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Home My WebLink About11/19/2019 - Regular1 Vinton Town Council Regular Meeting Council Chambers 311 South Pollard Street Tuesday, November 19, 2019 AGENDA Consideration of: A. 7:00 p.m. - ROLL CALL AND ESTABLISHMENT OF A QUORUM B. MOMENT OF SILENCE C. PLEDGE OF ALLEGIANCE TO THE U. S. FLAG D. UPCOMING COMMUNITY EVENTS/ANNOUNCEMENTS E. REQUESTS TO POSTPONE, ADD TO OR CHANGE THE ORDER OF AGENDA ITEMS F. CONSENT AGENDA 1. Consider adoption of a Resolution appropriating funds in the amount of $3,962.00 received from the Department of Criminal Justice Services to purchase two Tactical Security Gear Drawers for two Jeeps, a detention bench for the Booking Room, twenty-one North American Rescue CAT Tourniquets, and two Streamlight Stinger DS LED Flashlights 2. Consider adoption of a Resolution appropriating funds in the amount of $5,000.00 from the Garthright Bridge Funding account to the Police Department Computer Replacement account to cover overage in the purchase of new computers. G. AWARDS, INTRODUCTIONS, PRESENTATIONS, PROCLAMATIONS H. CITIZENS’ COMMENTS AND PETITIONS - This section is reserved for comments and questions for issues not listed on the agenda. I. PUBLIC HEARING 1. Consideration of public comments on a request to vacate a portion of a public utility easement located on 410 South Pollard Street, Vinton (Tax Map ID#: 060.16-09- 01.00) and 119 East Cleveland Avenue, Vinton (Tax Map ID#: 060.16-09-02.00), being a portion of Sycamore Road that was vacated by Town of Vinton Ordinance dated February 21, 1961, of record in the Clerk’s Office of the Circuit Court of Roanoke County in Deed Book 664, Page 356. Keith N. Liles, Vice Mayor Sabrina McCarty, Council Member Janet Scheid, Council Member Michael W. Stovall, Council Member 311 South Pollard Street Vinton, VA 24179 (540) 983-0607 2 a. Open Public Hearing • Report from Staff – Nathan McClung • Receive public comments • Council discussion and questions b. Close Public Hearing c. Consider adoption of an Ordinance J. TOWN ATTORNEY K. TOWN MANAGER 1. BRIEFINGS a. Briefing on a Cooperative Agreement to accept a $300,000 Community- wide Brownfields Assessment Grant from the U.S. Environmental Protection Agency (EPA) – Pete Peters b. Briefing on a Contract with Draper Aden and Associates for Environmental Consulting to assist with administration of the $300,000 Community-wide Brownfields Assessment Grant from the U.S. Environmental Protection Agency (EPA) – Pete Peters 2. ITEMS REQUIRING ACTION a. Presentation of the June 30, 2019 Comprehensive Annual Financial Report by Brown Edwards & Company, LLP and consider adoption of a Resolution approving and accepting said Report– Anne Cantrell b. Consider adoption of a Resolution appropriating funds in the amount of $11,765.00 received from the Department of Criminal Justice Services to purchase materials, supplies, and equipment needed for “McGruff’’s Safety Club” to be hosted by W.E. Cundiff Elementary School and Herman L. Horn Elementary School – Chief Tom Foster c. Consider adoption of a Resolution authorizing the Town Manager to execute a Performance Agreement with Vinyard Station LLC and the Roanoke County Economic Development Authority (EDA) for the purpose of investing in public infrastructure and incentivize the redevelopment of the former Vinton Motors into a mixed-use development to be known as Vinyard Station – Pete Peters d. Consider adoption of a Resolution authorizing the Town Manager to execute a Memorandum of Understanding between the Town and Roanoke County for support from Roanoke County for the Vinyard Station Redevelopment Project – Pete Peters e. Consider adoption of a Resolution authorizing the Town Manager to execute a Collaboration Agreement with the Vinton Historical Society to operate the Vinton History Museum – Pete Peters 3. COMMENTS/UPDATES 3 L. REPORTS FROM COUNCIL COMMITTEES 1. Finance Committee M. MAYOR N. COUNCIL O. ADJOURNMENT NEXT TOWN COUNCIL/COMMITTEE MEETINGS: November 26, 2019 – 9:00 a.m. – Public Works Committee Meeting – Public Works Conference Room November 26, 2019 – 2:00 p.m. – Economic Development Committee Meeting – TOV Conference Room December 3, 2019 – 7:00 p.m. – Council Meeting - Council Chambers December 4, 2019 – 7:30 a.m. – State of the Town – Vinton War Memorial December 10, 2019 - 2:30 p.m. – Finance Committee Meeting – TOV Conference Room NOTICE OF INTENT TO COMPLY WITH THE AMERICANS WITH DISABILITIES ACT. will be made to provide assistance or special arrangements to qualified individuals with disabilities in order to participate in or attend Town Council meetings. Please call (540) 983-0607 at least 48 hours prior to the meeting Meeting Date November 19, 2019 Department Police Issue Consider adoption of a Resolution appropriating funds in the amount of $3,962.00 received from the Department of Criminal Justice Services to purchase two Tactical Security Gear Drawers for two Jeeps, a detention bench for the Booking Room, twenty-one North American Rescue CAT Tourniquets, and two Streamlight Stinger DS LED Flashlights. Summary The Department of Criminal Justice Services has approved a grant for the Police Department in the amount of $3,962.00. This funding, if approved by Council, will be used to purchase two Tactical Security Gear Drawers for two Jeeps, a detention bench for the Booking Room, twenty-one North American Rescue CAT Tourniquets, and two Streamlight Stinger DS LED Flashlights. The Tactical Security Gear Drawers and detention bench will increase security for the officers, the North American Rescue CAT Tourniquets will be used for First Aid, and two Streamlight Stinger DS LED Flashlights will be used to replace defective flashlights. The Finance Committee reviewed this request at their November 12, 2019 meeting and recommends Council approval. Attachments Resolution Recommendations Motion to adopt Resolution Town Council Agenda Summary RESOLUTION NO. AT A REGULAR MEETING OF THE VINTON TOWN COUNCIL HELD AT 7:00 PM ON TUESDAY, NOVEMBER 19, 2019 IN THE COUNCIL CHAMBERS OF THE VINTON MUNICIPAL BUILDING LOCATED AT 311 SOUTH POLLARD STREET, VINTON, VIRGINIA WHEREAS, the Department of Criminal Justice Services (DCJS) has approved a grant for the Police Department in the amount of $3,962.00, no match required, to be paid out of the Police Department’s operating budget; and WHEREAS, the Department would use these grant funds to purchase two Tactical Security Gear Drawers for two Jeeps, a detention bench for the Booking Room, twenty-one North American Rescue CAT Tourniquets, and two Streamlight Stinger DS LED Flashlights; and WHEREAS, it is necessary for the Vinton Town Council to appropriate the funds from the General Fund Revenue Account in the amount of $3,962.00. NOW THEREFORE, BE IT RESOLVED, that the Vinton Town Council does hereby approve the following budget entries: GENERAL LEDGER: 200.25100 Appropriations $3,962.00 200.25000 Estimated Revenue $3,962.00 REVENUE: 250.1025.001 LE Block Grant $3,962.00 EXPENSE: 250.1025.553 LE Block Grant $3,962.00 This Resolution adopted on motion made by Council Member ______________, seconded by Council Member ________________, with the following votes recorded: AYES: NAYS: APPROVED: ______________________________ Bradley E. Grose, Mayor ATTEST: _________________________________ Susan N. Johnson, CMC, Town Clerk Meeting Date November 19, 2019 Department Police Issue Consider adoption of a Resolution appropriating funds in the amount of $5,000.00 from the Garthright Bridge Funding account to the Police Department Computer Replacement account to cover overage in the purchase of new computers. Summary After the new fiscal year started and the Capital Improvement Budget had been approved by Council, the Police Department realized that an additional desktop had to be purchased for a patrol officer making a lateral move to the new position approved in the 2020 budget. This resulted in an additional $900. As the computers were purchased, Roanoke County IT required the laptops in the vehicles had to have Microsoft Office Standard 2019 installed. Originally, the department did not plan on purchasing this software for the laptops due to the software being located on desktops in the building. This resulted in an additional $3,500. The last purchase of computers was included in a bulk order with the County and the Town of Vinton was able to obtain better pricing. At the time the computers were ordered, the County had finished replacements and the Town paid full price. This resulted in an additional $600. The Police Department alerted the Finance Department of the overage and requested assistance in budget funding. At this time, staff is asking Council to consider moving the $5,000 allocated for Garthright Bridge to cover this unexpected budget shortfall. Attachments Resolution Recommendations Motion to adopt Resolution Town Council Agenda Summary RESOLUTION NO. AT A REGULAR MEETING OF THE VINTON TOWN COUNCIL HELD AT 7:00 PM ON TUESDAY, NOVEMBER 19, 2019 IN THE COUNCIL CHAMBERS OF THE VINTON MUNICIPAL BUILDING LOCATED AT 311 SOUTH POLLARD STREET, VINTON, VIRGINIA WHEREAS, the Police Department was approved for $22,000 in the Capital Improvement Plan for computer replacement in the fiscal year 2020 budget; and WHEREAS, the Department had several factors that adjusted the price of the computers after the budget request was submitted and approved by the Town Council in the fiscal year 2020 budget by an overage of approximately $5,000; and WHEREAS, it is necessary for the Vinton Town Council to appropriate the funds from the Garthright Bridge funding to cover the unexpected budget shortfall in the Police Computer Replacement account. NOW THEREFORE, BE IT RESOLVED, that the Vinton Town Council does hereby approve the following budget entries: FROM EXPENDITURE: 400.4101.799 Garthright Bridge Funding $5,000 TO EXPENDITURE: 400.3101.799 Police Department Computer Replacement $5,000 This Resolution adopted on motion made by Council Member ______________, seconded by Council Member ________________, with the following votes recorded: AYES: NAYS: APPROVED: ______________________________ Bradley E. Grose, Mayor ATTEST: _________________________________ Susan N. Johnson, CMC, Town Clerk 1 Meeting Date November 19, 2019 Department Planning and Zoning Issue Consideration of public comments on a request to vacate a portion of a public utility easement located on 410 South Pollard Street, Vinton (Tax Map ID#: 060.16-09-01.00) and 119 East Cleveland Avenue, Vinton (Tax Map ID#: 060.16-09-02.00), being a portion of Sycamore Road that was vacated by Town of Vinton Ordinance dated February 21, 1961, of record in the Clerk’s Office of the Circuit Court of Roanoke County in Deed Book 664, Page 356. Briefing on the request to Vacate a Portion of a Public Utility Easement on 410 South Pollard Street and 119 East Cleveland Avenue. Summary Town Staff is requesting that a portion of a public utility easement on 410 South Pollard Street (Tax Map ID#: 060.16-09-01.00) and 119 East Cleveland Avenue (Tax Map ID#: 060.16-09- 02.00) be vacated by an ordinance of the Town Council pursuant to the provisions of Section 15.2- 2272 of the 1950 Code of Virginia, as amended. The main purpose behind this vacation request is to allow for the future development or redevelopment of this parcel. The present location and breadth of this public utility easement would disallow for any type of reasonable development of this parcel. The Town has reviewed the existing utility facilities located within the said easement and has proposed a suggested portion of the easement to be vacated/closed. The end point was decided with the purpose of maintaining the existing drainage easement as well as maintaining access to an existing sanitary sewer main on the north-west portion of the property. The Town of Vinton Public Works Department will remove the ¾ inch water line within the portion of the easement being proposed for vacation. The major utility companies with franchise agreements with the Town (AEP, Cox Communications, Roanoke Gas, and Verizon) have all been contacted concerning this vacation request and have supplied the Town with information regarding the proximity of their installations to the area being reviewed. Attachments Ordinance Agenda Summary 2 Recommendations Conduct Public Hearing Motion to adopt Ordinance 1 ORDINANCE NO. AT A REGULAR MEETING OF THE VINTON TOWN COUNCIL, HELD ON TUESDAY, NOVEMBER 19, 2019, AT 7:00 P.M. IN THE COUNCIL CHAMBERS OF THE VINTON MUNICIPAL BUILDING, LOCATED AT 311 S. POLLARD STREET, VINTON, VIRGINIA. AN ORDINANCE to vacate a portion of the thirty (30) foot public utility easement located on 410 South Pollard Street (Tax Map ID#: 060.16-09-01.00) and 119 East Cleveland Avenue (Tax Map ID#: 060.16-09-02.00) being a portion of Sycamore Road that was vacated by Town of Vinton Ordinance dated February 21, 1961, of record in the Clerk’s Office of the Circuit Court of Roanoke County in Deed Book 664, Page 356. WHEREAS, Town staff have requested this vacation given the present location and breadth of this public utility easement impeding any type of reasonable development of this parcel; and WHEREAS, the Vinton Public Works Department is in agreement to remove the ¾ inch water line within the portion being proposed for vacation; and WHEREAS, on October 21, 2019, notification letters were mailed by the Town Planning and Zoning Department to AEP, Cox Communications, Roanoke Gas, and Verizon, concerning the utilization of the said utility easement; and WHEREAS, each respective company has responded to this request via email stating their acceptability of the vacation of the said utility easement, and WHEREAS, a public hearing on the request has been duly advertised pursuant to §15.2- 2204 of the Code of Virginia, and the said hearing has been held and all public comments have been considered by Council. NOW THEREFORE, PURSUANT TO §15.2-2272 OF THE 1950 CODE OF VIRGINIA, BE IT ORDAINED THAT: 1. The portion of the thirty (30) foot public utility easement located on 410 South Pollard Street (Tax Map ID#: 060.16-09-01.00) and 119 East Cleveland Avenue (Tax Map ID#: 060.16-09-02.00) being a portion of Sycamore Road that was vacated by Town of Vinton Ordinance dated February 21, 1961, of record in the Clerk’s Office of the Circuit Court of Roanoke County in Deed Book 664, Page 356, is hereby VACATED. 2. The Town Manager shall cause a true copy of the ordinance, and the plat aforesaid, to be recorded in the land records of the Clerk’s Office of the Circuit Court of Roanoke County, and indexed in the Grantors and Grantees index. 