Loading...
HomeMy WebLinkAboutCouncil Actions 10-03-16BESTPITCH °* Q. 40656- 100316 ROANOKE CITY COUNCIL INFORMAL SESSION OCTOBER 3, 2016 9:00 A.M. CITY COUNCIL CHAMBER ROOM 450 AGENDA Call to Order -- Roll Call. All present. Welcome. Mayor Sherman P. Lea, Sr. NOTICE This morning meeting and briefings will be televised live and replayed on RVTV Channel 3 on Thursday, October 6 immediately following the 2:00 p.m. session at 7:00 p.m.; and Saturday, October 8 at 4:00 p.m.; and video streamed by Internet through CivicPlus, at roanokeva.gov /councilmeetings. Council meetings are offered with closed captioning for the hearing impaired. ITEMS FOR ACTION: A communication from Mayor Sherman P. Lea, Sr., requesting that Council convene in a Closed Meeting to discuss vacancies on certain authorities, boards, commissions and committees appointed by Council, pursuant to Section 2.2 -3711 (A)(1), Code of Virginia (1950), as amended. A list of current vacancies is included with the agenda for this meeting. (7-0) A communication from Mayor Sherman P. Lea, Sr., requesting that Council convene in a Closed Meeting to discuss the 2016 Citizen of the Year Award, pursuant to Section 2.2 -3711 (A)(10), Code of Virginia (1950), as amended. (7-0) ITEMS LISTED ON THE 2:00 P.M. COUNCIL DOCKET REQUIRING DISCUSSION /CLARIFICATION AND ADDITIONS /DELETIONS TO THE 2:00 P.M. AGENDA. NONE. TOPICS FOR DISCUSSION BY THE MAYOR AND MEMBERS OF COUNCIL, NONE. Recessed at 9:04 a.m. Legislative Committee Meeting Reconvened at 10:47 a.m. BRIEFINGS: • Workforce Development Process • Citizen — Centric Revenue 30 minutes 45 minutes AT 12:39 P.M., THE COUNCIL MEETING STOOD IN RECESS UNTIL 2:00 P.M., FOR A CLOSED MEETING IN THE COUNCIL'S CONFERENCE ROOM, ROOM 451, NOEL C. TAYLOR MUNICIPAL BUILDING. ROANOKE CITY COUNCIL REGULAR SESSION OCTOBER 3, 2016 2:00 P.M. CITY COUNCIL CHAMBER AGENDA 1. Call to Order - -Roll Call. All present. The Invocation was delivered by The Reverend Cynthia C. Keyser, Pastor, Christ Lutheran Church. The Pledge of Allegiance to the Flag of the United States of America was led by Mayor Sherman P. Lea, Sr. Welcome. Mayor Lea. NOTICE: Today's Council meeting will be televised live and replayed on RVTV Channel 3 on Thursday, October 6 at 7:00 p.m., and Saturday, October 8 at 4:00 p.m.; and video streamed by Internet through CivicPlus, at roanokeva.gov /councilmeetings. Council meetings are offered with closed captioning for the hearing impaired. ANNOUNCEMENTS: Persons wishing to address Council will be required to contact the City Clerk's Office prior to the Monday Council Meeting, or register with the staff assistant at the entrance to the Council Chamber prior to commencement of the Council Meeting. Once the Council Meeting has convened, there will be no further registration of speakers, except for public hearing matters. On the same agenda item, one to four speakers will be allotted five minutes each; however, if there are more than four speakers, each speaker will be allotted three minutes. The Council of the City of Roanoke is seeking applications for the following current vacancies and /or upcoming expirations of terms of office: Board of Zoning Appeals — two vacancies Three -year terms of office ending December 31, 2020 Building and Fire Code Board of Appeals — one vacancy Unexpired term of office ending June 30, 2017 Human Services Advisory Board — one vacancy Unexpired term of office ending November 30, 2016 Personnel and Employment Practices Commission — two vacancies Unexpired term of office ending June 30, 2018 Three -year term of office ending June 30, 2019 Roanoke Civic Center Commission — one vacancy Term of office ending September 30, 2019 Towing Advisory Board — one vacancy Term of office ending October 31, 2019 (Tower) Visit Virginia's Blue Ridge, Board of Directors — one vacancy Unexpired term of office ending June 30, 2017 Contact the City Clerk's Office at 853 -2541, or access the City's homepage to complete an online application. 2. PRESENTATIONS AND ACKNOWLEDGEMENTS: A resolution reaffirming the Sister City relationship among the City of Roanoke and Florianopolis, Brazil. Adopted Resolution No. 40656 - 100316. (7 -0) Mayor Lea presented a ceremonial copy of Resolution No. 40656 - 100316 to Dr. Gustavo Pinto, Universidade do Sul de Santa Catarina, Sister City Florianopolis, Brazil. A Proclamation declaring October 2016 as National Arts and Humanities Month. Mayor Lea presented ceremonial copy of proclamation to Susan Jennings, Arts and Culture Coordinator. Recognition of the Department of Technology and the Roanoke Valley Broadband Authority for receiving the Governor's Award for Cross - boundary Collaboration. Mayor Lea presented Roy Mentkow, Director of Technology and Frank Smith, President and CEO of the Roanoke Valley Broadband Authority with Governor's Awards, respectively. 3. HEARING OF CITIZENS UPON PUBLIC MATTERS: City Council sets this time as a priority for citizens to be heard. All matters will be referred to the City Manager for response, recommendation or report to Council, as he may deem appropriate. The following persons appeared before Council and spoke in support of the proposed legislation to ban semi - assault weapons in local public buildings: Dorry McCorkle, 3215 Allendale Street, S. W. Mary Nottingham, 3214 Allendale Street, S. W. Robin Barnhill, 2309 Brandon Avenue, S. W. Terry Huxhold, 1125 16`h Street, S. E. Jean Edmunds, 2322 Rosalind Avenue, S. W. Catherine Koebel, 2625 Longview Avenue, S. W. Erin Rafferty, 631 Campbell Avenue, S. E. Grover Price, 2947 Cove Road, N. W. Khalid Jones, 504 11'" Street, N. W. 4. CONSENT AGENDA: (APPROVED 7 -0) All matters listed under the Consent Agenda are considered to be routine by the Members of City Council and will be enacted by one motion. There will be no separate discussion of the items. If discussion is desired, the item will be removed from the Consent Agenda and considered separately. C -1 A communication from the City Manager requesting that City Council schedule a public hearing for Monday, October 17, 2016 at 7:00 p.m., or as soon thereafter as the matter may be heard, or as such later date and time as the City Manager may determine, to consider the lease of City -owned property to the Blue Ridge Zoological Society of Virginia, Inc. RECOMMENDED ACTION: Concurred in the request. C -2 A communication from the City Manager requesting that City Council schedule a public hearing for Monday, October 17, 2016 at 7:00 p.m., or as soon thereafter as the matter may be heard, or as such later date and time as the City Manager may determine, to consider the leasing of the former Fire Station No. 6 located at 1015 Jamison Avenue, S. E., to the Melrose Athletic Club, Inc. RECOMMENDED ACTION: Concurred in the request. C -3 Reports of qualification of the following individuals: Mark Garland as a Citizen at Large representative of the Building and Fire Code Board of Appeals for a term ending June 30, 2018; Chester Smith as a Law Enforcement representative of the Towing Advisory Board for a term of office ending October 31, 2018; Courtney Campbell as a City representative of the Roanoke Valley - Alleghany Regional Commission for term ending June 30, 2018; and James M. O'Hare as a Citizen at Large representative of the Youth Services Citizen Board for a term of office ending June 30, 2018. RECOMMENDED ACTION: Received and filed. REGULAR AGENDA: 5. PUBLIC HEARINGS: a. Proposal of the City of Roanoke to authorize issuance of general obligation support of financing, in an amount not to exceed $5 million to provide funds for the Western Virginia Regional Industrial Facility Authority to acquire land and related improvements and facilities for economic development purposes. Christopher P. Morrill, City Manager. Adopted Resolution Nos. 40657-100316 and 40658- 100316.(7 -0) b. Proposal of the City of Roanoke to reaffirm its intent to convey Parcel 1A, and Parcel 1 B to Straight Street Roanoke Valley, Inc.; and to authorize the City Manager to execute Amendment No. 1 that provides for the closing date to be on or before October 31, 2016. Daniel J. Callaghan, City Attorney. Adopted Ordinance No. 40659-100316.(7-0) 6. PETITIONS AND COMMUNICATIONS: NONE. 7. REPORTS OF CITY OFFICERS AND COMMENTS OF CITY MANAGER: a. CITY MANAGER: BRIEFINGS: NONE. ITEMS RECOMMENDED FOR ACTION: 1. Acceptance and appropriation of Regional Surface Transportation funds received from the Virginia Department of Transportation (VDOT), in connection with the Garden City Boulevard Trail Project. Adopted Resolution No. 40660 - 100316 and Budget Ordinance No. 40661. 100316. (7 -0) 2. Acceptance of the FY 2017 Revenue Sharing Program Award from the Virginia Department of Transportation for the 10th Street Project. Adopted Resolution No. 40662 - 100316. (7 -0) 3. Acquisition of additional real property rights to construct roundabouts and sidewalks in connection with the Colonial Avenue Improvement Project. Adopted Ordinance No. 40663-100316. (7 -0) 4. Appropriation of additional street maintenance funds from the Virginia Department of Transportation (VDOT) to address streets, sidewalks, handicap ramps and paving needs in various locations around the City. Adopted Budget Ordinance No. 40664 - 100316. (7 -0) 5. Authorization to implement a Revised Plan for Participation in Public Procurement Transactions, subject to the Virginia Public Procurement Act of Small, Women - owned, Minority- owned, and Service Disabled Veteran -owned Businesses. Adopted Resolution No. 40665 - 100316. (7 -0) COMMENTS OF CITY MANAGER. The City Manager offered the following comments: Governor Recognizes City. RVBA • The City of Roanoke's Technology Department and the Roanoke Valley Broadband Authority received the prestigious Governor's Technology Award for Cross - Boundary Collaboration at a ceremony during the annual COVITS conference in Richmond. Open House for Colonial Avenue Improvements • Tuesday, October 4, 7:00 p.m. • Room 208/210, Fralin Center for Science and Health Professions Virginia Western Community College • Citizens will have the opportunity learn more about proposed changes to Colonial Avenue, including the addition of two roundabouts. • A website has been set up with videos and visuals CityWorks Xpo • Thursday- Saturday, October 6 -8 • Grandin Theatre • This is an annual gathering now in its sixth year • (X)po continues to start conversations that can change the world by providing a platform for sharing big ideas. • More information is available at citvworksxoo.com Veterans Parade • Saturday, November 5, 11:00 a.m., in Downtown Roanoke • We will be honoring our military service personnel • The public is invited to bring your family and friends and show your support and patriotism • The parade will be televised live on WSLS More information is available at www.yirginiasyeteransparade.org 8. REPORTS OF COMMITTEES: NONE. 9. UNFINISHED BUSINESS: NONE. 10. INTRODUCTION AND CONSIDERATION OF ORDINANCES AND RESOLUTIONS: a. A resolution appointing William Poe to replace Charles E. Hunter, III, as a Director of the Economic Development Authority for a four -year term of office ending October 20, 2020. Adopted Resolution No. 40666. 100316. (7 -0) b. A resolution appointing Duke Baldridge as a Director of the Economic Development Authority to fill the unexpired term of office of Paula Page Williams ending October 20, 2017. Adopted Resolution No. 40667- 100316. (7 -0) C. A resolution designating the City of Roanoke as a military and veteran caregiver supportive city. Adopted Resolution No. 40668 - 100316. (7 -0) d. A communication from Council Member Raphael E. Ferris, Chair, Council Legislative Committee transmitting a resolution supporting the creation of a Regional Transportation District. Adopted Resolution No. 40669 - 100316. (7 -0) 11. MOTIONS AND MISCELLANEOUS BUSINESS: a. Inquiries and /or comments by the Mayor and Members of City Council. Mayor Lea advised that he, along with Members of the Council would in attendance at the Annual Virginia Municipal League on October 9 -11, 2016 in Virginia Beach, Virginia. He also noted his attendance at the Annual VML Mayor's Institute on October 8 -9, 2016 in Virginia Beach. b. Vacancies on certain authorities, boards, commissions and committees appointed by Council. CERTIFICATION OF CLOSED MEETING. (7 -0) Reappointed Timothy P. Meadows and J. A. Robertson as tower representatives of the Towing Advisory Board for three -year terms of office, each, ending October 31, 2019. Appointed Christopher Link to fill the unexpired term of Jerry Smith as a Citizen -at -Large Member of the Building and Fire Code Board of Appeals ending June 30, 2017. 