
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A. Problems, delays, or adverse conditions, including a change of project director or other changes
in Subrecipient personnel that will materially affect the Subrecipient's ability to attain objectives
and performance measures, prevent the meeting of time schedules and objectives, or preclude
the attainment of project objectives or performance measures by the established time periods.
This disclosure shall be accompanied by a statement of the action taken or contemplated and any
Department or Federal assistance needed to resolve the situation.
B. Favorable developments or events that enable Subrecipient to meet time schedules and
objectives earlier than anticipated or to accomplish greater performance measure output than
originally projected.
Article 8. RECORDS
The Subrecipient agrees to maintain all reports, documents, papers, accounting records, books, and
other evidence pertaining to costs incurred and work performed hereunder, and Subrecipient shall make
such records available at its office for the time period specified in the Grant Agreement. The Subrecipient
further agrees to retain such records for three (3) years from the date of final payment under the Grant
Agreement, until completion of all audits, or until any pending litigation has been completely and fully
resolved, whichever occurs last.
Any representative of the U.S. Secretary of Transportation, the Comptroller General of the United States,
the General Accounting Office, the Virginia Office of the Secretary of Transportation, the Virginia
Department of Motor Vehicles, the Virginia State Comptroller or the Virginia Auditor of Public Accounts
shall have access to and the right to examine any and all books, documents, papers and other records
(including computer records) of the Subrecipient that are related to this Grant Agreement, in order to
conduct audits and examinations and to make excerpts, transcripts, and photocopies. This right also
includes timely and reasonable access to the Subrecipient's personnel and program participants for the
purpose of conducting interviews and discussions related to such documents. The Department's right to
such access shall last as long as the records are retained as required under this Grant Agreement.
Article 9. INDEMNIFICATION
The Subrecipient, if other than a government entity, agrees to indemnify, defend and hold harmless the
Commonwealth of Virginia, its officers, agents, and employees from any claims, damages and actions of
any kind or nature, whether at law or in equity, arising from or caused by the acts or omission of the
Subrecipient, its officers, agents or employees. The Subrecipient, if other than a government entity,
further agrees to indemnify and hold harmless the Commonwealth of Virginia, its officers, agents, and
employees from any costs including, but not limited to, attorney fees and court costs, incurred by the
Department in connection with any such claims or actions.
If the Subrecipient is a government entity, both parties to the Grant Agreement agree that no party is an
agent, servant, or employee of the other party and each party agrees it is responsible for its individual
acts and deeds, as well as the acts and deeds of its contractors, employees, representatives, and agents.
Article 10. DISPUTES AND REMEDIES
The Subrecipient shall be responsible for the settlement of all contractual and administrative issues
arising out of procurement made by the Subrecipient in support of Grant Agreement work.
Disputes concerning performance or payment shall be submitted to the Department for settlement, with
the Director of the Virginia Highway Safety Office or his or her designee acting as final referee.
Article 11. TERMINATION
The Department may terminate the Grant Agreement, in whole or in part, for cause if the Subrecipient
fails to fulfill its obligations under the Grant Agreement; fails to comply with any applicable Department
policy or procedure or any applicable Federal, State or local law, regulation or policy; or fails to correct a
violation of any such law, regulation, policy or procedure. This does not limit any other termination rights
that the Department may have under State or Federal laws, regulations or policies.
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The Grant Agreement shall remain in effect until the Subrecipient has satisfactorily completed all services
and obligations described herein and these have been accepted by the Department, unless:
➢ The Department terminates the Grant Agreement for cause and informs the Subrecipient that the
project is terminated immediately; or
➢ The Department determines that the performance of the project is not in the best interest of the
Department and informs the Subrecipient that the project is terminated immediately; or
➢ The Grant Agreement is terminated in writing with the mutual consent of both parties; or
➢ There is a written thirty (30) day notice to terminate by either party.
The Department shall compensate the Subrecipient for only those eligible expenses incurred during the
Grant Period specified in the Grant Agreement which are directly attributable to the completed portion of
the work covered by the Grant Agreement, provided that the work has been completed in a manner
satisfactory and acceptable to the Department. The Subrecipient shall not incur nor be reimbursed for
any new obligations after the effective date of termination.
Article 12. SUBCONTRACTS
No portion of the work specified in the Grant Agreement shall be subcontracted without the prior written
consent of the Department. In the event that the Subrecipient desires to subcontract part of the work
specified in the Grant Agreement, the Subrecipient shall furnish the Department the names, qualifications
and experience of their proposed subcontractors. For purposes of the Grant Agreement, subcontractor(s)
shall include, but are not limited to, recipients of mini grants and parties to cooperative agreements and
memoranda of understanding.
The Subrecipient, however, shall remain fully responsible for the work to be done by its subcontractor(s)
and shall assure compliance with all the requirements of the Grant Agreement. In any agreement entered
into with a subcontractor, the Subrecipient shall include or incorporate by reference all language
contained in the Statement of Work and Special Conditions and in the General Terms and Conditions
portions of this Highway Safety Grant Agreement, and the subcontractor shall agree to be bound by all
requirements contained therein.
Article 13. NONCOLLUSION
The Subrecipient certifies that its grant application was made without collusion or fraud, and it has not
conferred on any public employee having official responsibility for the Highway Safety Grant process any
loan, gift, favor, service or anything of more than nominal value, present or promised, in connection with
its application. If Subrecipient breaches or violates this certification, the Department shall have the right
to annul this Grant Agreement without liability.
Article 14. SUBRECIPIENT'S RESOURCES
The Subrecipient certifies that it presently has adequate qualified personnel in its employment to perform
the work required under the Grant Agreement, or that Subrecipient will be able to obtain such personnel
from sources other than the Department.
All employees of the Subrecipient shall have such knowledge and experience as will enable them to
perform the duties assigned to them. Any employee of the Subrecipient who, in the opinion of the
Department, is incompetent or whose conduct becomes detrimental to the project shall immediately be
removed from association with the project.
Unless otherwise specified, the Subrecipient shall furnish all equipment, materials, supplies, and other
resources required to perform the work.
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Article 15. SUBRECIPIENT SEAT BELT USE
The Subrecipient agrees to adopt and enforce an on-the-job seat belt use policy requiring all employees
to wear a seat belt when operating any vehicle owned, leased or rented by the Subrecipient, including
police vehicles.
Article 16. PROHIBITION ON USING GRANT FUNDS TO CHECK FOR HELMET USAGE
The Subrecipient will not use 23 U.S.C. Chapter 4 grant funds for programs to check helmet usage or to
create checkpoints that specifically target motorcyclists.
The Subrecipient shall establish and administer a system to procure, control, protect, preserve, use,
maintain, and dispose of any property furnished to it by the Department or purchased pursuant to the
Grant Agreement in accordance with Virginia law and Department policies and procedures, provided that
such laws, policies and procedures are not in conflict with Federal standards, as appropriate, in 2 CFR
Part 200 and 2 CFR Part 1201.
In the event of conflict, such Federal standards shall apply unless Virginia law or Department policies or
procedures impose more strict requirements than the Federal standards.
Article 18. OWNERSHIP OF DOCUMENTS AND INTELLECTUAL PROPERTY
All copyright and patent rights to all papers, reports, forms, materials, creations, or inventions created or
developed in the performance of this Grant Agreement shall become the sole property of the
Commonwealth in accordance with Va. Code §2.2-2822 and Executive Memorandum 4-95. On request,
the Subrecipient shall promptly provide an acknowledgment or assignment in a tangible form satisfactory
to the Commonwealth to evidence the Commonwealth's sole ownership of specifically identified
intellectual property created or developed during the performance of the Grant Agreement.
Article 19. RESEARCH ON HUMAN SUBJECTS
The Subrecipient shall comply with the National Research Act, Public Law 93-348, regarding the
protection of human subjects involved in research, development, and related activities supported by the
Grant Agreement,
Article 20. ASSIGNMENT
The Grant Agreement shall not be assignable by the Subrecipient in whole or in part without the written
consent of the Department.
Article 21. NONDISCRIMINATION
A. The Subrecipient WILL COMPLY WITH ALL Federal Statutes and implementing regulations
relating to nondiscrimination. These include, but are not limited to:
1. Title VI of the Civil Rights Act of 1964 (42 U.S.C. 2000d et seq., 78 stat. 252), (prohibits
discrimination on the basis of race, color, national origin) and 49 CFR part 21;
2. The Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1970,
(42 U.S.C. 4601), (prohibits unfair treatment of persons displaced or whose property has
been acquired because of Federal or Federal -aid programs and projects);
3. Federal -Aid Highway Act of 1973, (23 U.S.C. 324 et seq.), and Title IX of the Education
Amendments of 1972, as amended (20 U.S.C. 1681-1683 and 1685-1686) (prohibit
discrimination on the basis of sex);
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4. Section 504 of the Rehabilitation Act of 1973, (29 U.S.C. 794 et seq.), as amended,
(prohibits discrimination on the basis of disability) and 49 CFR part 27;
5. The Age Discrimination Act of 1975, as amended, (42 U.S.C. 6101 et seq.), (prohibits
discrimination on the basis of age);
6. The Civil Rights Restoration Act of 1987, (Pub. L. 100-209), (broadens scope, coverage
and applicability of Title VI of the Civil Rights Act of 1964, The Age Discrimination Act of 1975
and Section 504 of the Rehabilitation Act of 1973, by expanding the definition of the terms
"programs or activities" to include all of the programs or activities of the Federal aid
recipients, sub -recipients and contractors, whether such programs or activities are Federally -
funded or not);
7. Titles II and III of the Americans with Disabilities Act (42 U.S.C. 12131-12189) (prohibits
discrimination on the basis of disability in the operation of public entities, public and private
transportation systems, places of public accommodation, and certain testing) and 49 CFR
parts 37 and 38;
8. Executive Order 12898, Federal Actions To Address Environmental Justice in Minority
Populations and Low -Income Populations (prevents discrimination against minority
populations by discouraging programs, policies, and activities with disproportionately high
and adverse human health or environmental effects on minority and low-income populations);
and
9. Executive Order 13166, Improving Access to Services for Persons with Limited English
Proficiency (guards against Title VI national origin discrimination/discrimination because of
limited English proficiency (LEP) by ensuring that funding recipients take reasonable steps to
ensure that LEP persons have meaningful access to programs (70 FR at 74087 to 74100).
B. The Subrecipient entity —
1. Will take all measures necessary to ensure that no person in the United States shall, on the
grounds of race, color, national origin, disability, sex, age, Limited English proficiency, or
membership in any other class protected by Federal Nondiscrimination Authorities, be
excluded from participation in, be denied the benefits of, or be otherwise subjected to
discrimination under any of its programs or activities, so long as any portion of the program is
Federally -assisted.
2. Will administer the program in a manner that reasonably ensures that any of its subrecipients,
contractors, subcontractors, and consultants receiving Federal financial assistance under this
program will comply with all requirements of the Non -Discrimination Authorities identified in
this Assurance;
3. Agrees to comply (and require any of its subrecipients, contractors, subcontractors, and
consultants to comply) with all applicable provisions of law or regulation governing US DOT's
or NHTSA's access to records, accounts, documents, information, facilities, and staff, and to
cooperate and comply with any program or compliance reviews, and/or complaint
investigations conducted by US DOT or NHTSA under any Federal Nondiscrimination
Authority;
4. Acknowledges that the United States has a right to seek judicial enforcement with regard to
any matter arising under these Non -Discrimination Authorities and this Assurance;
5. Insert in all contracts and funding agreements with other State or private entities the following
clause:
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"During the performance of this contract/funding agreement, the contractor/funding recipient
agrees—
a. To comply with all Federal nondiscrimination laws and regulations, as may be amended
from time to time;
b. Not to participate directly or indirectly in the discrimination prohibited by any Federal non-
discrimination law or regulation, as set forth in appendix B of 49 CFR part 21 and herein;
c. To permit access to its books, records, accounts, other sources of information, and its
facilities as required by the State highway safety office, US DOT or NHTSA;
d. That, in event a contractor/funding recipient fails to comply with any nondiscrimination
provisions in this contract/funding agreement, the State highway safety agency will have
the right to impose such contract/agreement sanctions as it or NHTSA determine are
appropriate, including but not limited to withholding payments to the contractor/funding
recipient under the contract/agreement until the contractor/funding recipient complies;
and/or cancelling, terminating, or suspending a contract or funding agreement, in whole
or in part; and
e. To insert this clause, including paragraphs a through e, in every subcontract and sub
agreement and in every solicitation for a subcontract or sub -agreement that receives
Federal funds under this program."
C. Certifies that it has disclosed to the Department any administrative and/or court findings of
noncompliance with nondiscrimination or equal opportunity laws, regulations or policies during the
two preceding years. If the Subrecipient has been cited for noncompliance with these laws,
regulations or policies, the Subrecipient will not be eligible to receive funding.
Article 22. DRUG-FREE WORKPLACE
The Subrecipient certifies that it will provide a drug-free workplace in accordance with the requirements of
29 CFR, fart 98, Subpart F.
Article 23. BUY AMERICA ACT
The Subrecipient will comply with the provisions of the Buy America requirement (23 U.S.C. 313)
when purchasing items using Federal funds. Buy America requires a subrecipient, to purchase only
steel, iron and manufactured products produced in the United States with Federal funds, unless the
Secretary of Transportation determines that such domestically produced items would be inconsistent
with the public interest, that such materials are not reasonably available and of a satisfactory quality,
or that inclusion of domestic materials will increase the cost of the overall project contract by more
than 25 percent. In order to use Federal funds to purchase foreign produced items, the State must
submit a waiver request that provides an adequate basis and justification to and approved by the
Secretary of Transportation.
The National Highway Traffic Safety Administration (NHTSA) was granted a Buy America Act public
interest waiver that became effective July 30, 2015, (Federal Register Vol. 80, No. 125, published June
30, 2015). This waiver allows a State or subrecipient to purchase any manufactured product with a
purchase price of $5,000 or less, excluding a motor vehicle when the product is purchased using Federal
grant funds administered under Chapter 4 of Title 23 of the United States Code. The "National Traffic and
Motor Vehicle Safety Act of 1966" defines a motor vehicle as a vehicle driven or drawn by mechanical
power and manufactured primarily for use on public streets, roads, and highways, but does not include a
vehicle operated only on a rail line. See 49 USC 30102(a)(6). Therefore, the purchase of foreign -made
cars, motorcycles, trailers and other similar conveyances must be made with a waiver regardless of
price.
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Article 24. DISADVANTAGED BUSINESS ENTERPRISE
It is the policy of the Department and the USDOT that Disadvantaged Business Enterprises, as defined in
49 CFR Part 26, shall have the opportunity to participate in the performance of agreements financed in
whole or in part with Federal funds. Consequently, the Disadvantaged Business Enterprise requirements
of 49 CFR Part 26, apply to the Grant Agreement as follows:
➢ The Subrecipient agrees to ensure that Disadvantaged Business Enterprises, as defined in 49
CFR Part 26, have the opportunity to participate in the performance of agreements and
subcontracts financed in whole or in part with Federal funds. In this regard, the Subrecipient shall
make good faith efforts, in accordance with 49 CFR Part 26, to ensure that Disadvantaged
Business Enterprises have the opportunity to compete for and perform agreements and
subcontracts.
➢ The Subrecipient and any subcontractor shall not discriminate on the basis of race, color, national
origin, sex, disability, or age in the award and performance of agreements funded in whole or in
part with Federal funds.
These requirements shall be included in any subcontract or sub agreement. Failure to comply with the
requirements set forth above shall constitute a breach of the Grant Agreement and, after the notification
by the Department, may result in termination of the Grant Agreement by the Department or other such
remedy as the Department deems appropriate.
Article 25. DEBARMENT AND SUSPENSION
A. The Subrecipient certifies, to the best of its knowledge and belief, that it and its principals:
1. Are not presently debarred, suspended, proposed for debarment, declared ineligible or
voluntarily excluded from covered transactions by any State or Federal department or agency
or otherwise excluded by any Federal or State department or agency;
2. Have not within a three (3) year period preceding this Grant Agreement been convicted of or
had a civil judgment rendered against them for commission of fraud or a criminal offense in
connection with obtaining, attempting to obtain, or performing a Federal, State, or local public
transaction or contract under a public transaction; violation of Federal or State antitrust
statutes; or commission of embezzlement, theft, forgery, bribery, falsification or destruction of
records, making false statements, or receiving stolen property;
3. Are not presently indicted or otherwise criminally or civilly charged by a Federal, State, or
local governmental entity with commission of any of the offenses enumerated in paragraph A.
2. of this Article; and
4. Have not, within a three (3) year period preceding this Grant Agreement, had one or more
Federal, State, or local public transactions terminated for cause or default.
B. Where the Subrecipient is unable to certify to any of the statements in this Article, such
Subrecipient shall attach an explanation to the Grant Agreement.
C. The Subrecipient is prohibited from making any subcontract or sub -award or permitting any
subcontract or sub -award to any party that does not certify to the Subrecipient that such party
meets the requirements set forth in Section A., Items 1-4 of this Article. When requested by the
Department, Subrecipient shall furnish a copy of such certification.
D. The Subrecipient shall require any party to a subcontract or purchase order awarded under the
Grant Agreement to certify its eligibility to receive Federal grant funds, and, when requested by
the Department, to furnish a copy of the certification.
Article 26. POLITICAL ACTIVITY (HATCH ACT)
The Subrecipient will comply with provisions of the Hatch Act (5 U.S.C. 1501-1508), which limits the
political activities of employees whose principal employment activities are funded in whole or in part with
Federal funds.