2 This ordinance adopted on motion made by Council Member____________________ and seconded by Council Member ____________________, with the following votes recorded: AYES: NAYS: APPROVED: ______________________________ Bradley E. Grose, Mayor ATTEST: _____________________________________ Susan N. Johnson, CMC, Town Clerk Meeting Date November 19, 2019 Department Administration Issue Briefing on a Cooperative Agreement to accept a $300,000 Community-wide Brownfields Assessment Grant from the U.S. Environmental Protection Agency (EPA). Summary The purpose of the EPA Community-wide Brownfields Assessment Grant is to evaluate underutilized commercial properties and/or perceived brownfields sites throughout the community that are in need of revitalization by performing Phase I and Phase II Environmental Assessments at each identified location. The program will also allow for up to three design concept plans and marketing materials to be developed for each site, with the hope of engaging potential developers to consider taking on the redevelopment project. This program also qualifies the Town for additional grant funds to assist with mitigating environmental conditions that could be potentially identified through the soil and water environmental assessments. The Town of Vinton was notified in June of 2019 that we had been awarded $300,000 for the three year program and staff has since been working with the EPA to complete the pre-contract aspects of the grant award. Subsequently to completing the pre-contract tasks in August, the Town has since been offered the Cooperative Agreement to formally accept the reimbursable grant funds that became available as of October 1st, 2019. Staff anticipates formal work on the grant program to commence in January of 2020, with the establishment of a steering committee comprised of community stakeholders, staff and elected officials, and will begin identifying priority properties and contacting property owners for their consent and involvement. Attachments Draft Cooperative Agreement Recommendations No action required Town Council Agenda Summary BF - 96368301 - 0 Page 1 GRANT NUMBER (FAIN):96368301 MODIFICATION NUMBER:0 DATE OF AWARD PROGRAM CODE:BF 08/16/2019U.S. ENVIRONMENTAL PROTECTION AGENCY TYPE OF ACTION New MAILING DATE 08/23/2019 Cooperative Agreement PAYMENT METHOD: ASAP ACH# 3593 RECIPIENT TYPE: Township Send Payment Request to: N/A RECIPIENT: PAYEE: Town of Vinton 311 S Pollard St Vinton, VA 24179 EIN: 54-6001655 Town of Vinton 311 South Pollard Street Vinton, VA 24179 PROJECT MANAGER EPA PROJECT OFFICER EPA GRANT SPECIALIST Richard Peters Jr. 311 South Pollard Street Vinton, VA 24179-2531 E-Mail: rpeters@vintonva.gov Phone: 540-343-1508 Felicia Fred 1650 Arch Street, 3LD50 Philadelphia, PA 19103-2029 E-Mail: Fred.Felicia@epa.gov Phone: 215-814-5524 Matthew Creedon Grants and Audit Management Branch, 3MD70 E-Mail: Creedon.Matthew@epa.gov Phone: 215-814-5174 PROJECT TITLE AND DESCRIPTION Assessment Cooperative Agreement for Town of Vinton This agreement will provide funding for the Town of Vinton to inventory, characterize, assess, and conduct cleanup planning, and community involvement related activities for brownfields sites in the Town of Vinton, Virginia. The grantee will conduct assessments, and cleanup plans for three target areas in Rt 24/Washington Ave/Gus Nicks Boulevard, Route 634/ Virginia Ave/Hardy Road and Pollard Street. Community Involvement will be conducted at each of these target areas. Brownfields are real property, the expansion, development or reuse of which may be complicated by the presence or potential presence of hazardous substances, pollutants, or contaminants. BUDGET PERIOD PROJECT PERIOD TOTAL BUDGET PERIOD COST TOTAL PROJECT PERIOD COST 07/01/2019 - 09/30/2022 07/01/2019 - 09/30/2022 $300,000.00 $300,000.00 NOTICE OF AWARD Based on your Application dated 07/11/2019 including all modifications and amendments, the United States acting by and through the US Environmental Protection Agency (EPA) hereby awards $300,000. EPA agrees to cost-share 100.00% of all approved budget period costs incurred, up to and not exceeding total federal funding of $300,000. Recipient's signature is not required on this agreement. The recipient demonstrates its commitment to carry out this award by either: 1) drawing down funds within 21 days after the EPA award or amendment mailing date; or 2) not filing a notice of disagreement with the award terms and conditions within 21 days after the EPA award or amendment mailing date. If the recipient disagrees with the terms and conditions specified in this award, the authorized representative of the recipient must furnish a notice of disagreement to the EPA Award Official within 21 days after the EPA award or amendment mailing date. In case of disagreement, and until the disagreement is resolved, the recipient should not draw down on the funds provided by this award/amendment, and any costs incurred by the recipient are at its own risk. This agreement is subject to applicable EPA regulatory and statutory provisions, all terms and conditions of this agreement and any attachments. ISSUING OFFICE (GRANTS MANAGEMENT OFFICE)AWARD APPROVAL OFFICE ORGANIZATION / ADDRESS ORGANIZATION / ADDRESS US EPA Region 3, 3MD70 1650 Arch Street Philadelphia, PA 19103-2029 U.S. EPA, Region 3 Land, Chemicals, and Redevelopment Division, 3LD00 1650 Arch Street Philadelphia, PA 19103-2029 THE UNITED STATES OF AMERICA BY THE U.S. ENVIRONMENTAL PROTECTION AGENCY Digital signature applied by EPA Award Official for John J. Krakowiak - Acting Assistant Regional Administrator Lisa White - Award Official delegate DATE 08/16/2019 EPA Funding Information BF - 96368301 - 0 Page 2 FUNDS FORMER AWARD THIS ACTION AMENDED TOTAL EPA Amount This Action $ $ 300,000 $ 300,000 EPA In-Kind Amount $ $ $ 0 Unexpended Prior Year Balance $ $ $ 0 Other Federal Funds $ $ $ 0 Recipient Contribution $ $ $ 0 State Contribution $ $ $ 0 Local Contribution $ $ $ 0 Other Contribution $ $ $ 0 Allowable Project Cost $ 0 $ 300,000 $ 300,000 Assistance Program (CFDA) Statutory AuthorityStatutory AuthorityStatutory AuthorityStatutory Authority Regulatory AuthorityRegulatory AuthorityRegulatory AuthorityRegulatory Authority 66.818 - Brownfields Multipurpose Assessment Revolving Loan Fund and Cleanup Cooperative Agreements CERCLA: Sec. 104(k)(2) Consolidated Appropriations Act of 2018 (P.L. 115-141) 2 CFR 200 2 CFR 1500 and 40 CFR 33 Fiscal Site Name Req No FY Approp. Code Budget Organization PRC Object Class Site/Project Cost Organization Obligation / Deobligation HAZ WASTE PETROLEUM 1903BF0005 1903BF0005 19 19 E4 E4 0300AG7 0300AG7 000D79 000D79XBP 4114 4114 G300NY00 G300OR00 - - 180,000 120,000 300,000 (PageBreak) BF - 96368301 - 0 Page 3 Budget Summary Page Table A - Object Class Category (Non-construction) Total Approved Allowable Budget Period Cost 1. Personnel $0 2. Fringe Benefits $0 3. Travel $4,500 4. Equipment $0 5. Supplies $500 6. Contractual $295,000 7. Construction $0 8. Other $0 9. Total Direct Charges $300,000 10. Indirect Costs: % Base $0 11. Total (Share: Recipient 0.00 % Federal 100.00 %.)$300,000 12. Total Approved Assistance Amount $300,000 13. Program Income $0 14. Total EPA Amount Awarded This Action $300,000 15. Total EPA Amount Awarded To Date $300,000 (PageBreak) BF - 96368301 - 0 Page 4 Administrative Conditions General Terms and Conditions The recipient agrees to comply with the current EPA general terms and conditions available at: https://www.epa.gov/grants/epa-general-terms-and-conditions-effective-october-1-2018 These terms and conditions are in addition to the assurances and certifications made as a part of the award and the terms, conditions, or restrictions cited throughout the award. The EPA repository for the general terms and conditions by year can be found at http://www.epa.gov/grants/grant-terms-and-conditions. A. Correspondence Condition. The terms and conditions of this agreement require the submittal of reports, specific requests for approval, or notifications to EPA. Unless otherwise noted, all such correspondence should be sent to the following email addresses: Federal Financial Reports (SF-425): LVFC-grants@epa.gov and  R3_Grant_Awards@epa.gov MBE/WBE reports (EPA Form 5700-52A): MBE/WBE reports should be signed and  emailed to R3_MBE-WBE_Reports@epa.gov as a pdf file, or, if that is not possible, mail to Hana Jones, Small Business Program Coordinator (3RA00), U.S. EPA - Region III, 1650 Arch Street, Philadelphia, PA 19103-2029 with a courtesy copy to the EPA Grant Specialist. The current EPA Form 5700-52A can be found at the EPA Office of Small Business Program’s Home Page at http://www.epa.gov/osbp/dbe_reporting.htm All other forms/certifications/assurances, Indirect Cost Rate Agreements, Requests  for Extensions of the Budget and Project Period, Amendment Requests, Requests for other Prior Approvals, updates to recipient information (including email addresses, changes in contact information or changes in authorized representatives) and other notifications: Matthew Creedon, Grant Specialist at: creedon.matthew@epa.gov Felicia Fred, Project Officer at: fred.felicia@epa.gov Payment requests (if applicable): LVFC-grants@epa.gov Quality Assurance documents, workplan revisions, equipment lists, programmatic  reports and deliverables: Felicia Fred, Project Officer at: fred.felicia@epa.gov B. Extension of Project/Budget Period Expiration Date EPA has not exercised the waiver option to allow automatic one-time extensions for non-research grants under 2 CFR 200.308 (d)(2). Therefore, if a no-cost time extension is necessary to extend the period of availability of funds the recipient must submit a written request to the EPA prior to the budget/project period expiration dates. The written request must include: a justification describing the need for additional time, an estimated date of completion, and a revised schedule for project completion including updated milestone target dates for the approved workplan activities. In addition, if there are overdue reports required by the general, administrative, and/or programmatic terms and conditions of this assistance agreement, the recipient must ensure that they are submitted along with or prior to submitting the no-cost time extension request. C. Disadvantaged Business Enterprise (DBEs) UTILIZATION OF SMALL, MINORITY AND WOMEN'S BUSINESS ENTERPRISES GENERAL COMPLIANCE, 40 CFR, Part 33 The recipient agrees to comply with the requirements of EPA's Disadvantaged Business Enterprise (DBE) Program for procurement activities under assistance agreements, contained in 40 CFR, Part 33. MBE/WBE REPORTING, 40 CFR, Part 33, Subpart E The recipient agrees to complete and submit a “MBE/WBE Utilization Under Federal Grants and Cooperative Agreements” report (EPA Form 5700-52A) on an annual basis. The current EPA Form 5700-52A can be found at the EPA Grantee Forms Page at https://www.epa.gov/grants/epa-grantee-forms. MBE/WBE reporting is required in annual reports. Reporting is required for assistance agreements where there are funds budgeted for procuring construction, equipment, services and supplies, including funds budgeted for direct procurement by the recipient or procurement under subawards or loans in the “Other” category with a cumulative total that exceed the threshold amount of $250,000, including amendments and/or modifications. The recipient must make reporting a requirement of all sub-awards/loans. All procurement actions are reportable, not just that portion which exceeds $250,000. When completing the annual report, recipients are instructed to check the box titled “annual” in section 1B of the form. For the final report, recipients are instructed to check the box titled “annual” and the box indicated for the “last report” of the project in section 1B of the form. Annual reports are due by October 30th of each year. Final reports are due by October 30th or 90 days after the end of the project period, whichever comes first. The reporting requirement is based on total procurements. Recipients with expended and/or budgeted funds for procurement are required to report annually whether the planned procurements take place during the reporting period or not. If no budgeted procurements take place during the reporting period, the recipient should check the box in section 5B when completing the form. Based on EPA’s review of the planned budget, this award meets the conditions above and is subject to the Disadvantaged Business Enterprise (DBE) Program reporting requirements. However, if the recipient believes this award does not meet these conditions, it must provide a justification and budget detail within 21 days of the award date clearly demonstrating that, based on the planned budget, this award is not subject to the DBE reporting requirements to the Regional or Headquarters point of contact defined in the correspondence condition, if applicable. This provision represents an approved deviation from the MBE/WBE reporting requirements as described in 40 CFR, Part 33, Section 33.502; however, the other requirements outlined in 40 CFR Part 33 remain in effect, including the Good Faith Effort requirements as described in 40 CFR Part 33 Subpart C, and Fair Share Objectives negotiation as described in 40 CFR Part 33 Subpart D and explained below. FAIR SHARE OBJECTIVES, 40 CFR, Part 33, Subpart D A recipient must negotiate with the appropriate EPA award official, or his/her designee, fair share objectives for MBE and WBE participation in procurement under the financial assistance agreements. In accordance with 40 CFR, Section 33.411 some recipients may be exempt from the fair share objectives requirements as described in 40 CFR, Part 33, Subpart D. Recipients should work with their DBE coordinator, if they think their organization may qualify for an exemption. Accepting the Fair Share Objectives/Goals of Another Recipient The dollar amount of this assistance agreement, or the total dollar amount of all of the recipient’s financial assistance agreements in the current federal fiscal year from EPA is $250,000, or more. The recipient accepts the applicable MBE/WBE fair share objectives/goals negotiated with EPA by the Virginia Department of Environmental Quality as follows: MBE: 2.8%; CONSTRUCTION 0.60%; SUPPLIES 2.00%; SERVICES 1.70%; EQUIPMENT WBE: 1.20%; CONSTRUCTION 0.20%; SUPPLIES 1.00%; SERVICES 2.60%; EQUIPMENT By signing this financial assistance agreement, the recipient is accepting the fair share objectives/goals stated above and attests to the fact that it is purchasing the same or similar construction, supplies, services and equipment, in the same or similar relevant geographic buying market as Virginia Department of Environmental Quality.. Negotiating Fair Share Objectives/Goals, 40 CFR, Section 33.404 The recipient has the option to negotiate its own MBE/WBE fair share objectives/goals. If the recipient wishes to negotiate its own MBE/WBE fair share objectives/goals, the recipient agrees to submit proposed MBE/WBE objectives/goals based on an availability analysis, or disparity study, of qualified MBEs and WBEs in their relevant geographic buying market for construction, services, supplies and equipment. The submission of proposed fair share goals with the supporting analysis or disparity study means that the recipient is not accepting the fair share objectives/goals of another recipient. The recipient agrees to submit proposed fair share objectives/goals, together with the supporting availability analysis or disparity study, to the Regional MBE/WBE Coordinator within 120 days of its acceptance of the financial assistance award. EPA will respond to the proposed fair share objective/goals within 30 days of receiving the submission. If proposed fair share objective/goals are not received within the 120 day time frame, the recipient may not expend its EPA funds for procurements until the proposed fair share objective/goals are submitted. SIX GOOD FAITH EFFORTS, 40 CFR, Part 33, Subpart C Pursuant to 40 CFR, Section 33.301, the recipient agrees to make the following good faith efforts whenever procuring construction, equipment, services and supplies under an EPA financial assistance agreement, and to require that sub-recipients, loan recipients, and prime contractors also comply. Records documenting compliance with the six good faith efforts shall be retained: (a) Ensure DBEs are made aware of contracting opportunities to the fullest extent practicable through outreach and recruitment activities. For Indian Tribal, State and Local and Government recipients, this will include placing DBEs on solicitation lists and soliciting them whenever they are potential sources. (b) Make information on forthcoming opportunities available to DBEs and arrange time frames for contracts and establish delivery schedules, where the requirements permit, in a way that encourages and facilitates participation by DBEs in the competitive process. This includes, whenever possible, posting solicitations for bids or proposals for a minimum of 30 calendar days before the bid or proposal closing date. (c) Consider in the contracting process whether firms competing for large contracts could subcontract with DBEs. For Indian Tribal, State and local Government recipients, this will include dividing total requirements when economically feasible into smaller tasks or quantities to permit maximum participation by DBEs in the competitive process. (d) Encourage contracting with a consortium of DBEs when a contract is too large for one of these firms to handle individually. (e) Use the services and assistance of the SBA and the Minority Business Development Agency of the Department of Commerce. (f) If the prime contractor awards subcontracts, require the prime contractor to take the steps in paragraphs (a) through (e) of this section. CONTRACT ADMINISTRATION PROVISIONS, 40 CFR, Section 33.302 The recipient agrees to comply with the contract administration provisions of 40 CFR, Section 33.302. BIDDERS LIST, 40 CFR, Section 33.501(b) and (c) Recipients of a Continuing Environmental Program Grant or other annual reporting grant, agree to create and maintain a bidders list. Recipients of an EPA financial assistance agreement to capitalize a revolving loan fund also agree to require entities receiving identified loans to create and maintain a bidders list if the recipient of the loan is subject to, or chooses to follow, competitive bidding requirements. Please see 40 CFR, Section 33.501 (b) and (c) for specific requirements and exemptions. D. Pre-Award Costs In accordance with 2 CFR 1500.8, the grantee may charge otherwise allowable pre-award costs (both Federal and non-Federal matching shares) incurred from July 1, 2019 to the actual award date provided that such costs were contained in the approved application and all costs are incurred within the approved budget period. Programmatic Conditions FY19 Assessment Cooperative Agreement Terms and Conditions I. GENERAL FEDERAL REQUIREMENTS A. Federal Policy and Guidance 1. Cooperative Agreement Recipients: By awarding this cooperative agreement, the Environmental Protection Agency (EPA) has approved the proposal for the Cooperative Agreement Recipient (CAR) submitted in the Fiscal Year 2019 competition for Brownfield Assessment cooperative agreements. B. Geospatial Data Standards 2. All geospatial data created must be consistent with Federal Geographic Data Committee (FGDC) endorsed standards. Information on these standards may be found at www.fgdc.gov. EPA has conditionally approved the workplan. The recipient may incur costs on eligible activities associated with the conditionally-approved workplan up to $300,000 . Until a final revised workplan has been approved by EPA: a. the recipient should not request payments and EPA will not make payments for unapproved work; and b. any costs incurred for unapproved work by the recipient are at its own risk. 3. In implementing this agreement, the CAR shall ensure that work done with cooperative agreement funds complies with the requirements of CERCLA § 104(k). The CAR shall also ensure that assessment activities supported with cooperative agreement funding comply with all applicable federal and state laws and regulations. 