12. ADJOURNED - 3:51 P.M. October 3, 2016 The Honorable Vice -Mayor Anita J. Price and Members of the Roanoke City Council Roanoke, Virginia Dear Vice -Mayor Price and Members of Council: This is to request a Closed Meeting to discuss vacancies on certain authorities, boards, commissions and committees appointed by Council, pursuant to Section 2.2- 3711(A)(1), Code of Virginia (1950), as amended. A list of current vacancies is included with the agenda for this meeting. Sincerely, . Sherman P. Lea, Sr. Mayor SPL:ctw CITY OF ROANOKE OFFICE OF THE MAYOR 215 CHURCH AVENUE, S.W. SUITE 452 ROANOKE, VIRGINIA 24011 -1594 -- rUhPHONE_ (540) 953 2444 FAX (540) M3 -1145 SHERMAN P. LEA, SR. EMAIL'. MAYORIa ROANOKEVA.GOV M.a.o October 3, 2016 The Honorable Vice -Mayor Anita J. Price and Members of the Roanoke City Council Roanoke, Virginia Dear Vice -Mayor Price and Members of Council: This is to request a Closed Meeting to discuss vacancies on certain authorities, boards, commissions and committees appointed by Council, pursuant to Section 2.2- 3711(A)(1), Code of Virginia (1950), as amended. A list of current vacancies is included with the agenda for this meeting. Sincerely, . Sherman P. Lea, Sr. Mayor SPL:ctw COMMITTEE VACANCIES /REAPPOINTMENTS October 3, 2016 Public VACANCIES: Unexpired term of office on the Building and Fire Code Board of Appeals ending June 30, 2017. Term of office on the Personnel and Employment Practices Commission ending June 30, 2019. Unexpired term of office on the Personnel and Employment Practices Commission ending June 30, 2018. Unexpired term of office on the Visit Virginia's Blue Ridge, Board of Directors ending June 30, 2017. Four -year term of office on the Human Services Advisory Board ending November 30, 2020. Three three -year terms of office on the Towing Advisory Board ending October 31, 2019. Three four -year terms of office on the City Planning Commission ending December 31, 2021. Two three -year terms of office on the Board of Zoning Appeals ending December 31, 2019. Three -year term of office on the Roanoke Civic Center Commission ending September 30, 2019. i; v R "qa CITY OF ROANOKE OFFICE OF THE MAYOR � - 215 CHURCH AVENUE, S.W., SMITE 452 ROANOKE, VIRGINIA 24011 -1594 THYPHON& (540)853 2444 ' PAX'. (540)853 -1145 6HERMAN P. LEA, 6R. SMALL MAYOR(JtOANOKRVA.GOV Mayor October 3, 2016 The Honorable Vice -Mayor and Members of the Roanoke City Council Roanoke, Virginia Dear Members of Council: This is to request a Closed Meeting to discuss the 2016 Citizen of the Year Award, pursuant to Section 2.2 -3711 (A)(10), Code of Virginia (1950), as amended. Sincerely, V� Ah— Sherman P. Lea, Sr. Mayor SPL:ctw AGENDA FOR LEGISLATIVE COMMITTEE MEETING Date: October 3, 2016 Time: 9:00am Place: City Council Chamber 4`n Floor, Noel C. Taylor Municipal Building 215 Church Avenue, S.W. Roanoke, Virginia Presiding: Council Member Raphael Ferris, Chair L Roll Call II. Approval of Minutes for 09.06.2016 meeting III. Review of Revised 2017 Legislative Agenda (Draft Date 09.16.2016) IV. Review of Proposed Resolution in Support of the Creation of a Regional Transportation District. V. ACTION ITEM: Motion to approve 2017 Legislative Agenda with a recommendation to City Council that City Council adopt the 2017 Legislative Agenda, as presented. ACTION ITEM: Motion to approve form of resolution in support of a Regional Transportation District with a recommendation that City Council adopt the resolution VI. Other business VIL Adjourn NEXT MEETING: Monday November 7, 2016 at 9:00am, Council Chamber Meeting with Legislative Delegation. 6rI'eFin� ele Ate Skills for Jobs and Business Growth Western Virginia Workforce Development Board Western Virginia Workforce Update Jake Gilmer Director, Western Virginia Workforce Development Board October 3, 2016 Roanoke Workforce Demographics Educational Attainment by Age (2010 -2014) 100% 90% 80% 70% 60% w 50% 40% 30% 20% 10% 0% 18+ years 18 -24 18+ years 18 -24 18+ years 18 -24 18+ years 18 -24 18+ years 18 -24 18+ years 18 -24 years years years years years years City of Roanoke Lynchburg Richmond Portsmouth WVWDB region Virginia ■ No high school diploma ■ High school graduate (includes equivalency) Some college, no degree Associate's degree ■ Bachelor's degree ■ Graduate or professional degree Educational Attainment by Race and Ethnicity (2010 -2014; Population 25+ years) 100% 90% 80% 70% 60% 50% 40% 30% 20% ,10% City of Virginia City of Virginia City of Virginia City of Virginia City of Virginia Roanoke Roanoke Roanoke Roanoke Roanoke White African American Hispanic Asian American Indian and Alaska Native ■ Less than high school diploma ■ High school graduate (includes equivalency) -Some college or associate's degree - Bachelor's degree or higher Median Household Income by Race and Ethnicity $100,000 $90,000 $80,000 $70,000 $60,000 $50,000 $40,000 4 $30,000 $20,000 $10,000 $0 City of Roanoke Lynchburg Richmond Portsmouth WVWDB region Virginia ■ White ■ African American Hispanic Asian ■ American Indian and Alaska Native Median Household Income by Age of Householder $90,000 $80,000 $70,000 $60,000 $50,000 $40,000 $30,000 $20,000 $10,000 $0 City of Roanoke ■ 15 to 24 years Richmond ■ 25 to 44 years Portsmouth 45 to 64 years WVWDB Virginia region 65 years and over Total Labor Force Participation and % Unemployment (16+ Years) 140,000 120,000 100,000 80,000 60,000 40,000 20,000 110.7% 1- 6.2% City of Roanoke Lynchburg Richmond Portsmouth WVWDB region Youth Labor Force Participation and % Unemployment 18,000 16,000 14,000 12,000 10,000 8,000 6,000 4,000 19.6% 2,000 ° 15.6% 37.6% 20.5% 17.3% 11.2% 1$ 96 33.0% 38.2% win City of Roanoke Lynchburg Richmond Portsmouth WVWDB region 16 to 19 years 20 to 24 years Labor Force Participation by Race ■ African American ■ Hispanic 49,688 51,789 32,649 24,300 24,122 20,665 19,206 12,273 9,915 7,547 5,347 ■ 2,8261,083 ■ 1,419 1,211 .2,561 1,895 566 2,890 Roanoke city Lynchburg city Richmond city Portsmouth city WVWDB region Unemployment by Race (2010 -2014) 9,000 8,000 7,000 6,000 5,000 4,000 3,000 6.2% 2,000 12.8% 1,000 ' 7 7% _ 6.6% Roanoke city 14.8% 6.8% 1 11.9 10.1% Lynchburg city ■ African American 15.9% 6.0% '.13.7 %gn ?, "�6rv:: Richmond city ■ Hispanic 4 Asian OMEM 6.2% 5.0% 8.7% Portsmouth city White 5.9% 7.9% 10.1% ■ 7.6% WVWDB region Workforce Board Services Overview Western Virginia Workforce Development Board • Convenes and partners with businesses, training providers, workforce agencies, and community organizations to meet the region's workforce needs. • Provides oversight of Federal WIOA (Workforce Investment & Opportunity Act) Funds • Selects One -Stop Workforce Center Operator and WIOA Service Provider Workforce Board Funded Programs • Adult and dislocated worker programs assist individuals seeking to enter, o .okey d ensure access Boards reenter or advance within the local servieesEmatchg Cente�s -W��A available E REGIONAL workforce. credentials employers form y • Youth programs help youth people aabtain r pr Obs pillais p g p Y p p E year WQ 1 (G I S a J Plan reach basic skills proficiency, complete c. p Y p � training opportunity m a high school education or GED, preparing INTELLIGENCE explore occupation choices, and =succeed America's Innovationeffe�eness Act programs efficiencies develop a career plan. ,education �Iobseekersfutugeobalo reforms • Business Services matches trained skills workers with job opportunities and provides funding to train employees on the job. Youth Programs The Board provides funds to help young people overcome the obstacles that keep them from completing their education and getting a job, including: • Assistance obtaining a GED or returning to high school • Career exploration and training tuition assistance • Job readiness classes and paid work experiences • Tutoring assistance • Leadership opportunities JIM.. I Enhanced Business Services The Board is investing in the following businesses services programs: • On- the -Job Training • Customized Training • Incumbent Worker Training • Youth Work Experiences • Registered Apprenticeships -wA ice. -a I Workforce System Updates New Roanoke Workforce Center The Board is working to establish a new Workforce Center in the Roanoke Valley that will provide state of the art career and business services representing over 15 workforce programs. The Center is planned to have a distinct area for employers to hold job fairs, conduct interviews, and receive a broad range of business services. J M.- 4J Workforce Credentials Grant 2 — Upon completion of the workforce training program, college receives additional 1/3 from SCHEV • Reimbursement cap of $3,000 /credential • Permits student to use financial aid to cover their portion (the first third) • Requires establishment of domicile • Student must satisfactorily pass the course within a window of time or must repay 2nd `third' to the college (promissory note) • A validated credential (passing the exam) must be achieved by an established amount of time, also 1 — The Once W - redential is eligible student pays 1/3 of the received, cost of the college gets noncredit final 1/3 from workforce SCHEV training 2 — Upon completion of the workforce training program, college receives additional 1/3 from SCHEV • Reimbursement cap of $3,000 /credential • Permits student to use financial aid to cover their portion (the first third) • Requires establishment of domicile • Student must satisfactorily pass the course within a window of time or must repay 2nd `third' to the college (promissory note) • A validated credential (passing the exam) must be achieved by an established amount of time, also Regional Workforce Strategy, Brand, and Website The Board is working with Virginia Tech and Access Advertising to development a new regional workforce strategy, brand for the workforce system, and website. The purpose of the process will be to elevate the profile and access to our region's workforce system. r EIUSINE�, %/ PORTAL BUSINESS ASSISTANCE INCENTIVES REGISTRAPON B PERMITS ® C.ITnR JS Hiring incentives Training Employees Employer Registration Workers' Compensation Employee Wage and Hour Laws Affordable Health Care Act Additional Information CITIZEN - CENTRIC REVENUE Improving The Customer Service Experience For The Taxpayer Total Revenue (in millions) $67 ■ Real Estate Tax ■ Personal Property tax a Other Local Taxes ■ Grants - Commonwealth Charges for Services $25.2 Other Total Revenues (unaudited) = $270.8 Additionally, the City receives capital project, grant, and stormwater fee revenues. 0 Other Local Taxes (in millions) $6 $15.7 ?0.6 ■ Sales Tax ■ Utility Consumer Tax ■ BPOL Tax ■ Transient Occupancy Tax $9.4 ■ Food and Beverage Tax Communications Tax Other Total Other Local Tax Revenues (unaudited)=$ 78.1 Vision Developing Efficient • Process improvements AM and Effective Processes • Process standardization and Functions Implementing Centralized Tax, Billing, and Cashiering System Improving Communication • Online customer access • Tax billings on one platform • Improved data availability _ • Revenue Governance Committee • Reporting and Forecastina Tools 1980's — Office of Billings & Collections Formed 2004 — WVWA Formed /Utility Billing Ceased 2010 — Aumentum Real Estate & Cashiering Went Live 2013 — Delinquent Tax Collections Transferred to Treasurer 2014 — Parking Ticket Collections Transferred to Lancor 2017 — Local Trust Taxes /Accounts Receivable Transferred Real Estate Valuation Municipal Comm of Auditing the Revenue CITIZENS I COUNCIL Dept of Treasurer Technology Dept of Finance a Responsibility Realignment Timeline 106/15/17 — Complete 12/31/16— Complete Departmental Budgets /7/1/17_ Transfer Accounts Receivable and Local Trust Tax Responsibilities •5/37/17— Current System Adopt City Process Code Changes Documentation, 03/31/17— and Finalize Training and Knowledge Complete Memorandums Transfer Personnel of Transition Understanding • Plans 12/31/16— Complete Departmental Budgets /7/1/17_ Transfer Accounts Receivable and Local Trust Tax Responsibilities M System Procurement Timeline 1/30/16— Complete Vendor 10/31/16— Follow -Up Complete Site Visits and Reference 10/15116 — Checks Identify Cooperative Procurement Based on a Cooperative Procurement 6/30/17 12/30/16— Complete Complete Contract Technology Negotiations Capital and Award Budget Offer Contract Accomplishments -To -Date [Communications] ❑ Revenue Team created o Evelyn, Sherman, Terra, Greg, Dawn, Tasha o Meets every two weeks, ad -hoc meetings as needed ❑ Municipal Auditing meeting monthly with: Director of Finance Director of Technology Director of Human Resources ❑ Knowledge transfer meetings with Finance o Includes Treasurer's Office, Commissioner's Office 13 Discussion of multiple topics 13 Advantage Accounts Receivable training Accomplishments -To -Date [Realignment] ❑ Working together on personnel transition plans, realignment, and hiring ❑ Currently documenting local trust tax procedures ❑ Realignment project plan created with milestone dates identified ❑ Working with City Attorney to identify required code changes No Charter changes required Accomplishments -To -Date [System] Identified potential vendor ❑ Analyzed RFPs to verify cooperative procurement option Documenting final decision Site visits with other localities Norfolk and Loudoun Co [scheduled] Salem, Lynchburg, and others [planning] ❑ Small group attended vendor User Conference Included Treasurer's Office, Commissioner's Office and Auditing ❑ Automation Coordinator working meetings Documenting interfaces Next Steps [Realignment] ❑ Continue working together on: o Personnel transition plans 13 Knowledge transfer Process documentation ❑ Identify physical space requirements and develop plan to address additional space needs ❑ Continue working with City Attorney's office on required code changes Next Steps [System] ❑ Visit vendor reference sites and other localities ❑ Work with Department of Technology on vetting vendor's technology references ❑ Have vendor back for additional presentation and questioning ❑ Make final determination on vendor viability ❑ Develop cost estimate and capital budget request ❑ Periodically update City Administration and Audit Committee /City Council Questions? M EMMEME..., T EAMW O It K MOTIVATION INSPIRATION LEADE.R&R(P vIS16N + INNOVATION CITY OF ROANOKE OFFICE OF THE CITY CLERK 215 Church Avenue, S. W., Suite 456 Roanoke, Virginia 24011 -1536 l ele,h r: (540)X53 -2541 Fav (540) 853 -1145 4:mnil: clef kar rrrxnokera.4ac 5'1'L:PII,INIH A1. MOON CJ 12BYNOfAF, MMC CIDepw1A Ir. MCCk Cilr ('Ierk IleOUlp Ciy Clerk CItiCFLIAI WEBB,('M(' A'vwalll Drynrp ( 1% Clerk October 5, 2016 Pastor Cynthia C. Keyser Christ Lutheran Church 2011 Brandon Avenue, S. W. Roanoke, Virginia 24015 Dear Pastor Keyser: On behalf of the Mayor and Members of the Roanoke City Council, I would like to express sincere appreciation to you for delivering the Invocation at the regular meeting of the Roanoke City Council, which was held on Monday, October 3, 2016. It was a pleasure meeting you and look forward to having you return to deliver invocations at future Council meetings. Sincerely, Cecelia e14 Deputy City Clerk CFM:aa cif CITY OF ROANOKE OFFICE OF THE CITY CLERK 215 Church Avenue, S. W„ Room 456 Roanoke, Virginia 24011 -1536 "ldephane: (5411)853 -2541 L.,. (540)853 -1145 S "1 U. I'IIANIE M. MOON REYNOLDS, MNI(' L...... l: 0erk(ariiii keva..... CE(ELIAEMCC'OY C'i1y Clerk Deputy City Clerk ('ECELIA T. WEBB, CMC Assistant Depnty City Clerk October 5, 2016 Mary Jo Fassie, President Roanoke Valley Sister Cities, Inc. 1105 Ridgecrest Drive Roanoke, Virginia 24019 Dear Ms. Fassie: I am enclosing copy of Resolution No. 40656- 100316 reaffirming the Sister City relationship between the City of Florianopolis, Santa Catarina, Brazil and the City of Roanoke, Virginia; and authorizing the Mayor to execute any agreements or instruments necessary to recognize the continuing Sister City relationship between the City of Florianopolis and the City of Roanoke. Furthermore, City Council expresses the hope and desire that other localities within the Blue Ridge region will join with the City in acknowledging and supporting this Sister City relationship with the City of Florianopolis and its region as a valuable relationship for our region. The abovementioned measure was adopted by the Council of the City of Roanoke at its regular meeting held on Monday, October 3, 2016. Sincerely, Xi�JU� Stephanie M. M� Reynol s,Yv111 City Clerk Enclosure Dr. Gustavo Pinto, Universidade do Sul de Santa Catarina, Florianopolis, Brazil Gary Larrowe, County Administrator, Botetourt County, One West Main Street, Fincastle, Virginia 24090 Brent Robertson, County Administrator, Franklin County, 1255 Franklin Street, Suite 112, Rocky Mount, Virginia 24151 Mary Jo Fassie, President Roanoke Valley Sister Cities, Inc. October 5, 2016 Page 2 c: Thomas Gates, Roanoke County Administrator, Roanoke County, P. O. Box 29800, Roanoke, Virginia 24018 -0798 Kevin S. Boggess, City Manager, City of Salem, 114 North Broad Street, Salem, Virginia 24153 Barry W. Thompson, Town Manager, Town of Vinton, 311 South Pollard Street, Vinton, Virginia 24090 Christopher P. Morrill, City Manager Daniel J. Callaghan, City Attorney Barbara A. Dameron, Director of Finance IN'] IIF COUNCIL OI�'lfh? CITY OF ROANOKE, VIRGINIA The 3rd day of October, 2016. No. 40656- 100316. A RF;SOLU "PION reaffirming the Sistcr City relationship between the City of 1 10"anopolis, Santa Catarina, Brazil and the City of Roanoke, Virginia; and authorizing the Mayor to execute any agreements or instruments necessary to recognize the continuing Sister City relationship between the City of Florianopolis and the City of Roanoke. WHEREAS, the City Council adopted Resolution No. 32394- 031395 on March 13, 1995 by which Resolution City Council anihorized the City to formally establish a Sister City relationship with the City of Florianopolis; WHEREAS, the City of Florianopolis and the City of Roanoke have maintained a strong and supportive Sister City relationship for more than 20 years; WHEREAS, the many collaborations between the people of the City of Florianopolis and the people of Roanoke, including the recent 2016 Memorandum of Understanding executed by Universidade do Sul de Santa Catarina and Virginia Tech Carillon Medical School of Roanoke that will formally begin an exchange program of medical students between our two communities, demonstrate the value and significance of our Sister City relationship to our communities and our regions; and WHEREAS, the City Council desires to reaffirm its relationship with the City of Florianopolis, Santa Catarina, Brazil. 71I1?RIiFORI; 13h I [?hSUI.VFD by the Council of the City of Roanoke as follows: I. ']'lie City of, Roanoke through ils City Council acknowledges and reaffirms its strong and sepporlive Sislcr City rclalion.slip will !hc City of Florianopolis, Santa Catarina, Brazil. 2. The City of Roanoke desires to continue this Sister City relationship with the City of Florianopolis and its people through continued efforts in sharing our Cultural experiences and diversity and the Mayor of the City of Roanoke and outer officials of the City of Roanoke are hereby autlanized to negotiate such agreements with the proper officials of the City of Florianopolis to strengthen our culh.nal exchange programs and experiences in partnership with Roanoke Valley Sister Cities, Inc., a private, non -profit corporation, and the Mayor is hereby authorized to execute any such agreements or other documents on behalf of the City, as approved as to form by the City Attorney. 3. City Council expresses the hope and desire that other localities within the Blue Ridge region will join with the City in acknowledging and supporting this Sister City relationship with the City of Florianopolis and its region as a valuable relationship for our region. 4. The Mayor, the City Council, and the people of Roanoke send their warmest greetings to the Mayor of Florianopolis, its governing body, and the people of Florianopolis and look forward to continuing our Sister City relationship, ATTEST: t_ t ,S _ e nity . Cle � Office of the Mayor C'IT'Y OF' ROANOKI VATIONAL ARTS AND HUMANITIES MONTH WHEREAS, for more than inn decades the month of October has been recognized as National Arts and Humanities Month in its and culntral organrzaaar. and eonn..i e0cs, stares, the W6IIe Hmrse and the United States Congress; WHEREAS, the ats and hronanities— ]nchrdag n,,aic, dance, the graphic arts, and umh of the acermndated aisdmn and unagination of tleonankind; WHEREAS, (he m1, and lataanitte, enhmvice and en,ch the lines o' ,,,I citizen ofRoanoke; WHEREAS, the or mid /uorrmtiOes play a instaeh valuable role in the lives "four families, our connnnniN, and one Nation; WHEREAS, the existence of a healthy local nonprofit arts aiduslrr it communities across the comrny strengthens one national econonn br generating $135.1 billion in economic "ether, and slipper t6rg Ore equivalent of 4.13 million jobs; and NOW, THEREFORE, ( Sherman P. Len, Sr.. MAW, of the Cie, of Roanoke, Virginia, call opon its cauens to celebrate and intonate arts and nd(nral activities and so participate in actions designed to eeppou t the arts and humanities in the Roanoke Valley do hereby pro l for October' 2016 Onrougha , this great, six -tine All -Amee am City. Given under one hands and the Seal of Ore City of Roanoke this third dm' elf October in the yem Nm thousand and sixteen. `vim e/ t Shernrmr P Lea, Sr Mayor Attest, Stephmvle M Moon &inn lds City Cle k 4aCITY COUNCIL AGENDA REPORT To: Honorable Mayor and Members of City Council Meeting: October 3, 2016 Subject: Request for Public Hearing Mill Mountain Zoo Lease and Agreement (CM 16-00142) Background: Pursuant to the requirements of the Virginia Code, the City of Roanoke is required to hold a public hearing to authorize the leasing of City -owned property, designated as portions of tax map numbers 4070507, 4070521, and 4060505, to the Blue Ridge Zoological Society of Virginia, Inc. The Blue Ridge Zoological Society of Virginia, Inc. is a non - profit organization which leases property on Mill Mountain for the purpose of operating and maintaining the Mill Mountain Zoo. The term of the proposed lease is for one year, beginning July 1, 2016, and ending June 30, 2017, and may be renewed for up to four (4) additional one (1) year terms, upon the mutual written agreement of the parties after the initial one (1) year term ends on June 30, 2017. A City Council agenda report containing specific information regarding the proposed lease agreement will be provided to City Council as part of its agenda package for the public hearing. Recommended Action: Authorize the scheduling of a public hearing at City Council's meeting on Monday, October 17, 2016, at 7:00 p.m., or at such time as the matter may be heard, or at such other date and time as determined by the City Manager, to consider the lease of property to the Blue Ridge Zoological Society of Virginia, Inc. Christopher P. Morrill City Manager Distribution: Council Appointed Officers Barbara A. Dameron, Director of Finance Brian Townsend, Assistant City Manager for Community Development Michael Clark, Parks and Recreation Manager CITY COUNCIL AGENDA REPORT To: Honorable Mayor and Members of City Council Meeting: October 3, 2016 Subject: Request for Public Hearing Regarding the Leasing of Former Fire Station No. 6 Located at 1015 Jamison Avenue, S.E., Official Tax Map No. 4120808, to the Melrose Athletic Club, Inc. (CM 16- 00143) Background: The City of Roanoke is owner of property located at 1015 Jamison Avenue, S.E., Official Tax Map No. 4120808, also known as Former Fire Station No. 6 (Fire Station). The Fire Station has been vacant for a number of years and is not currently utilized for any city operational functions. The Melrose Athletic Club, Inc. (Club), a non - profit organization, has proposed to lease the Fire Station from the City in order to conduct its amateur boxing program, fundraisers, and general operations. The Club proposes to lease the property for a 3 year term under certain terms and conditions as contained in a proposed lease. Pursuant to the requirements of the Virginia Code, the City of Roanoke is required to hold a public hearing to authorize the leasing of City -owned property. A City Council agenda report containing specific information regarding the proposed lease agreement will be provided to City Council as part of its agenda package for the public hearing. Recommended Action: Authorize the scheduling of a public hearing at City Council's meeting on Monday, October 17, 2016, at 7:00 p.m., or at such time as the matter may be heard, or at such other date and time as determined by the City Manager, to consider the lease of the Fire Station to the Melrose Athletic Club, Inc. Y s p er Morrill City Manager V Distribution: Council Appointed Officers Brian Townsend, Assistant City Manager Barbara A. Dameron, Director of Finance Wayne Bowers, Director of Economic Development Sandra Turner, Economic Development Specialist Sl'EYIIANIE M. MOON REYNOLDS, MMC City Clerk CITY OF ROANOKE OFFICE OF THE CITY CLERK 215 Church Avenue, S. W., Room 456 Roanoke, Virginia 24011 -1536 Telephone: (540) 853 -2541 Fnx: (540) 853 -1145 E -nmil: cicrk(n)ronnokevu . gov October 4, 2016 Tina Carr, Secretary Building and Fire Code Board of Appeals Roanoke, Virginia Dear Ms. Carr: This is to advise you that Mark representative of the Building and June 30, 2018. Enclosure CECELIA F. MCCOY Dr4mty City Clerk CECELIA T. W EBB, CMC Assistant Depaty City Clerk Garland has qualified as a Citizen at Large Fire Code Board of Appeals for a term ending Sincerely, f. Stephanie M. Moon Reynolds, MM City Clerk PC: Neil Holland, Building Commissioner Daniel Rakes, Fire Marshal Oath or Affirmation of Office Commonwealth of Virginia, City of Roanoke, to -wit: I, Mark Garland, do solemnly swear (or affirm) that I will support the Constitution of the United States of America and the Constitution of the Commonwealth of Virginia, and that I will faithfully and impartially discharge and perform all the duties incumbent upon me as a Citizen at Large representative of the Building and Fire Code Board of Appeals for a term ending June 30, 2018, according to the best of my ability. (So help me God.) �"e'i MARK GARLAND The foregoing oath of office was taken, sworn to, and subscribed before me by Mark Garland thi ''day on2016. Brenda S. Hamilton, Clerk of the Circuit Court October 4, 2016 Timothy P. Meadows, Secretary Towing Advisory Board 3129 Garden City Boulevard, S. E. Roanoke, Virginia 24014 Dear Mr. Meadows: CECELIA T. WEBB, CMC AW,Unt Deputy City Clerk This is to advise you that Chester Smith has qualified as a Law Enforcement representative of the Towing Advisory Board for a term ending October 31, 2018. Sincerely, � om g�ta 0r Stephanie M. Moon Reyno MMC City Clerk pc: Timothy Spencer, Assistant City Attorney CITY OF ROANOKE OFFICE OF THE CITY CLERK 215 Church Avenue, S. W., Room 456 Roanoke, Virginia 24011 -1536 Teleplmnn: (540)853 -2541 Fax: (540) 853 -1145 S EPUAN1E M. MOON REYNOLDS, MMC E. -mail: elerkQ&cuumkevn'Rnv CECELIA F. MCCOY City Clark Deputy City Clerk October 4, 2016 Timothy P. Meadows, Secretary Towing Advisory Board 3129 Garden City Boulevard, S. E. Roanoke, Virginia 24014 Dear Mr. Meadows: CECELIA T. WEBB, CMC AW,Unt Deputy City Clerk This is to advise you that Chester Smith has qualified as a Law Enforcement representative of the Towing Advisory Board for a term ending October 31, 2018. Sincerely, � om g�ta 0r Stephanie M. Moon Reyno MMC City Clerk pc: Timothy Spencer, Assistant City Attorney Oath or Affirmation of Office Commonwealth of Virginia, City of Roanoke, to -wit: I, Chester Smith, do solemnly swear (or affirm) that I will support the Constitution of the United States of America and the Constitution of the Commonwealth of Virginia, and that I will faithfully and impartially discharge and perform all the duties incumbent upon me as a Law Enforcement representative of the Towing Advisory Board for a term ending October 31, 2018, according to the best of my ability. (So help me God.) Cell CHESTER SMITH The foregoing o th of office as taken to and subscribed before me by Chester Smith this day of 016. c CITY OF ROANOKE OFFICE OF THE CITY CLERK 215 Church Avenue, & W., Room 456 Roanoke, Virginia 24011 -1536 Telephone, (540)853 -2541 Enx: (540)851 -1145 S I FPIIANIE M. MOON REYNOLDS, MMC E -nail: oterk(a>rormnkeyn.gev MCC'k CECprity Ciry� Clerk Deputy City ClerOY it CECELIA T. WEBB, CMC Assistnm Depnly City Clerk October 4, 2016 Wayne G. Strickland, Executive Director Roanoke Valley Alleghany Regional Commission P. O. Box 2569 Roanoke, Virginia 24010 Dear Mr. Strickland: This is to advise you that Courtney Campbell has qualified as a City representative of the Roanoke Valley - Alleghany Regional Commission to fill the unexpired term of office of Jerry Smith ending June 30, 2018. Sincerely, Ahn • raM� ��`Ky Stephanie M. Moon Reynol MMC City Clerk Oath or Affirmation of Office Commonwealth of Virginia, City of Roanoke, to -wit: I, Courtney Campbell, do solemnly swear (or affirm) that I will support the Constitution of the United States of America and the Constitution of the Commonwealth of Virginia, and that I will faithfully and impartially discharge and perform all the duties incumbent upon me as a City representative of the Roanoke Valley - Alleghany Regional Commission for a term ending June 30, 2018, according to the best of my ability. (So help me God.) jW_LW_ Lit67k, The foregoing oath of office was take sworn to, and subscribed before me by Courtney Campbell this day of 016. Brenda S. Hamilton, Clerk of the Circuit Court By Cler October 4, 2016 Aisha Johnson Assistant to the City Manager Roanoke, Virginia Dear Ms. Johnson: This is to advise you that James M. O'Hare has qualified as a Citizen at Large representative of the Youth Services Citizen Board to fill his unexpired term of office ending June 30, 2018. Mr. O'Hare is replacing Kristine Safford who never qualified. Sincerely, ��•� `` .