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Article 27. FEDERAL LOBBYING CERTIFICATION
The Subrecipient certifies to the best of his or her knowledge and belief that:
A, No Federal appropriated funds have been paid or will be paid, by or on behalf of the Subrecipient,
to any person for influencing or attempting to influence an officer or employee of any agency, a
Member of Congress, an officer or employee of Congress, or an employee of a Member of
Congress in connection with the awarding of any Federal contract, the making of any Federal
grant, the making of any Federal loan, the entering into of any cooperative agreement, and the
extension, continuation, renewal, amendment, or modification of any Federal contract, grant,
loan, or cooperative agreement.
B. If any funds other than Federal appropriated funds have been paid or will be paid to any person
for influencing or attempting to influence an officer or employee of any agency, a Member of
Congress, an officer or employee of Congress, or an employee of a Member of Congress in
connection with this Federal contract, grant, loan, or cooperative agreement, the party to the
Grant Agreement shall complete and submit Standard Form -LLL, "Disclosure Form to Report
Lobbying," in accordance with its instructions.
C. No funds under this Grant Agreement have been or will be expended for publicity or propaganda
purposes, for the preparation, distribution or use of any kit, pamphlet, booklet, publication, radio,
television, film presentation, or website/webpage designed to support or defeat legislation
pending before the Congress, except in presentation to the Congress itself. In addition, grant
funds shall not be used to pay the salary or expenses, in whole or in part, of any Subrecipient or
agent acting for such Subrecipient related to any activity designed to influence legislation or
appropriations pending before the Congress.
D. The Subrecipient shall require that the language of this certification be included in the award
documents for all sub -awards (including subcontracts, sub -grants, and contracts under grant,
loans, and cooperative agreements) and that all subcontractors shall certify and disclose
accordingly.
This certification is a material representation of fact upon which reliance was placed when this Grant
Agreement was made or entered into. Submission of this certification is a prerequisite for entering into
this Grant Agreement imposed by section 1352, title 31, U.S. Code. Any person who fails to file the
required certification shall be subject to a civil penalty of not less than $10,000 and not more than
$100,000 for each such failure.
Article 28. RESTRICTION ON STATE LOBBYING
None of the funds under this program will be used for any activity specifically designed to urge or
influence a State or local legislator to favor or oppose the adoption of any specific legislative proposal
pending before any State or local legislative body. Such activities include both direct and indirect (e.g.,
"grassroots") lobbying activities, with one exception. This does not preclude a State official whose salary
is supported with NHTSA funds from engaging in direct communications with State or local legislative
officials, in accordance with customary State practice, even if such communications urge legislative
officials to favor or oppose the adoption of a specific pending legislative proposal.
No funds under this Grant Agreement have been or will be expended for publicity or propaganda
purposes, for the preparation, distribution or use of any kit, pamphlet, booklet, publication, radio,
television, film presentation, or website/webpage designed to support or defeat legislation pending before
the Virginia General Assembly, except in presentation to the General Assembly itself. In addition, grant
funds shall not be used to pay the salary or expenses, in whole or in part, of any Subrecipient or agent
acting for such Subrecipient related to any activity designed to influence legislation or appropriations
pending before the Virginia General Assembly.
Article 29. INTERPRETATION AND ENFORCEABILITY
In the event any terms or provisions of this Grant Agreement are breached by either party or in the event
that a dispute may arise between the parties regarding the meaning, requirements, or interpretation of
Project Director's Initials _T`t�
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any terms and provisions contained in this Grant Agreement, then such breach or dispute shall be
resolved pursuant to the terms of this Grant Agreement and the remedies available under the Code of
Virginia. If the Subrecipient is not a government entity, in the event the Department must initiate
proceedings to enforce the terms and conditions of this Grant Agreement or seek redress for damages
caused by Subrecipient's breach of this Grant Agreement, the Department shall be entitled to recover all
costs including, without limitation, court costs and attorney fees, incurred in such proceedings.
A. Signature Authorized. The Subrecipient's authorized approving official, signing the certification
page of the Grant Agreement, has the legal authority to apply for Federal Assistance and has the
institutional, managerial, and financial capability (including funds sufficient to pay the non -Federal
share of project costs) to ensure proper planning, management and completion of the project
described in this application.
B. Headings. The captions and headings used in this Grant Agreement are intended for
convenience only and shall not be used for purposes of construction or interpretation.
C. Notice. All notices, requests and demands shall be directed as follows:
To the Department: Virginia Department of Motor Vehicles
ATTENTION: Director, Virginia Highway Safety Office
Post Office Box 27412
Richmond, Virginia 23269-0001
To Subrecipient: rA.ra►2Le,' C,,!N oC7_7c:tf_
5c.Q Ve- &c..±b
yo
Any notice, unless otherwise specified herein, will be deemed to have been given on the date
such notice is personally delivered or is deposited in the United States certified mail, return
receipt requested, properly addressed and with postage prepaid.
Project Director's Initials 0 �,
CY 2014
Fatal
CY 2015
CRASHES
4
Highest Time Periods
9:00pm- 11:59pm
50% of fatal unrestrained crashes
Highest Days
Sunday ® Friday
50% of fatal Unrestrained crashes
Highest Months
May
50% of fatal unrestrained crashes
CY 2014
Serious Injure
CY 2015
17
CRASHES
9
3:00pm- 5:59pm ® 9:00am - 11:59am
Highest Time Periods
Noon- 2:59pm ® 9:00pm- 11:59pm
48% of serious injury Unrestrained crashes
66% of serious injury Unrestrained crashes
Sunday- Monday
Highest Days
Saturday ® Wednesday
48% of serious injury Unrestrained crashes
44% of serious injury Unrestrained crashes
August
Highest Months
December ® May
24% of serious injury unrestrained crashes
44% of serious injury Unrestrained crashes
Roanoke County Unrestrained -Related Crashes
Interstate Crashes Non -interstate Crashes
Fatal 0 Fatal
Serious Injury 0 Serious Injury
The blue gradient represents the density of all unrestrained -related crashes.
2015
N
0 3.25 6.5 13
Miles
Vngftiia
MT Tech
This report was generated by the
Center for Geospatial Information Technology
Roanoke Region
August, 2016
Roanoke County Unrestrained Crash Stats
CY 2014 Fatal Crashes
=_ Street I Cross Street Count
CY 2014 Serious Injury Crashes
Street
Cross Street
Count
1-81
CHALLENGER AVE
3
DENT RD
10
1
BRADSHAW RD
Injuries
1
HARDY RD
FINNEY DR
1
BELLE HAVEN RD
4
3
PETTY AVE
OAKLAND BLVD
0
STARLIGHT LN
MERRIMAN RD
36%
COTTON HILL RD
____
0%
40%
COVE HOLLOW RD
42
35
PLANTATION RD
WILLIAMSON RD
57
5 locations not included in summary table above, with I crash
CY 2015 Fatal Crashes
Street
Cross Street Count
WASHINGTON AVE
RURITAN RD
CHALLENGER AVE
1
1-81
10
PLANTATION RD
JAE VALLEY RD
CY 2015 Serious Injury Crashes
Street
Cross Street
Count
RURITAN RD
1181
1
CORDELL DR
10
5
JAE VALLEY RD
Injuries
453
1-81
445
480
VIVIAN AVE
4
3
HERSHBERGER RD
OAKLAND BLVD
0
TWELVE OCLOCK KNOB
Percent of Unrestrained -Related Fatalities to Total Fatalities
36%
RD
____
0%
40%
PENN FOREST BLVD
42
35
ATAWBA VALLEY DR
57
Crash Trends
Total Crashes
1278
1128
o
1040
1181
Fatalities
11
10
5
10
Injuries
453
450
445
480
Unrestrained -Related Fatalities
4
3
0
—
4
Percent of Unrestrained -Related Fatalities to Total Fatalities
36%
30%
____
0%
40%
Unrestrained -Related Injuries
42
35
57
37
Percent of Unrestrained -Related Injuries to Total Injuries
9%8%
13%
8%
This report was generated by the
Center for Geospatial Information Technology
Roanoke, Region Au
Roanoke County Unrestrained Crash
Data provided for January 1St - June 30th
January 1St - June 30th, 2015 Fatal January 1St -June 30th, 2016*
CRASHES 1
Midnight - 2:59am ® Noon- 2:59pm Highest Time Periods 9:00pm- 11:59pm
66% of fatal Unrestrained crashes 100% of fatal unrestrained crashes
Sunday ® Friday Highest Days Friday
66% of fatal Unrestrained crashes 100% of fatal unrestrained crashes
May Highest Months February
67% of fatal unrestrained crashes 100% of fatal unrestrained crashes
January 1St - June 30th, 2015 Serious injury January 1St - June 30th, 2016*
CRASHES 51
9:00pm- 11:59pm Highest Time Periods 3:00pm- 5:59pm
60% of serious injury unrestrained crashes 40% of serious injury unrestrained crashes
Wednesday Highest Days Monday ® Wednesday
40% of serious injury unrestrained crashes 80% of serious injury Unrestrained crashes
May Highest Months January
40% of serious injury unrestrained crashes 40% of serious injury unrestrained crashes
Roanoke County Unrestrained -Related Crashes
Interstate Crashes Non -interstate Crashes
Fatal Fatal
Serious Injury ® Serious Injury
The blue gradient represents the density of all unrestrained -related crashes.
Jan. 1St - June 30th, 2016"
N
0 3.25 6.5 13 n
I i r r I a r r I N
Miles
*preliminary data
This report was generated by the
Center for Geospatial Information Technology
Roanoke County Unrestrained Crash Stats
Data provided for January 1St- June 30th
January 1st -June 30th, 2015 Fatal Crashes January 1st -June 30th 2016 Fatal Crashes*
Street
Cross Street
Count
WASHINGTON AVE
BRADSHAW RD
1
PLANTATION RD
452
1
CHALLENGER AVE
WASHINGTON AVE LYNN HAVEN CIR
1
January 1st -June 30th, 2015 Serious Injury Crashes
Street
Cross Street
Count
PENN FOREST BLVD
BRADSHAW RD
I
TWELVE OCLOCK KNOB
RD
452
I
JAE VALLEY RD
WASHINGTON AVE LYNN HAVEN CIR
1
VIVIAN AVE
...
HERSHBERGER RD
OAKLAND BLVD
213
Street Cross Street Count
HARDY RD
January 1st- June 30th, 2016 Serious Injury Crashes*
Street Cross Street
Count
WHISTLER DR
BRADSHAW RD
Total Crashes
FRANKLIN RD
452
HERSHBERGER RD FRIENDS WAY
�54
70
WASHINGTON AVE LYNN HAVEN CIR
This report was generated by the
Center for Geospatial Information Technology tlanuary ls'- June 30'
*preliminary data
Total Crashes
567
452
513
�54
70
Fatalities
...
Injuries
191
213
226
219
Unrestrained -Related Fatalities
0
0
3
1
Percent of Unrestrained -Related. Fatalities to Total Fatalities
0%
0%
50%
100%
Unrestrained -Related Injuries
12
20
16
22
Percent of Unrestrained -Related Injuries to Total Injuries
6%
17%
10%
This report was generated by the
Center for Geospatial Information Technology tlanuary ls'- June 30'
*preliminary data
v�
www dTNF 46w.com HIGHWAY SAFETY GRANT AGREEMENT
Virginia Department of Motor Vehicles
Post Office Box 27412
Richmond, Virginia 23269-0001
Purpose: Virginia's Highway Safety Program Subrecipients use this form to certify and assure that they will fully comply with
all terms of the Highway Safety Grant Agreement.
Instructions: Subrecipients must read the contract, complete all applicable information on the first and last page, initial the
subsequent pages, and return all pages to the Department of Motor Vehicles.
This Highway Safety Grant Agreement is entered into between the Virginia Department of Motor Vehicles (hereinafter
"Department"), 2300 West Broad Street, Richmond, Virginia 23220, and the followincr
Subrecipient: Roanoke County
Federal Award Identification Number (FAIN):
18X9204020VA17
Project Title: Selective Enforcement - Occupant Protection
Project Number: OP -2017-57058-6707
CFDA#: 20.600
Grant Award Amount: $14,625.00
CFDA Name: State and Community Highway Safety
F<,demlF innsfl <%.e<t $14,625,00
3p^ £ i,��Ob
T(Ita4625,00
Period of Performance:
Sounce of funds obligated to this award:
From October 1, 2016, or the date the Highway Safety Grant
U.S. Department of Transportation
Agreement is signed by the Director, Virginia Highway Safety Office
National Highway Traffic Safety Administration (NHTSA)
(whichever is later) through September 30, 2017. Allow 21 days for
the Department to complete its review and signature. FINAL
Date of Award Letter from NHTSA: September 30, 2016
VOUCHER IS DUE ON OR BEFORE NOVEMBER 5, 2017.
In performing its responsibilities under this Highway Safety Grant Agreement, the Subrecipient certifies and assures that it will fully
comply with the following:
• Applicable Department regulations and policies and State and Federal laws, regulations, and policies
• Statement of Work and Special Conditions and an Approved Budget, included with this Highway Safety Grant Agreement
• General Terms and Conditions, also included with this Highway Safety Grant Agreement
Subrecipient's signature below indicates that the Subrecipient has read, understands and agrees to fully comply with all terms and
conditions of this Highway Safety Grant Agreement without alteration. This Highway Safety Grant Agreement (hereinafter "Grant
Agreement"), consisting of this certification, the attached Statement of Work and Special Conditions, the attached General Terms
and Conditions, the attached Project Budget, the Subrecipient's proposal and the letter awarding the grant to the Subrecipient
constitutes the entire agreement between the Department and the Subrecipient, supersedes any prior oral or written agreement
between the parties and may not be modified except by written agreement as provided herein. Where any conflict arises between
terms, the following is the order of governance of one term over another: (1) applicable Department regulations and policies, except
where superseded by Federal laws, regulations, or policies; (2) applicable State laws, regulations, and policies, except where
superseded by Federal laws, regulations, or policies; (3) applicable Federal laws, regulations, and policies; (4) Statement of Work
and Special Conditions; (5) General Terms and Conditions; (6) Project Budget; (7) Subrecipient's proposal; and (8) grant award
letter. Subrecipient certifies that this grant does not include research and development.
SIGNATURES OFAUTHORIZED APPROVING OFFICIALS"
For Subrecipient:
Name and
Title of Project Director (print)
� i'1 °rv� 'i• � w
Signature Date
Subrecipient's DUNS Number ® 0
Does your locality/legal entity expend $750,000 or more annually
in total federal funds? (check one) Yes No
Name and Title of Authorized Approving Official (print)
Signature Date
For Virginia Department of Motor Vehicles:
John Saunders
Director, Virginia Highway Safety Office (print)
Signature
Date
TSS 012E -OP (07/01/2016)
Page 3
Subrecipient Name: AoA,4ver, Coo ry Project #: " A 0 ) - 170 - IL707
1. Goals and Specific Program Elements. The goals and specific program elements of the subrecipient's proposal
are incorporated as the first item in this Statement of Work and Special Conditions.
a. List Specific Program Elements:
For October 1, 2016 through December 31, 2016
Estimated -j-00 number of overtime hours to be used
Estimated a, number of checkpoints
Estimated j6 number of saturation/individual patrols
For January 1, 2017 through March 31, 2017
Estimated number of overtime hours to be used
Estimated number of checkpoints
Estimated I y number of saturation/individual patrols
For April 1, 2017 through June 30, 2017
Estimated i „ � number of overtime hours to be used
Estimated I number of checkpoints
Estimated L number of saturation/individual patrols
For July 1, 2017 through September 30, 2017
Estimated .� 'number of overtime hours to be used
Estimated / number of checkpoints
Estimated - number of saturation patrols
b. To conduct a minimum of I checkpoints and/or /0 saturation/individual patrols for the Click It or
Ticket Mobilization in May 2017.
c. To conduct a minimum of / checkpoints and/or jO saturation/individual patrols for during the
Checkpoint Strike Force Campaign.
d. To have number of sworn officers attend number DMV approved traffic safety related training
events (e.g. ACTS, NHTSA Safety Summit, Field Sobriety Testing).
e. Increase from number of radar units in active use from to(If approved, all units must be
017
ordered by December 31, 2016 and put in service by March 31, 2).
Project Director
Initial
-� ,
Date
TSS 012E -OP (07/01/2016)
Rage 3A
Suboecipient Name: Project #:
2. The subrecipient must contribute to the overall State Highway Safety Plan goals,
OCCUPANT PROTECTION
STATEWIDE GOAL: Decrease unrestrained passenger vehicle occupant fatalities inall seating positions
2percent from the 2O14calendar base year nf25D2o24GbnDecember 31,2A17 -
AGENCY GOAL
= Subnanipients moot participate in the mandatory Click it or Ticket (C|[/T) activities to include pre and post
*
Subrecipients must submit Click it or Ticket (CIOT) selective enforcement data electronically through
TREDS (Traffic Records Electronic Data System).
BASED ON UNRESTRIANED OCCUPANT CRASH DATA (using crash data from VAHSO or other
approved local uraahinformaUon):
percent ofoccupant protection selective enforcement activities are tobeconducted
between the hours of
with special emphasis nnthe following days ofthe week:
7 --
The remainingpercent ofselective enforcement hours may must bescheduled during other
DMV approved identified high -crash time periods.
°
Grant -funded equipment must baordered byDecember 31'2O1G'and put inservice byMarch 31 2017
�
All mubrecipientsmust submit acompleted monitoring report (TSS 14'A)totheir DMV Grant Monitor by
specific assigned dates.