4. A term and condition or other legally binding provision shall be included in all subawards entered into with the funds awarded under this agreement, or when funds awarded under this agreement are used in combination with non-federal sources of funds, to ensure that the CAR complies with all applicable federal and state laws and requirements. In addition to CERCLA § 104(k), federal applicable laws and requirements include 2 CFR Part 200. 5. The CAR must comply with federal cross-cutting requirements. These requirements include, but are not limited to, DBE requirements found at 40 CFR Part 33; OSHA Worker Health & Safety Standard 29 CFR § 1910.120; Uniform Relocation Act (40 USC § 61); National Historic Preservation Act (16 USC § 470); Endangered Species Act (P.L. 93-205); Permits required by Section 404 of the Clean Water Act; Executive Order 11246, Equal Employment Opportunity, and implementing regulations at 41 CFR § 60-4; Contract Work Hours and Safety Standards Act, as amended (40 USC §§ 327-333); the Anti-Kickback Act (40 USC § 276c); and Section 504 of the Rehabilitation Act of 1973 as implemented by Executive Orders 11914 and 11250. II. SITE ELIGIBILITY REQUIREMENTS A. Eligible Brownfield Site Determinations 1. The CAR must provide information to the EPA Project Officer about site-specific work prior to incurring any costs under this cooperative agreement for sites that have not already been pre-approved in the CAR’s workplan by EPA. The information that must be provided includes whether the site meets the definition of a brownfield site as defined in § 101(39) of CERCLA, and whether the CAR is the potentially responsible party under CERCLA § 107, is exempt from CERCLA liability and/or has defenses to CERCLA liability. 2. If the site is excluded from the general definition of a brownfield but is eligible for a property-specific funding determination, then the CAR may request a property-specific funding determination from the EPA Project Officer. In its request, the CAR must provide information sufficient for EPA to make a property-specific funding determination on how financial assistance will protect human health and the environment, and either promote economic development or enable the creation of, preservation of, or addition to parks, greenways, undeveloped property, other recreational property, or other property used for nonprofit purposes. The CAR must not incur costs for assessing sites requiring a property-specific funding determination by EPA until the EPA Project Officer has advised the CAR that EPA has determined that the property is eligible. 3. Brownfield Sites Contaminated with Petroleum a. For any petroleum-contaminated brownfield site that is not included in the CAR’s EPA-approved workplan, the CAR shall provide sufficient documentation to EPA prior to incurring costs under this cooperative agreement which documents that: i. the State determines there is “no viable responsible party” for the site; ii. the State determines that the person assessing or investigating the site is a person who is not potentially liable for cleaning up the site; and iii. the site is not subject to any order issued under Section 9003(h) of the Solid Waste Disposal Act. This documentation must be prepared by the CAR or the State, following contact and discussion with the appropriate state petroleum program official. Please contact the EPA Project Officer for additional information. b. Documentation must include: i. the identity of the State program official contacted; ii. the State official’s telephone number; iii. the date of the contact; and iv. a summary of the discussion relating to the State’s determination that there is no viable responsible party and that the person assessing or investigating the site is not potentially liable for cleaning up the site. Other documentation provided by a State to the recipient relevant to any of the determinations by the State must also be provided to the EPA Project Officer. c. If the State chooses not to make the determinations described in Section II.A.3. above, the CAR must contact the EPA Project Officer and provide the necessary information for EPA to make the requisite determinations. d. EPA will make all determinations on the eligibility of petroleum-contaminated brownfield sites located on tribal lands (i.e., reservation lands or lands otherwise in Indian country, as defined at 18 U.S.C. § 1151). Before incurring costs for these sites, the CAR must contact the EPA Project Officer and provide the necessary information for EPA to make the determinations described in Section II.A.3.b. above. III. GENERAL COOPERATIVE AGREEMENT ADMINISTRATIVE REQUIREMENTS A. Sufficient Progress 1. This condition supplements the requirements of the Sufficient Progress Condition (No. 22) in the General Terms and Conditions. If after 18 months from the date of award, EPA determines that the CAR has not made sufficient progress in implementing its cooperative agreement, the CAR must implement a corrective action plan concurred on by the EPA Project Officer and approved by the Award Official or Grants Management Officer. Alternatively, EPA may terminate this agreement under 2 CFR § 200.339 for material non-compliance with its terms, or with the consent of the CAR as provided at 2 CFR § 200.339, depending on the circumstances. Sufficient progress is indicated when 35% of funds have been drawn down and disbursed for eligible activities. For assessment coalition cooperative agreements, sufficient progress is demonstrated when a solicitation for services has been released, sites are prioritized, or an inventory has been initiated (if necessary), community involvement activities have been initiated and a Memorandum of Agreement is in place, or other documented activities that demonstrate to EPA’s satisfaction that the CAR will successfully perform the cooperative agreement. B. Substantial Involvement 1. EPA may be substantially involved in overseeing and monitoring this cooperative agreement. a. Substantial involvement by EPA generally includes administrative activities by the EPA Project Officer such as monitoring, reviewing project phases, and approving substantive terms included in professional services contracts. EPA will not direct or recommend that the CAR enter into a contract with a particular entity. b. Substantial EPA involvement includes brownfield property-specific funding determinations described in Section II.A.2. If the CAR awards a subaward for site assessment, the CAR must obtain technical assistance from EPA on which sites qualify as a brownfield site and determine whether the statutory prohibition found in CERCLA § 104(k)(5)(B)(i)(IV) applies. This prohibition does not allow the subrecipient to use EPA cooperative agreement funds to assess a site for which the subrecipient is potentially liable under § 107 of CERCLA. c. Substantial EPA involvement may include reviewing financial and program performance reports, monitoring all reporting, record-keeping, and other program requirements. d. EPA may waive any of the provisions in Section III.B.1. with the exception of property-specific funding determinations, at its own initiative or upon request by the CAR. The EPA Project Officer will provide waivers in writing. 2. Effects of EPA’s substantial involvement include: a. EPA’s review of any project phase, document, or cost incurred under this cooperative agreement will not have any effect upon CERCLA § 128 Eligible Response Site determinations or rights, authorities, and actions under CERCLA or any federal statute. b. The CAR remains responsible for ensuring that all assessments are protective of human health and the environment and comply with all applicable federal and state laws. c. The CAR and its subrecipients remain responsible for ensuring costs are allowable under 2 CFR Part 200, Subpart E. C. Cooperative Agreement Recipient Roles and Responsibilities 1. The CAR must acquire the services of a Qualified Environmental Professional(s) as defined in 40 CFR § 312.10 to coordinate, direct, and oversee the brownfield site assessment activities at a given site, if it does not have such a professional on staff. 2. The CAR is responsible for ensuring that funding received under this cooperative agreement does not exceed the statutory $200,000 funding limitation for an individual brownfield site. Waiver of this funding limit for a brownfield site must be submitted to the EPA Project Officer and approved prior to the expenditure of funding exceeding $200,000. In no case may funding for site-specific assessment activities exceed $350,000 on a site receiving a waiver. CARs expending funding from a Community-wide Assessment cooperative agreement must include this amount in any total funding expended on the site. 3. Cybersecurity – The recipient agrees that when collecting and managing environmental data under this cooperative agreement, it will protect the data by following all applicable {enter ‘State or Tribal law’ for non-Tribal and non-State recipients; enter ‘Tribal law and policy’ for Tribal recipients; enter ‘State law’ for State recipients } cybersecurity requirements. a. EPA must ensure that any connections between the recipient’s network or information system and EPA networks used by the recipient to transfer data under this agreement are secure. For purposes of this section, a connection is defined as a dedicated persistent interface between an Agency IT system and an external IT system for the purpose of transferring information. Transitory, user-controlled connections such as website browsing are excluded from this definition. If the recipient’s connections as defined above do not go through the Environmental Information Exchange Network or EPA’s Central Data Exchange, the recipient agrees to contact the EPA Project Officer (PO) {enter ‘no later than 90 days after the date of this award’ for Tribal and non-State recipients } and work with the designated Regional/ Headquarters Information Security Officer to ensure that the connections meet EPA security requirements, including entering into Interconnection Service Agreements as appropriate. This condition does not apply to manual entry of data by the recipient into systems operated and used by EPA’s regulatory programs for the submission of reporting and/or compliance data. b. The recipient agrees that any subawards it makes under this agreement will require the subrecipient to comply with the requirements in Cybersecurity Section a. above if the subrecipient’s network or information system is connected to EPA networks to transfer data to the Agency using systems other than the Environmental Information Exchange Network or EPA’s Central Data Exchange. The recipient will be in compliance with this condition: by including this requirement in subaward agreements; and during subrecipient monitoring deemed necessary by the recipient under 2 CFR § 200.331(d), by inquiring whether the subrecipient has contacted the EPA Project Officer. Nothing in this condition requires the recipient to contact the EPA Project Officer on behalf of a subrecipient or to be involved in the negotiation of an Interconnection Service Agreement between the subrecipient and EPA. 4. All geospatial data created must be consistent with Federal Geographic Data Committee (FGDC) endorsed standards. Information on these standards may be found at www.fgdc.gov. D. Quarterly Progress Reports 1. In accordance with EPA regulations 2 CFR Parts 200 and 1500 (specifically, § 200.328, Monitoring and Reporting Program Performance ), the CAR agrees to submit quarterly progress reports to the EPA Project Officer within 30 days after each reporting period. The reporting periods are October 1 – December 31 (1st quarter); January 1 – March 31 (2nd quarter); April 1 – June 30 (3rd quarter); and July 1 – September 30 (4th quarter). These reports shall cover work status, work progress, difficulties encountered, preliminary data results and a statement of activity anticipated during the subsequent reporting period, including a description of equipment, techniques, and materials to be used or evaluated. A discussion of expenditures and financial status for each workplan task, along with a comparison of the percentage of the project completed to the project schedule and an explanation of significant discrepancies shall be included in the report. The report shall also include any changes of key personnel concerned with the project. The CAR shall refer to and utilize the Quarterly Reporting function resident within the Assessment, Cleanup and Redevelopment Exchange System (ACRES) to submit quarterly reports. 2. The CAR must submit progress reports on a quarterly basis to the EPA Project Officer. Quarterly progress reports must include: a. A summary that clearly differentiates between activities completed with EPA funds provided under the Brownfield Assessment cooperative agreement and related activities completed with other sources of leveraged funding. b. A summary and status of approved activities performed during the reporting quarter; a summary of the performance outputs/outcomes achieved during the reporting quarter; and a description of problems encountered during the reporting quarter that may affect the project schedule. c. A comparison of actual accomplishments to the anticipated outputs/outcomes specified in the EPA-approved workplan and reasons why anticipated outputs/outcomes were not met. d. An update on project schedules and milestones, including an explanation of any discrepancies from the EPA-approved workplan. e. A list of the properties where assessment activities were performed and/or completed during the reporting quarter. f. A budget recap summary table with the following information: current approved project budget; EPA funds drawn down during the reporting quarter; costs drawn down to date (cumulative expenditures); program income generated and used (if applicable); and total remaining funds. The CAR should include an explanation of any discrepancies in the budget from the EPA-approved workplan, of cost overruns or high unit costs, and other pertinent information. Note: Each property where assessment activities were performed and/or completed must have its corresponding information updated in ACRES (or via the Property Profile Form with prior approval from the EPA Project Officer) prior to submitting the quarterly progress report (see Section III.E. below). 3. The CAR must maintain records that will enable it to report to EPA on the amount of funds disbursed by the CAR to assess specific properties under this cooperative agreement. 