� ��%% �� QnA„tJ�n. �(�1'r�v�nO�YI� Stephanie M. Moon Reynold\ds, C �J City Clerk CITY OF ROANOKE OFFICE OF THE CITY CLERK 215 Church Avenne, S. W., Room 456 ' Roanoke, Virginia 24011 -1536 Telephone (540)853 -2541 (540)853 -1145 STEPHANIE M. MOON REYNOLDS, MM( B- ,nail: elm kQurommkew'g0° CECELIA F. M(' COY ('lark Deputy Cir, Clerk CECELIA T. W EBB, CMC A,, W.ot Depu[,y Cal Clerk October 4, 2016 Aisha Johnson Assistant to the City Manager Roanoke, Virginia Dear Ms. Johnson: This is to advise you that James M. O'Hare has qualified as a Citizen at Large representative of the Youth Services Citizen Board to fill his unexpired term of office ending June 30, 2018. Mr. O'Hare is replacing Kristine Safford who never qualified. Sincerely, ��•� `` .� ��%% �� QnA„tJ�n. �(�1'r�v�nO�YI� Stephanie M. Moon Reynold\ds, C �J City Clerk Oath or Affirmation of Office Commonwealth of Virginia, City of Roanoke, to -wit: I, James M. O'Hare, do solemnly swear (or affirm) that I will support the Constitution of the United States of America and the Constitution of the Commonwealth of Virginia, and that I will faithfully and impartially discharge and perform all the duties incumbent upon me as a Citizen at Large representative of the Youth Services Citizen Boardfor a term ending June 30, 2018, according to the best of my ability. (So help me God.) IL JAMES M. 'HARE The foregoing oath of offije was taken, sworn to, and subscribed before me by James M. O'Hare this day o4 2016. S. Hamilton, Clerk of the Circuit Court Clerk The Honorable Brenda S. Hamilton Clerk of Circuit Court Roanoke, Virginia Dear Ms. Hamilton: Pursuant to Section 15.2 -2607 and 15.2 -2653 of the Virginia Code, I am enclosing a certified copy of Resolution No. 40657 - 100316 approving the financing plan between the Western Virginia Regional Industrial Facility Authority and Roanoke County, the City of Roanoke, and the City of Salem; authorizing City of Roanoke's general obligation support of financing by the Western Virginia Regional Industrial Facility Authority; authorizing the City Manager and the City Clerk to execute and attest, respectively, the Support Agreement and the Assignment Agreement; authorizing the City Manager to take such actions and execute such documents as necessary to implement, administer, and enforce such Support Agreement and Assignment Agreement. The abovereferenced measure was adopted by the Council of the City of Roanoke at a regular meeting held on Monday, October 3, 2016. Sincerely, Jai.) 1 h� c� Stephanie M. Moon Reynolds, MMC City Clerk Enclosure CITY OF ROANOKE OFFICE, OF THE CITY CLERK 215 Clmrch Avenue, S. W., Room 456 Roanoke, Virginia 24011 -1536 'l0rlhOnc (541))853 -2541 Fox: (5418853 -1145 STUHANI6 M. MOON REYNOLDS, MMC E -nwll: elerkUtroanokevn.gnv C'ECF.LIA F. MCCOY City Clerk Depnp, City Clerk CECELIA T. W EBB, CMC A,,Rwo Deputy City Clerk October 4, 2016 The Honorable Brenda S. Hamilton Clerk of Circuit Court Roanoke, Virginia Dear Ms. Hamilton: Pursuant to Section 15.2 -2607 and 15.2 -2653 of the Virginia Code, I am enclosing a certified copy of Resolution No. 40657 - 100316 approving the financing plan between the Western Virginia Regional Industrial Facility Authority and Roanoke County, the City of Roanoke, and the City of Salem; authorizing City of Roanoke's general obligation support of financing by the Western Virginia Regional Industrial Facility Authority; authorizing the City Manager and the City Clerk to execute and attest, respectively, the Support Agreement and the Assignment Agreement; authorizing the City Manager to take such actions and execute such documents as necessary to implement, administer, and enforce such Support Agreement and Assignment Agreement. The abovereferenced measure was adopted by the Council of the City of Roanoke at a regular meeting held on Monday, October 3, 2016. Sincerely, Jai.) 1 h� c� Stephanie M. Moon Reynolds, MMC City Clerk Enclosure The Honorable Brenda S. Hamilton October 4, 2016 Page 2 c: Brent Robertson, Secretary, Western Virginia Regional Industrial Facility Authority, 1255 Franklin Street, Suite 112, Rocky Mount, Virginia 24151 Sharon Tudor, Clerk, Franklin County Board of Supervisors, 1255 Franklin Street, Suite 112, Rocky Mount, Virginia 24151 Gary Larrowe, County Administrator, Botetourt County, One West Main Street, Fincastle, Virginia 24090 Susan Fain, Clerk, Botetourt County Board of Supervisors, One West Main Street, Fincastle, Virginia 24090 Thomas Gates, Roanoke County Administrator, Roanoke County, P. O. Box 29800, Roanoke, Virginia 24018 -0798 Deborah C. Jacks, Deputy Clerk, Roanoke County Board of Supervisors, P. O. Box 29800, Roanoke, Virginia 24018 -0798 Kevin S. Boggess, City Manager, City of Salem, 114 North Broad Street, Salem, Virginia 24153 Crystal LaBne, Deputy Clerk, City of Salem, 114 North Broad Street, Salem, Virginia 24153 Barry W. Thompson, Town Manager, Town of Vinton, 311 South Pollard Street, Vinton, Virginia 24090 Susan Johnson, Clerk, Vinton Town Council, 311 South Pollard Street, Vinton, Virginia 24090 Lisa Link, Director of Administration and Investor Relations, Roanoke Regional Partnership, 111 Franklin Road, S. E., Roanoke, Virginia 24011 Josh Baumgartner, Vice President of Public Policy, Roanoke Regional Chamber of Commerce, 210 South Jefferson Street, Roanoke, Virginia 24011 -1702 Christopher P. Morrill, City Manager Daniel J. Callaghan, City Attorney Barbara A. Dameron, Director of Finance R. Brian Townsend, Assistant City Manager for Community Development Wayne F. Bowers, Director of Economic Development Laura M. Carini, Assistant City Attorney IN THE COUNCIL. OF' THE CITY OF ROANOKE, VIRGINIA The 3rd day of October, 2016. No. 40657 - 10031.6. A RESOLU'T'ION approving the financing plan between the Western Virginia Regional Industrial Facility Authority and Roanoke County, the City of Roanoke, and the City of Salem; authorizing City Of Roanoke's general obligation support of financing by the Western Virginia Regional Industrial Facility Authority; authorizing the City Manager and the City Clerk to execute and attest, respectively, the Support Agreement and the Assignment Agreement; authorizing the City Manager to take such actions and execute such documents as necessary to implement, administer, and enforce such Support Agreement and Assignment Agreement. WHEREAS, the Western Virginia Regional Industrial Facility Authority (the "Authority ") is a political subdivision of the Commonwealth of Virginia duly created pursuant to the Virginia Regional Industrial Facilities Act, Chapter 64 of Title 15.2 of the Code of Virginia of 1950, as amended (the "Act "); and WHEREAS, the Act authorizes the Authority to borrow money to pay the costs of real estate and facilities for manufacturing, warehousing, distribution, office or other commercial Purposes in order to promote economic development in the geographical area served by the Authority, to accept finds from counties, cities and towns and use the same for Authority Purposes, to make loans and to enter into contracts of any kind to accomplish the purposes of the Authority; and WHEREAS, in order to further the purposes of the Act, the Authority proposes to undertake the financing of land acquisition and related improvements and facilities, including necessary expenses incidental thereto (collectively, the "Project "), and to obtain the funds thcrcforby the issuance 01 file Authority Revenue Bond (as hcrcinallcr dchned); and WI IF.REAS, file City of Roauolm, Virginia (Ihc "('ity "), Ihc County of Ronnakc, Virginia and the City of Salem, Virginia (together with the City, collectively the "Participants" and cacti individually, including the ('ity, a "Participant") agree with the need for the Project and that the Project will facilitate the development of real estate and facilities as described above and promote commerce and the prosperity of the citizens in the geographical area served by the Authority; and WHEREAS, to finance the Project, the Authority has determined to issue pursuant to the terms of a Bond Purchase and Loan Agreement, dated as of October 11, 2016 (the 'Bond Purchase and Loan Agreement ") between the Authority and Union Bank & Trust (the "Bank "), its Revenue Bond, Series 2016 in the maximum principal amount of $10,000,000 (the "Authority Revenue Bond ") and to use the proceeds thereof to flounce costs incurred in connection with the Project and to pay certain costs of issuance of the Authority Revenue Bond; and WHEREAS, such Authority Revenue Bond will be secured by a pledge of the revenues and receipts received by the Authority from payments made by the City pursuant to the Support Agreement and payments made by the other Participants pursuant to separate agreements between the Authority and the other Participants as further described herein, such payments from the City to constitute a percentage of amounts due under the terms of the Authority Revenue Bond and the Bond Purchase and Loan Agreement (the "City of Roanoke Portion of Support"); and WHEREAS, payments from other Participants in support of payments due in connection with financing of the Project will be due in the percentages set forth in the Bond Purchase and Loan Agreement from Roanoke County and the City of Salem, and the obligation of the 2 Authority to pay principal and inlurest an the Authority Revenue Bond will be limited to payments rcccivcd thin the Participants in accordance with the toms of the Bond Purchase and Loan Agreement; and WIRTFAS, all such payments fronn the Participants (including the City of Roanoke I olhou of SuPporp will be assigned from the Authority to the Bank for the payment of debt service on the Authority Revenue Bond pursuant to an Assignment Agreement between the Authority and the Bank, dated as of October 11, 2016 (the "Assignment Agreement"); and WHEREAS, the City', obligation to make City of Roanoke Portion of Support payments (such obligation is hereinafter rcfcn-ed to as the "City's Support Payment ") will be secured by the full faith and credit of the City, and as such, the City's Support Payment will be a "general obligation bond" within the meaning of the Public Finance Act of 1991 (the "Public Finance Act "), Section 15.2 -2600 et. se9.of the Code of Virginia of 1950, as amended (the "Virginia Code "); and WHEREAS, a public hearing on the issuance of the City's Support Payment has been held after notice was published in accordance with the requirements of Section 15.2 -2606 of the Virginia Code; and WHEREAS, there have been presented to this meeting drafts of the following documents (collectively, the "Documents ") in connection with the transactions described above, copies of which shall be filed with the records of the City Council: a. a Support Agreement between the Authority and the City, dated as of October 11, 2016 (the "Support Agreement ") setting forth the City's Support Payment; b. the Bond Purchase and Loan Agreement; 3 c. the Assignment Agreement, assigning to the Bank the Au thnriry's rights to reccivc payments from the Participants including the Authority's rights undo the 8uppot'f Agreement, which is to be acknowledged and consented to by the City; d. a Specimen Authority Revenue Bond. NOW THEREFORE, BE IT RESOLVED by file City Council of the City of Roanoke, Virginia: 1. The following plan for financing is approved. The Authority shall use the proceeds from the issuance of the Authority Revenue Bond to finance the Project. The City shall agree in the Support Agreement to make payments to the Authority sufficient to pay when due the City of Roanoke Portion of Support. The obligation of the Authority to pay principal and interest on the Authority Revenue Bond will be limited to payments received frmn the Participants in accordance with the terms of the Bond Purchase and Loan Agreement. The City's Support Payment shall constitute a general obligation debt of the City. The issuance of the City's Support Payment is hereby authorized on the terms and conditions as substantially set forth in the Support Agreement, and in accordance with Section 15.2 -2601 of the Virginia Code, the City Council elects to issue the City's Support Payment pursuant to the provisions of the Public Finance Act. The City's Support Payment shall be a general obligation of the City to which the full faith and credit of the City are irrevocably pledged, entitling the owner or owners of the City's Support Payment, including any person or entity to which ownership rights of the City's Support Payment have been assigned, to the remedies set forth in Section 15.2 -2659 of the Virginia Cade in the event of nonpayment of the principal of or interest on the City's Support Payment. The amount of the City's Support Payment designated for support of the principal amount of the Authority Revenue Bond shall not exceed $5,OOo,000. The City Council is 4 authorized to and shall Icvy and collect annually, if the same time and in the same manner as other taxes of the Cily are assessed, levied 1111( ueliecicil, it tax upon all laxable properly, within the City, ovel and above all other taxes authorized nr limited by law, and without limitation as to rate or amount, Snttlelent to pay when flue the payments trader the City's Support paynent to the extent other funds of the City ma not lawfully available and appropriated for such purpose. The City Council hereby approves, and acknowledges and consents to, as appropriate, the Documents in substantially the forms submitted to this meeting with such completions, omissions, modifications, insertions and changes as may be approved by the Mayor or Vice Mayor of the City or the City Manager, whose execution of the Support Agreement shall be conclusive evidence of such approval, acknowledgement and consent. The final terns and interest rate of the Authority Revenue Bond in a maximum principal amount of $10,00o,000 will be approved as authorized by the Authority. 