° Subemipientomust attend all mandatory DMV grant -related trainings.
Zero tolerance (no warnings) for violators during grant -funded overtime.
Project Director
Initial Date
= Subnanipients moot participate in the mandatory Click it or Ticket (C|[/T) activities to include pre and post
*
Subrecipients must submit Click it or Ticket (CIOT) selective enforcement data electronically through
TREDS (Traffic Records Electronic Data System).
BASED ON UNRESTRIANED OCCUPANT CRASH DATA (using crash data from VAHSO or other
approved local uraahinformaUon):
percent ofoccupant protection selective enforcement activities are tobeconducted
between the hours of
with special emphasis nnthe following days ofthe week:
7 --
The remainingpercent ofselective enforcement hours may must bescheduled during other
DMV approved identified high -crash time periods.
°
Grant -funded equipment must baordered byDecember 31'2O1G'and put inservice byMarch 31 2017
�
All mubrecipientsmust submit acompleted monitoring report (TSS 14'A)totheir DMV Grant Monitor by
specific assigned dates.
° Subemipientomust attend all mandatory DMV grant -related trainings.
Zero tolerance (no warnings) for violators during grant -funded overtime.
Project Director
Initial Date
TSS 0128 (07/01/2016)
Page 4
Motel ki I e I i•
Purpose and Background. The Department is awarding this grant to support the implementation of
highway safety projects by State, local, non-profit, and higher education partnerships. Funds are
made available for projects that: (1) support statewide goals; (2) identify problems experienced by
High Emphasis Communities, which are jurisdictions with the highest crash severity problem; (3)
creatively incorporate alcohol awareness and occupant protection safety; (4) are innovative with
potential statewide application or ability to transfer to other jurisdictions; and (5) have statewide
significance and address the Federal program areas under Section 1906, Public Law 109-59 (Safe,
Accountable, Flexible, Efficient Transportation Equity Act: A Legacy for Users - SAFETEA-LU), as
amended by Section 4011, Public Law 114-94 (Fix America's Surface Transportation (FAST) Act).
2. Paid Media. Grants consisting of $100,000 or more in paid media funds will be required to perform
pre- and post -surveys during the Grant Period. The level of assessment is based on the cost of a
paid advertising campaign as follows:
a. Level 1, for a paid advertising campaign of up to $100,000:
At a minimum, an assessment must measure and document audience exposure to paid
advertised messages and the number of airings or print ads devoted to each announcement.
The size of the audience needs to be estimated using a source appropriate for the medium
used, such as Arbitron or Nielsen ratings for radio and TV. More specifically, all paid
advertising for which the State or Subrecipient used 154, 402 and 405 funds must include
documentation stating how many paid airings or print ads occurred and the size of the
audience reached. Include the number of free airings or print ads that occurred and the size
of the audience reached.
b. Level 2, for a paid advertising campaign greater than $100,000:
In addition to providing the above Level 1 documentation, a more extensive assessment is
required to measure target audience reaction. One or more of the activities in the following
list may be used to assess how the target audience's knowledge, attitude, or actions were
affected by the message(s):
➢ Mail surveys;
➢ Telephone surveys;
➢ Focus groups;
➢ Mall intercept interviews;
➢ Direct mailings;
➢ Call-in centers;
➢ Newspaper polls;
➢ Household interviews;
➢ Before and after approach, which compares system status before and after the
introduction of the message; and
➢ Control region approach, which relates one study site exposed to the message to a
similar site that is not exposed to the message.
3. Equipment. Costs for equipment are allowable under specified conditions. Costs for new and
replacement equipment with a useful life of more than one year and an acquisition cost of $5,000 or
more must be pre -approved before a Subrecipient purchases the equipment. Such approval shall be
obtained by the Department from the National Highway Traffic Safety Administration (NHTSA)
regional manager in writing, and Subrecipient will be notified by the Department when this approval
has been secured. Federal government requirements mandate that the Department maintain an
accurate accounting and inventory of all equipment purchased using Federal funds, and Subrecipient
shall comply with applicable reporting requirements that may be specified in the Highway Safety
Policy and Procedures Manual and amendments thereto.
Subrecipient must request advance, written approval from the Department to sell, transfer or dispose
of any and all non -expendable equipment purchased in whole or in part with the use of Federal
Project Director's Initials dam)
TSS012B(07/01/2016)'
Page 5
highway safety funds. Disposition offunds from the sale cfequipment kzanother entity must be
agreed upon bvthe Department and the 8ubnaoipierdand approved byNHTSAand the Departmen1
|nthe event ofacon0ioibetween this section, 2{�FRPa�200(Uniform Adminia1oV�eRequinynnon`s'
-
Cost Principles, and Audit Requirements for Federal Awards) and 2 CFR Part 1201 (Department of
Transportation, Uniform Administrative Requirements, Cost Principles, and Audit Requirements for
Federal Awards -- referred to as the "Supercircular"), the provisions of the applicable CFR control
except where inconsistent with statute. `
4. Reports and Deliverables. Quarterly Progress and Monitor Reports shall beprovided tothe
Department by the dates indicated:
January 31,April 3g,July 31,and November 5.
Each Progress and Monitor Report shall address the Subrecipient's progress in fulfilling items listed in
the Statement of Work and Special Conditions, including funded elements of the Subrecipient's
proposal. These reports should include the findings from the evaluation component of the proposal
and should indicate the criteria and methods by which the progress of the initiative has been
evaluated. The format for Progress and Monitor Reports will beprovided tothe Subreuipiond butat
aminimum, vvi||require anaooeeonnontofthe program's plan yvi1hactual accomplishments during but,
past quarter, partnership involvement and satisfaction, expected foUow'up changes/problemswith
°h
the plan and hnvvthey xvi||beaddressed, afinancial summary ofexpendh`—reefor the reporting period
and planned accomplishments during the next quarter. The final Progress and Monitor Report shall
include a comprehensive, detailed report of all grant activities conducted during the full grant
performance period, including afinal summary ofexpenditures.
Monitoring. The Department shall, throughout the Grant Period under this Grant Agreement and any
extension of the program which is the subject of the Grant Agreement, monitor and evaluate the
events, activities and tasks performed in connection with the program to include financial feasibility
and progress of the grant and the Subrecipient's continuing fiscal responsibility and compliance with
applicable requirements and the terms and conditions nfthis Grant Agveennent Such monitoring and
evaluation ohuUnot inany manner relieve orwaive any obligations ofSubnaoip�entunder this Grant
Agreement urpumuanttoapplicable State and Federal law, regulations nrru|n`^ " Any representation
tothe contrary bythe Subreoipient10any third party iustrictly prohibited and mbendaforthe
1ernnine1iunof1hiaGrantAgnaonnentbytheDepa�menL ~' y'""
5. Audit. Subrecipients expending $750,000 or more in Federal awards (single or multiple awards) in
a year are required to obtain an annual audit in accordance with the Single Audit Act (Public Law
98'5O2)and subsequent amendments (o�ertu2CFR Pa�2U0and 2CFR Pa�1201> and the
Annehoan|nnthuteof(�e�ifiedPb|io«' ' '
(SAS) �un���onb�nufF���«8c«««»�a»tn (A|{}pA)Statement unAudbing Standards
(. mdmaFinancial Statement Audit. The audit report must ba
submitted toDMV byMarch Y5. Subrooipientuare encouraged tosubmit their audit report tothe
Federal Audit Clearinghouse (FAC)at Failure iomeet the single
audit requirements could result inyour entity having to repay grant monies and/or losing access to
future Federal funding.
The State auditor may conduct anaudit orinvestigation —any --^^'receiving funds from the
Department, either directly under the Grant Agreement or indirectlyU1roughauuboortruotun
d
e,thaGrantAgneemerd. Acceptanceoffunds directly orind/neu ynderdheGnartAonaemenUoonetbuteaaooep1anoeof1heauthorhvnftheS1ateaudhnr0000nductonaudkorinveatig~ioninonnneotinnvi
t
hthoaefundn.|ntheoventanauditrevee|nuna||owab|oexpenditurea,theSubr-~ipientwiUbereaponoib|aforrepoyment tothe Department ofsuch unallowable expenditures.
Ei Closeout. Subrooipientsare required tosubmit final requests knn�mbum*men�andhnu]ProQreoe
Repodaaccording tothe schedule idend�iadinthis ( ran�A-=�-emen�. ''-�equeotoforreinnbumemento
aubmhkadeherNpnenobmr5wiUbedenied.
��
�
Project Director's Initials "�x�'
TSS 012B (07/01/2016)
Page 6
Article 1. COMPLIANCE WITH LAWS
The Subrecipient shall comply with all Federal, State, and local laws, statutes, codes, ordinances, rules
and regulations, and the orders and decrees of any courts or administrative bodies or tribunals in any
matter affecting the performance of the Grant Agreement, including, without limitation, workers'
compensation laws, minimum and maximum salary and wage statutes and regulations, nondiscrimination
laws and regulations, and licensing laws and regulations. When required, the Subrecipient shall furnish
the Department with satisfactory proof of its compliance therewith.
Article 2. STANDARD ASSURANCES
The Subrecipient hereby assures and certifies that it will comply with all applicable laws, regulations,
policies, guidelines, and requirements, including 23 U.S.C. (United States Code) Chapter 4, Highway
Safety Act of 1966, as amended; 23 U.S.C. 405, National Priority Safety Programs; 2 CFR Part 200 and 2
CFR Part 1201; the Federal Highway Safety Grant Funding Guidance (Revised 2013); the Federal
Uniform Guidelines for State Highway Safety Programs; the Procedures for the Transportation Safety
Grants Program and subsequent amendments; and the Guidelines for the Submission of Highway Safety
Grant Applications, as they relate to the application, acceptance, and use of Federal or State funds for
this project. Also, the Subrecipient assures and certifies that:
A. It possesses legal authority to apply for the grant and that a resolution, motion, or similar action
has been duly adopted or passed as an official act of the Subrecipient's governing body,
authorizing the filing of the application, including all understandings and assurances contained
therein, and directing and authorizing the person identified as the authorized approving official of
the Subrecipient to act in connection with the application and to provide such additional
information as may be required.
B. It will comply with the Federal Fair Labor Standards Act's minimum wage and overtime
requirements for employees performing project work.
C. It will comply with all requirements imposed by the Department concerning special requirements
of law, program requirements, and other administrative requirements.
D. It will establish safeguards to prohibit employees from using their positions for a purpose that is or
gives the appearance of being motivated by a desire for private gain for themselves or others,
particularly those with whom they have family, business, or other ties.
E. It will comply with the Virginia State and Local Government Conflict of Interests Act, Va. Code §§
2.2-3100 et seq., which defines and prohibits inappropriate conflicts and requires disclosure of
economic interests and is applicable to all State and local government officers and employees.
F. It will give the Department the access to and the right to examine all records, books, papers, or
documents related to the Grant Agreement.
G. It will ensure that all public records prepared or owned by, or in the possession of, the applicant
relative to this project shall be open to inspection and copying by any citizens of the
Commonwealth during regular office hours in accordance with the provisions of the Virginia
Freedom of Information Act, Va. Code §§ 2.2-3700 et seq., unless otherwise specifically provided
by law.
H. If applicable, it will comply with the provisions of the Virginia Freedom of Information Act, Va.
Code §§ 2.2-3700 et seq., which require all meetings of public bodies to be open and every public
body to give notice of its meetings and to record minutes at all open meetings.
Article 3. GRANT AWARD COMPENSATION
A. The method of payment for the Grant Agreement will be based on actual costs incurred up to and
not to exceed the limits specified in the Grant Agreement. The amount stated in the Project
Budget will be deemed to be the amount of the award to the Subrecipient.
B. Reimbursement for travel costs shall be subject to the requirements and limitations set forth in the
State Travel Regulations established by the Virginia Department of Accounts.
Project Director's Initials c-
TSS 012B (07/01/2016)
Page 7
C All payments will bomade inaccordance with the terms ofthe Grant Agreement.
The maximum amount eligible for reimbursement shall not be increased above the total amount
stated in the Project, unless the Grant Agreement is amended as described in Article 5
Amendments and Modifications tnGrant Agreement. '
D. To be eligible for reimbursement under the Grant Agreement, a onut must be incurred in
accordance with the Grant Agreement, within the time frame specified inthe 8no'�Poriodeo
stated an which
has been connp|etedinamanner satisfactory and acceptable tothe Depa�men' ~
E. Federal or Department funds cannot supplant (replace) funds from any other sources.The term
"supplanting" refers to the use of Federal or Department funds to support personnel oran activity
already supported bylocal u,State funds.
F. Payment of costs incurred under the Grant Agreement is further governed by 2 CFR Part 200 and
2CFR Part 1281.
G. /\Subreoipiertmay request an Indirect Cost Rate for grants that are not enforcement related.
The Subrooipiertnouutoubm�rate. A
GubrooipienLthat does not have aFederally negotiated indirect cost m1e,may submit aletter
requesting ade mininniaindirect cost rate of 1O%ofmodified total direct costs (2CR§
280.414(f)). Poyn�onLfor indirect costs vv/||not bennadeund/the aforementioned documents
have been received bythe Department.
Indirect cost references and information can bofound in2CFR Part 200.
H. The Subreoipien1will provide enonotaryand/orin-kind match 10the funded proposal. The
required matching percentage of the project cost will bodetermined bythe Department. 8n
antfundomuynotbouoodbofore1heSubveoipiontuandemonatrad*1hatfundefortheoo'~opondi
ngportionofthomakohingvequinemnn1havebe*nnacoivedbySubnaoipient. Amatching report must tbeaubmittedvithnaohneimbumementvouohar.
i The Subrecipient agrees to submit Requests for Reimbursement on a quarterly basis mrno
more than one request per month, as outlined in the Highway Safety Policy and Procedures
Manual. The original Request for Reimbursement, with the appropriate supporting
documentation, must besubmitted tothe DMV Grants Management Office. TheSub,00ipient
agrees to submit the final Request for Reimbursement under the Grant Agreement within thirty-
five(35)dayaoftheondofthe8nantPer/odorNnvammber5.
All grant funds must beencumbered bythe end ofthe grant period (September 3Q\ complete
with ouppodinginvoices. Atthe end of the {]rantPeriod, any unexpondedorunob|i'»ekedfunds
shall nolonger beavailable tothe SubnaoipienL |nnocase shall the Subrecipientbe reimbursed
for expenses incurred prior to the beginning or after the end of the Grant Period.
J. The Department will exercise good faith to make payments within thirty (30) days of receipt of
properly prepared and documented Requests for Reimbursement. Payments,howeverare
conhngon1upon the availability ofappropriated funds. '
K. Grant Agreements supported with Federal or State funds are limited to the length of the Grant
Period specified inthe Grant Agreement. |fthe Department determines that the project has
demonstrated merit or has potential long-range benefits, the Subrecipient may apply for funding
assistance beyond the initial Grant Period. Preference for funding will begiven tothose projects
for which the Subrecipient has assumed some cost sharing, those which propose to assume the
largest percentage of subsequent project costs, and those which have demonstrated
performance that iaacceptable !othe Department.
L When issuing statements, pvaem ne|eanoe, requests for proposals, bid solicitations, and other
documents describing pn�euiao/pnogranoefunded inwhole orinpa�with Federal money
including this Grant Agreement, the QubrooipientohaU clearly state (1) the percentage oft' '" � total
cost of the program orproject which will befinanced wh�hFedona(mon�and (2the dollar
amount of Federal funds provided for the project or program."
�
Project Director's Initials <
�ho ~J'
TSS 0128 (07/01/2016)
Page 8
Article 4. LIMITATION OF LIABILITY
Payment of costs incurred hereunder is contingent upon the availability of appropriated funds. If, at any
time during the Grant Period, the Department determines that there is insufficient funding to continue the
project, the Department shall so notify the Subrecipient, giving notice of intent to terminate the Grant
Agreement, as specified in Article 11, Termination.
Article 5. AMENDMENTS AND MODIFICATIONS TO GRANT AGREEMENT
The Grant Agreement may be amended prior to its expiration by mutual written consent of both parties,
utilizing the Grant Agreement Amendment form designated by the Department. Any amendment must be
executed by the parties within the Grant Period specified in the Grant Agreement. Any proposed
modifications or amendments to this Grant Agreement as defined in Article 6, Additional Work and
Changes in Work, including the waiver of any provisions herein, must be submitted to the Department in
writing and approved as herein prescribed prior to Subrecipient's implementation of the proposed
modification or amendment.
Any alterations, additions, or deletions to the Grant Agreement that are required by changes in Federal or
State laws, regulations or directives are automatically incorporated on the date designated by the law,
regulation or directive.
The Department may unilaterally modify this Grant Agreement to deobligate funds not obligated by the
Subrecipient as of the close of the Grant Period specified in this Grant Agreement. In addition, the
Department may deobligate funds in the event of termination of the Grant Agreement pursuant to
Article 11, Termination.
Article 6. ADDITIONAL WORK AND CHANGES IN WORK
If the Subrecipient is of the opinion that any assigned work is beyond the scope of the Grant Agreement
and constitutes additional work, the Subrecipient shall promptly notify the Department in writing. If the
Department finds that such work does constitute additional work, the Department shall so advise the
Subrecipient and a written amendment to the Grant Agreement will be executed according to Article 5,
Amendments and Modifications to Grant Agreement, to provide compensation for doing this work on the
same basis as the original work. If performance of the additional work will cause the maximum amount
payable to be exceeded, the work will not be performed before a written grant amendment is executed.