4. In accordance with 2 CFR § 200.328(d)(1), the CAR agrees to inform EPA as soon as problems, delays, or adverse conditions become known which will materially impair the ability to meet the outputs/outcomes specified in the EPA-approved workplan. E. Property Profile Submission 1. The CAR must report on interim progress (i.e., assessment started) and any final accomplishments (i.e., assessment completed, clean up required, contaminants, institutional controls, engineering controls) by completing and submitting relevant portions of the Property Profile Form using the Assessment, Cleanup and Redevelopment Exchange System (ACRES). The CAR must enter the data in ACRES as soon as the interim action or final accomplishment has occurred, or within 30 days after the end of each reporting quarter. The CAR must enter any new data into ACRES prior to submitting the quarterly progress report to the EPA Project Officer. The CAR must utilize the ACRES system unless approval is obtained from the EPA Project Officer to utilize and the Property Profile Form. F. Final Technical Cooperative Agreement Report with Environmental Results 1. In accordance with EPA regulations 2 CFR Parts 200 and 1500 (specifically, § 200.328, Monitoring and Reporting Program Performance ), the CAR agrees to submit to the EPA Project Officer within 90 days after the expiration or termination of the approved project period a final technical report on the cooperative agreement and at least one reproducible copy suitable for printing. The final technical report shall document project activities over the entire project period and shall include brief information on each of the following areas: a. a comparison of actual accomplishments with the anticipated outputs/outcomes specified in the EPA-approved workplan; b. reasons why anticipated outputs/outcomes were not met; and c. other pertinent information, including when appropriate, analysis and explanation of cost overruns or high unit costs. IV. FINANCIAL ADMINISTRATION REQUIREMENTS A. Eligible Uses of the Funds for the Cooperative Agreement Recipient 1. To the extent allowable under the EPA-approved workplan, cooperative agreement funds may be used for eligible programmatic expenses to inventory, characterize, assess sites; conduct site-specific planning, general brownfield-related planning activities around one or more brownfield sites, and outreach. Eligible programmatic expenses include activities described in Section V. of these Terms and Conditions. In addition, eligible programmatic expenses may include: a. Determining whether assessment activities at a particular site are authorized by CERCLA § 104(k). b. Ensuring that an assessment complies with applicable requirements under federal and state laws, as required by CERCLA § 104(k). c. Developing a Quality Assurance Project Plan (QAPP) as required by 2 CFR § 1500.11. The specific requirement for a QAPP is outlined in Implementation of Quality Assurance Requirements for Organizations Receiving EPA Financial Assistance available at https://www.epa.gov/grants/implementation-quality-assurance-requirements-organizations-rec eiving-epa-financial. d. Using a portion of the cooperative agreement funds to purchase environmental insurance for the characterization or assessment of the site. Funds may not be used to purchase insurance intended to provide coverage for any of the ineligible uses under Section IV., Ineligible Uses of the Funds for the Cooperative Agreement Recipient. e. Any other eligible programmatic costs, including direct costs incurred by the recipient in reporting to EPA; procuring and managing contracts; awarding, monitoring, and managing subawards to the extent required to comply with 2 CFR § 200.331 and the “Establishing and Managing Subawards” General Term and Condition; and carrying out community involvement pertaining to the assessment activities. 2.Local Governments Only. No more than 10% of the funds awarded by this agreement may be used by the CAR itself as a programmatic cost for Brownfield Program development and implementation of monitoring health conditions and institutional controls. The health monitoring activities must be associated with brownfield sites at which at least a Phase II environmental site assessment is conducted and is contaminated with hazardous substances. The CAR must maintain records on funds that will be used to carry out this task to ensure compliance with this requirement. 3. Under CERCLA § 104(k)(5)(B), CARs and subrecipients may use up to 5% of the amount of federal funding for this cooperative agreement for administrative costs, including indirect costs under 2 CFR § 200.414. The limit on administrative costs for this agreement is $15,000. The total amount of indirect costs and any direct costs for cooperative agreement administration by the CAR or subaward administration by subrecipients paid for by EPA under the cooperative agreement may not exceed this amount. As required by 2 CFR § 200.403(d), the CAR and subrecipients must classify administrative costs as direct or indirect consistently and may not classify the same types of cost in both categories. Eligible cooperative agreement and subaward administrative costs subject to the 5% limitation include direct costs for: a. Costs incurred to comply with the following provisions of the Uniform Administrative Requirements for Cost Principles and Audit Requirements for Federal Awards at 2 CFR Parts 200 and 1500 other than those identified as programmatic. i. Record-keeping associated with equipment purchases required under 2 CFR § 200.313; ii. Preparing revisions and changes in the budgets, scopes of work, program plans and other activities required under 2 CFR § 200.308; iii. Maintaining and operating financial management systems required under 2 CFR § 200.302; iv. Preparing payment requests and handling payments under 2 CFR § 200.305; v.Financial reporting under 2 CFR § 200.327. vi. Non-federal audits required under 2 CFR Part 200, Subpart F; and vii. Closeout under 2 CFR § 200.343 with the exception of preparing the recipient’s final performance report. Costs for preparing this report are programmatic and are not subject to the 5% limitation on direct administrative costs. b. Pre-award costs for preparation of the proposal and application for this cooperative agreement (including the final workplan) or applications for subawards are not allowable as direct costs but may be included in the CAR’s or subrecipient’s indirect cost pool to the extent authorized by 2 CFR § 200.460. B. Ineligible Uses of the Funds for the Cooperative Agreement Recipient 1. Cooperative agreement funds shall not be used by the CAR for any of the following activities: a. Cleanup activities; b. Site development activities that are not brownfield site assessment activities (e.g., marketing of property (activities or products created specifically to attract buyers or investors) or construction of a new facility); c. General community visioning, area-wide zoning updates, design guideline development, master planning, green infrastructure, infrastructure service delivery, and city-wide or comprehensive planning/plan updates – these activities are all ineligible uses of grant funds if unrelated to advancing cleanup and reuse of brownfield sites or sites to be assessed. Note: for these types of activities to be an eligible use of grant funds, there must be a specific nexus between the activity and how it will help further cleanup and reuse of the priority brownfield site(s). This nexus must be clearly described in the workplan for the project; d. Job training unrelated to performing a specific assessment at a site covered by the cooperative agreement; e. To pay for a penalty or fine; f. To pay a federal cost share requirement (e.g., a cost share required by another federal grant) unless there is specific statutory authority; g. To pay for a response cost at a brownfield site for which the CAR or subaward recipient is potentially liable under CERCLA § 107; h. To pay a cost of compliance with any federal law, excluding the cost of compliance with laws applicable to the assessment; and i. Unallowable costs (e.g., lobbying and purchases of alcoholic beverages) under 2 CFR Part 200, Subpart E. 2. Cooperative agreement funds may not be used for any of the following properties: a. Facilities listed, or proposed for listing, on the National Priorities List (NPL); b. Facilities subject to unilateral administrative orders, court orders, and administrative orders on consent or judicial consent decree issued to or entered by parties under CERCLA; c. Facilities that are subject to the jurisdiction, custody or control of the United States government except for land held in trust by the United States government for an Indian tribe; or d. A site excluded from the definition of a brownfield site for which EPA has not made a property-specific funding determination. C. Interest-Bearing Accounts and Program Income 1. In accordance with 2 CFR § 1500.7(b), during the performance period of the cooperative agreement, the CAR is authorized to add program income to the funds awarded by EPA and use the program income under the same terms and conditions of this agreement. 2. Program income for the CAR shall be defined as the gross income received by the recipient, directly generated by the cooperative agreement award or earned during the period of the award. Program income includes, but is not limited to, fees charged for conducting assessment, site characterizations, cleanup planning, or other activities when the costs for the activity is charged to this agreement. 3. The CAR must deposit advances of cooperative agreement funds and program income (i.e., fees) in an interest-bearing account. a. For interest earned on advances, CARs are subject to the provisions of 2 CFR 200.305(b)(7)(ii) relating to remitting interest on advances to EPA on a quarterly basis. b. Any program income earned by the CAR will be added to the funds EPA has committed to this agreement and used only for eligible and allowable costs under the agreement as provided in 2 CFR § 200.307 and 2 CFR § 1500.7, as applicable. c. Interest earned on program income is considered additional program income. d. The CAR must disburse program income (including interest earned on program income) before requesting additional payments from EPA as required by 2 CFR § 200.305(b)(5). 4. As required by 2 CFR § 200.302, the CAR must maintain accounting records documenting the receipt and disbursement of program income. 5. The recipient must provide as part of its quarterly performance report and final technical report a description of how program income is being used. Further, a report on the amount of program income earned during the award period must be submitted with the quarterly performance report, final technical report, and Federal Financial Report (Standard Form 425). V. ASSESSMENT REQUIREMENTS A. Authorized Assessment Activities 1. Prior to conducting or engaging in any on-site activity with the potential to impact historic properties (such as invasive sampling), the CAR shall consult with the EPA Project Officer regarding potential applicability of the National Historic Preservation Act (NHPA) (16 USC § 470) and, if applicable, shall assist EPA in complying with any requirements of the NHPA and implementing regulations. B. Quality Assurance (QA) Requirements 1. When environmental data are collected as part of the brownfield assessment, the CAR shall comply with 2 CFR § 1500.11 requirements to develop and implement quality assurance practices sufficient to produce data adequate to meet project objectives and to minimize data loss. State law may impose additional QA requirements. Recipients implementing environmental programs within the scope of the assistance agreement must submit to the EPA Project Officer an approvable Quality Assurance Project Plan (QAPP) at least [Insert 30/45/60] days prior to the initiating of data collection or data compilation. The Quality Assurance Project Plan (QAPP) is the document that provides comprehensive details about the quality assurance, quality control, and technical activities that must be implemented to ensure that project objectives are met. Environmental programs include direct measurements or data generation, environmental modeling, compilation of date from literature or electronic media, and data supporting the design, construction, and operation of environmental technology. The QAPP should be prepared in accordance with EPA QA/R-5: EPA Requirements for Quality Assurance Project Plans. No environmental data collection or data compilation may occur until the QAPP is approved by the EPA Project Officer and Quality Assurance Regional Manager. When the recipient is delegating the responsibility for an environmental data collection or data compilation activity to another organization, the EPA Regional Quality Assurance Manager may allow the recipient to review and approve that organization's QAPP. Additional information on these requirements can be found at the EPA Office of Grants and Debarment website at https://www.epa.gov/grants/implementation-quality-assurance-requirements-organizations-receiving-e pa-financial. 2.Competency of Organizations Generating Environmental Measurement Data: In accordance with Agency Policy Directive Number FEM-2012-02, Policy to Assure the Competency of Organizations Generating Environmental Measurement Data under Agency-Funded Assistance Agreements , the CAR agrees, by entering into this agreement, that it has demonstrated competency prior to award, or alternatively, where a pre-award demonstration of competency is not practicable, the CAR agrees to demonstrate competency prior to carrying out any activities under the award involving the generation or use of environmental data. The CAR shall maintain competency for the duration of the project period of this agreement and this will be documented during the annual reporting process. A copy of the Policy is available online at http://www.epa.gov/fem/lab_comp.htm or a copy may also be requested by contacting the EPA Project Officer for this award. C. Community Outreach 1. The CAR agrees to clearly reference EPA investments in the project during all phases of community outreach outlined in the EPA-approved workplan which may include the development of any post-project summary or success materials that highlight achievements to which this project contributed. a. If any documents, fact sheets, and/or web materials are developed as part of this cooperative agreement, then they shall include the following statement: "Though this project has been funded, wholly or in part, by EPA, the contents of this document do not necessarily reflect the views and policies of EPA." b. If a sign is developed as part of a project funded by this cooperative agreement, then the sign shall include either a statement (e.g., this project has been funded, wholly or in part, by EPA) and/or EPA's logo acknowledging that EPA is a source of funding for the project. The EPA logo may be used on project signage when the sign can be placed in a visible location with direct linkage to site activities. Use of the EPA logo must follow the sign specifications available at https://www.epa.gov/grants/epa-logo-seal-specifications-signage-produced-epa-assistance-ag reement-recipients. 2. The CAR agrees to notify the EPA Project Officer of public or media events publicizing the accomplishment of significant events related to construction and/or site reuse projects as a result of this agreement, and provide the opportunity for attendance and participation by federal representatives with at least ten (10) working days’ notice. 3. To increase public awareness of projects serving communities where English is not the predominant language, CARs are encouraged to include in their outreach strategies communication in non-English languages. Translation costs for this purpose are allowable, provided the costs are reasonable. D. All Appropriate Inquiry 1. As required by CERCLA § 104(k)(2)(B)(ii) and CERCLA § 101(35)(B), the CAR shall ensure that a Phase I site characterization and assessment carried out under this agreement will be performed in accordance with EPA's all appropriate inquiries regulation (AAI). The CAR shall utilize the practices in ASTM standard E1527-13 “Standard Practices for Environmental Site Assessment: Phase I Environmental Site Assessment Process ,” or EPA's All Appropriate Inquiries Final Rule (40 CFR Part 312). A suggested outline for an AAI final report is provided in “All Appropriate Inquiries Rule: Reporting Requirements and Suggestions on Report Content”, (Publication Number: EPA 560-F-14-003). This does not preclude the use of cooperative agreement funds for additional site characterization and assessment activities that may be necessary to characterize the environmental impacts at the site or to comply with applicable state standards. 