3. Any authorization herein to execute a document shall include authorization to deliver it to the other patties thereto and to record such document where appropriate. 4. The City Council finds and determines that the Project is in furtherance of lawful Purpose and objectives and will be in the public interest, will benefit the citizens of the City, will increase commerce and will promote the safety, health, welfare, convenience and prosperity of the City and its citizens. The Mayor or Vice Mayor of the City, or either of them, and the City Manager and City Clerk are each hereby authorized and directed to execute the Support Agreement and acknowledgement and consent to the Assignment Agreement as described above and such other instruments, agreements and documents as are necessary to issue the Support Agreement and to create and perfect a complete assignment in favor of the Bank of the payments due or to become due under the Support Agreement. The officers, employees and representatives of the City are uulhorizcd and directed to wont with representatives ()('tire Authority, the Bank, the Authority's Ilnaneial advisor, the Authority's bond counsel and representatives of the other Participants to take such actions, authorize such services and prepare all documentation necessary for the Authority to issue the Authority Revenue Bond in accordance with the Documents and to otherwise curry out the intent of this Resolution. 6. All other acts of the officers, employees, agents and representatives of the City that are in conformity with the proposes and intent of this resolution and in furtherance of the issuance and sale of the Authority Revenue Bond, the execution and delivery of the support Agreement and the acknowledgement and consent to the Assignment Agreement rand the undertaking of the Project are hereby approved, ratified and confirmed. 7. The City Attorney and the City Clerk, or their designees, are authorized and directed to cause a certified copy of this Resolution to be filed with the Circuit Court of the City of Roanoke, Virginia, pursuant to Sections 15.2 -2607 and 15.2 -2653 of the Virginia Code. 8. This resolution shall take effect imumediately. Adopted this 3rd day of October, 2016. 6 CERTIFICATION OF ADOPTION OR R[,SOL[1T'ION The undersigned Clcrk of the City Council of the City of Roanoke, Virginia hereby ecrtificS that the Resolution set forth above was adopted during an open meeting on October 3, 2016, by the City Council with the following Votes by the following members of the City Council: Ayc:Council Members Bestpitch, Dykstra, Ferris, Garland, Price, Trinkle and Mayor Lea -7. Nay: None -0. Abstentions: None. Signed this_ day of__, 2016. By:. I.L irk, ty Coun'd J 6 7 IN TIIE COUNCIL OF'riiE CI'Py OF ROANOKE, VIRGINIA The 3rd day of October, 2016. No. 40658- 10031.6. A RESOLUTION approving the Participation Agreement between the Western Virginia Regional Indushial Facility Authority and Roanoke County, the City of Roanoke, and the City of Salem; authorizing the City Manager mtd the City Clerk to execute and attest, respectively, such Participation Agreement; authorizing the City Manager to take such actions and execute such documents as necessary to implement, adininfster, and enforce such Pill tici pation Agreement. WHEREAS, pursuant to the Virginia Regional Industrial Facilities Act, Chapter 64 of Title 15.2 of the Code of Virginia of 1950, as amended (the "Act') the governing bodies of Botetourt County, Franklin County, Roanoke County, the City of Roanoke, the City of Salem and the Town of Vinton (the "Member Localities ") each adopted an ordinance for the creation of the Western Virginia Regional Industrial Facility Authority (the "Authority ") in order to to promote economic development in the geographical region; WHEREAS, Roanoke County, the City of Roanoke, acid the City of Salem ( the "Participants" and each individually, a 'Participant ") and the Authority have identified real property located in Roanoke County described as five (5) parcels in Roanoke County, Virginia roughly bounded by and in the vicinity of Interstate 81 and Wood Haven Road, which consists of approximately one hundred six (106) acres, together with such other parcels of real property that may be acquired by the Authority in connection with the project contemplated herein (the 'Real Property ") to be acquired and used for industrial park or other economic development purposes and the need for the design, acquisition, construction and equipping of water, sewer, roadway 1 0 and other impnrvements on or near the Real Property (together, the "Project "), as an important project for the region to promote the purposes for which the Authority has been formed; WHEREAS, the Act authorizes the Authority, among other things, to develop, construct, improve, equip and maintain facilities for industrial or commercial purposes, to expend funds as may be available to it for the purposes of developing such facilities, to enter into contracts of any kind with respect to carrying out its powers under the Act, to accept funds and property from counties, cities and towns and use the same for any of the purposes for which the Authority is created and to enter into cooperative arrangements with any governmental entity in furtherance Of the purposes of the Act, and authorizes each Participant to provide funds to the Authority for any of its purposes and each Participant is otherwise authorized by law to make appropriations for the accomplishment of the lawful purposes and objectives of such Participant; and WHEREAS, the Authority and the Participants desire to enter into this Participation Agreement for the purposes of establishing the scope of the Project, describing certain contributions of the Authority and the Participants toward development of the Project and providing for the sharing of certain revenue from the Project. BE IT RESOLVED by the Council of the City of Roanoke as follows: 1. City Council hereby approves tie provisions of the Participation Agreement as set forth in the City Council Agenda Report dated October 3, 2016, provided that such Participation Agreement will be the same or substantially similar to the one attached to such report, 2. The City Manager and the City Clerk are hereby authorized, on behalf of the City, to execute and attest, respectively, a Participation Agreement in a form substantially similar to the one attached to the above mentioned City Council Agenda Report, such Participation Agreement to be approved as to form by the City Attorney. The City Manager is authorized to take such actions and cxecutc such deeament5 as necessary to implement, administer, and enforce such Participation Agreement. ATTEST: rr o�� City C c aCITY COUNCIL AGENDA REPORT To: Honorable Mayor and Members of City Council Meeting: October 3, 2016 Subject: Public Hearing on the Proposed Issuance by the City of Roanoke of its General Obligation Bond for a Project with the Western Virginia Regional Industrial Facility Authority Background: In 2013, pursuant to the Virginia Regional Industrial Facilities Act, Chapter 64 of Title 15.2 of the Code of Virginia of 1950, as amended (the "Act'), the governing bodies of Botetourt County, Franklin County, Roanoke County, City of Roanoke, City of Salem, and Town of Vinton (the "Member Localities') each adopted an ordinance for the creation of the Western Virginia Regional Industrial Facility Authority (the "Authority') in order to enhance the economic base of each such locality through the developing, owning, and operating of one or more facilities on a cooperative basis. The Act authorizes the Authority to borrow money to pay the costs of real estate and facilities for manufacturing, warehousing, distribution, office, or other commercial purposes in order to promote economic development in the geographical area served by the Authority; to accept funds from counties, cities, and towns, and use the same for Authority purposes; and to enter into contracts of any kind to accomplish the purposes of the Authority. In order to further the purposes of the Act, the Authority proposes to undertake the financing of land acquisition located in Roanoke County roughly bounded by and in the vicinity of Interstate 81 and wood Haven Road, and related improvements and facilities, including necessary expenses incidental thereto (collectively, the "Project'), and to obtain the funds therefor by the issuance of the Authority Revenue Bond, Series 2016, in the maximum principal amount of $10,000,000 (the "Authority Bond'). The City of Roanoke (the "City'), the County of Roanoke, and the City of Salem (together with the City, collectively the "Participants" and each individually, including the City, a "Participant') agree with the need for the Project and that the Project will facilitate the development of real estate and facilities as described above and promote commerce and the prosperity of the citizens in the geographical area served by the Authority. The Participants propose to enter into the attached Participation Agreement with the Authority to establish the administrative details for the Project including the percentage share of all financial obligations and the sharing of future tax revenues generated by the Project. Considerations The Authority Bond will be secured by a pledge of the revenues and receipts received by the Authority from payments made by the City pursuant to the attached Support Agreement and payments made by the other Participants pursuant to separate agreements between the Authority and the other Participants, such payments from the City to constitute 44.2% of the amounts due under the terms of the Authority Bond. The maximum principal amount of the City's obligation will not exceed $5,000,000. All such payments from the Participants, including the City, will be assigned from the Authority to Union Bank & Trust (the "Bank ") for the payment of debt service on the Authority Bond pursuant to an Assignment Agreement between the Authority and the Bank, dated as of October 11, 2016 (the "Assignment Agreement "). Copies of the Authority Bond, Bond Purchase and Loan Agreement, the Support Agreement, the Assignment Agreement, and the Participation Agreement are attached to this Report. The City's obligation to make the City of Roanoke portion of support payments (such obligation is hereinafter referred to as the "City's Support Payment ") will be secured by the full faith and credit of the City, and as such, the City's Support Payment will be a "general obligation bond" within the meaning of the Public Finance Act of 1991 (the "Public Finance Act "), Section 15.2 -2600 et. seq. of the Code of Virginia of 1950, as amended. The Public Finance Act requires that the City conduct a public hearing prior to pledging the full faith and credit of the City for a general obligation bond. Recommended Action: Absent comments at the public hearing to the contrary, approve: (1) the attached Resolution authorizing the Mayor or Vice Mayor, or either of them, and the City Manager to execute the Support Agreement and Assignment Agreement, substantially similar to the documents attached to this Agenda Report; and take such actions and execute such other documents and to take such further actions as may be necessary for the Authority to issue the Authority Bond and otherwise carry out the intent of the Resolution; and (2) the attached Resolution authorizing the City Manager and City Clerk to execute and attest, respectively, in a form substantially similar to the one attached to this Agenda Report, a Participation Agreement and to take such actions and execute such documents as necessary to implement, administer, and enforce such Participation Agreement. All documents are subject to approval as to form by the City Attorney. CV�PMorriH hristopher �� City Manager Distribution: Council Appointed Officers R. Brian Townsend, Assistant City Manager for Com. Development Barbara A. Dameron, Director of Finance Wayne F. Bowers, Director of Economic Development Laura M. Carini, Assistant City Attorney R -1 $10,000,000 UNITED STATES OF AMERICA COMMONWEALTH OF VIRGINIA WESTERN VIRGINIA REGIONAL INDUSTRIAL FACILITY AUTHORITY REVENUE BOND, SERIES 2016 INTEREST RATE MATURITY DATE DATED DATE ISSUE DATE 3.70% January 15, 2037 October_, 2016 October , 2016 REGISTERED OWNER: UNION BANK & TRUST PRINCIPAL AMOUNT: Not to exceed $10,000,000 The WESTERN VIRGINIA REGIONAL INDUSTRIAL FACILITY AUTHORITY, a political subdivision of the Commonwealth of Virginia (the "Authority"), for value received, promises to pay, solely from the revenues and other property pledged to the payment of this Bond, to the Registered Owner of this Bond or legal representative, subject to prepayment or redemption as hereinafter provided, a sum equal to the amount of principal advances made hereunder but not to exceed the sum of TEN MILLION DOLLARS ($10,000,000) in annual installments in the amounts set forth on Schedule A attached hereto payable on January 15, 2023 and annually on January 15 thereafter to and including January 15, 2037, together with interest on the outstanding principal amounts from the date hereof until payment of the entire outstanding principal amounts at the rate of three and seven tenths percent (3.70 %) per year, payable on every January 15 and July 15 from and including July 15, 2017 through and including January 15, 2037, provided, however, that in the event that any of the Participants (as defined below) becomes subject to a credit rating downgrade with the result that such credit rating falls below Baa3 as rated by Moody's Investors Service, New York, New York ( "Moody's "), such interest rate shall be adjusted to a rate of 4.25 percent per annum for so long as any of the Participants has a credit rating falling below Baa3 as rated by Moody's and in the event that thereafter all Participants have a credit rating of Baa3 or above as rated by Moody's such interest rate shall at that time be adjusted to 3.70 percent per annum. Should