If the Subrecipient has submitted work in accordance with the terms of the Grant Agreement but the
Department requests changes to the completed work or parts thereof which involve changes to the
original scope of services or character of work under the Grant Agreement, the Subrecipient shall make
such revisions as requested and directed by the Department. This will be considered additional work and
will be paid for as specified in this Article.
If the Subrecipient submits work that does not comply with the terms of the Grant Agreement, the
Department shall instruct the Subrecipient to make such revisions as are necessary to bring the work into
compliance with the Grant Agreement. No additional compensation shall be paid for this work.
The Subrecipient shall make revisions to the work authorized in the Grant Agreement, which are
necessary to correct errors or omissions appearing therein, when required to do so by the Department.
No additional compensation shall be paid for this work.
The Department shall not be responsible for actions by the Subrecipient or any costs incurred by the
Subrecipient relating to additional work not directly associated with or prior to the execution of an
amendment.
Subrecipients shall submit performance reports using forms provided and approved by the Department as
outlined in the Statement of Work and Special Conditions, Section 4, Reports and Deliverables.
The Subrecipient shall promptly advise the Department in writing of events that will have a significant
impact upon the Grant Agreement, including:
Project Director's Initials X661'
TSS 0128 (07/01/2016)
Page 9
A. Problems, delays, or adverse conditions, including a change of project director or other changes
in Subrecipient personnel that will materially affect the Subrecipient's ability to attain objectives
and performance measures, prevent the meeting of time schedules and objectives, or preclude
the attainment of project objectives or performance measures by the established time periods.
This disclosure shall be accompanied by a statement of the action taken or contemplated and any
Department or Federal assistance needed to resolve the situation.
S. Favorable developments or events that enable Subrecipient to meet time schedules and
objectives earlier than anticipated or to accomplish greater performance measure output than
originally projected.
The Subrecipient agrees to maintain all reports, documents, papers, accounting records, books, and
other evidence pertaining to costs incurred and work performed hereunder, and Subrecipient shall make
such records available at its office for the time period specified in the Grant Agreement. The Subrecipient
further agrees to retain such records for three (3) years from the date of final payment under the Grant
Agreement, until completion of all audits, or until any pending litigation has been completely and fully
resolved, whichever occurs last.
Any representative of the U.S. Secretary of Transportation, the Comptroller General of the United States,
the General Accounting Office, the Virginia Office of the Secretary of Transportation, the Virginia
Department of Motor Vehicles, the Virginia State Comptroller or the Virginia Auditor of Public Accounts
shall have access to and the right to examine any and all books, documents, papers and other records
(including computer records) of the Subrecipient that are related to this Grant Agreement, in order to
conduct audits and examinations and to make excerpts, transcripts, and photocopies. This right also
includes timely and reasonable access to the Subrecipient's personnel and program participants for the
purpose of conducting interviews and discussions related to such documents. The Department's right to
such access shall last as long as the records are retained as required under this Grant Agreement.
Article 9. INDEMNIFICATION
The Subrecipient, if other than a government entity, agrees to indemnify, defend and hold harmless the
Commonwealth of Virginia, its officers, agents, and employees from any claims, damages and actions of
any kind or nature, whether at law or in equity, arising from or caused by the acts or omission of the
Subrecipient, its officers, agents or employees. The Subrecipient, if other than a government entity,
further agrees to indemnify and hold harmless the Commonwealth of Virginia, its officers, agents, and
employees from any costs including, but not limited to, attorney fees and court costs, incurred by the
Department in connection with any such claims or actions.
If the Subrecipient is a government entity, both parties to the Grant Agreement agree that no party is an
agent, servant, or employee of the other party and each party agrees it is responsible for its individual
acts and deeds, as well as the acts and deeds of its contractors, employees, representatives, and agents.
Article 10. DISPUTES AND REMEDIES
The Subrecipient shall be responsible for the settlement of all contractual and administrative issues
arising out of procurement made by the Subrecipient in support of Grant Agreement work.
Disputes concerning performance or payment shall be submitted to the Department for settlement, with
the Director of the Virginia Highway Safety Office or his or her designee acting as final referee.
Article 11. TERMINATION
The Department may terminate the Grant Agreement, in whole or in part, for cause if the Subrecipient
fails to fulfill its obligations under the Grant Agreement; fails to comply with any applicable Department
policy or procedure or any applicable Federal, State or local law, regulation or policy; or fails to correct a
violation of any such law, regulation, policy or procedure. This does not limit any other termination rights
that the Department may have under State or Federal laws, regulations or policies.
Project Director's Initials '<
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The Grant Agreement shall remain in effect until the Subrecipient has satisfactorily completed all services
and obligations described herein and these have been accepted by the Department, unless:
➢ The Department terminates the Grant Agreement for cause and informs the Subrecipient that the
project is terminated immediately; or
➢ The Department determines that the performance of the project is not in the best interest of the
Department and informs the Subrecipient that the project is terminated immediately; or
➢ The Grant Agreement is terminated in writing with the mutual consent of both parties; or
➢ There is a written thirty (30) day notice to terminate by either party.
The Department shall compensate the Subrecipient for only those eligible expenses incurred during the
Grant Period specified in the Grant Agreement which are directly attributable to the completed portion of
the work covered by the Grant Agreement, provided that the work has been completed in a manner
satisfactory and acceptable to the Department. The Subrecipient shall not incur nor be reimbursed for
any new obligations after the effective date of termination.
Article 12. SUBCONTRACTS
No portion of the work specified in the Grant Agreement shall be subcontracted without the prior written
consent of the Department. In the event that the Subrecipient desires to subcontract part of the work
specified in the Grant Agreement, the Subrecipient shall furnish the Department the names, qualifications
and experience of their proposed subcontractors. For purposes of the Grant Agreement, subcontractor(s)
shall include, but are not limited to, recipients of mini grants and parties to cooperative agreements and
memoranda of understanding.
The Subrecipient, however, shall remain fully responsible for the work to be done by its subcontractor(s)
and shall assure compliance with all the requirements of the Grant Agreement. In any agreement entered
into with a subcontractor, the Subrecipient shall include or incorporate by reference all language
contained in the Statement of Work and Special Conditions and in the General Terms and Conditions
portions of this Highway Safety Grant Agreement, and the subcontractor shall agree to be bound by all
requirements contained therein.
Article 13. NONCOLLUSION
The Subrecipient certifies that its grant application was made without collusion or fraud, and it has not
conferred on any public employee having official responsibility for the Highway Safety Grant process any
loan, gift, favor, service or anything of more than nominal value, present or promised, in connection with
its application. If Subrecipient breaches or violates this certification, the Department shall have the right
to annul this Grant Agreement without liability.
Article 14. SUBRECIPIENT'S RESOURCES
The Subrecipient certifies that it presently has adequate qualified personnel in its employment to perform
the work required under the Grant Agreement, or that Subrecipient will be able to obtain such personnel
from sources other than the Department.
All employees of the Subrecipient shall have such knowledge and experience as will enable them to
perform the duties assigned to them. Any employee of the Subrecipient who, in the opinion of the
Department, is incompetent or whose conduct becomes detrimental to the project shall immediately be
removed from association with the project.
Unless otherwise specified, the Subrecipient shall furnish all equipment, materials, supplies, and other
resources required to perform the work.
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Article 15. SUBRECIPIENT SEAT BELT USE
The Subrecipient agrees to adopt and enforce an on-the-job seat belt use policy requiring all employees
to wear a seat belt when operating any vehicle owned, leased or rented by the Subrecipient, including
police vehicles.
Article 16. PROHIBITION ON USING GRANT FUNDS TO CHECK FOR HELMET USAGE
The Subrecipient will not use 23 U.S.C. Chapter 4 grant funds for programs to check helmet usage or to
create checkpoints that specifically target motorcyclists.
The Subrecipient shall establish and administer a system to procure, control, protect, preserve, use,
maintain, and dispose of any property furnished to it by the Department or purchased pursuant to the
Grant Agreement in accordance with Virginia law and Department policies and procedures, provided that
such laws, policies and procedures are not in conflict with Federal standards, as appropriate, in 2 CFR
Part 200 and 2 CFR Part 1201.
In the event of conflict, such Federal standards shall apply unless Virginia law or Department policies or
procedures impose more strict requirements than the Federal standards.
Article 18. OWNERSHIP OF DOCUMENTS AND INTELLECTUAL PROPERTY
All copyright and patent rights to all papers, reports, forms, materials, creations, or inventions created or
developed in the performance of this Grant Agreement shall become the sole property of the
Commonwealth in accordance with Va. Code §2.2-2822 and Executive Memorandum 4-95. On request,
the Subrecipient shall promptly provide an acknowledgment or assignment in a tangible form satisfactory
to the Commonwealth to evidence the Commonwealth's sole ownership of specifically identified
intellectual property created or developed during the performance of the Grant Agreement.
Article 19. RESEARCH ON HUMAN SUBJECTS
The Subrecipient shall comply with the National Research Act, Public Law 93-348, regarding the
protection of human subjects involved in research, development, and related activities supported by the
Grant Agreement.
Article 20. ASSIGNMENT
The Grant Agreement shall not be assignable by the Subrecipient in whole or in part without the written
consent of the Department.
Article 21. NONDISCRIMINATION
A. The Subrecipient WILL COMPLY WITH ALL Federal Statutes and implementing regulations
relating to nondiscrimination. These include, but are not limited to:
1. Title VI of the Civil Rights Act of 1964 (42 U.S.C. 2000d et seq., 78 stat. 252), (prohibits
discrimination on the basis of race, color, national origin) and 49 CFR part 21;
2. The Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1970,
(42 U.S.C. 4601), (prohibits unfair treatment of persons displaced or whose property has
been acquired because of Federal or Federal -aid programs and projects);
3. Federal -Aid Highway Act of 1973, (23 U.S.C. 324 et seq.), and Title IX of the Education
Amendments of 1972, as amended (20 U.S.C. 1681-1683 and 1685-1686) (prohibit
discrimination on the basis of sex);
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4. Section 504 of the Rehabilitation Act of 1973, (29 U.S.C. 794 et seq.), as amended,
(prohibits discrimination on the basis of disability) and 49 CFR part 27;
5, The Age Discrimination Act of 1975, as amended, (42 U.S.C. 6101 et seq.), (prohibits
discrimination on the basis of age);
6. The Civil Rights Restoration Act of 1987, (Pub. L. 100-209), (broadens scope, coverage
and applicability of Title VI of the Civil Rights Act of 1964, The Age Discrimination Act of 1975
and Section 504 of the Rehabilitation Act of 1973, by expanding the definition of the terms
"programs or activities" to include all of the programs or activities of the Federal aid
recipients, sub -recipients and contractors, whether such programs or activities are Federally -
funded or not);
7. Titles 11 and III of the Americans with Disabilities Act (42 U.S.C. 12131-12189) (prohibits
discrimination on the basis of disability in the operation of public entities, public and private
transportation systems, places of public accommodation, and certain testing) and 49 CFR
parts 37 and 38;
8. Executive Order 12898, Federal Actions To Address Environmental Justice in Minority
Populations and Low -Income Populations (prevents discrimination against minority
populations by discouraging programs, policies, and activities with disproportionately high
and adverse human health or environmental effects on minority and low-income populations);
and
9. Executive Order 13166, Improving Access to Services for Persons with Limited English
Proficiency (guards against Title VI national origin discrimination/discrimination because of
limited English proficiency (LEP) by ensuring that funding recipients take reasonable steps to
ensure that LEP persons have meaningful access to programs (70 FR at 74087 to 74100).
B. The Subrecipient entity —
1. Will take all measures necessary to ensure that no person in the United States shall, on the
grounds of race, color, national origin, disability, sex, age, limited English proficiency, or
membership in any other class protected by Federal Nondiscrimination Authorities, be
excluded from participation in, be denied the benefits of, or be otherwise subjected to
discrimination under any of its programs or activities, so long as any portion of the program is
Federally -assisted.
2. Will administer the program in a manner that reasonably ensures that any of its subrecipients,
contractors, subcontractors, and consultants receiving Federal financial assistance under this
program will comply with all requirements of the Non -Discrimination Authorities identified in
this Assurance;
3. Agrees to comply (and require any of its subrecipients, contractors, subcontractors, and
consultants to comply) with all applicable provisions of law or regulation governing US DOT's
or NHTSA's access to records, accounts, documents, information, facilities, and staff, and to
cooperate and comply with any program or compliance reviews, and/or complaint
investigations conducted by US DOT or NHTSA under any Federal Nondiscrimination
Authority;
4. Acknowledges that the United States has a right to seek judicial enforcement with regard to
any matter arising under these Non -Discrimination Authorities and this Assurance;
5. Insert in all contracts and funding agreements with other State or private entities the following
clause:
Project Director's Initials _ >
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"During the performance of this contract/funding agreement, the contractor/funding recipient
agrees—
a. To comply with all Federal nondiscrimination laws and regulations, as may be amended
from time to time;
b. Not to participate directly or indirectly in the discrimination prohibited by any Federal non-
discrimination law or regulation, as set forth in appendix B of 49 CFR part 21 and herein;
c. To permit access to its books, records, accounts, other sources of information, and its
facilities as required by the State highway safety office, US DOT or NHTSA;
d. That, in event a contractor/funding recipient fails to comply with any nondiscrimination
provisions in this contract/funding agreement, the State highway safety agency will have
the right to impose such contract/agreement sanctions as it or NHTSA determine are
appropriate, including but not limited to withholding payments to the contractor/funding
recipient under the contract/agreement until the contractor/funding recipient complies;
and/or cancelling, terminating, or suspending a contract or funding agreement, in whole
or in part; and
e. To insert this clause, including paragraphs a through e, in every subcontract and sub
agreement and in every solicitation for a subcontract or sub -agreement that receives
Federal funds under this program."
C. Certifies that it has disclosed to the Department any administrative and/or court findings of
noncompliance with nondiscrimination or equal opportunity laws, regulations or policies during the
two preceding years. If the Subrecipient has been cited for noncompliance with these laws,
regulations or policies, the Subrecipient will not be eligible to receive funding.
Article 22. DRUG-FREE WORKPLACE
The Subrecipient certifies that it will provide a drug-free workplace in accordance with the requirements of
29 CFR, Part 98, Subpart F.
Article 23. BUY AMERICA ACT
The Subrecipient will comply with the provisions of the Buy America requirement (23 U.S.C. 313)
when purchasing items using Federal funds. Buy America requires a subrecipient, to purchase only
steel, iron and manufactured products produced in the United States with Federal funds, unless the
Secretary of Transportation determines that such domestically produced items would be inconsistent
with the public interest, that such materials are not reasonably available and of a satisfactory quality,
or that inclusion of domestic materials will increase the cost of the overall project contract by more
than 25 percent. In order to use Federal funds to purchase foreign produced items, the State must
submit a waiver request that provides an adequate basis and justification to and approved by the
Secretary of Transportation.
The National Highway Traffic Safety Administration (NHTSA) was granted a Buy America Act public
interest waiver that became effective July 30, 2015, (Federal Register Vol. 80, No. 125, published June
30, 2015). This waiver allows a State or subrecipient to purchase any manufactured product with a
purchase price of $5,000 or less, excluding a motor vehicle when the product is purchased using Federal
grant funds administered under Chapter 4 of Title 23 of the United States Code. The "National Traffic and
Motor Vehicle Safety Act of 1966" defines a motor vehicle as a vehicle driven or drawn by mechanical
power and manufactured primarily for use on public streets, roads, and highways, but does not include a
vehicle operated only on a rail line. See 49 USC 30102(a)(6). Therefore, the purchase of foreign -made
cars, motorcycles, trailers and other similar conveyances must be made with a waiver regardless of
price.
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Article 24. DISADVANTAGED BUSINESS ENTERPRISE
It is the policy of the Department and the USDOT that Disadvantaged Business Enterprises, as defined in
49 CFR Part 26, shall have the opportunity to participate in the performance of agreements financed in
whole or in part with Federal funds. Consequently, the Disadvantaged Business Enterprise requirements
of 49 CFR Part 26, apply to the Grant Agreement as follows:
➢ The Subrecipient agrees to ensure that Disadvantaged Business Enterprises, as defined in 49
CFR Part 26, have the opportunity to participate in the performance of agreements and
subcontracts financed in whole or in part with Federal funds. In this regard, the Subrecipient shall
make good faith efforts, in accordance with 49 CFR Part 26, to ensure that Disadvantaged
Business Enterprises have the opportunity to compete for and perform agreements and
subcontracts.
➢ The Subrecipient and any subcontractor shall not discriminate on the basis of race, color, national
origin, sex, disability, or age in the award and performance of agreements funded in whole or in
part with Federal funds.
These requirements shall be included in any subcontract or sub agreement. Failure to comply with the
requirements set forth above shall constitute a breach of the Grant Agreement and, after the notification
by the Department, may result in termination of the Grant Agreement by the Department or other such
remedy as the Department deems appropriate.
Article 25. DEBARMENT AND SUSPENSION
A. The Subrecipient certifies, to the best of its knowledge and belief, that it and its principals:
1. Are not presently debarred, suspended, proposed for debarment, declared ineligible or
voluntarily excluded from covered transactions by any State or Federal department or agency
or otherwise excluded by any Federal or State department or agency;
2. Have not within a three (3) year period preceding this Grant Agreement been convicted of or
had a civil judgment rendered against them for commission of fraud or a criminal offense in
connection with obtaining, attempting to obtain, or performing a Federal, State, or local public
transaction or contract under a public transaction; violation of Federal or State antitrust
statutes; or commission of embezzlement, theft, forgery, bribery, falsification or destruction of
records, making false statements, or receiving stolen property;
3. Are not presently indicted or otherwise criminally or civilly charged by a Federal, State, or
local governmental entity with commission of any of the offenses enumerated in paragraph A.