2. AAI final reports produced with funding from this agreement must comply with 40 CFR Part 312 and must, at a minimum, include the information below. All AAI reports submitted to EPA Project Officers as deliverables under this agreement must be accompanied by a completed “All Appropriate Inquiries: Reporting Requirements Checklist for Assessment Grant Recipients” (Publication Number: EPA 560-F-17-194) that the EPA Project Officer will provide to the recipient. The checklist is available to CARs on EPA’s website at www.epa.gov/brownfields. The completed checklist must include: a. An opinion as to whether the inquiry has identified conditions indicative of releases or threatened releases of hazardous substances, and as applicable, pollutants and contaminants, petroleum or petroleum products, or controlled substances, on, at, in, or to the subject property. b. An identification of “significant” data gaps (as defined in 40 CFR § 312.10), if any, in the information collected for the inquiry. Significant data gaps include missing or unattainable information that affects the ability of the environmental professional to identify conditions indicative of releases or threatened releases of hazardous substances, and as applicable, pollutants and contaminants, petroleum or petroleum products, or controlled substances, on, at, in, or to the subject property. The documentation of significant data gaps must include information regarding the significance of these data gaps. c.Qualifications and signature of the environmental professional(s). The environmental professional must place the following statements in the document and sign the document: ·‘‘[I, We] declare that, to the best of [my, our] professional knowledge and belief, [I, we] meet the definition of Environmental Professional as defined in §312.10 of this part.’’ ·‘‘[I, We] have the specific qualifications based on education, training, and experience to assess a property of the nature, history, and setting of the subject property. [I, We] have developed and performed the all appropriate inquiries in conformance with the standards and practices set forth in 40 CFR Part 312.’’ Note: Please use either “I” or “We.” d. In compliance with §312.31(b), the environmental professional must include in the final report an opinion regarding additional appropriate investigation , if the environmental professional has such an opinion. 3. EPA may review checklists and AAI final reports for compliance with the AAI regulation documentation requirements at 40 CFR Part 312 (or comparable requirements for those using ASTM Standard 1527-13). Any deficiencies identified during an EPA review of these documents must be corrected by the recipient within 30 days of notification. Failure to correct any identified deficiencies may result in EPA disallowing the costs for the entire AAI report as authorized by 2 CFR § 200.338 through 2 CFR § 200.342. If a recipient willfully fails to correct the deficiencies EPA may consider other available remedies under 2 CFR § 200.342. E. Completion of Assessment Activities 1. The CAR shall properly document the completion of all activities described in the EPA- approved workplan. This must be done through a final report or letter from a Qualified Environmental Professional, or other documentation provided by a State or Tribe that shows assessments are complete. F. Inclusion of Additional Terms and Conditions 1. In accordance with 2 CFR § 200.333 the CAR shall maintain records pertaining to the cooperative for a minimum of three (3) years following submission of the final financial report unless one or more of the conditions described in the regulation applies. The CAR shall provide access to records relating to assessments supported with Assessment cooperative agreement funds to authorized representatives of the Federal government as required by 2 CFR § 200.336. 2. The CAR has an ongoing obligation to advise EPA if it assessed any penalties resulting from environmental non-compliance at sites subject to this agreement. VI. PAYMENT AND CLOSEOUT For the purposes of these Terms and Conditions, the following definitions apply: “payment” is EPA’s transfer of funds to the CAR; “closeout” refers to the process EPA follows to ensure that all administrative actions and work required under the cooperative agreement have been completed. A. Payment Schedule 1. The CAR may request advance payment from EPA pursuant to 2 CFR § 200.305(b)(1) and the prompt disbursement requirements of the General Terms and Conditions of this agreement. This requirement does not apply to states which are subject to 2 CFR § 200.305(a). B. Schedule for Closeout 1. Closeout will be conducted in accordance with 2 CFR § 200.343. EPA will close out the award when it determines that all applicable administrative actions and all required work under the cooperative agreement have been completed. 2. The CAR, within 90 days after the expiration or termination of the cooperative agreement, must submit all financial, performance, and other reports required as a condition of the cooperative agreement 2 CFR Part 200. a. The CAR must submit the following documentation: i. The Final Technical Cooperative Agreement Report as described in Section III.F. of these Terms and Conditions. ii. Administrative and Financial Reports as described in the Grant-Specific Administrative Terms and Conditions of this agreement. b. The CAR must ensure that appropriate data have been entered into ACRES or all Property Profile Forms are submitted to the EPA Project Officer. c. As required by 2 CFR § 200.343, the CAR must immediately refund to EPA any balance of unobligated (unencumbered) advanced cash or accrued program income that is not authorized to be retained for use on other cooperative agreements. Meeting Date November 19, 2019 Department Administration Issue Briefing on a Contract with Draper Aden and Associates for Environmental Consulting to assist with administration of the $300,000 Community-wide Brownfields Assessment Grant from the U.S. Environmental Protection Agency (EPA). Summary The Town of Vinton has been awarded a $300,000 Community-wide Brownfields Assessment Grant from the EPA and as part of the grant award, the intention is to hire an environmental consulting firm to assist with the grant administration, conduct the environmental assessments, prepare conceptual site plans, establish marketing materials and assist with coordination of the steering committee. The Town issued a Request for Proposal (RFP) on September 13th, 2019 and received four proposals prior to the October 11, 2019 deadline. A RFP Proposal Review Committee was subsequently established to individually review and score each of the four proposals. A Committee Meeting was convened on Tuesday, October 29th to review the preliminary individual scoring and formally rank the firms proposals. It was the consensus choice of the Committee to offer Draper Aden and Associates a contract as the Environmental Consultant for the grant project. Attachments Draft Contract for Environmental Services for the EPA Brownfields Assessment Grant Recommendations No action required Town Council Agenda Summary Meeting Date November 19, 2019 Department Finance/Treasurer Issue Presentation of the June 30, 2019 Comprehensive Annual Financial Report by Brown Edwards & Company, LLP and consider adoption of a Resolution approving and accepting said Report Summary Representatives of Brown Edwards have been working with the Treasurer/Finance Director in order to prepare the audited financial statements for the Town. The firm’s responsibility is to express an opinion on these financial statements based on their audit. In their opinion, the general purpose financial statements present fairly in all material respects, the financial position of the Town as of June 30, 2019 and the results of its operations and cash flows of proprietary fund types for the year ended in conformity with generally accepted accounting principles. Attachments Resolution Recommendations Motion to adopt Resolution Town Council Agenda Summary RESOLUTION NO. AT A REGULAR MEETING OF THE VINTON TOWN COUNCIL HELD ON TUESDAY, NOVEMBER 19, 2019 AT 7:00 PM IN THE COUNCIL CHAMBERS OF THE VINTON MUNICIPAL BUILDING, 311 SOUTH POLLARD STREET, VINTON, VIRGINIA WHEREAS, Section 15.2-2511 of the 1950 Code of Virginia, as amended, requires that the Town issue annually a report on its financial accounts and records by a third party certified public accountant; and WHEREAS, the Finance Department/Treasurer’s Office worked with an independent third-party accounting firm of Brown Edwards & Company, L.L.P.; and WHEREAS, John Aldridge of Brown Edwards & Company has forwarded his firm’s 2019 audit to the Town Council for review; and WHEREAS, the firm’s opinion letter stated that the financial statements present fairly, in all material respects, the financial position of the Town as of June 30, 2019, and the results of the Town’s operations and cash flows of proprietary fund types for the year just ending on June 30, 2019, is in conformity with generally accepted accounting principles. NOW, THEREFORE, BE IT RESOLVED that the Vinton Town Council does hereby receive and accept the Town’s June 30, 2019 audit. This Resolution adopted on motion made by Council Member _____________, seconded by Council Member _______________, with the following votes recorded: AYES: NAYS: APPROVED: ______________________________ Bradley E. Grose, Mayor ATTEST: _____________________________________ Susan N. Johnson, CMC, Town Clerk Meeting Date November 19, 2019 Department Police Issue Consider adoption of a Resolution appropriating funds in the amount of $11,765.00 received from the Department of Criminal Justice Services to purchase materials, supplies, and equipment needed for “McGruff’s Safety Club” to be hosted by W.E. Cundiff Elementary School and Herman L. Horn Elementary School. The items will also be used for “Meet and Greets” with McGruff the Crime Fighting Dog and his nephew, Scruff, at Town of Vinton and other local events. Summary The Department of Criminal Justice Services has approved a grant for the Police Department in the amount of $11,765.00. This funding, if approved by Council, will be used to purchase materials, supplies, and equipment needed for “McGruff’s Safety Club” to be hosted by W.E. Cundiff Elementary School and Herman L. Horn Elementary School and directed by Sergeant Michael Caldwell. The items will also be used for “Meet and Greets” with McGruff the Crime Fighting Dog and his nephew, Scruff, at Town of Vinton and other local events. Items include: Animated McGruff Costume, Scruff Costume, a 10’ x 15’ Event Tent, 6’ white folding tables, white folding chairs, 29” table with 4 stack chairs, McGruff Educational Materials (i.e. Emergency Readiness for Kids, Let’s Get Smart about Strangers Coloring Books, Stop Bullying: A Guide to Fighting Back, etc.), crayons, and a monthly subscription to Survey Monkey to collect feedback from parents and teachers. The Finance Committee reviewed this request at their November 12, 2019 meeting and recommends Council approval. Attachments Resolution Recommendations Motion to adopt Resolution Town Council Agenda Summary RESOLUTION NO. AT A REGULAR MEETING OF THE VINTON TOWN COUNCIL HELD AT 7:00 PM ON TUESDAY, NOVEMBER 19, 2019 IN THE COUNCIL CHAMBERS OF THE VINTON MUNICIPAL BUILDING LOCATED AT 311 SOUTH POLLARD STREET, VINTON, VIRGINIA WHEREAS, the Department of Criminal Justice Services (DCJS) has approved the Byrne/JAG – Youth Engagement Grant for the Police Department in the amount of $11,765.00, no match required, to be paid out of the Police Department’s operating budget; and WHEREAS, the Department would use these grant funds to conduct and purchase supplies for “McGruff’s Safety Club” at W.E. Cundiff Elementary School and Herman L. Horn Elementary School and “Meet and Greet” sessions at Town of Vinton and other local events; and WHEREAS, it is necessary for the Vinton Town Council to appropriate the funds from the General Fund Revenue Account in the amount of $11,765.00. NOW THEREFORE, BE IT RESOLVED, that the Vinton Town Council does hereby approve the following budget entries: GENERAL LEDGER: 200.25100 Appropriations $11,765.00 200.25000 Estimated Revenue $11,765.00 REVENUE: 250.1085.001 Byrne/JAG – Youth Engagement Grant $11,765.00 EXPENSE: 250.1085.716 Byrne/JAG Grant: Other Equipment $7,944.00 250.1085.553 Byrne/JAG Grant: Materials & Supplies $3,821.00 This Resolution adopted on motion made by Council Member ______________, seconded by Council Member ________________, with the following votes recorded: AYES: NAYS: APPROVED: ______________________________ Bradley E. Grose, Mayor ATTEST: _________________________________ Susan N. Johnson, CMC, Town Clerk 1 Meeting Date November 19, 2019 Department Administration Issue Consider adoption of a Resolution authorizing the Town Manager to execute a Performance Agreement with Vinyard Station LLC and the Roanoke County Economic Development Authority (EDA) for the purpose of investing in public infrastructure and incentivize the redevelopment of the former Vinton Motors into a mixed-use development to be known as Vinyard Station. Summary As briefed at the November 5th Council Meeting, the Town of Vinton, in partnership with the Roanoke County Economic Development Authority, has negotiated terms of a Performance Agreement with Vinyard Station LLC. The agreement is valued up to $750,000 over a ten-year period, which is intended to incentivize the redevelopment of the former Vinton Motors property for the benefit of creating a mixed-use commercial and retail development to be known as Vinyard Station. In additional to the building improvements, a primary function of the Performance Incentive is to establish and partially fund the addition of centralized parking infrastructure for the downtown business district. The parking and pedestrian access that has been designed for the site will support both the Vinyard Station development, but also provide parking and convenient access to support other existing business located within the downtown area. Terms of the Performance Agreement include the Town of Vinton appropriating to the Roanoke County Economic Development Authority an initial cash payment of $250,000 towards the purchase of eight (8) vacant parcels for the purpose of establishing the parking and pedestrian access for the site. The Town also agrees to appropriate to the Roanoke County Economic Development Authority an additional payment of $50,000 annually for a period of ten years for the balance of the Incentive Grant. The appropriation to the EDA will be provided for a ten-year period and is not to exceed $750,000 over the term of the performance agreement. The agreement contains protections to relieve the Town Council Agenda Summary 2 Town from the funding commitment should the project not materialize, not meet investment goals or be sold before the end of the agreement. Roanoke County has agreed to a separate funding agreement in the form of a Memorandum of Understanding (MOU) to reimburse the Town for a portion of the Incentive Grant for Vinyard Station in the amount of $200,000, which is to be paid in annual installments over a five (5) year period and is to be based on the net revenue that the County expects to generate as a result of the redevelopment project. The proposed Vinyard Station will generate new and increased revenue for the Town of Vinton through the collection of Prepared Food & Beverage Tax, Sales Tax, Personal Property Tax, Business License Tax and Real Estate Tax. The proposed project is also projected to generate new and increased revenue for Roanoke County through the collection of Sales Tax, Personal Property Tax and Real Estate Tax. In total, the Vinyard Station project is expected to generate in excess of $130,000 annually in combined increased tax revenues for the Town and County. The total private investment towards the purchase and renovation of Vinyard Station is anticipated to be approximately $2.7 million and will create nearly 12,000 square feet of move-in ready leasable space and serve as a cornerstone of the Downtown. The one current primary anchor tenant that has agreed to terms for a 10-year lease will occupy just over one-third of the total available space, has committed over $500,000 of the total project investment and anticipates staffing over 15 employees. Attachments Performance Agreement with Roanoke County EDA and Vinyard Station LLC. Resolution Recommendations Motion to adopt Resolution 1 LOCAL ECONOMIC DEVELOPMENT PERFORMANCE AGREEMENT This Performance Agreement is made and entered into this ___ day of November, 2019, by, between, and among the Town of Vinton, Virginia, a municipality in the Commonwealth of Virginia (the “Town”), the Economic Development