the Total Principal Amount Advanced (as defined in the Bond Purchase and Loan Agreement, as defined below) hereunder on or before June 30, 2015 equal Tess than 510,000,000 then the annual principal installments due hereunder shall be reduced proportionally such that annual principal installments due hereunder are equal to the amount of (1) the annual principal installments set forth on Schedule A attached hereto (2) multiplied by the Total Principal Amount Advanced divided by S10,000,000. If not sooner paid, the final installment shall be due and payable January 15, 2037. The payment of every installment shall be applied first to interest accrued to the payment date and then to principal. This Bond will bear interest from the Dated Date stated above. Interest on this Bond will be computed on the basis of a year of 360 days and twelve 30 -day months. Principal of, premium, if any, and interest on this Bond are payable in lawful money of the United States of America. If the date of any payment due hereunder is not a Business Day (as hereinafter defined) then such payment shall be due on the next following Business Day. Business Day shall mean any day other than (1) a Saturday or Sunday or (2) a day on which commercial banks in the Commonwealth of Virginia are authorized to close. This Bond is issued by the Authority pursuant to the Virginia Regional Industrial Facilities Act, Chapter 64, Title 15.2, Code of Virginia of 1950, as amended, and a Bond Purchase and Loan Agreement dated as of October 1, 2016 between the Authority and Union Bank & Trust (the "Bond Purchase and Loan Agreement ") for the purpose of providing funds to finance (i) certain costs of the development of an industrial park, including the acquisition of land located in Roanoke County described as five (5) parcels roughly bounded by and in the vicinity of Interstate 81 and Wood Haven Road, which consists of approximately one hundred six (106) acres, together with such other parcels of real property that may be acquired by the Authority in connection with the Project (as defined in the Bond Purchase and Loan Agreement) and related improvements and facilities, including necessary expenses incidental thereto and (ii) certain costs of issuing this Bond. The payments on this Bond are expected to be made from certain payments to the Authority from the City of Roanoke, Virginia (the "City of Roanoke "), the County of Roanoke, Virginia ( "Roanoke County ") and the City of Salem, Virginia (the "City of Salem" and, together with the City of Roanoke and Roanoke County, the "Participants ") as follows (i) payments from the City of Roanoke to the Authority (the "City of Roanoke Support Payments ") pursuant to a Support Agreement between the City of Roanoke and the Authority (the "City of Roanoke Support Agreement "); (ii) payments from Roanoke County to the Authority (the "Roanoke County Support Payments ") pursuant to a Support Agreement between Roanoke County and the Authority (the "Roanoke County Support Agreement "), such Roanoke County Support Payments being the same as payments to be made by Roanoke County to the Authority under the Roanoke County [,case Agreement (as defined in the Bond Purchase and Loan Agreement); and (iii) payments from the City of Salem to the Authority (the "City of Salem Support Payments ") pursuant to a Support Agreement between the City of Salem and the Authority (the "City of Salem Support Agreement" and, together with the City of Roanoke Support Agreement and the Roanoke County Support Agreement, the "Support Agreements "). This Bond and the interest hereon are limited obligations of the Authority and are payable solely from the revenues and receipts derived by the Authority from the sources described herein. Failure of any one Participant to make a payment, to appropriate funds or to fulfill any obligation of such Participant under a Support Agreement or the Roanoke County Lease Agreement, as applicable, shall not provide the holder of the Authority Revenue Bond with any right or remedy except as provided under the applicable Support Agreement or Roanoke County Lease Agreement, and shall not affect the rights or obligations of any other Participant. The owner of this Bond shall look solely to the Authority's interest in the Support Agreements and the Roanoke County Lease Agreement for the satisfaction of any and all remedies it may have against the Authority upon a default or nonpayment under one or more of the Support Agreements or the Roanoke County Lease Agreement, as applicable. The principal and interest on this Bond will not be deemed to constitute a general obligation debt or a pledge of the faith and credit of the Commonwealth of Virginia or any of its political subdivisions. NEITHER THE COMMONWEALTH OF VIRGINIA NOR ANY OF ITS POLITICAL SUBDIVISIONS, INCLUDING THE AUTHORITY, ARE OBLIGATED TO PAY THE PRINCIPAL OF OR fi4 1 r2- INTEREST ON THIS BOND OR OTHER COSTS INCIDENT TO IT EXCEPT FROM THE REVENUES, MONEY OR PROPERTY OF THE AUTHORITY PLEDGED FOR SUCH PURPOSE, AND NEITHER THE FAITH AND CREDIT NOR THE TAXING POWER OF THE COMMONWEALTH OF VIRGINIA OR ANY OF ITS POLITICAL SUBDIVISIONS, INCLUDING THE AUTHORITY, IS PLEDGED TO THE PAYMENT OF THE PRINCIPAL OF OR INTEREST ON THIS BOND OR OTHER COSTS INCIDENT TO IT, EXCEPT AS PROVIDED IN THE CITY OF ROANOKE SUPPORT AGREEMENT AND THE CITY OF SALEM SUPPORT AGREEMENT. THE OBLIGATION OF ROANOKE COUNTY TO MAKE THE ROANOKE COUNTY SUPPORT PAYMENTS CONSTITUTES A CURRENT EXPENSE OF ROANOKE COUNTY, SUBJECT TO ANNUAL APPROPRIATION BY ROANOKE COUNTY, BUT THE AUTHORITY HAS NO OBLIGATION OR LIABILITY TO THE REGISTERED OWNER HEREOF WITH RESPECT TO PAYMENTS TO BE MADE BY ROANOKE COUNTY UNDER THE ROANOKE COUNTY SUPPORT AGREEMENT AND THE ROANOKE COUNTY LEASE AGREEMENT OR WITH RESPECT TO THE PERFORMANCE BY ROANOKE COUNTY OF ANY COVENANT CONTAINED THEREIN. THE OBLIGATION OF THE CITY OF ROANOKE TO MAKE THE CITY OF ROANOKE SUPPORT PAYMENTS CONSTITUTES A GENERAL OBLIGATION AND DEBT OF THE CITY OF ROANOKE BUT THE AUTHORITY HAS NO OBLIGATION OR LIABILITY TO THE REGISTERED OWNER HEREOF WITH RESPECT TO PAYMENTS TO BE MADE BY THE CITY OF ROANOKE UNDER THE CITY OF ROANOKE SUPPORT AGREEMENT OR WITH RESPECT TO THE PERFORMANCE BY THE CITY OF ROANOKE OF ANY COVENANT CONTAINED THEREIN. THE OBLIGATION OF THE CITY OF SALEM TO MAKE THE CITY OF SALEM SUPPORT PAYMENTS CONSTITUTES A GENERAL OBLIGATION AND DEBT OF THE CITY OF SALEM BUT THE AUTHORITY HAS NO OBLIGATION OR LIABILITY TO THE REGISTERED OWNER HEREOF WITH RESPECT TO THE PERFORMANCE BY THE CITY OF SALEM OF ANY COVENANT CONTAINED THEREIN. THE AUTHORI "TY HAS NO TAXING POWER. This Bond is subject to prepayment or redemption prior to maturity at the option of the Authority at any time, without penally, at the direction of one or more Participants, in whole or in part, at a redemption price equal to 100% of the principal amount of Bond to be redeemed, plus interest accrued to the redemption date. All acts and conditions required to happen, exist or be performed precedent to and in connection with the issuance of this Bond have happened, exist and have been performed. [REMAINDER OF THIS PAGE INTENTIONALLY LEFT BLANK] IN WITNESS WHEREOF, the Western Virginia Regional Industrial Facility Authority has caused this Bond to be executed by the manual signature of its Chairman and attested by the manual signature of its Secretary and this Bond to be dated , 2016. ATTEST: a Secretary WESTERN VIRGINIA REGIONAL INDUSTRIAL FACILITY AUTHORITY M Chairman (Form of Assignment) FOR VALUE RECEIVED the undersigned sell(s), assign(s) and transfer(s) unto PLEASE INSERT SOCIAL SECURITY OR OTHER IDENTIFYING NUMBER OF ASSIGNEE (Please print or type Name and Address, including postal zip code of Transferee) the within Bond and all rights under it, irrevocably constituting and appointing Attorney to transfer the Bond on the books kept for its registration, with full power of substitution. Dated: Signature Guaranteed NOTICE: Signature(s) must be guaranteed by an Eligible Guarantor Institution such as a Commercial Bank, Trust Company, Securities Broker /Deater, Credit Union, or Savings Association who is a member of a medallion program approved by the Securities Transfer Association, Inc. Registered Owner NOTICE: The signature above must correspond with the name of the Registered Owner exactly as it appears on the front of this Bond. (End of Form of Assignment) WESTERN VIRGINIA REGIONAL INDUSTRIAL FACILITY AUTHORITY $10,000,000 Revenue Bond, Series 2016 BOND PURCHASE AND LOAN AGREEMENT October 11, 2016 Western Virginia Regional Industrial Facility Authority Chris Morrill, Chairman c/o Roanoke Regional Partnership I I I Franklin Plaza, Suite 333 Roanoke, Virginia 24011 Ladics and Gentlemen Union Bank & Trust (the "Bank") offers to enter into this agreement (this "Bond Purchase and Loan Agreement ") with the Western Virginia Regional Industrial Facility Authority, a political subdivision of the Commonwealth of Virginia (the "Authority"), providing for the sale by the Authority and the purchase by the Bank of the Authority's Revenue Bond, Series 2016 in the maximum principal amount of $10,000,000 (the "Authority Revenue Bond "). Acceptance of this offer shall be evidenced by the execution and delivery to the Bank of this Bond Purchase and Loan Agreement by the Chairman of the Authority. Upon such acceptance, this Bond Purchase and Loan Agreement shall be in full force and effect in accordance with its terms and shall be binding upon the Authority and the Bank. 1. Purpose of Financing and Securitv for Authoritv Revenue Bond. The Authority Revenue Bond will be issued pursuant to the Virginia Regional Industrial Facilities Act, Chapter 64, Title 15.2, Code of Virginia of 1950, as amended (the "Act "), in order to finance certain costs of the development of an industrial park, including the acquisition of land located in Roanoke County described as five (5) parcels roughly bounded by and in the vicinity of Interstate 81 and Wood Haven Road, which consists of approximately one hundred six (106) acres, together with such other parcels of real property that may be acquired by the Authority in connection with the project contemplated herein and related improvements and facilities, including necessary expenses incidental thereto (collectively, the "Project ") and payment of certain costs of issuance of the Authority Revenue Bond, for the benefit of citizens of the City of Roanoke, Virginia (the "City of Roanoke "), Roanoke County, Virginia ( "Roanoke County ") and the City of Salem, Virginia (the "City of Salem" and together with the City of Roanoke and Roanoke County, the "Participants "). The Authority Revenue Bond shall be payable from certain payments from the Participants, described as: (1) payments from the City of Roanoke to the Authority (the "City of Roanoke Support Payments ") pursuant to a Support Agreement between the City of Roanoke and the Authority (the "City of Roanoke Support Agreement"); (2) payments from Roanoke County to the Authority (the "Roanoke County Support Payments ") pursuant to a Support Agreement between Roanoke County and the Authority (the "Roanoke County Support Agreement "), such Roanoke County Support Payments being the same as payments to be made by Roanoke County to the Authority under the Lease Agreement (as defined below); and (3) payments from the City of Salem to the Authority (the "City of Salem Support Payments ") pursuant to a Support Agreement between the City of Salem and the Authority (the "City of Salem Support Agreement' and, together with the City of Roanoke Support Agreement and the Roanoke County Support Agreement, the "Support Agreements "). The Authority and Roanoke County will enter into a Ground Lease, dated as of the date hereof (the "Roanoke County Ground Lease ") which provides that certain Leased Property (as defined below) is leased by Roanoke County to the Authority and the Leased Property will be leased back to Roanoke County under a Lease Agreement, dated as of the date hereof between the Authority and Roanoke County (the "Roanoke County Lease Agreement' and, together with the Roanoke County Ground Lease the "Roanoke County Lease Agreements "). The City of Roanoke Support Payments, the Roanoke County Support Payments and the City of Salem Support Payments, collectively and made on a timely basis, will be sufficient to enable the Authority to meet its scheduled debt service payments on the Authority Revenue Bond. The obligations for the City of Roanoke Support Payments and the City of Salem Support Payments shall be general obligations and secured by the full faith and credit of each such locality, respectively, and the undertaking for the Roanoke County Support Payments is subject to and conditioned upon the Roanoke County Board of Supervisors making annual appropriations for the same. The City of Roanoke will agree in the City of Roanoke Support Agreement to pay Basic Payments (as defined in the City of Roanoke Support Agreement) in a timely fashion to the Authority in an amount equal to 44.2 °% (the "City of Roanoke Percentage ") of the payments of principal and interest due on the Authority Revenue Bond. Roanoke County will agree in the Roanoke County Support Agreement to pay Basic Payments (as defined in the Roanoke County Support Agreement), subject to annual appropriation by the Board of Supervisors of Roanoke County, in a timely fashion to the Authority in an amount equal to 44.2% (the "Roanoke County Percentage ") of the payments of principal and interest due on the Authority Revenue Bond, and such Basic Payments shall be secured by an assignment of rents payable to the Authority pursuant to the Roanoke County Lease Agreement (as defined below). The City of Salem will agree in the City of Salem Support Agreement to pay Basic Payments (as defined in the City of Salem Support Agreement) in a timely fashion to the Authority in an amount equal to 11.6% (the "City of Salem Percentage ") of the payments of principal and interest due on the Authority Revenue Bond. The Authority will lease certain real estate and buildings owned by Roanoke County described as the Roanoke County Government Center located at 5204 Bernard Drive, Roanoke, Virginia 24018 (the "Leased Property ") pursuant to the Roanoke County Ground Lease and lease such property back to Roanoke County pursuant to the Roanoke County Lease Agreement. The Bank and the Authority will enter into an Assignment Agreement dated as of October 11, 2016 (the "Assignment Agreement') whereby payments received by the Authority under the Support Agreements and the Roanoke County Lease Agreement will be assigned to the Bank to be applied toward debt service payments on the Authority Revenue Bond. The Authority has agreed to issue the Authority Revenue Bond and use the proceeds thereof for the Project. The Support Agreements, the Roanoke County Lease Agreements and the Assignment Agreement are referred to collectively herein as the "Basic Agreements." The Basic Agreements and the Authority Revenue Bond shall be in the forms previously furnished or summarized to the Authority and its counsel, with such subsequent modifications as may be approved by the Authority, the Bank and as applicable a Participant that is a party to a specific Basic Agreement. The Authority Revenue Bond and the Basic Agreements shall not become effective until delivery at Closing (as defined below). 