2. of this Article; and
4. Have not, within a three (3) year period preceding this Grant Agreement, had one or more
Federal, State, or local public transactions terminated for cause or default.
B. Where the Subrecipient is unable to certify to any of the statements in this Article, such
Subrecipient shall attach an explanation to the Grant Agreement.
C. The Subrecipient is prohibited from making any subcontract or sub -award or permitting any
subcontract or sub -award to any party that does not certify to the Subrecipient that such party
meets the requirements set forth in Section A., Items 1-4 of this Article. When requested by the
Department, Subrecipient shall furnish a copy of such certification.
D. The Subrecipient shall require any party to a subcontract or purchase order awarded under the
Grant Agreement to certify its eligibility to receive Federal grant funds, and, when requested by
the Department, to furnish a copy of the certification.
Article 26. POLITICAL ACTIVITY (HATCH ACT)
The Subrecipient will comply with provisions of the Hatch Act (5 U.S.C. 1501-1508), which limits the
political activities of employees whose principal employment activities are funded in whole or in part with
Federal funds.
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Article 27. FEDERAL LOBBYING CERTIFICATION
The Subrecipient certifies to the best of his or her knowledge and belief that:
A. No Federal appropriated funds have been paid or will be paid, by or on behalf of the Subrecipient,
to any person for influencing or attempting to influence an officer or employee of any agency, a
Member of Congress, an officer or employee of Congress, or an employee of a Member of
Congress in connection with the awarding of any Federal contract, the making of any Federal
grant, the making of any Federal loan, the entering into of any cooperative agreement, and the
extension, continuation, renewal, amendment, or modification of any Federal contract, grant,
loan, or cooperative agreement.
B. If any funds other than Federal appropriated funds have been paid or will be paid to any person
for influencing or attempting to influence an officer or employee of any agency, a Member of
Congress, an officer or employee of Congress, or an employee of a Member of Congress in
connection with this Federal contract, grant, loan, or cooperative agreement, the party to the
Grant Agreement shall complete and submit Standard Form -LLL, "Disclosure Form to Report
Lobbying," in accordance with its instructions.
C. No funds under this Grant Agreement have been or will be expended for publicity or propaganda
purposes, for the preparation, distribution or use of any kit, pamphlet, booklet, publication, radio,
television, film presentation, or website/webpage designed to support or defeat legislation
pending before the Congress, except in presentation to the Congress itself. In addition, grant
funds shall not be used to pay the salary or expenses, in whole or in part, of any Subrecipient or
agent acting for such Subrecipient related to any activity designed to influence legislation or
appropriations pending before the Congress.
D. The Subrecipient shall require that the language of this certification be included in the award
documents for all sub -awards (including subcontracts, sub -grants, and contracts under grant,
loans, and cooperative agreements) and that all subcontractors shall certify and disclose
accordingly.
This certification is a material representation of fact upon which reliance was placed when this Grant
Agreement was made or entered into. Submission of this certification is a prerequisite for entering into
this Grant Agreement imposed by section 1352, title 31, U.S. Code. Any person who fails to file the
required certification shall be subject to a civil penalty of not less than $10,000 and not more than
$100,000 for each such failure.
Article 28. RESTRICTION ON STATE LOBBYING
None of the funds under this program will be used for any activity specifically designed to urge or
influence a State or local legislator to favor or oppose the adoption of any specific legislative proposal
pending before any State or local legislative body. Such activities include both direct and indirect (e.g.,
"grassroots") lobbying activities, with one exception. This does not preclude a State official whose salary
is supported with NHTSA funds from engaging in direct communications with State or local legislative
officials, in accordance with customary State practice, even if such communications urge legislative
officials to favor or oppose the adoption of a specific pending legislative proposal.
No funds under this Grant Agreement have been or will be expended for publicity or propaganda
purposes, for the preparation, distribution or use of any kit, pamphlet, booklet, publication, radio,
television, film presentation, or website/webpage designed to support or defeat legislation pending before
the Virginia General Assembly, except in presentation to the General Assembly itself. In addition, grant
funds shall not be used to pay the salary or expenses, in whole or in part, of any Subrecipient or agent
acting for such Subrecipient related to any activity designed to influence legislation or appropriations
pending before the Virginia General Assembly.
Article 29. INTERPRETATION AND ENFORCEABILITY
In the event any terms or provisions of this Grant Agreement are breached by either party or in the event
that a dispute may arise between the parties regarding the meaning, requirements, or interpretation of
Project Director's
TSS 0128 (07/01/2016)
Page 16
any terms and provisions contained in this Grant Agreement, then such breach or dispute shall be
resolved pursuant to the terms of this Grant Agreement and the remedies available under the Code of
Virginia. If the Subrecipient is not a government entity, in the event the Department must initiate
proceedings to enforce the terms and conditions of this Grant Agreement or seek redress for damages
caused by Subrecipient's breach of this Grant Agreement, the Department shall be entitled to recover all
costs including, without limitation, court costs and attorney fees, incurred in such proceedings.
Article 30. ADDITIONAL PROVISIONS
A. Signature Authorized. The Subrecipient's authorized approving official, signing the certification
page of the Grant Agreement, has the legal authority to apply for Federal Assistance and has the
institutional, managerial, and financial capability (including funds sufficient to pay the non -Federal
share of project costs) to ensure proper planning, management and completion of the project
described in this application.
B. Headings. The captions and headings used in this Grant Agreement are intended for
convenience only and shall not be used for purposes of construction or interpretation.
C. Notice. All notices, requests and demands shall be directed as follows:
To the Department: Virginia Department of Motor Vehicles
ATTENTION: Director, Virginia Highway Safety Office
Post Office Box 27412
Richmond, Virginia 23269-0001
To Subrecipient:ofA,1 W -e Cooyri ltz—e-e"
iLr : 5 6-1- T. *�r
ye
Any notice, unless otherwise specified herein, will be deemed to have been given on the date
such notice is personally delivered or is deposited in the United States certified mail, return
receipt requested, properly addressed and with postage prepaid.
Project Director's Initials t'
CY 2014
Fatal
CY 2015
0
CRASHES
4
Highest Time Periods
9:00pm- 11:59pm
50% of fatal unrestrained crashes
Highest Days
Sunday ® Friday
50% of fatal Unrestrained crashes
Highest Months
May
50% of fatal unrestrained crashes
CY 2014
Serious In A=
CY 2015
17
CRASHES
9
3:00pm- 5:59pm ® 9:00am - 11:59am
Highest Time Periods
Noon- 2:59pm ® 9:00pm- 11:59pm
48% of serious injury Unrestrained crashes
66% of serious injury Unrestrained crashes
Sunday- Monday
Highest Days
Saturday ® Wednesday
48% of serious injury Unrestrained crashes
44% of serious injury Unrestrained crashes
August
Highest Months
December ® May
24% of serious injury unrestrained crashes
44% of serious injury Unrestrained crashes
Roanoke County Unrestrained -Related Crashes
Interstate Crashes Non -interstate Crashes
Fatal 0 Fatal
Serious Injury 0 Serious Injury
The blue gradient represents the density of all unrestrained -related crashes.
N
0 3.25 6.5 13
Miles
111, 1 T
ech
qw
This report was generated by the
Center for Geospatial Information Technology
Roanoke Region August, 2015
Roanoke County
Unrestrained
CY 2014 Fatal Crashes
Street Cross Street Count
CY 2014 Serious Injury Crashes
Street
Cross Street
Count
1-81
1
1181
3
DENT RD
— -
11
1
BRADSHAW RD
-
10
1
HARDY RD
FINNEY DR
1
BELLE HAVEN RD
480 ----
1
PETTY AVE
OAKLAND BLVD
1
STARLIGHT LN
MERRIMAN RD
1
COTTON HILL RD
Percent of Unrestrained -Related Fatalities to Total Fatalities
1
COVE HOLLOW RD
30%
1
PLANTATION RD
WILLIAMSON RD
1
5locations not included in summary table above, with 1 crash
CY 2015 Fatal Crashes
Street
Cross Street
Count
WASHINGTON AVE
1
1181
1
CHALLENGER AVE
— -
11
1
1-81
-
10
1
PLANTATION RD
_
453
1
CY 2015 Serious Injury Crashes
Street
Cross Street
Count
RURITAN RD
1
1181
1
CORDELL DR
— -
11
1
JAE VALLEY RD
-
10
1
1-81
_
453
1
VIVIAN AVE
480 ----
1
HERSHBERGER RD
OAKLAND BLVD
j
TWELVE OCLOCK KNOB
®
RD
Percent of Unrestrained -Related Fatalities to Total Fatalities
1
PENN FOREST BLVD
30%
1
CATAWBA VALLEY DR
Unrestrained -Related Injuries __— —_
1
Total Crashes -- — -
1278
1128
�
1040
1
1181
Fatalities
- ---------
— -
11
----
10
----
5
-
10
Injuries
_
453
450-----
_ _
-445 - _
480 ----
Unrestrained -Related Fatalities
—
4
3
®
4
Percent of Unrestrained -Related Fatalities to Total Fatalities
36%
30%
0%
40%
Unrestrained -Related Injuries __— —_
42
35
57
37
Percent of Unrestrained -Related Injuries to Total Injuries
---- ------
9%®
$%
0
13%
j 8%
This report was generated by the
Center for Geospatia/ Information Technology
Roanoke Region Am
Roanoke County U n restrai ned,,'Crash St,
Data provided for January 1St = June 30th
January 1St - June 30th, 2015 Fatal January 1St - June 30th, 2016*
CRASHES 1
Midnight - 2:59am ® Noon- 2:59pm Highest Time periods 9:00pm- 11:59pm
66% of fatal Unrestrained crashes 100% of fatal unrestrained crashes
Sunday ® Friday Highest Days Friday
66% of fatal Unrestrained crashes 100% of fatal unrestrained crashes
May Highest Months February
67% of fatal unrestrained crashes 100% of fatal unrestrained crashes
January 1st- June 30th, 2015 Serious l,l January 1St -June 30th, 2016*
CRASHES
9:00pm- 11:59pm Highest Time periods 3:00pm- 5:59pm
60% of serious injury unrestrained crashes 40% of serious injury unrestrained crashes
Wednesday Highest Days Monday ® Wednesday
40% of serious injury unrestrained crashes 80% of serious injury Unrestrained crashes
May Highest Months January
40% of serious injury unrestrained crashes 40% of serious injury unrestrained crashes
Roanoke County Unrestrained -Related Crashes
Interstate Crashes Non -interstate Crashes
Fatal 40 Fatal
Serious Injury 0 Serious Injury
The blue gradient represents the density of all unrestrained -related crashes.
Jan. 1st -June 30th, 2016*
N
0 3.25 6.5 13 n
Miles
*preliminary data
virgm,ia
Tech
qNP
This report was generated by the
Center for Geospatial Information Technology
Roanoke County Unrestrained Crash Stats
Data provided for January 1St - June 30th
January 1st -June 30th, 2015 Fatal Crashes Janua 1st J th
Street
Cross Street Count
WASHINGTON AVE
1
PLANTATION RD
1
CHALLENGER AVE
1
January 1st -June 30th, 2015 Serious Iniury CrachPQ
Street
Cross Street a
Count
PENN FOREST BLVD
r .
1
TWELVE OCLOCK KNOB
452
1
RD
alities
--- ---- -- -- — —
1
JAE VALLEY RD
FRIENDS WAY
1
VIVIAN AVE
LYNN HAVEN CIR
1
HERSHBERGER RD
OAKLAND BLVD
1
ry - une 30 , 2016 Fatai Crashes*
Street Cross Street Count
HARDY RD 1
January 1st -June 30th, 2016 Serious Injury Crashes*
Street
Cross Street
Count
WHISTLER DR
r .
1
BRADSHAW RD
452
1
FRANKLIN RD
alities
--- ---- -- -- — —
1
HERSHBERGER RD
FRIENDS WAY
1
WASHINGTON AVE
LYNN HAVEN CIR
1
r
flur-M,
7—FatIM[CM
shes567
I ,
r
r .
-
452
513
540
alities
--- ---- -- -- — —
---
---
1
--- -- ---
0
--
6
--
1
Injuries
191
0
213
0
----.._
226
------
219
Unrestrained -Related Fatalities
3
1
Percent of Unrestrained -Related Fatalities to Total Fatalities
0/0 o
12
0%
20
50%
100% —
Unrestrained -Related Injuries
-
16
22
Percent of Unrestrained -Related Injuries to Total Injuries
— -- -- --- ----
_
6 /0
9%
-----
--
7%
10 °/d
This report was generated by the
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Center for Geospatial Information Technology t✓anuary I" - June 36'
*preliminary data
GRANT PROCESSING REQUEST FOR
Department of Finance
DATE:
8119116
DEPARTMENT:
Police
GRANT PROGRAM:
Selective Enforcement- Speed
GRANTING AGENCY:
AGENCY CONTACT:
AGENCY PHONE NO:
Department of Motor Vehicles
Steve Williams
540-632-3042
EXAMPLE OF NUMBER
IF FEDERAL GRANT... CFDA # SC -2017.57055-6704
Dept: Department of Education
(Agency No.) 84.XXX (Grant Program No.)
PROGRAM TITLE:
Selective Enforcement- Speed
FUNDING REQUEST:
FEDERAL
STATE
LOCAL MATCH
OTHER
TOTAL REQUEST
$29,250
$14,625
$43,875
IF LOCAL MATCH IS REQUIRED, ARE FUNDS AVAILABLE IN DEPARTMENT BUDGET? YIN Y
ACCOUNT TO WHICH THE MATCH WILL BE CODED:
In -Kind- Fuel and Vehicle Maintenance
INDIRECT COSTS? YIN No
AMOUNT
REIMBURSEMENT GRANT? Y/N Yes
FINANCIAL & PROGRESS REPORTS PREPARED BY:
REQUEST FOR FUNDS SUBMITTED BY:
X Department Finance
X Department Finance
PROJECT DIRECTOR:
Timothy L. Wyatt
PHONE:
FAX:
EMAIL:
540.777-8649
twyatt@roanokecountyva.gov
DEPT. DIRECTOR OR THEIR DESIGNEE SIGNATURE: DATE:
APPROVING SUBMISSON:
J< c r //s Ap>z
REVIEWED & APPROVED BY FINANCE: SIGNATURE: DATE:
REVIEWED & APPROVED BY COUNTY SIGNATURE: DATE:
ADMINISTRATION:
www.dmvNOW.com
Virginia Department of Motor Vehicles
Post Office Box 27412
Richmond, Virginia 23269-0001
HIGHWAY SAFETY GRANT AGREEMENT
Purpose: Virginia's Highway Safety Program Subrecipients use this form to certify and assure that they will fully comply with
all terms of the Highway Safety Grant Agreement.
Instructions: Subrecipients must read the contract, complete all applicable information on the first and last page, initial the
subsequent pages, and return all pages to the Department of Motor Vehicles.
This Highway Safety Grant Agreement is entered into between the Virginia Department of Motor Vehicles (hereinafter
"Department"), 2300 West Broad Street, Richmond, Virginia 23220, and the following:
Subrecipient: Roanoke County
Federal Award Identification Number (FAIN):
18X9204020VA17
Project Title: Selective Enforcement- Speed
Project Number: SC -2017-57055-6704
CFDA#: 20.600
Grant Award Amount: $29,250.00
CFDA Name: State and Community Highway Safety
Fec eml Funds C bE ficj,�tEKt $ 9,250,00
Total Federal Funds hli ated: $29,250 ,00
Period of Performance:
Sounce of funds obligated to this award:
From October 1, 2016, or the date the Highway Safety Grant
U.S. Department of Transportation
Agreement is signed by the Director, Virginia Highway Safety Office
National Highway Traffic Safety Administration (NHTSA)
(whichever is later) through September 30, 2017. Allow 21 days for
the Department to complete its review and signature. FINAL
Date of Award Letter from NHTSA: September 30, 2016
VOUCHER IS DUE ON OR BEFORE NOVEMBER 5, 2017.
In performing its responsibilities under this Highway Safety Grant Agreement, the Subrecipient certifies and assures that it will fully
comply with the following:
• Applicable Department regulations and policies and State and Federal laws, regulations, and policies
• Statement of Work and Special Conditions and an Approved Budget, included with this Highway Safety Grant Agreement
• General Terms and Conditions, also included with this Highway Safety Grant Agreement
Subrecipient's signature below indicates that the Subrecipient has read, understands and agrees to fully comply with all terms and
conditions of this Highway Safety Grant Agreement without alteration. This Highway Safety Grant Agreement (hereinafter "Grant
Agreement"), consisting of this certification, the attached Statement of Work and Special Conditions, the attached General Terms
and Conditions, the attached Project Budget, the Subrecipient's proposal and the letter awarding the grant to the Subrecipient
constitutes the entire agreement between the Department and the Subrecipient, supersedes any prior oral or written agreement
between the parties and may not be modified except by written agreement as provided herein. Where any conflict arises between
terms, the following is the order of governance of one term over another: (1) applicable Department regulations and policies, except
where superseded by Federal laws, regulations, or policies; (2) applicable State laws, regulations, and policies, except where
superseded by Federal laws, regulations, or policies; (3) applicable Federal laws, regulations, and policies; (4) Statement of Work
and Special Conditions; (5) General Terms and Conditions; (6) Project Budget; (7) Subrecipient's proposal; and (8) grant award
letter. Subrecipient certifies that this grant does not include research and development.