Authority of Roanoke County, Virginia, a political subdivision of the Commonwealth of Virginia created under the Industrial Development and Revenue Bond Act (the “Authority”), and Vinyard Station, LLC, a limited liability company validly organized and existing under the laws of the Commonwealth of Virginia (the “Company”). Collectively, the Town, Authority, and Company may be referred to herein as the “Parties”. RECITALS: WHEREAS, the Company has entered into a Purchase Agreement with the estate of William P. Vinyard, Jr. to acquire certain real property, together with all improvements thereon and all rights and appurtenances thereunto pertaining, located in the County of Roanoke, Virginia, Parcel ID 060.16-02-05.00-0000, containing .467 of an acre; Parcel ID 060.16-02- 04.00-0000 containing .0262 of an acre; and commonly known as the Vinton Motors Showroom and Parts Department (collectively the “Buildings”); and WHEREAS, the Company has entered into a Purchase Agreement with the estate of William P. Vinyard, Jr. to acquire certain real property, together with all improvements thereon and all rights and appurtenances thereunto pertaining, located in the County of Roanoke, Virginia and having the following Roanoke County Tax Map Numbers: Tax Parcel ID 060.16-02-06.00-0000, containing .0783 of an acre; Tax Parcel ID 060.16-02-07.00-0000, containing .0454 of an acre; Tax Parcel ID 060.16-02-08.00-0000, containing .1661 of an acre; Tax Parcel ID 060.16-02-09.00-0000, containing .1573 of an acre; Tax Parcel ID 060.16-02-10.00-0000, containing .1514 of an acre; Tax Parcel ID 060.16-02-11.00-0000, containing .0449 of an acre (collectively the “Parking Area”); and WHEREAS, the Company has entered into a Purchase Agreement with the estate of William P. Vinyard, Jr. to acquire certain real property, together with all improvements thereon and all rights and appurtenances thereunto pertaining, located in the County of Roanoke, Virginia and having the following Roanoke County Tax Map Numbers: Tax Parcel ID 060.16-02-15.00-0000, containing .109 of an acre (the “Vacant Lot”); WHEREAS, the Company intends to renovate the Buildings and lease them to a Tenant or Tenants that in turn will create New Jobs, as hereinafter defined, in the Town; and 2 WHEREAS, the Company intends to develop the Parking Area for use by Tenants, customers of Tenants, and the public; and WHEREAS, the Company intends to develop a pedestrian access over the Vacant Lot and portions of the Buildings and Parking Area; and WHEREAS, by renovating the Buildings and leasing them to Tenants and by developing the Parking Area and pedestrian access, the Company will be making, directly or indirectly, a significant Capital Investment, as hereinafter defined, in the Town and creating a significant number of New Jobs in the Town; and WHEREAS, the Town and the Authority recognize that the Company’s renovation and leasing of the Buildings and development of the Parking Area and pedestrian access will promote economic development in the Town and provide additional tax revenue, employment opportunities, and contribute to the vitality of the area; and WHEREAS, the Town is willing to provide funds to the Authority for the Authority to provide a Local Economic Development Incentive Grant to the Company (the “Grant”) for the purpose of inducing the Company to renovate the Buildings for use by Tenants and to develop the Parking Area and pedestrian access for use by Tenants, customers of Tenants, and the public, thereby making, directly and indirectly, a significant Capital Investment in the Town and creating a significant number of New Jobs in the Town; and WHEREAS, the acquisition, renovation, and development of the Buildings, Parking Area and Vacant Lot will require a Capital Investment by the Company and its Tenants of at least $2,720,000; and WHEREAS, the Company and its Tenants will create at least 15 full-time equivalent New Jobs; and WHEREAS, the stimulation of additional tax revenue and economic activity to be generated by the Capital Investment and New Jobs constitutes a valid public purpose for the expenditure of public funds and is the animating purpose for the Grant: WITNESSETH: NOW THEREFORE, in consideration of the foregoing premises, the mutual benefits, promises, and undertakings of the parties to this Agreement as set forth below, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties do covenant and agree as follows: 3 I. Definitions. For the purposes of this Agreement, the following terms shall have the following definitions, unless the context or manifest purpose of this Agreement indicate otherwise: Capital Investment means: (i) an expenditure by the Company in an amount not less than $420,000 for the acquisition of the Buildings; (ii) an expenditure by the Company in an amount not less than $550,000 for the acquisition of the Parking Area and the Vacant Lot; (iii) an expenditure by the Company in an amount not less than $250,000 for the development of the Parking Area and pedestrian access; and (iv) an expenditure by the Company and/or its Tenants in an aggregate amount not less than $1,500,000 for the renovation of the Buildings, including, engineering , architectural, developer and legal fees, building construction costs, and furniture, fixtures and equipment. Maintain means that the New Jobs created pursuant to this Agreement with the assistance of the Grants will continue without interruption from the Job Creation Performance Date through the Job Maintenance Performance Date. New Jobs means new permanent full-time equivalent employment of an indefinite duration at the Buildings for which the Tenant pays an average hourly wage of at least $10.00. Each New Job must require a minimum of either (i) 35 hours per week of an employee’s time for the Tenant’s normal year, which “normal year” must consist of at least 48 weeks, or (ii) 1,680 hours per year. Part-time positions may be aggregated to equal a full- time equivalent position. Seasonal or temporary positions with construction contractors, vendors, suppliers, and similar multiplier or spin-off jobs shall not qualify as New Jobs. Performance Date means, for each respective Target, the following: a. Property Acquisition Performance Date – December 31, 2019 b. Easement and Fee Simple Conveyance Performance Date – December 31, 2020 c. Leased Premises Performance Date – December 31, 2020 d. Capital Investment Performance Date – April 1, 2021 e. Job Creation Performance Date – April 1, 2021 f. Job Maintenance Performance Date – April 1, 2030 If the Town deems that good faith and reasonable efforts have been made and are being made by the Company and its Tenants to achieve the Target(s) by the respective Performance Date, the Town may, in its sole discretion, extend any or all of the Performance Dates by up to 12 months. If any Performance Date is extended, 4 the Town shall send written notice of the extension to the Authority and the Company and the date to which any Performance Date has been extended shall become the new “Performance Date” for the Target that is the subject of the extended Performance Date. Target means the Company’s obligations pursuant to this Agreement to: (i) make, directly or indirectly through its Tenants, Capital Investments in the Buildings, Parking Area and Vacant Lot of at least $2,720,000; (ii) lease all or portions of the Buildings to Tenants; (iii) create, directly or indirectly, at least 15 New Jobs at the Buildings; and (iv) Maintain, directly or indirectly, at least 15 New Jobs at the Buildings, all as of the respective Performance Date. Tenants mean the entity or entities that lease all or portions of the Buildings, make Capital Investments in the Buildings, and create and Maintain New Jobs at the Buildings. The Company shall be credited for any Capital Investment made by Tenants as of the Capital Investment Performance Date, any New Jobs created by Tenants as of the Job Creation Performance Date, and any New Jobs Maintained by Tenants as of the Job Maintenance Performance Date. II. Targets. a. The Company will acquire the Buildings, Parking Area and Vacant Lot by the Property Acquisition Performance Date. b. The Company will enter into a lease or leases for the all or portions of the Buildings by the Leased Premises Performance Date. c. The Company will, directly or indirectly through its Tenants, make a Capital Investment of not less than $2,720,000 in the Buildings, Parking Area and Vacant Lot by the Capital Investment Performance Date. The development of the Parking Area, Vacant Lot and pedestrian access must be undertaken pursuant to plan presented to and approved by the Town in advance of any work on the Parking Area, Vacant Lot and pedestrian access provided that such approval by the Town shall not be unreasonably withheld, conditioned, or delayed. d. The Company will, directly or indirectly through its Tenants, create 15 New Jobs at the Buildings by the Job Creation Performance Date. e. The Company will, directly or indirectly through its Tenants, Maintain 15 New Jobs at the Buildings from the Job Creation Performance Date through the Job Maintenance Performance Date. 5 III. Conveyance of Fee Simple and Easement Over Certain Property. In addition to achieving the Targets enumerated in Section II by each respective Performance Date, the Company shall, by the Easement and Fee Simple Conveyance Performance Date: a. acquire and convey to the Town by Special Warranty Deed the fee simple interest in the Vacant Lot, which is that certain real property located in the County of Roanoke, Virginia and identified as Tax Parcel ID 060.16-02-15.00-0000, containing .1099 of an acre, which deed shall be in a form reasonably acceptable to the Town; and b. grant the Town and the public a perpetual easement over, upon and across that certain real property located in the County of Roanoke, Virginia and identified as Tax Parcel ID 060.16-02-04.00-0000, and that certain real property located in the County of Roanoke, Virginia and identified as Tax Parcel ID 060.16-02-05.00-0000, so that the Company may establish and maintain a pedestrian thoroughfare as depicted in the schematic drawing attached hereto as Exhibit A, which deed of easement shall be in a form reasonably acceptable to the Town. These areas subject to the fee simple conveyance and easement are to be developed as part of the pedestrian access in accordance with the Town-approved plans under Section II.c. IV. Grant. The Grant will be paid by the Authority to the Company in multiple installments as an inducement to the Company to achieve and Maintain the Targets. The Town will provide the funds to the Authority for the purpose of making the Grant as set forth herein. The Company will use the Grant proceeds as reimbursement of expenses related to achieving the Targets. The maximum amount of the Grant shall be $750,000. Upon receipt of the Grant proceeds from the Town, the Authority shall disburse the Grant proceeds in multiple payments to the Company as follows: a. Initial Payment: Once the Company closes on the purchase of all of the parcels that comprise the Buildings, the Parking Area and the pedestrian access, the Town will pay to the Authority and the Authority will pay to the Company the sum of $250,000. Prior to the Initial Payment by the Town, the Managing Member of the Company shall, in his personal capacity, provide the Town with a promissory note payable to the Town in the amount of $150,000, as security for the repayment obligation under Section VI. The remaining $100,000 will be secured by the conveyance of the fee simple and deed of easement for the pedestrian access as described in Section III.a. and Section III.b. 6 b. Annual Payments: Commencing on December 31, 2021 and continuing for ten consecutive years thereafter until December 31, 2030, the Town will pay to the Authority and the Authority will pay to the Company the sum of $50,000 per year, provided that the Company has delivered to the Town and the Authority notice and evidence satisfactory of the Company’s achieving and Maintaining the Targets as follows: 1. The Company will provide evidence that it has, directly or indirectly through its Tenants, made Capital Investments totaling at least $2,720,000 by the Capital Investment Performance Date by providing a copy of the approved Roanoke County Building Permit and valid Occupancy Permit. 2. On each April 1 following the Job Creation Performance Date through the Job Maintenance Performance Date, the Company will provide evidence that it has continued to maintain, directly or indirectly through its Tenants, 15 New Jobs at the Buildings by providing information concerning the current Town of Vinton Business Licenses applied for and received by Tenants. c. Within 30 days of its receipt of such Grant proceeds from the Town, the Authority will disburse such Grant proceeds to the Company. d. The Company shall forfeit future payments from the Grant if, at any time, it: (i) fails to achieve any Target required by Section II or Section III of this Agreement by the respective Performance Date; (ii) fails to provide the Town and Authority with notice and evidence reasonably satisfactory to the Town and the Authority, as required by this Section IV of this Agreement, that demonstrates that the Company has, directly or indirectly through its Tenants, achieved and Maintained the Targets as of the respective Performance Date; (iii) conveys any of the property identified herein that comprises all or any portion of the Buildings or the Parking Area to any entity without the prior consent of the Town and the Authority; or (iv) breaches any other provision of this Agreement which breach is not cured within thirty (30) days of written notice of such breach to the Company from either the Town or the Authority. V. Reporting. The Company shall annually provide, at the Company’s expense, detailed verification reasonably satisfactory to the Town and the Authority of the Company’s progress on the Targets. For the purposes of verifying the accuracy of reports, and for no other purpose, the Company hereby waives its protections under Section 58.1-3 of the Code of Virginia, 1950, as amended, and authorizes the Commissioner of the Revenue for Roanoke County, Virginia, to provide verification to the Town and the Authority from her records; provided, 7 however, that such disclosure shall not waive the protections of § 58.1-3 as to any other person, nor authorize the Town or the Authority to disclose such information to any other person. The Company will be solely responsible for obtaining and providing detailed verification reasonably satisfactory to the Town and the Authority of Capital Investment made by Tenants to be credited towards the Company’s Capital Investment obligation and New Jobs created and Maintained by Tenants to be credited towards the Company’s New Jobs obligation. In addition to other reporting required under this Agreement, the Town or the Authority may request such other documentation or review as may be reasonably necessary to verify the Targets. VI. Repayment; Forfeiture. a. For the purposes of repayment, the Grant is to be allocated as $375,000 (50%) for the Capital Investment Target and $375,000 (50%) for the New Jobs Target. The Initial Payment under Section IV is to be allocated as $125,000 (50%) for the Capital Investment Target and $125,000 (50%) for the New Jobs Target. The aggregate of Annual Payments is to be allocated as $250,000 (50%) for the Capital Investment Target and $250,000 (50%) for the New Jobs Target. b. If the Company has met at least 90% of the Capital Investment Target ($2,448,000) at the Capital Investment Performance Date and 90% of the New Jobs Target (13 New Jobs) at the Job Creation Performance Date, then and thereafter the Company will not be obligated to repay any of the Initial Payment. c. If the Company fails to meet at least 90% of the Capital Investment Target ($2,448,000) at the Capital Investment Performance Date, then the Company shall: i. Repay the proportion of Initial Payment allocated to the Capital Investment Target that matches the Company’s shortfall in achieving the Capital Investment Target. For example, if as of the Capital Investment Performance Date, the Company has received the Initial Payment from the Grant proceeds, but it achieves only 75% of its Capital Investment Target ($2,040,000), then the Company shall repay to the Authority 25% of the Initial Payment allocated to the Capital Investment Target ($31,250). ii. Forfeit the portion of the Annual Payments allocated to the Capital Investment Target ($250,000). d. If the Company fails to meet at least 