2. Purchase and Terms of the Authority Revenue Bond. Upon the terms and conditions and upon the basis of the representations set forth herein, the Bank hereby agrees to purchase from the Authority, and the Authority hereby agrees to sell to the Bank, the Authority Revenue Bond at the purchase price of 100% of the aggregate principal amount advanced under the Authority Revenue Bond (the "Purchase Price "). The Authority Revenue Bond shall be as described in, and shall have the terms and conditions, including but not limited to the payment dates for interest, principal and redemption or prepayment provisions, set forth in the form of Authority Revenue Bond attached as Exhibit A hereto and incorporated by this reference. The principal sums advanced under the Authority Revenue Bond shall bear interest at the rate of 3.70 percent per annum through the final maturity date of the Authority Revenue Bond, provided, however, that in the event that any of the Participants becomes subject to a credit rating downgrade with the result that such credit rating falls below Baa3 as rated by Moody's Investors Service, New York, New York ( "Moody's "), such interest rate shall be adjusted to a rate of 4.25 percent per annum for so long as any of the Participants has a credit rating falling below Baa3 as rated by Moody's and in the event that thereafter all Participants have a credit rating of Baa3 or above as rated by Moody's such interest rate shall at that time be adjusted to 3.70 percent per annum. Interest on the Authority Revenue Bond is included in gross income for federal income tax purposes. 3. Authority Revenue Bond as Limited Obligation of the Authority. The Authority Revenue Bond shall be a limited obligation of the Authority payable solely from the revenues and receipts derived by the Authority under the Basic Agreements in accordance with the terms thereof, and shall not constitute a debt or pledge of the faith and credit of the Commonwealth of Virginia or any political subdivision thereof. Failure of any one Participant to make a payment, to appropriate funds or to fulfill any obligation of such Participant under a Support Agreement or the Roanoke County Lease Agreement, as applicable, shall not constitute a default or breach of any other Participant or provide the holder of the Authority Revenue Bond with any right or remedy against any other Participant. THE BANK UNDERSTANDS AND AGREES THAT THE UNDERTAKING BY ROANOKE COUNTY TO MAKE THE PAYMENTS UNDER THE ROANOKE COUNTY SUPPORT AGREEMENT AND UNDER THE ROANOKE COUNTY LEASE AGREEMENT CONSTITUTES A CURRENT EXPENSE OF ROANOKE COUNTY, PAYABLE ONLY FROM FUNDS LEGALLY AVAILABLE THEREFOR, SUCH UNDERTAKING DOES NOT CONSTITUTE A DEBT OF ROANOKE COUNTY WITHIN THE MEANING OF ANY CONSTITUTIONAL OR STATUTORY LIMITATION AND DOES NOT CONSTITUTE A LIABILITY OF OR A LIEN OR CHARGE UPON THE FUNDS OR PROPERTY OF ROANOKE COUNTY, BEYOND THE FISCAL YEAR FOR WHICH THE ROANOKE COUNTY BOARD OF SUPERVISORS HAS APPROPRIATED FUNDS TO MAKE SUCH PAYMENTS. THE BANK FURTHER UNDERSTANDS AND AGREES THAT THE AUTHORITY HAS NO OBLIGATION TO MAKE PAYMENTS ON THE AUTHORITY REVENUE BOND EXCEPT FROM THE PAYMENTS OF RECEIVED UNDER THE SUPPORT AGREEMENTS AND THE ROANOKE COUNTY LEASE AGREEMENTS, WHICH RIGHTS WILL BE ASSIGNED PURSUANT TO THE ASSIGNMENT AGREEMENT TO THE BANK. 4. Representations and Warranties of the Authority. The Authority represents, warrants and agrees as follows: (a) The Authority is a political subdivision of the Commonwealth of Virginia, duly organized and validly existing as a regional facility authority pursuant to the Act, and has full right, power and authority to enter into the Basic Agreements to which it is a party and this Bond Purchase and Loan Agreement, to issue, sell and deliver the Authority Revenue Bond as provided herein and to carry out and consummate all other transactions contemplated by the Basic Agreements and this Bond Purchase and Loan Agreement. (b) The Authority has, and at the Closing Date will have, duly authorized all actions necessary or appropriate to be taken for the Authority to (1) enter into, execute and deliver the Basic Agreements to which it is a party and this Bond Purchase and Loan Agreement, (2) to issue, sell and secure the Authority Revenue Bond to the Bank as provided herein, and (3) to consummate and carry out the other transactions contemplated by the Basic Agreements and this Bond Purchase and Loan Agreement. (c) The Authority has authorized the taking of any and all actions as may be required by the Authority to consummate the transactions contemplated in the Basic Agreements and this Bond Purchase and Loan Agreement at duly convened public meetings, with respect to which all required notices were duly given to all members, and at which meetings a quorum was present and acting throughout. (d) The Authority has (1) duly authorized the execution and delivery of the Basic Agreements to which it is a party and this Bond Purchase and Loan Agreement, (2) duly authorized the issuance, sale and delivery of the Authority Revenue Bond, and (3) taken or will take all further action necessary or appropriate to carry out the issuance, sale and delivery of the Authority Revenue Bond to the Bank. (e) There is no action, suit, proceeding, inquiry or investigation at law or in equity, before or by any court, public board or body, pending or, to the best knowledge of the Authority, threatened against the Authority, affecting the organization and existence of the Authority or the titles of its officers to their respective offices or seeking to prohibit, restrain or enjoin the sale, issuance or delivery of the Authority Revenue Bond or the collection of payments of Basic Rent (as defined in the Roanoke County Lease Agreement) to pay the principal of and interest on the Authority Revenue Bond, or the pledge thereof, or in any way contesting or affecting the validity or enforceability of the Authority Revenue Bond, the Basic Agreements to which it is a party or this Bond Purchase and Loan Agreement or contesting in any way the power of the Authority to issue the Authority Revenue Bond or to execute and deliver the Basic Agreements to which it is a party or this Bond Purchase and Loan Agreement, nor, to the best knowledge of the Authority, is there any basis therefor. (f) No further consent, approval, authorization or order of any court or governmental agency or body not already obtained is required for the issuance, delivery or sale of the Authority Revenue Bond or, as of the date hereof, the consummation of the other transactions effected or contemplated herein or hereby by the Authority (except that no representation is given as to any action required under state securities or blue sky laws in connection with the purchase, distribution or sale of the Authority Revenue Bond). (g) The Authority is not in violation of the Act or any existing law, rule or regulation applicable to it and is not in default under any indenture, mortgage, deed of trust, lien, lease, contract, note, order, judgment, decree or other agreement, instrument or restriction of any kind to which the Authority is a party or by which it is bound or to which any of its assets are subject, which default would adversely affect the Authority Revenue Bond, and the execution and delivery by the Authority of the Basic Agreements to which it is a party, the Authority Revenue Bond, the assignment of the Authority's rights under the Basic Agreements and the compliance with the terms and conditions thereof will not conflict with or result in the breach of or constitute a default under any of the foregoing. (h) When delivered to and paid for by the Bank in accordance with the terms of this Bond Purchase and Loan Agreement, the Authority Revenue Bond will have been duly authorized, executed and issued. (i) The representations and agreements of the Authority herein will be true and correct in all material respects as of the Closing. 5. Closing. The delivery of the Authority Revenue Bond (the "Closing ") shall be at such place and time as may be agreed to by the Authority and the Bank (but in no event later than October 20, 2016, unless otherwise agreed to in writing by the parties) (the "Closing Date "). Upon delivery of the Authority Revenue Bond to the Bank, the Bank will cause payment to be made as directed by the Authority, in immediately available funds, in the amount of $8,500,000 (the "Initial Draw ") as the first draw of the maximum principal amount of the Authority Revenue Bond. As will be set forth in a Closing Memorandum by Davenport & Company LLC (the "Financial Advisor "), the Initial Draw will be utilized at the time of the Closing to pay certain costs of issuance of the Authority Revenue Bond and certain costs of the Project. The Basic Agreements shall be delivered on the Closing Date to the Richmond, Virginia, offices of Sands Anderson PC as bond counsel to the Authority ( "Bond Counsel ") or such other place as to which the Authority and the Bank may agree in writing. The Bank will cause payment to be made as directed in writing by the Authority of one or more additional draws under the Authority Revenue Bond (the "Additional Draws ") for payment of costs of the Project, provided that the amount of the Initial Draw and all Additional Draws (the "Total Principal Amount Advanced ") shall not exceed the maximum principal amount of the Authority Revenue Bond, and provided further that no Additional Draw shall be made after June 30, 2018. 6. Conditions to Closing. The Bank's obligations hereunder to purchase and pay for the Authority Revenue Bond shall be subject to the performance by the Authority of its obligations hereunder and by the Authority and the Participants of their respective obligations under the applicable Basic Agreements at or prior to the Closing Date, and to the following additional conditions at the Closing Date: (a) All official action of the Authority and the Participants relating to the Basic Agreements and the Authority Revenue Bond shall be in full force and effect and shall not have been amended, modified or supplemented, except as may have been agreed to by the Bank. (b) At the Closing Date, the Basic Agreements shall be in full force and effect and shall not have been amended, modified or supplemented, except as may have been agreed to by the Bank. (c) Receipt by the Bank of the Authority Revenue Bond and original executed copies of the Basic Agreements. (d) Receipt by the Bank of a certificate, dated the Closing Date and signed by the Chairman of the Authority, to the effect that (i) the representations and warranties of the Authority contained herein are true and correct in all material respects as of the Closing Date as if made on the Closing Date, and (ii) the Authority has complied with all the agreements and satisfied all the conditions on its part to be performed or satisfied at or prior to the Closing Date. (c) Receipt by the Bank of certificates, dated the Closing Date and signed by the City Manager or County Administrator, as applicable, of each Participant to the effect that (i) the representations and warranties of the such Participant in the Basic Agreements to which it is a party are true and correct as of the Closing Date as if made on the Closing Date, and (it) such Participant has complied with all the agreements and satisfied all the conditions on its part to be performed or satisfied on or prior to the Closing Date. (f) Receipt by the Bank of a certificate executed by the Chairman of the Authority, and certificates signed by the City Manager or County Administrator, as applicable, of each Participant, satisfactory to the Bank that, as of the Closing Date, there is no litigation at law or in equity pending or to the knowledge of the Authority, or each Participant, as applicable, threatened against the Authority, or any Participant, as applicable (i) affecting or regarding the existence of the Authority, or any Participant, as applicable, the validity or enforceability of the Authority Revenue Bond, the Basic Agreements or this Bond Purchase and Loan Agreement against the Authority, any Participant, as applicable, or the titles of the officers executing the Authority Revenue Bond or the Basic Agreements to their respective offices, (ii) seeking to prohibit, restrain or enjoin the issuance, sale or delivery of the Authority Revenue Bond, or the pledges of revenues in support thereof, (iii) in any way contesting the power of the Authority to issue the Authority Revenue Bond or develop the Project and (iv) contesting the power of the Authority, or any Participant, as applicable, to execute and deliver the Basic Agreements or the Authority Revenue Bond. (g) Delivery to the Bank of an opinion of counsel to the Authority, dated the Closing Date, in substantially the form set forth in Exhibit D hereto. (h) Receipt by the Bank of an opinion, dated the Closing Date, of the Roanoke City Attorney and the Salem City Attorney, each in substantially the form attached as Exhibit B hereto. (i) Receipt by the Bank of an opinion, dated the Closing Date and addressed to the Bank, of the Roanoke County Attorney, in substantially the form attached as Exhibit C hereto. (j) Receipt by the Bank of the approving opinion of Bond Counsel, dated the Closing Date, subject to the usual qualifications, as to the validity and enforceability of the Authority Revenue Bond and the enforceability of the Basic Agreements against the Participants (to the extent they are parties thereto). (k) Such additional legal opinions, certificates, instruments and other documents as the Bank or Bond Counsel may reasonably request to evidence the due performance or satisfaction by the Authority and the Participants at or prior to the Closing Date of all agreements then to be performed and all conditions then to be satisfied by the Authority and the Participants. The Bank reserves the right to waive any of the conditions to its obligations contained in this Bond Purchase and Loan Agreement. If the Authority or any Participant shall be unable to perform or fulfill the conditions to the Bank's obligations hereunder, or if the Bank's obligations hereunder shall be terminated for any reason permitted hereby, this Bond Purchase and Loan Agreement shall terminate and neither the Bank, the Authority nor any Participant shall be under further obligation hereunder. 