SIGNATURES;"OF AUTHORIZED APPROVING OFFICIALS ^^
For Subrecipient:
s
Name and Title of Project Director (print)
Signature �, �^ 3 Date
0
Subrecipient's DUNS Number .
Does your locality/legal entity expend $7�0 000 or more annually
in total federal funds? (check one) Yes No
Name and Title of Authorized Approving Official (print)
Signature Date
For Virginia Department of Motor Vehicles:
John Saunders
Director, Virginia Highway Safety Office (print)
Signature
Date
TSS 012G -SC (07/01!2016)
Page 3A
Subrecipient Name: kP,4A-)0 G �c>oty, TJ Project #: 5C--d-o1'7`,570
2. The subrecipient must contribute to the overall State Highway Safety Plan goals.
STATEWIDE GOAL: Decrease speed -related fatalities 4 percent from the 2014 calendar base year of 300
to 288 by December 31, 2017.
AGENCY GOAL: / o
Mt} -1=N 4-4°
V -- A( -!A1 fA
F,74Li 7,r—e l i
BASED ON SPEED -RELATED CRASH DATA (using crash data from VAHSO or other approved local
crash information):
_ percent of speed control selective enforcement activities are to be conducted
07 'TO FXY NIA)
;sem--i��—�; �i
between the hours of j__Q0 p —;L30 0 r�9
with special emphasis on the following days of the week:
The remaining percent of selective enforcement hours may be scheduled during other DMV
approved identified high -crash time periods.
• Enforcement is to be conducted using data -identified problem locations.
• Grant -funded equipment must be ordered by December 31, 2016, and put in service by March 31, 2017,
and documentation maintained concerning its use.
• All subrecipients must submit a completed monitoring report (TSS 14-A) to their DMV Grant Monitor by
specific assigned dates.
• Subrecipients must attend all Mandatory DMV grant -related trainings.
Zero tolerance (no warnings) for violators during grant -funded overtime.
Project Director
Initial
_ /�- /_
Date
TSS 012B (07/01/2016)
Page 4
lei =1 01=110.11111111111 I =11:1 1 L1 111160101- IN 1•`
Purpose and Background. The Department is awarding this grant to support the implementation of
highway safety projects by State, local, non-profit, and higher education partnerships. Funds are
made available for projects that: (1) support statewide goals; (2) identify problems experienced by
High Emphasis Communities, which are jurisdictions with the highest crash severity problem; (3)
creatively incorporate alcohol awareness and occupant protection safety; (4) are innovative with
potential statewide application or ability to transfer to other jurisdictions; and (5) have statewide
significance and address the Federal program areas under Section 1906, Public Law 109-59 (Safe,
Accountable, Flexible, Efficient Transportation Equity Act: A Legacy for Users - SAFETEA-LU), as
amended by Section 4011, Public Law 114-94 (Fix America's Surface Transportation (FAST) Act).
2. Paid Media. Grants consisting of $100,000 or more in paid media funds will be required to perform
pre- and post -surveys during the Grant Period. The level of assessment is based on the cost of a
paid advertising campaign as follows:
a. Level 1, for a paid advertising campaign of up to $100,000:
At a minimum, an assessment must measure and document audience exposure to paid
advertised messages and the number of airings or print ads devoted to each announcement.
The size of the audience needs to be estimated using a source appropriate for the medium
used, such as Arbitron or Nielsen ratings for radio and TV. More specifically, all paid
advertising for which the State or Subrecipient used 154, 402 and 405 funds must include
documentation stating how many paid airings or print ads occurred and the size of the
audience reached. Include the number of free airings or print ads that occurred and the size
of the audience reached.
b. Level 2, for a paid advertising campaign greater than $100,000:
In addition to providing the above Level 1 documentation, a more extensive assessment is
required to measure target audience reaction. One or more of the activities in the following
list may be used to assess how the target audience's knowledge, attitude, or actions were
affected by the message(s):
➢ Mail surveys;
➢ Telephone surveys;
➢ Focus groups;
➢ Mall intercept interviews;
➢ Direct mailings;
➢ Call-in centers;
➢ Newspaper polls;
➢ Household interviews;
➢ Before and after approach, which compares system status before and after the
introduction of the message; and
➢ Control region approach, which relates one study site exposed to the message to a
similar site that is not exposed to the message.
3. Equipment. Costs for equipment are allowable under specified conditions. Costs for new and
replacement equipment with a useful life of more than one year and an acquisition cost of $5,000 or
more must be pre -approved before a Subrecipient purchases the equipment. Such approval shall be
obtained by the Department from the National Highway Traffic Safety Administration (NHTSA)
regional manager in writing, and Subrecipient will be notified by the Department when this approval
has been secured. Federal government requirements mandate that the Department maintain an
accurate accounting and inventory of all equipment purchased using Federal funds, and Subrecipient
shall comply with applicable reporting requirements that may be specified in the Highway Safety
Policy and Procedures Manual and amendments thereto.
Subrecipient must request advance, written approval from the Department to sell, transfer or dispose
of any and all non -expendable equipment purchased in whole or in part with the use of Federal
Project Director's Initials.
TSS 0128 (07/01/2016)
Page 5
highway safety funds. Disposition of funds from the sale of equipment to another entity must be
agreed upon by the Department and the Subrecipient and approved by NHTSA and the Department.
In the event of a conflict between this section, 2 CFR Part 200 (Uniform Administrative Requirements,
Cost Principles, and Audit Requirements for Federal Awards) and 2 CFR Part 1201 (Department of
Transportation, Uniform Administrative Requirements, Cost Principles, and Audit Requirements for
Federal Awards -- referred to as the "Supercircular"), the provisions of the applicable CFR control,
except where inconsistent with statute.
4. Reports and Deliverables. Quarterly Progress and Monitor Reports shall be provided to the
Department by the dates indicated:
January 31, April 30, July 31, and November 5.
Each Progress and Monitor Report shall address the Subrecipient's progress in fulfilling items listed in
the Statement of Work and Special Conditions, including funded elements of the Subrecipient's
proposal. These reports should include the findings from the evaluation component of the proposal
and should indicate the criteria and methods by which the progress of the initiative has been
evaluated. The format for Progress and Monitor Reports will be provided to the Subrecipient, but, at
a minimum, will require an assessment of the program's plan with actual accomplishments during the
past quarter, partnership involvement and satisfaction, expected follow-up, changes/problems with
the plan and how they will be addressed, a financial summary of expenditures for the reporting period
and planned accomplishments during the next quarter. The final Progress and Monitor Report shall
include a comprehensive, detailed report of all grant activities conducted during the full grant
performance period, including a final summary of expenditures.
Monitoring. The Department shall, throughout the Grant Period under this Grant Agreement and any
extension of the program which is the subject of the Grant Agreement, monitor and evaluate the
events, activities and tasks performed in connection with the program to include financial feasibility
and progress of the grant and the Subrecipient's continuing fiscal responsibility and compliance with
applicable requirements and the terms and conditions of this Grant Agreement. Such monitoring and
evaluation shall not in any manner relieve or waive any obligations of Subrecipient under this Grant
Agreement or pursuant to applicable State and Federal law, regulations or rules. Any representation
to the contrary by the Subrecipient to any third party is strictly prohibited and may be grounds for the
termination of this Grant Agreement by the Department.
5. Audit. Subrecipients expending $750,000 or more in Federal awards (single or multiple awards) in
a year are required to obtain an annual audit in accordance with the Single Audit Act (Public Law
98-502) and subsequent amendments (refer to 2 CFR Part 200 and 2 CFR Part 1201), and the
American Institute of Certified Public Accountants' (AICPA) Statement on Auditing Standards
(SAS) 99, Consideration of Fraud in a Financial Statement Audit. The audit report must be
submitted to DMV by March 15. Subrecipients are encouraged to submit their audit report to the
Federal Audit Clearinghouse (FAC) at http://harvester.census.gov/sac/. Failure to meet the single
audit requirements could result in your entity having to repay grant monies and/or losing access to
future Federal funding.
The State auditor may conduct an audit or investigation of any entity receiving funds from the
Department, either directly under the Grant Agreement or indirectly through a subcontract under the
Grant Agreement. Acceptance of funds directly or indirectly under the Grant Agreement constitutes
acceptance of the authority of the State auditor to conduct an audit or investigation in connection with
those funds. In the event an audit reveals unallowable expenditures, the Subrecipient will be
responsible for repayment to the Department of such unallowable expenditures.
6. Closeout. Subrecipients are required to submit final requests for reimbursements and final Progress
Reports according to the schedule identified in this Grant Agreement. Requests for reimbursements
submitted after November 5 will be denied.
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TSS 012B (07/01/2016)
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Article 1. COMPLIANCE WITH LAWS
The Subrecipient shall comply with all Federal, State, and local laws, statutes, codes, ordinances, rules
and regulations, and the orders and decrees of any courts or administrative bodies or tribunals in any
matter affecting the performance of the Grant Agreement, including, without limitation, workers'
compensation laws, minimum and maximum salary and wage statutes and regulations, nondiscrimination
laws and regulations, and licensing laws and regulations. When required, the Subrecipient shall furnish
the Department with satisfactory proof of its compliance therewith.
Article 2. STANDARD ASSURANCES
The Subrecipient hereby assures and certifies that it will comply with all applicable laws, regulations,
policies, guidelines, and requirements, including 23 U.S.C. (United States Code) Chapter 4, Highway
Safety Act of 1966, as amended; 23 U.S.C. 405, National Priority Safety Programs; 2 CFR Part 200 and 2
CFR Part 1201; the Federal Highway Safety Grant Funding Guidance (Revised 2013); the Federal
Uniform Guidelines for State Highway Safety Programs; the Procedures for the Transportation Safety
Grants Program and subsequent amendments; and the Guidelines for the Submission of Highway Safety
Grant Applications, as they relate to the application, acceptance, and use of Federal or State funds for
this project. Also, the Subrecipient assures and certifies that:
A. It possesses legal authority to apply for the grant and that a resolution, motion, or similar action
has been duly adopted or passed as an official act of the Subrecipient's governing body,
authorizing the filing of the application, including all understandings and assurances contained
therein, and directing and authorizing the person identified as the authorized approving official of
the Subrecipient to act in connection with the application and to provide such additional
information as may be required.
B. It will comply with the Federal Fair Labor Standards Act's minimum wage and overtime
requirements for employees performing project work.
C. It will comply with all requirements imposed by the Department concerning special requirements
of law, program requirements, and other administrative requirements.
D. It will establish safeguards to prohibit employees from using their positions for a purpose that is or
gives the appearance of being motivated by a desire for private gain for themselves or others,
particularly those with whom they have family, business, or other ties.
E. It will comply with the Virginia State and Local Government Conflict of Interests Act, Va. Code §§
2.2-3100 et seq., which defines and prohibits inappropriate conflicts and requires disclosure of
economic interests and is applicable to all State and local government officers and employees.
F. It will give the Department the access to and the right to examine all records, books, papers, or
documents related to the Grant Agreement.
G. It will ensure that all public records prepared or owned by, or in the possession of, the applicant
relative to this project shall be open to inspection and copying by any citizens of the
Commonwealth during regular office hours in accordance with the provisions of the Virginia
Freedom of Information Act, Va. Code §§ 2.2-3700 et seq., unless otherwise specifically provided
by law.
H. If applicable, it will comply with the provisions of the Virginia Freedom of Information Act, Va.
Code §§ 2.2-3700 et seq., which require all meetings of public bodies to be open and every public
body to give notice of its meetings and to record minutes at all open meetings.
Article 3. GRANT AWARD COMPENSATION
A. The method of payment for the Grant Agreement will be based on actual costs incurred up to and
not to exceed the limits specified in the Grant Agreement. The amount stated in the Project
Budget will be deemed to be the amount of the award to the Subrecipient.
B. Reimbursement for travel costs shall be subject to the requirements and limitations set forth in the
State Travel Regulations established by the Virginia Department of Accounts.
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C. All payments will be made in accordance with the terms of the Grant Agreement.
The maximum amount eligible for reimbursement shall not be increased above the total amount
stated in the Project, unless the Grant Agreement is amended as described in Article 5,
Amendments and Modifications to Grant Agreement.
D. To be eligible for reimbursement under the Grant Agreement, a cost must be incurred in
accordance with the Grant Agreement, within the time frame specified in the Grant Period as
stated in the Grant Agreement, attributable to work covered by the Grant Agreement, and which
has been completed in a manner satisfactory and acceptable to the Department.
E. Federal or Department funds cannot supplant (replace) funds from any other sources. The term
"supplanting" refers to the use of Federal or Department funds to support personnel or an activity
already supported by local or State funds.
F. Payment of costs incurred under the Grant Agreement is further governed by 2 CFR Part 200 and
2 CFR Part 1201.
G. A Subrecipient may request an Indirect Cost Rate for grants that are not enforcement related.
The Subrecipient must submit a copy of their Federally negotiated indirect cost rate. A
Subrecipient that does not have a Federally negotiated indirect cost rate, may submit a letter
requesting a de minimis indirect cost rate of 10% of modified total direct costs (2 CFR §
200.414(f)). Payment for indirect costs will not be made until the aforementioned documents
have been received by the Department.
Indirect cost references and information can be found in 2 CFR Part 200,
H. The Subrecipient will provide a monetary and/or in-kind match to the funded proposal. The
required matching percentage of the project cost will be determined by the Department. Grant
funds may not be used before the Subrecipient can demonstrate that funds for the corresponding
portion of the matching requirement have been received by Subrecipient. A matching report must
be submitted with each reimbursement voucher.
I. The Subrecipient agrees to submit Requests for Reimbursement on a quarterly basis or no
more than one request per month, as outlined in the Highway Safety Policy and Procedures
Manual. The original Request for Reimbursement, with the appropriate supporting
documentation, must be submitted to the DMV Grants Management Office. The Subrecipient
agrees to submit the final Request for Reimbursement under the Grant Agreement within thirty-
five (35) days of the end of the Grant Period or November 5.
All grant funds must be encumbered by the end of the grant period (September 301, complete
with supporting invoices. At the end of the Grant Period, any unexpended or unobligated funds
shall no longer be available to the Subrecipient. In no case shall the Subrecipient be reimbursed
for expenses incurred prior to the beginning or after the end of the Grant Period.
J. The Department will exercise good faith to make payments within thirty (30) days of receipt of
properly prepared and documented Requests for Reimbursement. Payments, however, are
contingent upon the availability of appropriated funds.
K. Grant Agreements supported with Federal or State funds are limited to the length of the Grant
Period specified in the Grant Agreement. If the Department determines that the project has
demonstrated merit or has potential long-range benefits, the Subrecipient may apply for funding
assistance beyond the initial Grant Period. Preference for funding will be given to those projects
for which the Subrecipient has assumed some cost sharing, those which propose to assume the
largest percentage of subsequent project costs, and those which have demonstrated
performance that is acceptable to the Department.
L. When issuing statements, press releases, requests for proposals, bid solicitations, and other
documents describing projects or programs funded in whole or in part with Federal money,
including this Grant Agreement, the Subrecipient shall clearly state (1) the percentage of the total
cost of the program or project which will be financed with Federal money, and (2) the dollar
amount of Federal funds provided for the project or program.
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Article 4. LIMITATION OF LIABILITY
Payment of costs incurred hereunder is contingent upon the availability of appropriated funds. If, at any
time during the Grant Period, the Department determines that there is insufficient funding to continue the
project, the Department shall so notify the Subrecipient, giving notice of intent to terminate the Grant
Agreement, as specified in Article 11, Termination.
The Grant Agreement may be amended prior to its expiration by mutual written consent of both parties,
utilizing the Grant Agreement Amendment form designated by the Department. Any amendment must be
executed by the parties within the Grant Period specified in the Grant Agreement. Any proposed
modifications or amendments to this Grant Agreement as defined in Article 6, Additional Work and
Changes in Work, including the waiver of any provisions herein, must be submitted to the Department in
writing and approved as herein prescribed prior to Subrecipient's implementation of the proposed
modification or amendment.
Any alterations, additions, or deletions to the Grant Agreement that are required by changes in Federal or
State laws, regulations or directives are automatically incorporated on the date designated by the law,
regulation or directive.
The Department may unilaterally modify this Grant Agreement to deobligate funds not obligated by the
Subrecipient as of the close of the Grant Period specified in this Grant Agreement. In addition, the
Department may deobligate funds in the event of termination of the Grant Agreement pursuant to
Article 11, Termination.
If the Subrecipient is of the opinion that any assigned work is beyond the scope of the Grant Agreement
and constitutes additional work, the Subrecipient shall promptly notify the Department in writing. If the
Department finds that such work does constitute additional work, the Department shall so advise the
Subrecipient and a written amendment to the Grant Agreement will be executed according to Article 5,
Amendments and Modifications to Grant Agreement, to provide compensation for doing this work on the
same basis as the original work. If performance of the additional work will cause the maximum amount
payable to be exceeded, the work will not be performed before a written grant amendment is executed.
If the Subrecipient has submitted work in accordance with the terms of the Grant Agreement but the
Department requests changes to the completed work or parts thereof which involve changes to the
original scope of services or character of work under the Grant Agreement, the Subrecipient shall make
such revisions as requested and directed by the Department. This will be considered additional work and
will be paid for as specified in this Article.