90% of the New Jobs Target (13 New Jobs) at the Job Creation Performance Date, then the Company shall: i. Repay the proportion of Initial Payment allocated to the New Jobs Target that matches the Company’s shortfall in achieving the New Jobs Target. For example, if as of the Job Creation Performance Date, the Company has received the Initial Payment from the Grant proceeds, but it achieves only 75% of its New Jobs Target (11.25 New Jobs), then the 8 Company shall repay to the Authority 25% of the Initial Payment allocated to the Capital Investment Target ($31,250). ii. Forfeit the portion of the Annual Payments allocated to the New Jobs Target ($250,000). g. The Company also will forfeit future Annual Payments if it fails to maintain the New Jobs as required in Section II from the Job Creation Performance Date through the Job Maintenance Performance Date. Failing to Maintain the New Jobs as required in Section II will not require the repayment of prior Grant payments. VII. Notices. Any notices required or permitted to be given under this Agreement shall be given in writing, and shall be deemed to be received upon receipt or refusal after mailing of same in the United States by First-Class U.S. Mail, certified, postage prepaid, or by customary commercial overnight courier (refusal shall mean return of certified mail or overnight courier package not accepted by addressee): VINYARD STATION, LLC P.O. Box 450 Fincastle, VA 24090 Attn: Dale Wilkinson, Managing Member SPIGLE, MASSEY & CLAY, PLC 8166 Roanoke Road Fincastle, VA 24090 Attn: David B. Spigle ECONOMIC DEVELOPMENT AUTHORITY OF ROANOKE COUNTY, VIRGINIA 5204 Bernard Drive, SW Room 421 Roanoke, Virginia 24018 ROANOKE COUNTY ATTORNEY’S OFFICE 5204 Bernard Drive, SW Fourth Floor Roanoke, Virginia 24018 Attn: Peter Lubeck, Sr. Asst. County If to the County, to: TOWN OF VINTON, VIRGINIA 311 Pollard Street Vinton, Virginia 24179 Attn: Barry Thompson, Town Manager With a copy to: TOWN ATTORNEY Guynn, Waddell, Carroll & Lockaby, P.C. 415 S. College Ave. Salem, Virginia 24153 Attn: Jeremy E. Carroll 9 The addresses set forth in this section only may be amended by sending written notice to all other parties of a change of address, without need of signed amendment to this Agreement. VIII. Miscellaneous. Indemnity. The Company agrees to indemnify, defend, and hold the Authority, the Town, and their 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 attorneys’ 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 Company or its agents, employees or representatives arising out of or connected in any way to any of the matters involved in this Agreement or its performance. Integration. This Agreement, including the exhibits hereto, constitutes the full and complete agreement of the Parties respecting its subject matter, and any prior or contemporaneous agreements or understandings, written or oral, are hereby merged into and superseded by the provisions of this Agreement. This Agreement may only be amended or supplemented by a subsequent writing of equal dignity except where expressly set forth herein. This Agreement may not be assigned by a Party without the prior written consent of the other Parties. No covenants of officials. No covenant, agreement or obligation contained in this Agreement shall be deemed to be a covenant, agreement or obligation of any present or future director, officer, employee or agent of the Authority or the Town in his or her individual capacity, and neither Town officials nor the directors of the Authority nor any officer, employee or agent thereof executing this Agreement or any related instrument shall be liable personally on this Agreement or such instrument or be subject to any personal liability or accountability by reason of the execution and delivery thereof. No director, officer, employee or agent of the Authority or the Town shall incur any personal liability with respect to any other action taken by him or her pursuant to this Agreement or the Industrial Development and Revenue Bond Act or any of the transactions contemplated hereby or thereby, provided he acts in good faith. Not a pledge of full faith and credit. Any obligation of the Town to pay, set aside, or otherwise appropriate funds for performance of this Agreement shall be construed to be subject to appropriation, and shall not be construed to be in derogation of Article VII § 10 of the Virginia Constitution. THE OBLIGATIONS OF THE AUTHORITY UNDER THIS AGREEMENT ARE NOT GENERAL OBLIGATIONS OF THE AUTHORITY BUT ARE LIMITED OBLIGATIONS PAYABLE SOLELY FROM THE REVENUES AND RECEIPTS DERIVED BY THE AUTHORITY FROM THE TOWN PURSUANT TO THIS AGREEMENT. THE OBLIGATIONS OF THE AUTHORITY AND THE TOWN HEREUNDER SHALL NOT BE DEEMED TO CONSTITUTE A DEBT OR A 10 PLEDGE OF THE FAITH AND CREDIT OF THE COMMONWEALTH OF VIRGINIA OR ANY POLITICAL SUBDIVISION THEREOF, INCLUDING THE AUTHORITY AND THE TOWN. Rule of construction for dates. If any action is required to be performed, or if any notice, consent or other communication is given, on a day that is a Saturday or Sunday or a legal holiday in the Commonwealth of Virginia, such performance shall be deemed to be required, and such notice, consent or other communication shall be deemed to be given, on the first business day following such Saturday, Sunday or legal holiday. Unless otherwise specified herein, all references in this Agreement to a “day” or “days” shall refer to calendar days and not business days. Choice of law. This Agreement shall be construed according to the laws of the Commonwealth of Virginia without regard to its principles of conflicts of laws. The Parties consent to exclusive venue and jurisdiction in any state or federal court of competent jurisdiction within the Commonwealth of Virginia. Attorneys’ fees. The Parties agree that, except as specifically provided in this Agreement, if any Party pursues legal action to enforce the terms of this Agreement, the American Rule shall apply and each Party shall bear its own attorneys’ fees and expert costs and no fee shifting shall occur. Drafter & Severability. This Agreement has been jointly drafted by the Parties, and is to be construed as jointly drafted and not be construed against any of the Parties as the drafter. This Agreement is severable, and if any provision is found to be invalid by any court of competent jurisdiction, the remainder shall survive. The section and paragraph headings in this Agreement are for convenience of reference only and do not modify or restrict any provisions hereof and shall not be used to construe any provisions of this Agreement. Covenant of Authority. All Parties warrant that the signatories below have full authority, and have undertaken such legal actions as may be necessary to ensure such authority, to bind the entities of which they are representatives to the full extent permitted by law. Company agrees that, during the term of this Agreement, it shall not allow its existence to lapse or its authorization to transact business in the Commonwealth of Virginia to be revoked or cancelled at any time. This Agreement may be executed by facsimile, electronic or original signature of the parties and in counterparts which, assuming no modification or alteration, shall constitute an original and when taken together, shall constitute one and the same instrument. Time of the Essence. Time is of the essence of all obligations set forth herein for which a time is stated. Waiver. The failure of any Party to this Agreement to insist upon strict compliance with any term herein shall not be construed to be a waiver of that requirement. 11 No Third Party Beneficiaries. Nothing in this Agreement, express or implied, is intended to confer any rights or remedies upon any person, other than the Parties hereto and, subject to the restrictions on assignment herein contained, their respective successors and assigns. Assignment of Agreement. Any obligation under this Agreement may be assigned to a third party with the prior written consent of all Parties and upon such terms as may be set forth in such consents. Any such assignment, however, shall not relieve the Company from any of its obligations under this Agreement. Town Attorney approval. This Agreement has been approved as to form by the Town Attorney of the Town of Vinton, Virginia. Any amendment, except as to the persons and addresses set out in Section VI, that is not approved as to form by the Town Attorney is void and of no force and effect. Counterparts. This Agreement may be executed in one or more counterparts, each of which shall be construed to be an original and production of all of which shall not be necessary to prove the contents of this Agreement. IN WITNESS WHEREOF, see the following signatures, of even date herewith: [SIGNATURES ON FOLLOWING PAGE] 12 TOWN OF VINTON, VIRGINIA: Barry W. Thompson Town Manager Approved as to legal form: Jeremy E. Carroll Town Attorney ECONOMIC DEVELOPMENT AUTHORITY OF ROANOKE COUNTY, VIRGINIA Steve Musselwhite Chair of the Board of Directors VINYARD STATION, LLC By: Dale Wilkinson Its: Managing Member 1 RESOLUTION NO. AT A REGULAR MEETING OF THE VINTON TOWN COUNCIL, HELD ON TUESDAY, NOVEMBER 19, 2019, AT 7:00 P.M., IN THE COUNCIL CHAMBERS OF THE VINTON MUNICIPAL BUILDING, LOCATED AT 3ll S. POLLARD STREET, VINTON, VIRGINIA. WHEREAS, VINYARD STATION LLC., has reached terms to purchase nine parcels of the former Vinton Motors property located in the Town of Vinton for $970,000 and has submitted plans to redevelop the property into a mixed-use commercial and retail development; and WHEREAS, VINYARD STATION LLC., has agreed to improve the former Vinton Motors garage, showroom and parts warehouse (Tax Map ID: 060.16-02-05.00) at an anticipated investment of $1,000,000 for the purpose of developing approximately 12,000 square feet of move-in ready leasable commercial storefront; and WHEREAS, VINYARD STATION LLC., has reached terms for a 10-year lease with its first tenant that has submitted plans to open a full-service restaurant of approximately 4,800 square feet at an anticipated investment of $500,000; and WHEREAS, VINYARD STATION LLC., has agreed to improve the former Vinton Motors parking lots (Tax Map ID: 060.16-02-06.00, 060.16-02-07.00, 060.16-02-08.00, 060.16-02-09.00, 060.16-02-10.00, 060.16-02-11.00) with landscaping, tree islands, lighting and a new asphalt surface for the purpose of providing centralized parking for Vinyard Station and the greater Downtown Business District and to improve the vacant lot located on Lee Avenue (Tax Map ID: 060.16-02-15.00) and the former General Manager’s Office (Tax Map ID: 060.16-02-04.00) with brick pavers, pedestrian lighting and landscaping for the purpose of providing ADA Compliant Pedestrian Access, with a total anticipated investment of $250,000; and WHEREAS, VINYARD STATION LLC., has agreed to donate fee simple ownership of the vacant lot located on Lee Avenue (Tax Map ID: 060.16-02-15.00) and dedicate a permanent pedestrian access easement through the former General Manager’s Office (Tax Map ID: 060.16-02-04.00) to the Town of Vinton as part of the performance agreement; and WHEREAS, VINYARD STATION LLC., will result in an approximate total investment of $2,720,000 towards the sites redevelopment and is anticipated to generate new and increased tax revenues for the Town of Vinton and Roanoke County in excess of $130,000 annually and generate at least 15 full-time equivalent (FTE) employment opportunities; and WHEREAS, during the negotiations and discussions between Town staff, representatives of Roanoke County Economic Development Authority and the Town Attorney, a Performance Agreement was negotiated to provide VINYARD STATION LLC. with an Economic Development Incentive Grant to encourage the project development not to exceed $750,000 over a 10-year term; and 2 WHEREAS, the Roanoke County Board of Supervisors approved a Memorandum of Understanding (MOU) with the Town of Vinton to provide funding assistance to the Town in the amount of $200,000, that will be paid in annual installments over a five (5) year period and with the annual payments being based on the total net tax revenue generated by Roanoke County as a result of the Vinyard Station redevelopment project. WHEREAS, Town staff recommends that said Performance Agreement between the Town, Roanoke County Economic Development Authority and VINYARD STATION LLC., be executed to formalize said agreement between the parties. NOW, THEREFORE, BE IT RESOLVED, BY THE COUNCIL OF THE TOWN OF VINTON, VIRGINIA, AS FOLLOWS: 1. The Performance Agreement is hereby approved in a form substantially similar to the one presented to Council and approved by the Town Attorney. 2. The Town Manager is hereby authorized, for and on behalf of the Town, to execute and then to deliver the Performance Agreement and any other necessary documents in furtherance of the same. This Resolution adopted on motion made by Council Member _________________, seconded by Council Member __________________, with the following votes recorded: AYES: NAYS: APPROVED: ___________________________________ Bradley E. Grose, Mayor ATTEST: _______________________________________ Susan N. Johnson, CMC, Town Clerk Meeting Date November 19, 2019 Department Administration Issue Consider a Resolution authorizing the Town Manager to execute a Memorandum of Understanding between the Town of Vinton and Roanoke County for funding support of the Vinyard Station Redevelopment Project. Summary The Town of Vinton requested financial assistance from Roanoke County in the amount of $200,000 to offset a portion of the Town’s commitment to assist with the acquisition and redevelopment cost for parking and pedestrian access associated with Vinyard Station. At their November 6th meeting, the Roanoke County Board of Supervisors authorized the County Administrator to execute a Memorandum of Understanding (MOU) with the Town of Vinton to provide an economic development grant in an amount equal to five (5) years of net new local tax revenue generated by the project to be reimbursed to the Town of Vinton. The total amount of the grant shall not exceed $40,000 annually and shall not exceed $200,000 over a five (5) year period. If the development generates less than the estimated new local tax revenue, then the actual grant for that year shall be less. The five (5) year period will commence on January 1, 2021. Attachments Memorandum of Understanding Resolution Recommendations Motion to adopt Resolution Page 1 of 4 MEMORANDUM OF UNDERSTANDING BETWEEN THE BOARD OF SUPERVISORS OF THE COUNTY OF ROANOKE AND THE TOWN COUNCIL OF THE TOWN OF VINTON TO SUPPORT THE VINYARD STATION REDEVELOPMENT PROJECT This MEMORANDUM OF UNDERSTANDING (“MOU”) is entered into between the Board of Supervisors of the County of Roanoke, Virginia (the “County”) and the Town Council of the Town of Vinton (the “Town”), to provide support the Vinyard Station redevelopment project. BACKGROUND REGARDING THE VINYARD STATION REDEVELOPMENT PROJECT: Vinton’s Comprehensive Plan and Downtown Master Plan have created a vision for downtown Vinton. The County joins the Town in its desire to make economic development in the downtown area of Vinton a priority. It is the intent and shared goal of both governments to work together to facilitate such redevelopment and economic growth. The Town has proposed to enter into a performance agreement with the Roanoke County Economic Development Authority (the “EDA”) and Vinyard Station, LLC, to redevelop a group of parcels of real estate (“Vinyard Station”) located at the intersection of Washington Avenue and South Pollard Street in the Town of Vinton, comprised of the following: Vineyard Station Parcels Tax Map No. Address Page 2 of 4 The Town has requested the County’s financial support of the Vinyard Station project, and the County has agreed to provide such support, conditioned upon the entry of a performance agreement by the Town, the EDA and Vinyard Station, LLC. TERMS: 1. Upon the entry of a performance agreement in the amount of $750,000 (by the Town, the EDA, and Vinyard Station, LLC), the County agrees to annually pay the Town up to $40,000 from net new taxes (including real property taxes; personal property taxes; and sales taxes; generated from Vinyard Station during the preceding year. Net new taxes shall be any taxes received in excess of any taxes received from the Vinyard Station properties for tax year 2018. 2. The County will make such payments for a 5-year period; total payments for all 5 years will not exceed $200,000. 3. The first full year of Vinyard Station’s operations will be 2021. Accordingly, the County’s first payment to Vinton will be made in January 2022, and payments will conclude in January 2026. 