If the Subrecipient submits work that does not comply with the terms of the Grant Agreement, the
Department shall instruct the Subrecipient to make such revisions as are necessary to bring the work into
compliance with the Grant Agreement. No additional compensation shall be paid for this work.
The Subrecipient shall make revisions to the work authorized in the Grant Agreement, which are
necessary to correct errors or omissions appearing therein, when required to do so by the Department.
No additional compensation shall be paid for this work.
The Department shall not be responsible for actions by the Subrecipient or any costs incurred by the
Subrecipient relating to additional work not directly associated with or prior to the execution of an
amendment.
Subrecipients shall submit performance reports using forms provided and approved by the Department as
outlined in the Statement of Work and Special Conditions, Section 4, Reports and Deliverables.
The Subrecipient shall promptly advise the Department in writing of events that will have a significant
impact upon the Grant Agreement, including:
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A. Problems, delays, or adverse conditions, including a change of project director or other changes
in Subrecipient personnel that will materially affect the Subrecipient's ability to attain objectives
and performance measures, prevent the meeting of time schedules and objectives, or preclude
the attainment of project objectives or performance measures by the established time periods.
This disclosure shall be accompanied by a statement of the action taken or contemplated and any
Department or Federal assistance needed to resolve the situation.
B. Favorable developments or events that enable Subrecipient to meet time schedules and
objectives earlier than anticipated or to accomplish greater performance measure output than
originally projected.
Article 8. RECORDS
The Subrecipient agrees to maintain all reports, documents, papers, accounting records, books, and
other evidence pertaining to costs incurred and work performed hereunder, and Subrecipient shall make
such records available at its office for the time period specified in the Grant Agreement. The Subrecipient
further agrees to retain such records for three (3) years from the date of final payment under the Grant
Agreement, until completion of all audits, or until any pending litigation has been completely and fully
resolved, whichever occurs last.
Any representative of the U.S. Secretary of Transportation, the Comptroller General of the United States,
the General Accounting Office, the Virginia Office of the Secretary of Transportation, the Virginia
Department of Motor Vehicles, the Virginia State Comptroller or the Virginia Auditor of Public Accounts
shall have access to and the right to examine any and all books, documents, papers and other records
(including computer records) of the Subrecipient that are related to this Grant Agreement, in order to
conduct audits and examinations and to make excerpts, transcripts, and photocopies. This right also
includes timely and reasonable access to the Subrecipient's personnel and program participants for the
purpose of conducting interviews and discussions related to such documents. The Department's right to
such access shall last as long as the records are retained as required under this Grant Agreement.
Article 9. INDEMNIFICATION
The Subrecipient, if other than a government entity, agrees to indemnify, defend and hold harmless the
Commonwealth of Virginia, its officers, agents, and employees from any claims, damages and actions of
any kind or nature, whether at law or in equity, arising from or caused by the acts or omission of the
Subrecipient, its officers, agents or employees. The Subrecipient, if other than a government entity,
further agrees to indemnify and hold harmless the Commonwealth of Virginia, its officers, agents, and
employees from any costs including, but not limited to, attorney fees and court costs, incurred by the
Department in connection with any such claims or actions.
If the Subrecipient is a government entity, both parties to the Grant Agreement agree that no party is an
agent, servant, or employee of the other party and each party agrees it is responsible for its individual
acts and deeds, as well as the acts and deeds of its contractors, employees, representatives, and agents.
The Subrecipient shall be responsible for the settlement of all contractual and administrative issues
arising out of procurement made by the Subrecipient in support of Grant Agreement work.
Disputes concerning performance or payment shall be submitted to the Department for settlement, with
the Director of the Virginia Highway Safety Office or his or her designee acting as final referee.
The Department may terminate the Grant Agreement, in whole or in part, for cause if the Subrecipient
fails to fulfill its obligations under the Grant Agreement; fails to comply with any applicable Department
policy or procedure or any applicable Federal, State or local law, regulation or policy; or fails to correct a
violation of any such law, regulation, policy or procedure. This does not limit any other termination rights
that the Department may have under State or Federal laws, regulations or policies.
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The Grant Agreement shall remain in effect until the Subrecipient has satisfactorily completed all services
and obligations described herein and these have been accepted by the Department, unless,:
➢ The Department terminates the Grant Agreement for cause and informs the Subrecipient that the
project is terminated immediately; or
➢ The Department determines that the performance of the project is not in the best interest of the
Department and informs the Subrecipient that the project is terminated immediately; or
➢ The Grant Agreement is terminated in writing with the mutual consent of both parties; or
➢ There is a written thirty (30) day notice to terminate by either party.
The Department shall compensate the Subrecipient for only those eligible expenses incurred during the
Grant Period specified in the Grant Agreement which are directly attributable to the completed portion of
the work covered by the Grant Agreement, provided that the work has been completed in amanner
satisfactory and acceptable to the Department. The Subrecipient shall not incur nor be reimbursed for
any new obligations after the effective date of termination.
Article 12. SUBCONTRACTS
No portion of the work specified in the Grant Agreement shall be subcontracted without the prior written
consent of the Department. In the event that the Subrecipient desires to subcontract part of the work
specified in the Grant Agreement, the Subrecipient shall furnish the Department the names, qualifications
and experience of their proposed subcontractors. For purposes of the Grant Agreement, subcontractor(s)
shall include, but are not limited to, recipients of mini grants and parties to cooperative agreements and
memoranda of understanding.
The Subrecipient, however, shall remain fully responsible for the work to be done by its subcontractor(s)
and shall assure compliance with all the requirements of the Grant Agreement. In any agreement entered
into with a subcontractor, the Subrecipient shall include or incorporate by reference all language
contained in the Statement of Work and Special Conditions and in the General Terms and Conditions
portions of this Highway Safety Grant Agreement, and the subcontractor shall agree to be bound by all
requirements contained therein.
Article 13. NONCOLLUSION
The Subrecipient certifies that its grant application was made without collusion or fraud, and it has not
conferred on any public employee having official responsibility for the Highway Safety Grant process any
loan, gift, favor, service or anything of more than nominal value, present or promised, in connection with
its application. If Subrecipient breaches or violates this certification, the Department shall have the right
to annul this Grant Agreement without liability.
Article 14. SUBRECIPIENT'S RESOURCES
The Subrecipient certifies that it presently has adequate qualified personnel in its employment to perform
the work required under the Grant Agreement, or that Subrecipient will be able to obtain such personnel
from sources other than the Department.
All employees of the Subrecipient shall have such knowledge and experience as will enable them to
perform the duties assigned to them. Any employee of the Subrecipient who, in the opinion of the
Department, is incompetent or whose conduct becomes detrimental to the project shall immediately be
removed from association with the project.
Unless otherwise specified, the Subrecipient shall furnish all equipment, materials, supplies, and other
resources required to perform the work.
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Article 15. SUBRECIPIENT SEAT BELT USE
The Subrecipient agrees to adopt and enforce an on-the-job seat belt use policy requiring all employees
to wear a seat belt when operating any vehicle owned, leased or rented by the Subrecipient, including
police vehicles.
Article 16. PROHIBITION ON USING GRANT FUNDS TO CHECK FOR HELMET USAGE
The Subrecipient will not use 23 U.S.C. Chapter 4 grant funds for programs to check helmet usage or to
create checkpoints that specifically target motorcyclists.
Article 17. PROCUREMENT AND PROPERTY MANAGEMENT
The Subrecipient shall establish and administer a system to procure, control, protect, preserve, use,
maintain, and dispose of any property furnished to it by the Department or purchased pursuant to the
Grant Agreement in accordance with Virginia law and Department policies and procedures, provided that
such laws, policies and procedures are not in conflict with Federal standards, as appropriate, in 2 CFR
Part 200 and 2 CFR Part 1201.
In the event of conflict, such Federal standards shall apply unless Virginia law or Department policies or
procedures impose more strict requirements than the Federal standards.
All copyright and patent rights to all papers, reports, forms, materials, creations, or inventions created or
developed in the performance of this Grant Agreement shall become the sole property of the
Commonwealth in accordance with Va. Code §2.2-2822 and Executive Memorandum 4-95. On request,
the Subrecipient shall promptly provide an acknowledgment or assignment in a tangible form satisfactory
to the Commonwealth to evidence the Commonwealth's sole ownership of specifically identified
intellectual property created or developed during the performance of the Grant Agreement.
Article 19. RESEARCH ON HUMAN SUBJECTS
The Subrecipient shall comply with the National Research Act, Public Law 93-348, regarding the
protection of human subjects involved in research, development, and related activities supported by the
Grant Agreement.
Article 20. ASSIGNMENT
The Grant Agreement shall not be assignable by the Subrecipient in whole or in part without the written
consent of the Department.
Article 21. NONDISCRIMINATION
A. The Subrecipient WILL COMPLY WITH ALL Federal Statutes and implementing regulations
relating to nondiscrimination. These include, but are not limited to:
1. Title VI of the Civil Rights Act of 1964 (42 U.S.C. 2000d et seq., 78 stat. 252), (prohibits
discrimination on the basis of race, color, national origin) and 49 CFR part 21;
2. The Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1970,
(42 U.S.C. 4601), (prohibits unfair treatment of persons displaced or whose property has
been acquired because of Federal or Federal -aid programs and projects);
3. Federal -Aid Highway Act of 1973, (23 U.S.C. 324 et seq.), and Title IX of the Education
Amendments of 1972, as amended (20 U.S.C. 1681-1683 and 1685-1686) (prohibit
discrimination on the basis of sex);
Project Director's Initials I
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4. Section 504 of the Rehabilitation Act of 1973, (29 U.S.C. 794 et seq.), as amended,
(prohibits discrimination on the basis of disability) and 49 CFR part 27;
5. The Age Discrimination Act of 1975, as amended, (42 U.S.C. 6101 et seq.), (prohibits
discrimination on the basis of age);
6. The Civil Rights Restoration Act of 1987, (Pub. L. 100-209), (broadens scope, coverage
and applicability of Title VI of the Civil Rights Act of 1964, The Age Discrimination Act of 1975
and Section 504 of the Rehabilitation Act of 1973, by expanding the definition of the terms
"programs or activities" to include all of the programs or activities of the Federal aid
recipients, sub -recipients and contractors, whether such programs or activities are Federally -
funded or not);
7. Titles II and III of the Americans with Disabilities Act (42 U.S.C. 12131-12189) (prohibits
discrimination on the basis of disability in the operation of public entities, public and private
transportation systems, places of public accommodation, and certain testing) and 49 CFR
parts 37 and 38;
8. Executive Order 12898, Federal Actions To Address Environmental Justice in Minority
Populations and Low -Income Populations (prevents discrimination against minority
populations by discouraging programs, policies, and activities with disproportionately high
and adverse human health or environmental effects on minority and low-income populations);
and
9. Executive Order 13166, Improving Access to Services for Persons with Limited English
Proficiency (guards against Title VI national origin discrimination/discrimination because of
limited English proficiency (LEP) by ensuring that funding recipients take reasonable steps to
ensure that LEP persons have meaningful access to programs (70 FR at 74087 to 74100).
B. The Subrecipient entity —
1. Will take all measures necessary to ensure that no person in the United States shall, on the
grounds of race, color, national origin, disability, sex, age, limited English proficiency, or
membership in any other class protected by Federal Nondiscrimination Authorities, be
excluded from participation in, be denied the benefits of, or be otherwise subjected to
discrimination under any of its programs or activities, so long as any portion of the program is
Federally -assisted.
2. Will administer the program in a manner that reasonably ensures that any of its subrecipients,
contractors, subcontractors, and consultants receiving Federal financial assistance under this
program will comply with all requirements of the Non -Discrimination Authorities identified in
this Assurance;
3. Agrees to comply (and require any of its subrecipients, contractors, subcontractors, and
consultants to comply) with all applicable provisions of law or regulation governing US DOT's
or NHTSA's access to records, accounts, documents, information, facilities, and staff, and to
cooperate and comply with any program or compliance reviews, and/or complaint
investigations conducted by US DOT or NHTSA under any Federal Nondiscrimination
Authority;
4. Acknowledges that the United States has a right to seek judicial enforcement with regard to
any matter arising under these Non -Discrimination Authorities and this Assurance;
5. Insert in all contracts and funding agreements with other State or private entities the following
clause:
Project Director's Initials re-
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"During the performance of this contract/funding agreement, the contractor/funding recipient
agrees—
a. To comply with all Federal nondiscrimination laws and regulations, as may be amended
from time to time;
b. Not to participate directly or indirectly in the discrimination prohibited by any Federal non-
discrimination law or regulation, as set forth in appendix B of 49 CFR part 21 and herein;
c. To permit access to its books, records, accounts, other sources of information, and its
facilities as required by the State highway safety office, US DOT or NHTSA;
d. That, in event a contractor/funding recipient fails to comply with any nondiscrimination
provisions in this contract/funding agreement, the State highway safety agency will have
the right to impose such contract/agreement sanctions as it or NHTSA determine are
appropriate, including but not limited to withholding payments to the contractor/funding
recipient under the contract/agreement until the contractor/funding recipient complies;
and/or cancelling, terminating, or suspending a contract or funding agreement, in whole
or in part; and
e. To insert this clause, including paragraphs a through e, in every subcontract and sub
agreement and in every solicitation for a subcontract or sub -agreement that receives
Federal funds under this program."
C. Certifies that it has disclosed to the Department any administrative and/or court findings of
noncompliance with nondiscrimination or equal opportunity laws, regulations or policies during the
two preceding years. If the Subrecipient has been cited for noncompliance with these laws,
regulations or policies, the Subrecipient will not be eligible to receive funding.
Article 22. DRUG-FREE WORKPLACE
The Subrecipient certifies that it will provide a drug-free workplace in accordance with the requirements of
29 CFR, fart 98, Subpart F.
Article 23. BUY AMERICA ACT
The Subrecipient will comply with the provisions of the Buy America requirement (23 U.S.C. 313)
when purchasing items using Federal funds. Buy America requires a subrecipient, to purchase only
steel, iron and manufactured products produced in the United States with Federal funds, unless the
Secretary of Transportation determines that such domestically produced items would be inconsistent
with the public interest, that such materials are not reasonably available and of a satisfactory quality,
or that inclusion of domestic materials will increase the cost of the overall project contract by more
than 25 percent. In order to use Federal funds to purchase foreign produced items, the State must
submit a waiver request that provides an adequate basis and justification to and approved by the
Secretary of Transportation.
The National Highway Traffic Safety Administration (NHTSA) was granted a Buy America Act public
interest waiver that became effective July 30, 2015, (Federal Register Vol. 80, No. 125, published June
30, 2015). This waiver allows a State or subrecipient to purchase any manufactured product with a
purchase price of $5,000 or less, excluding a motor vehicle when the product is'purchased using Federal
grant funds administered under Chapter 4 of Title 23 of the United States Code. The "National Traffic and
Motor Vehicle Safety Act of 1966" defines a motor vehicle as a vehicle driven or drawn by mechanical
power and manufactured primarily for use on public streets, roads, and highways, but does not include a
vehicle operated only on a rail line. See 49 USC 30102(a)(6). Therefore, the purchase of foreign -made
cars, motorcycles, trailers and other similar conveyances must be made with a waiver regardless of
price.
Project Director's Initials `��
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Article 24. DISADVANTAGED BUSINESS ENTERPRISE
It is the policy of the Department and the USDOT that Disadvantaged Business Enterprises, as defined in
49 CFR Part 26, shall have the opportunity to participate in the performance of agreements financed in
whole or in part with Federal funds. Consequently, the Disadvantaged Business Enterprise requirements
of 49 CFR Part 26, apply to the Grant Agreement as follows:
➢ The Subrecipient agrees to ensure that Disadvantaged Business Enterprises, as defined in 49
CFR Part 26, have the opportunity to participate in the performance of agreements and
subcontracts financed in whole or in part with Federal funds. In this regard, the Subrecipient shall
make good faith efforts, in accordance with 49 CFR Part 26, to ensure that Disadvantaged
Business Enterprises have the opportunity to compete for and perform agreements and
subcontracts.
➢ The Subrecipient and any subcontractor shall not discriminate on the basis of race, color, national
origin, sex, disability, or age in the award and performance of agreements funded in whole or in
part with Federal funds.
These requirements shall be included in any subcontract or sub agreement. Failure to comply with the
requirements set forth above shall constitute a breach of the Grant Agreement and, after the notification
by the Department, may result in termination of the Grant Agreement by the Department or other such
remedy as the Department deems appropriate.
Article 25. DEBARMENT AND SUSPENSION
A. The Subrecipient certifies, to the best of its knowledge and belief, that it and its principals:
1. Are not presently debarred, suspended, proposed for debarment, declared ineligible or
voluntarily excluded from covered transactions by any State or Federal department or agency
or otherwise excluded by any Federal or State department or agency;
2. Have not within a three (3) year period preceding this Grant Agreement been convicted of or
had a civil judgment rendered against them for commission of fraud or a criminal offense in
connection with obtaining, attempting to obtain, or performing a Federal, State, or local public
transaction or contract under a public transaction; violation of Federal or State antitrust
statutes; or commission of embezzlement, theft, forgery, bribery, falsification or destruction of
records, making false statements, or receiving stolen property;
3. Are not presently indicted or otherwise criminally or civilly charged by a Federal, State, or
local governmental entity with commission of any of the offenses enumerated in paragraph A.
2. of this Article; and
4. Have not, within a three (3) year period preceding this Grant Agreement, had one or more
Federal, State, or local public transactions terminated for cause or default.
B. Where the Subrecipient is unable to certify to any of the statements in this Article, such
Subrecipient shall attach an explanation to the Grant Agreement.
C. The Subrecipient is prohibited from making any subcontract or sub -award or permitting any
subcontract or sub -award to any party that does not certify to the Subrecipient that such party
meets the requirements set forth in Section A., Items 1-4 of this Article. When requested by the
Department, Subrecipient shall furnish a copy of such certification.
D. The Subrecipient shall require any party to a subcontract or purchase order awarded under the
Grant Agreement to certify its eligibility to receive Federal grant funds, and, when requested by
the Department, to furnish a copy of the certification.
Article 26. POLITICAL ACTIVITY (HATCH ACT)
The Subrecipient will comply with provisions of the Hatch Act (5 U.S.C. 1501-1508), which limits the
political activities of employees whose principal employment activities are funded in whole or in part with
Federal funds.
Project Director's Initials L61°
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Article 27. FEDERAL LOBBYING CERTIFICATION
6
The Subrecipient certifies to the best of his or her knowledge and belief that:
A. No Federal appropriated funds have been paid or will be paid, by or on behalf of the Subrecipient,
to any person for influencing or attempting to influence an officer or employee of any agency, a
Member of Congress, an officer or employee of Congress, or an employee of a Member of
Congress in connection with the awarding of any Federal contract, the making of any Federal
grant, the making of any Federal loan, the entering into of any cooperative agreement, and the
extension, continuation, renewal, amendment, or modification of any Federal contract, grant,
loan, or cooperative agreement.
B. If any funds other than Federal appropriated funds have been paid or will be paid to any person
for influencing or attempting to influence an officer or employee of any agency, a Member of
Congress, an officer or employee of Congress, or an employee of a Member of Congress in
connection with this Federal contract, grant, loan, or cooperative agreement, the party to the
Grant Agreement shall complete and submit Standard Form -LLL, "Disclosure Form to Report
Lobbying," in accordance with its instructions.
C. No funds under this Grant Agreement have been or will be expended for publicity or propaganda
purposes, for the preparation, distribution or use of any kit, pamphlet, booklet, publication, radio,
television, film presentation, or website/webpage designed to support or defeat legislation
pending before the Congress, except in presentation to the Congress itself. In addition, grant
funds shall not be used to pay the salary or expenses, in whole or in part, of any Subrecipient or
agent acting for such Subrecipient related to any activity designed to influence legislation or
appropriations pending before the Congress.
D. The Subrecipient shall require that the language of this certification be included in the award
documents for all sub -awards (including subcontracts, sub -grants, and contracts under grant,
loans, and cooperative agreements) and that all subcontractors shall certify and disclose
accordingly.
This certification is a material representation of fact upon which reliance was placed when this Grant
Agreement was made or entered into. Submission of this certification is a prerequisite for entering into
this Grant Agreement imposed by section 1352, title 31, U.S. Code. Any person who fails to file the
required certification shall be subject to a civil penalty of not less than $10,000 and not more than
$100,000 for each such failure.
Article 28. RESTRICTION ON STATE LOBBYING
None of the funds under this program will be used for any activity specifically designed to urge or
influence a State or local legislator to favor or oppose the adoption of any specific legislative proposal
pending before any State or local legislative body. Such activities include both direct and indirect (e.g.,
"grassroots") lobbying activities, with one exception. This does not preclude a State official whose salary
is supported with NHTSA funds from engaging in direct communications with State or local legislative
officials, in accordance with customary State practice, even if such communications urge legislative
officials to favor or oppose the adoption of a specific pending legislative proposal.
No funds under this Grant Agreement have been or will be expended for publicity or propaganda
purposes, for the preparation, distribution or use of any kit, pamphlet, booklet, publication, radio,
television, film presentation, or website/webpage designed to support or defeat legislation pending before
the Virginia General Assembly, except in presentation to the General Assembly itself. In addition, grant
funds shall not be used to pay the salary or expenses, in whole or in part, of any Subrecipient or agent
acting for such Subrecipient related to any activity designed to influence legislation or appropriations
pending before the Virginia General Assembly.
Article 29. INTERPRETATION AND ENFORCEABILITY
In the event any terms or provisions of this Grant Agreement are breached by either party or in the event
that a dispute may arise between the parties regarding the meaning, requirements, or interpretation of
Project Director's Initials °V
TSS 012B (07/01/2016)
Page 16
any terms and provisions contained in this Grant Agreement, then such breach or dispute shall be
resolved pursuant to the terms of this Grant Agreement and the remedies available under the Code of
Virginia. If the Subrecipient is not a government entity, in the event the Department must initiate
proceedings to enforce the terms and conditions of this Grant Agreement or seek redress for damages
caused by Subrecipient's breach of this Grant Agreement, the Department shall be entitled to recover all
costs including, without limitation, court costs and attorney fees, incurred in such proceedings.
Article 30. ADDITIONAL PROVISIONS
A. Signature Authorized. The Subrecipient's authorized approving official, signing the certification
page of the Grant Agreement, has the legal authority to apply for Federal Assistance and has the
institutional, managerial, and financial capability (including funds sufficient to pay the non -Federal
share of project costs) to ensure proper planning, management and completion of the project
described in this application.
B. Headings. The captions and headings used in this Grant Agreement are intended for
convenience only and shall not be used for purposes of construction or interpretation.
C. Notice. All notices, requests and demands shall be directed as follows:
To the Department: Virginia Department of Motor Vehicles
ATTENTION: Director, Virginia Highway Safety Office
Post Office Box 27412
Richmond, Virginia 23269-0001
To Subrecipient: _0MA)Qg=L;° CQLI V
A-`rTA)., S C,- 7 01±7I`'
covertoa
Any notice, unless otherwise specified herein, will be deemed to have been given on the date
such notice is personally delivered or is deposited in the United States certified mail, return
receipt requested, properly addressed and with postage prepaid.
Project Director's Initials —'rt-
Roanoke Region
August, 2016
Roanoke, Cont Seed
Crash Stat'
st th
Data provided for January 1, < - June 30
January 1St - June 30th, 2015
Fatal
January 1St -June 30th, 2016*
CRASHES
Midnight - 2:59am ® 3:00pm- 5:59pm
Highest Time Periods
66% of fatal Speed crashes
Sunday- Monday
Highest Days
66% of fatal Speed crashes
May
Highest Months
67% of fatal speed crashes
January 1St -June 30th, 2015
Serious injury
January 1St -June 30th, 2016*
7
CRASHES
3:00am - 5:59am ® 6:00am - 8:59am
Highest Time Periods
6:00pm- 8:59pm ® 3:00pm- 5:59pm
58% of serious injury Speed crashes
50% of serious injury Speed crashes
Monday ® Tuesday
Highest Days
Wednesday
58% of serious injury Speed crashes
38% of serious injury speed crashes
May ® June
Highest Months
February ® May
86% of serious injury Speed crashes
50% of serious injury Speed crashes
Jan. 1St -June 30th, 2015
Roanoke County Speed -Related Crashes
Interstate Crashes Non -interstate Crashes
Fatal 0 Fatal
E Serious Injury (a Serious Injury
The blue gradient represents the density of all speed -related crashes.
N
0 3.25 6.5 13 /t
Miles
*preliminary data
ViTul*aTech
qgp
This report was generated by the
Center for Geospatial Information Technology
Roanoke Region
August, 2016
Roanoke County S peed Crash Stats
Data provided for January 1St - June 30tH
January 1st -June 30th, 2015 Fatal Crashes January 1st -June 30th, 2016 Fatal Crashes*
Street Cross Street Count Street Cross Street Count
January 1st -June 30th, 2015 Serious Injury Crashes
Street
Cross Street
ELECTRIC RD
Total Crashes
------------_----_
1
WASHINGTON AVE
513 540
1
PLANTATION RD
GRAVEL HILL RD
1
January 1st -June 30th, 2015 Serious Injury Crashes
Street
Cross Street
Count
BENT MOUNTAIN RD
Total Crashes
------------_----_
2
1-81
513 540
1
BARLEY DR
GRAVEL HILL RD
1
VIVIAN AVE
126
1
HERSHBERGER RD
OAKLAND BLVD
1
LOCH HAVEN DR
PLANTATION RD
1
January 1st -June 30th, 2016 Serious Injury Crashes*
Street
Cross Street
Count
CATAWBA VALLEY DR
Total Crashes
------------_----_
1
BENT MOUNTAIN RD
513 540
1
NEWPORT RD
GRAVEL HILL RD
1
1-81
126
1
BRADSHAW RD
Speed -Related Fatal Crashes
1
WILLIAMSON RD
PLANTATION RD
1
HARDY RD
FEATHER RD
1
HERSHBERGER RD
FRIENDS WAY
1
.• - ®. 1
11
1 1
Total Crashes
------------_----_
567
452
513 540
-----------
Fatal Crashes
---- ---------
1 ------
® --�
5 — 1 ----
-_---
Injury Crashes
126
158 _
159 —--159
Speed -Related Fatal Crashes
1
0
3 0
Percent of Speed -Related Fatal Crashes to Total Fatal Crashes
100%
0%
60% 0%
Speed -Related Injury Crashes
34
35
35 37
Percent of Speed -Related Injury Crashes to Total Injury Crashes27/0
o
22/0 0
22/0 2 3/0 0 o
2
This report was generated by the tJanuary 1st - June 30th
Center for Geospatia/ information Technology *nrellminarw rlafa
CY 2014
Fatal
CY 2015
1
CRASHES
Midnight - 2:59am
Highest Time Periods
9:00pm- 11:59pm
100% of fatal speed crashes
40% of fatal speed crashes
Saturday
Highest Days
Saturday
100% of fatal speed crashes
40% of fatal speed crashes
November
Highest Months
May
100% of fatal speed crashes
40% of fatal speed crashes
CY 2014
Serious i=njury
CY 2015
20
CRASHES
9:00am - 11:59am ® 6:00pm- 8:59pm
Highest Time Periods
3:00am - 5:59am ®6:00am - 8:59am
40% of serious injury Speed crashes
40% of serious injury Speed crashes
Monday
Highest Days
Wednesday
30% of serious injury speed crashes
27% of serious injury speed crashes
July
Highest Months
December • May
20% of serious injury speed crashes
40% of serious injury Speed crashes
Roanoke County Speed -Related Crashes
Interstate Crashes Non -interstate Crashes
Fatal 0 Fatal
Serious Injury ® Serious Injury
The blue gradient represents the density of all speed -related crashes.
N
0 3.25 6.5 13 n
NMiles
Vigltua Tech
EW
This report was generated by the
Center for Geospatia/ Information Technology
0 0
Roanoke County Speed Crash Stats
CY 2014 Fatal Crashes
Street
Cross Street
Count
TWELVE O'CLOCK KNOB
BRAMBLETON AVE
2
RD
5 9
2
CY 2014 Serious Injury Crashes
Street
Cross Street
Count
CATAWBA VALLEY DR
BRAMBLETON AVE
2
BRADSHAW RD
5 9
2
CHALLENGER AVE
ACCESS
1
DRY HOLLOW RD
4
4
COTTON HILL RD
Percent of Speed -Related Fatal Crashes to Total Fatal Crashes40%
COVE HOLLOW RD
OAKLAND BLVD
Speed -Related Injury Crashes
WASHINGTON AVE
WEST RIVER RD
7
8 81
OLD CAVE SPRING RD
CARLOS DR
23%
VERNDALE DR
1-81
8 locations not included in summary table above, with I crash
CY 2015 Fatal Crashes
Street
Cross Street Count
WASHINGTON AVE
1
BRAMBLETON AVE
RANCHCREST DR
1-81
5 9
ELECTRIC RD
1-81
PLANTATION RD
1
CY 2015 Serious Injury Crashes
Street
Cross Street
Count
FRANKLIN RD
Fatal Crashes
2
BENT MOUNTAIN RD
5 9
2
1-81
308
1
BARLEY DR
4
4
VIVIAN AVE
Percent of Speed -Related Fatal Crashes to Total Fatal Crashes40%
HERSHBERGER RD
OAKLAND BLVD
Speed -Related Injury Crashes
WEST MAIN ST
WEST RIVER RD
7
8 81
OLD MOUNTAIN RD
CARLOS DR
23%
CATAWBA VALLEY DR
LOCH HAVEN DR
Crash Trends
3 locations not included in summary table above, with I crash
Total Crashes
1278
77
RM
1128
1040 1181
Fatal Crashes
10
_�8
8
5 9
Injury Crashes
285
308
332 353
Speed -Related Fatal Crashes
4
4
1 5
Percent of Speed -Related Fatal Crashes to Total Fatal Crashes40%
50%
20°f® 56%
Speed -Related Injury Crashes
70
72
7
8 81
Percent of Speed -Related Injury Crashes to Total Injury Crashes25%
23%
23% 23%
This report was generated by the
Center for Geospatial Information Technology
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COUNTY OF ROANOKE, VIRGINIA
CHANGES IN OUTSTANDING DEBT
Changes in outstanding debt for the fiscal year to date were as follows:
Outstanding
June 30, 2016 Additions Deletions
General Obligation Bonds $ 4,497,704 $
VPSA School Bonds 95,654,875
Lease Revenue Bonds 75,902,803
Submitted By
Approved By
$ 176,055,382 $
Rebecca E. Owens
Director of Finance
Thomas C. Gates
County Administrator
IM
Outstanding
September 27, 2016
- $ - $ 4,497,704
8,159,100 87,495, 775
- - 75,902,803
- $ 8,159,100 - $ 167, 896, 282
K-3
GxtYCtv of �vanvh'c
O� �tOANp��
DECLARING OCTOBER 2 THROUGH 8, 2016, AS
MENTAL ILLNESS AWARENESS WEEK
IN THE COUNTY OF ROANOKE
WHEREAS, mental health is essential to good health and every individual, family and
community must understand that mental health is a necessary part of
overall health care and suicide prevention must be increased by reducing
the stigma of seeking care; and
WHEREAS, it is essential to eliminate disparities in mental health care by promoting
well-being for all, regardless of race, ethnicity, language, place of
residence or age and ensure equity of access, delivery of services and
improvement of outcomes, through public and private partnerships to
ensure culturally competent care to all; and
WHEREAS, individuals and families must have the necessary information and the
opportunity to exercise choice over their care decisions, including
individualized plans of care, expanded supported employment, enhanced
rights protections, better criminal and juvenile justice diversion and re-
entry programs, improved access to housing, and an end to chronic
homelessness; and
WHEREAS, every individual must have the opportunity for early and appropriate
mental health screening, assessment and referral to treatment; and
WHEREAS, adults and children with mental illness must have ready access to
evidence -based best treatments, services and supports leading to
recovery; and
WHEREAS, the mental health system must provide consumers, providers and the
public with quality, accessible and accountable information supporting
improved care.
NOW, THEREFORE, WE, the Board of Supervisors of Roanoke County, Virginia, do
hereby proclaim October 2 through 8 2016, as MENTAL ILLNESS
AWARENESS WEEK throughout the County of Roanoke to increase public
awareness of mental illness and to promote greater access to effective
treatments for those who suffer from the potentially disabling symptoms
of these disorders.
Presented this 27th day of September 2016
P. Jason Pete , hal n
Thomas C. G tes, County Administra or
ACTION NO.
ITEM NO. M.1
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:
ISSUE:
September 27, 2016
Work session to discuss issues of importance regarding the
Regional and Local Behavioral Health System
Daniel O'Donnell
Assistant County Administrator
Thomas C. Gates
County Administrator
Last year's concerns over the proposed closing of Catawba Hospital and the current
ongoing review by the State Legislature of the Commonwealth of Virginia's behavioral
health system make it important for local officials to have a broad understanding of how
the system is structured, what changes could be considered, and the implications on
local services should system reorganization occur. The following individuals have
agreed to participate in the work session to discuss the behavioral health system:
Debbie Bonniwell, Executive Director of Blue Ridge Behavioral Healthcare
Walton F. "Mitch" Mitchell, III, Facility Director of Catawba Hospital
Diane Kelly, Executive Director of Mental Health America of the Roanoke Valley
In addition to a discussion of the issues at the State level, the work session will provide
an overview of the role and functions of Blue Ridge Behavioral Healthcare, an update
on the status of Catawba Hospital, and the needs of the community concerning
behavioral health services.
Page 1 of 1
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07A
ACTION NO.
ITEM NO. M.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:
ISSUE:
September 27, 2016
Work session to review with the Board of Supervisors the
preliminary budget and financial results for fiscal year ending
June 30, 2016 for the County of Roanoke
Christopher Bever
Director of Management and Budget
Thomas C. Gates
County Administrator
Provide the Board of Supervisors a preliminary overview of the financial results for fiscal
year ending June 30, 2016.
BACKGROUND:
►1/d
DISCUSSION:
The Department of Finance is currently working through the financial results for fiscal
year ending June 30, 2016 and preparing for the annual audit of those results. The
purpose of this work session is to provide the Board of Supervisors with preliminary
unaudited revenue and expenditure information for County funds as of June 30, 2016.
County staff will review the attached PowerPoint presentation at the work session.
Additionally, Attachments A, B, and C provide detailed preliminary revenue and
expenditure information for County funds.
FISCAL IMPACT:
There is no fiscal impact associated with the receipt of the preliminary financial results
for fiscal year ending June 30, 2016.
Page 1 of 2
STAFF RECOMMENDATION:
Staff recommends that the Board of Supervisors receive the preliminary financial results
for fiscal year ending June 30, 2016.
Page 2 of 2
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