4. The funds paid by the County will be used by the Town to assist with various aspects of the Vinyard Station redevelopment project. 5. This MOU is subject to future appropriations by the Board of Supervisors of Roanoke County. Page 3 of 4 MODIFICATION: This MOU may be modified in writing from time to time as deemed mutually desirable and acceptable to the parties. EFFECTIVE DATE AND TERMINATION: This MOU shall become effective as of the date when both parties have signed it, and shall remain in effect until the final annual payment is made in January 2026. This MOU is executed by the duly authorized County Administrator on behalf of the Board of Supervisors of Roanoke County, pursuant to Resolution # ____________ adopted by the Board on the _______ day of _________ 2019. This MOU is executed by the duly authorized Town Manager on behalf of the Town Council of the Town of Vinton, pursuant to Resolution # __________ adopted by said Council on the _______ day of ________ 2019. BOARD OF SUPERVISORS OF ROANOKE COUNTY _____________ By: _______________________________________ Date Daniel R. O’Donnell, County Administrator Approved as to form: _______________________ Roanoke County Attorney Page 4 of 4 TOWN COUNCIL OF THE TOWN OF VINTON _____________ By: ______________________________________ Date Barry W. Thompson, Town Manager Approved as to form: _______________________ Town of Vinton Attorney RESOLUTION NO. AT A REGULAR MEETING OF THE VINTON TOWN COUNCIL, HELD ON TUESDAY, NOVEMBER 19, 2019, AT 7:00 P.M., IN THE COUNCIL CHAMBERS OF THE VINTON MUNICIPAL BUILDING, 311 SOUTH POLLARD STREET, VINTON, VIRGINIA. WHEREAS, the Town of Vinton and the Roanoke County Economic Development Authority have agreed to terms with Vinyard Station LLC for an Economic Development Incentive Grant for the Vinyard Station Redevelopment Project in the amount of $750,000 over a 10-year term to assist with the acquisition and development of parking and pedestrian access for the former Vinton Motors property; and WHEREAS, the Town of Vinton has requested financial support from Roanoke County in the amount of $200,000 to offset a portion of the Economic Development Incentive Grant; and WHEREAS, the Roanoke County Board of Supervisors authorized the County Administrator to execute a Memorandum of Understanding with the Town of Vinton to provide an economic development incentive grant in an amount equal to five (5) years of net new tax revenue generated by the project to be reimbursed to the Town; and WHEREAS, the total amount of the grant shall not exceed $40,000 annually and shall not exceed $200,000 over a five (5) year period and is to commence on January 1, 2021. NOW, THEREFORE, BE IT RESOLVED BY THE COUNCIL OF THE TOWN OF VINTON, VIRGINIA, AS FOLLOWS: 1. The Memorandum of Understanding is hereby approved in a form substantially similar to the one presented to Council and approved by the Town Attorney. 2. The Town Manager is hereby authorized, for and on behalf of the Town, to execute and the Memorandum of Understanding and any other necessary documents in furtherance of the same. This Resolution adopted on motion made by Council Member _____________ and seconded by Council Member ________________, with the following votes recorded: AYES: NAYS: APPROVED: ___________________________________ Bradley E. Grose, Mayor ATTEST: ___________________________________ Susan N. Johnson, CMC, Town Clerk Meeting Date November 19, 2019 Department Administration Issue Consider adoption of a Resolution authorizing the Town Manager to execute a Collaboration Agreement with the Vinton Historical Society to operate the Vinton History Museum. Summary The Town of Vinton provides annual funding assistance to the Vinton Historical Society to operate the Vinton History Museum located at 210 E. Jackson Ave. The Town’s annual appropriation provides $5,100 per year for building maintenance and utilities. The Town also provides funding to support a part-time employee to help staff the facility for up to 600 hours per year (calculated at 4 hours per day, 3 days per week, 50 weeks per year). The impact for the p/t staff position within FY20 budget is $6,829. While this funding and operational arrangement between the Town and Historical Society has been ongoing for several years, a formal agreement had not previously been endorsed by Council outside of the Town’s annual budget adoption process. Staff has worked with our attorney to outline the specifics of the funding and staffing agreement and would recommend that Council consider adopting the enclosed Collaboration Agreement. This agreement will run concurrently with and accompany the recently adopted Lease Agreement and will appropriately formalize the Town and Historical Society’s partnership to operate the Vinton History Museum. The Finance Committee reviewed this request at their November 12th meeting and recommends Council approval. Attachments Collaboration Agreement Resolution Recommendations Motion to adopt Resolution Town Council Agenda Summary 1 VINTON MUSEUM COLLABORATION AGREEMENT THIS COLLABORATION AGREEMENT is made and entered into this ___ day of November, 2019 by and between the Town of Vinton, a political subdivision of the Commonwealth of Virginia (“Town”) and the Vinton Historical Society, Inc., a non-stock corporation licensed to do business in the Commonwealth of Virginia (“Society”). The Town and Society may hereinafter be referred to individually as a “Party” or jointly as the “Parties”. WITNESSETH: WHEREAS, the Vinton Museum (“Museum”), located at 210 E. Jackson Avenue, Vinton, Virginia (“Premises”), was founded for the purpose of curating and displaying artifacts and other items of historical significance or interest and relating to the Town or the greater Vinton Community; WHEREAS, the Society leases the Premises from the Town; WHEREAS, the Parties have been operating the Museum at the Premises through a joint cooperative effort that has included Town financial support for the Museum and the assignment of Town personnel to work at the Museum; and WHEREAS, the Parties now desire to set out in writing the terms of their collaboration to ensure the future success of the Museum. NOW, THEREFORE, in consideration of the Parties’ continuing obligations to preserve the long history of the Town of Vinton, Virginia, for the benefit of all citizens and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the Parties agree to the provisions of this Agreement as follows: SECTION 1 – COLLABORATION The Parties shall continue to collaborate on the operation and maintenance of the Museum as set out in this Agreement. Each Party shall perform the functions and duties assigned to that Party under this Agreement. SECTION 2 – TERM The initial term of this Agreement shall commence on November 1, 2019 and shall terminate on June 30, 2020. The provisions of this Agreement concerning Town-paid staff and maintenance expenses for the Premises for the initial term of this Agreement shall be reduced pro-rata until the first renewal on July 1, 2020. This Agreement shall then automatically renew on that first renewal date for additional one (1) year terms and continue likewise for four terms ending June 30, 2024 unless otherwise terminated by the Parties in accordance with the terms of this Agreement. Any change in the hours for Town-paid staff or maintenance expenses that follow in Section 3, Paragraph 1 and 2, of this Agreement; may be put into effect without voiding the entire Agreement. This Agreement supersedes any previous agreement between the Society and Town, with exception of the “Lease of Real Property” executed by the parties on September 18, 2019 and commencing October 1, 2019. 2 SECTION 3 – FUNCTIONS AND DUTIES The Parties shall perform the following functions and duties: 1. The Town shall employee and assign to work at the Museum a part-time Town employee for up to 600 hours per year (calculated at 4 hours per day, 3 days per week, 50 weeks per year). The Town shall budget salary and benefits for the part-time position. The part-time employee shall be a Town employee and shall be subject to all Town personnel policies. The part-time employee will be covered by the Town’s liability policy. The Society may request that the employee work additional hours other than those set forth above, but the Society shall reimburse the Town for any and all salary and benefits required for such additional hours. The Town will consult with the Society when hiring personnel who will be assigned to the Museum; provided, however, the Town shall retain control over all personnel decisions concerning the position. The Society shall report to the Town any complaints (including complaints by third parties, Museum staff or volunteers, or Museum invitees) made concerning the employee, whether they relate to work performance, behavior, conduct, or any other matter. The Society also shall report to the Town any complaints made by the employee. 2. The Town shall budget up to $5,000 per year for maintenance and operation expenditures for the Premises. Unless otherwise agreed, any additional funds needed for the Premises shall either be paid for by the Society, allowing for review and approval by the Town before performing any planned work, or paid for by the Town, who would then be reimbursed by the Society. 3. The Town Finance Department shall prepare monthly financial statements related to personnel, operations, and capital costs for the Museum. The monthly financial statements shall be submitted to the Town Manager or his designee and made available to the Society. 4. At the conclusion of each fiscal year, the Finance Department shall prepare any true-up calculations and invoice the Society for any amounts due and payable in accordance with this Agreement. 5. The Society shall prepare semi-annual reports on the operation of the Museum to include finances, staffing, volunteers, attendance and program; presenting each report at a regularly scheduled meeting of the Vinton Town Council. SECTION 4 – HOURS OF OPERATION For purposes of the proper operation of the Museum and in order to make efficient use of the Museum as a public attraction to induce and promote tourism and generate revenue for the benefit of those businesses located within the Town of Vinton and the ancillary tax benefits therefrom, the Parties agree that the minimum hours of operation for the Museum shall be as follows: Monday, Wednesday, Friday: 10:00 a.m. – 2:00 p.m. Such hours of operation may be revised by written agreement of the Parties. SECTION 5 – NON-ASSIGNABILITY This Agreement or any part hereof or the administration or performance of any service provided hereunder cannot be assigned or sublet, contracted away or in any manner transferred without the prior written consent and full approval of both Parties. 3 SECTION 6 – TERMINATION Either Party may terminate this Agreement, at its sole discretion, by providing the other Party with written notice of termination no later than May 1st of each calendar year. The Agreement shall then terminate as of June 30 of that same year. SECTION 7 – NON-APPROPRIATION If sufficient funds are not appropriated or allocated for payment under this Agreement for any future fiscal year, the Town will not be obligated to continue the Agreement after the end of the current fiscal period, and this Agreement will automatically terminate at the end of that fiscal period. No penalty or expense shall accrue to the Town in the event this provision applies. SECTION 8 – ENTIRE AGREEMENT; GOVERNING LAW This Agreement sets forth the entire agreement and understanding among the Parties relating to the subject matter hereof and supersedes all prior and contemporaneous agreements and understandings not specifically set forth herein. This Agreement may not be modified or amended other than by written agreement, fully executed, of the Parties. The Parties agree that this Agreement shall be deemed to have been made in Virginia and that the validity and construction of this Agreement shall be governed by the laws of the Commonwealth of Virginia. Any legal action or proceedings arising out of this Agreement shall be commenced and tried in the Circuit Court of Roanoke County. IN WITNESS WHEREOF, the Parties hereto set their hands and seals: TOWN OF VINTON, VIRGINIA VINTON HISTORICAL SOCIETY, INC. BOARD OF DIRECTORS Town Manager President Approved as to form: _____________________________________ Town Attorney RESOLUTION NO. AT A REGULAR MEETING OF THE VINTON TOWN COUNCIL, HELD ON TUESDAY, NOVEMBER 19, 2019, AT 7:00 P.M., IN THE COUNCIL CHAMBERS OF THE VINTON MUNICIPAL BUILDING, LOCATED AT 3ll S. POLLARD STREET, VINTON, VIRGINIA. WHEREAS, The Vinton Historical Society currently leases from the Town property located at 210 E Jackson Avenue, Vinton, VA 24179 for the purpose of operating the Vinton Historical Society Museum, and WHEREAS, the Town finds that the Vinton Historical Society’s operation of the History Museum benefits the citizens of the community by the Society’s efforts to collect, preserve and display historically significant items relating to the Town of Vinton or of the greater Vinton Community for current and future generations of citizens and visitors to learn about the history and growth of the Town of Vinton; and WHEREAS, the Town finds that the Vinton Historical Society’s operation of the History Museum benefits the Town with the development and operation of seasonal special events and activities to market the facilities’ offerings and to fundraise for the Society’s efforts the preserve and display the items contained within the museum for the benefit of the community and the general public; and WHEREAS, the Town provides annual funding for physical maintenance and operational expenditures of the History Museum; and WHEREAS, the Town provides annual funding for a part-time employee to help staff the History Museum up to 600 hours per year (calculated at 4 hours per day, 3 days per week, 50 weeks per year); and WHEREAS, the Town wishes to outline and formalize the funding and operational agreement between the Town and the Vinton Historical Society to operate the History Museum through the adoption of a Collaboration Agreement. NOW, THEREFORE, BE IT RESOLVED that the Vinton Town Council does hereby authorize the Town Manager to execute the Collaboration Agreement, which shall be in a form approved by the Town Attorney. This Resolution adopted on motion made by __________________, seconded by ______________, with the following votes recorded: AYES: NAYS: APPROVED: _____________________________________ Bradley E. Grose, Mayor ATTEST: _____________________________________ Susan N. Johnson, CMC, Town Clerk Meeting Date November 19, 2019 Department Finance/Treasurer Issue Finance Committee Summary The Finance Committee met on November 12, 2019 and the following items were discussed at the meeting: • June 30, 2019 CAFR Presentation (Brown Edwards) • Police Department Capital Fund Appropriation • Police Department Byrne JAG Grant Appropriation • Police Department Local Law Enforcement Grant Appropriation • Town Museum Legal Agreement • September 2019 Financial Statements • EPA Brownfields Community Wide Assessment Grant • EPA Environmental Consulting Contract Attachments September 2019 Financial Report Summary Recommendations Motion to approve September 2019 Financial Report Town Council Agenda Summary Financial Report Summary September 30, 2019 Adopted Revised YTD MTD YTD Remaining % Budget Budget Posted Posted Balance YTD Revenues 7,527,870 1,517,757 794,539 1,459,961 (57,796) 96% Expenditures 7,527,870 2,207,022 710,459 1,796,615 (410,407) 81% Revenues over/(under) Expenditures (689,266) 84,079 (336,655) Revenues 4,000 776,777 8,427 8,427 (768,350) 1% Expenditures 4,000 776,777 174,174 194,009 (582,768) 25% Revenues over/(under) Expenditures - (165,747) (185,581) Revenues 3,722,500 698,789 120,113 781,695 82,907 112% Expenditures 3,722,500 1,045,407 417,201 964,712 (80,695) 92% Revenues over/(under) Expenditures (346,618) (297,088) (183,016) Revenues 500,012 100,000 150,003 150,003 50,003 150% Expenditures 500,012 225,003 974 14,982 (210,021) 7% Revenues over/(under) Expenditures (125,003) 149,029 135,021 Revenues 460,210 115,053 42,555 115,053 (0) 100% Expenditures 460,210 117,095 25,378 76,054 (41,041) 65% Revenues over/(under) Expenditures (2,043) 17,177 38,998 Revenues 12,214,592 3,208,375 1,115,637 2,515,139 (693,236) 78% Expenditures 12,214,592 4,371,304 1,328,186 3,046,372 (1,324,933) 70% Revenues over/(under) Expenditures (1,162,929) (212,550) (531,233)