7. Fees and Expenses. The Authority agrees to cause to be paid the fees and disbursements of the Financial Advisor, of Bond Counsel, of counsel to the Bank and disbursements incurred in connection with the issuance and sale of the Authority Revenue Bond to the Bank, in each case from the proceeds of the Authority Revenue Bond or from other funds available to the Authority, as provided by the Participants. S. Optional Prepayment. The Authority Revenue Bond shall be subject to prepayment or redemption prior to maturity at the option of the Authority at any time, at the direction of one or more Participants, in whole or in part, at a redemption price equal to 100% of the principal amount of the Authority Revenue Bond to be redeemed, plus interest accrued to the redemption date. 9. Representations of Bank. The Bank represents and warrants that the purchase of the Authority Revenue Bond is for its individual account only and not with a present view for distribution to other purchasers thereof. The Bank is a corporation authorized to do business in the Commonwealth. The Bank represents and warrants that it is purchasing the Authority Revenue Bond at its sole risk based on its evaluation of the credit risks arising therefrom. The Bank acknowledges and agrees that the Authority may incur additional obligations in relation to the Project, other than the Authority Revenue Bond, which additional obligations may include issuance by the Authority of additional revenue bonds payable in whole or in part from additional support payments from the Participants. 10. Notices. Any notice or other communication to be given to the Authority or the Bank under this Agreement may be given by delivery of the same in writing (a) to the Authority, at c/o Roanoke Regional Partnership, at I 1 I Franklin Road, SE , Suite 333, Roanoke, Virginia 24011 (Attention: Beth Doughty, Executive Director) and (b) to the Bank, at 111 Franklin Road, SE, Suite 110, Roanoke, Virginia 24011 (Attention: Debbie H. Young). Any party to this Bond Purchase and Loan Agreement may designate additional or different addresses for notice or communications by notice given under this Section to the other party. 11. Miscellaneous. This Bond Purchase and Loan Agreement is made solely for the benefit of the Authority and the Bank (including their successors or assigns) and no other person shall acquire or have any right hereunder or by virtue hereof. All the representations, warranties and agreements contained herein shall remain operative and in full force and effect, regardless of (a) any investigations made by or on behalf of the Bank; (b) delivery of and payment for the Authority Revenue Bond hereunder; and (c) any termination of this Bond Purchase and Loan Agreement. This Bond Purchase and Loan Agreement may not be assigned by the Authority or the Bank. This Bond Purchase and Loan Agreement has been dated as of October 11, 2016 for purposes of identifying the instrument. The Authority covenants and agrees to provide to the Bank a copy of the fully executed Participation Agreement by and between the Authority and the Participants concerning the Project and a copy of any future amendment to such Participation Agreement. 12. Governing Law. The construction and enforcement of this Bond Purchase and Loan Agreement shall be governed by the laws of the Commonwealth of Virginia, without regard for its conflicts of laws provisions. 13. Execution in Counterparts; Facsimile Signatures. This Bond Purchase and Loan Agreement may be executed in several counterparts, each of which shall be an original and all of which shall constitute one and the same instrument, and any of the parties hereto may execute this Bond Purchase and Loan Agreement by signing any such counterpart. 14. Severability. In case any one or more of the provisions of this Bond Purchase and Loan Agreement shall, for any reason, be held to be illegal or invalid, such illegality or invalidity shall not affect any other provisions of this Bond Purchase and Loan Agreement, and this Bond Purchase and Loan Agreement shall be construed and enforced as if such illegal or invalid provisions had not been contained herein. [Remainder of this page intentionally left blank.] Very truly yours, UNION BANK & TRUST Title: Senior Vice President Confirmed and Accepted as of the date first above written: WESTERN VIRGINIA REGIONAL INDUSTRIAL FACILITY AUTHORITY mm EXHIBIT A FORM OF THE AUTHORITY REVENUE BOND C:3� EXHIBIT A R -1 $10,000,000 UNITED STATES OF AMERICA COMMONWEALTH OF VIRGINIA WESTERN VIRGINIA REGIONAL INDUSTRIAL FACILITY AUTHORITY REVENUE BOND, SERIES 2016 INTEREST RATE MATURITY DATE DATED DATE ISSUE DATE 3.70% January 15, 2037 October 2016 October _, 2016 REGISTERED OWNER: UNION BANK & TRUST PRINCIPAL AMOUNT: Not to exceed $10,000,000 The WESTERN VIRGINIA REGIONAL INDUSTRIAL FACILITY AUTHORITY, a political subdivision of the Commonwealth of Virginia (the "Authority"), for value received, promises to pay, solely from the revenues and other property pledged to the payment of this Bond, to the Registered Owner of this Bond or legal representative, subject to prepayment or redemption as hereinafter provided, a sum equal to the amount of principal advances made hereunder but not to exceed the sum of TEN MILLION DOLLARS (510,000,000) in annual installments in the amounts set forth on Schedule A attached hereto payable on January 15, 2023 and annually on January 15 thereafter to and including January 15, 2037, together with interest on the outstanding principal amounts from the date hereof until payment of the entire outstanding principal amounts at the rate of three and seven tenths percent (3.70 %o) per year, payable on every January 15 and July 15 from and including July 15, 2017 through and including January 15, 2037, provided, however, that in the event that any of the Participants (as defined below) becomes subject to a credit rating downgrade with the result that such credit rating falls below Baa3 as rated by Moody's Investors Service, New York, New York ( "Moody's "), such interest rate shall be adjusted to a rate of 4.25 percent per annum for so long as any of the Participants has a credit rating falling below Baa3 as rated by Moody's and in the event that thereafter all Participants have a credit rating of Baa3 or above as rated by Moody's such interest rate shall at that time be adjusted to 3.70 percent per annum. Should the Total Principal Amount Advanced (as defined in the Bond Purchase and Loan Agreement, as defined below) hereunder on or before June 30, 2018 equal less than $10,000,000 then the annual principal installments due hereunder shall be reduced proportionally such that annual principal installments due hereunder are equal to the amount of (1) the annual principal installments set forth on Schedule A attached hereto (2) multiplied by the Total Principal Amount Advanced divided by $10,000,000. If not sooner paid, the final installment shall be due and payable January 15, 2037. The payment of every installment shall be applied first to interest accrued to the payment date and then to principal. This Bond will bear interest from the Dated Date stated above. Interest on this Bond will be computed on the basis of a year of 360 days and twelve 30 -day months. ­1141 14 1 Principal of, premium, if any, and interest on this Bond are payable in lawful money of the United States of America. If the date of any payment due hereunder is not a Business Day (as hereinafter defined) then such payment shall be due on the next following Business Day. Business Day shall mean any day other than (1) a Saturday or Sunday or (2) a day on which commercial banks in the Commonwealth of Virginia are authorized to close. This Bond is issued by the Authority pursuant to the Virginia Regional Industrial Facilities Act, Chapter 64, Title 15.2, Code of Virginia of 1950, as amended, and a Bond Purchase and Loan Agreement dated as of October 1, 2016 between the Authority and Union Bank & Trust (the "Bond Purchase and Loan Agreement ") for the purpose of providing funds to finance (i) certain costs of the development of an industrial park, including the acquisition of land located in Roanoke County described as five (5) parcels roughly bounded by and in the vicinity of Interstate 81 and Wood Haven Road, which consists of approximately one hundred six (106) acres, together with such other parcels of real property that may be acquired by the Authority in connection with the Project (as defined in the Bond Purchase and Loan Agreement) and related improvements and facilities, including necessary expenses incidental thereto and (ii) certain costs of issuing this Bond. The payments on this Bond are expected to be made from certain payments to the Authority from the City of Roanoke, Virginia (the "City of Roanoke "), the County of Roanoke, Virginia ( "Roanoke County ") and the City of Salem, Virginia (the "City of Salem" and, together with the City of Roanoke and Roanoke County, the "Participants ") as follows (i) payments from the City of Roanoke to the Authority (the "City of Roanoke Support Payments ") pursuant to a Support Agreement between the City of Roanoke and the Authority (the "City of Roanoke Support Agreement "); (ii) payments from Roanoke County to the Authority (the "Roanoke County Support Payments ") pursuant to a Support Agreement between Roanoke County and the Authority (the "Roanoke County Support Agreement "), such Roanoke County Support Payments being the same as payments to be made by Roanoke County to the Authority under the Roanoke County Lease Agreement (as defined in the Bond Purchase and Loan Agreement); and (iii) payments from the City of Salem to the Authority (the "City of Salem Support Payments ") pursuant to a Support Agreement between the City of Salem and the Authority (the "City of Salem Support Agreement" and, together with the City of Roanoke Support Agreement and the Roanoke County Support Agreement, the "Support Agreements "). This Bond and the interest hereon are limited obligations of the Authority and are payable solely from the revenues and receipts derived by the Authority from the sources described herein. Failure of any one Participant to make a payment, to appropriate funds or to fulfill any obligation of such Participant under a Support Agreement or the Roanoke County Lease Agreement, as applicable, shall not provide the holder of the Authority Revenue Bond with any right or remedy except as provided under the applicable Support Agreement or Roanoke County Lease Agreement, and shall not affect the rights or obligations of any other Participant. The owner of this Bond shall look solely to the Authority's interest in the Support Agreements and the Roanoke County Lease Agreement for the satisfaction of any and all remedies it may have against the Authority upon a default or nonpayment under one or more of the Support Agreements or the Roanoke County Lease Agreement, as applicable. The principal and interest on this Bond will not be deemed to constitute a general obligation debt or a pledge of the faith and credit of the Commonwealth of Virginia or any of its political subdivisions. NEITHER THE COMMONWEALTH OF VIRGINIA NOR ANY OF ITS POLITICAL SUBDIVISIONS, INCLUDING THE AUTHORITY. ARE OBLIGATED TO PAY THE PRINCIPAL OF OR scour xi i -2— INTEREST ON THIS BOND OR OTHER COSTS INCIDENT TO IT EXCEPT FROM THE REVENUES, MONEY OR PROPERTY OF THE AUTHORITY PLEDGED FOR SUCH PURPOSE, AND NEITHER THE FAITH AND CREDIT NOR THE TAXING POWER OF THE COMMONWEALTH OF VIRGINIA OR ANY OF ITS POLITICAL SUBDIVISIONS, INCLUDING THE AUTHORITY, IS PLEDGED TO THE PAYMENT OF THE PRINCIPAL OF OR INTEREST ON THIS BOND OR OTHER COSTS INCIDENT TO IT, EXCEPT AS PROVIDED IN THE CITY OF ROANOKE SUPPORT AGREEMENT AND THE CITY OF SALEM SUPPORT AGREEMENT. THE OBLIGATION OF ROANOKE COUNTY TO MAKE THE ROANOKE COUNTY SUPPORT PAYMENTS CONSTITUTES A CURRENT EXPENSE OF ROANOKE COUNTY, SUBJECT TO ANNUAL APPROPRIATION BY ROANOKE COUNTY, BUT THE AUTHORITY HAS NO OBLIGATION OR LIABILITY TO THE REGISTERED OWNER HEREOF WITH RESPECT TO PAYMENTS TO BE MADE BY ROANOKE COUNTY UNDER THE ROANOKE COUNTY SUPPORT AGREEMENT AND THE ROANOKE COUNTY LEASE AGREEMENT OR WITH RESPECT TO THE PERFORMANCE BY ROANOKE COUNTY OF ANY COVENANT CONTAINED THEREIN, THE OBLIGATION OF THE CITY OF ROANOKE TO MAKE THE CITY OF ROANOKE SUPPORT PAYMENTS CONSTITUTES A GENERAL OBLIGATION AND DEBT OF THE CITY OF ROANOKE BUT THE AUTHORITY HAS NO OBLIGATION OR LIABILITY TO THE REGISTERED OWNER HEREOF WITH RESPECT TO PAYMENTS TO BE MADE BY THE CITY OF ROANOKE UNDER THE CITY OF ROANOKE SUPPORT AGREEMENT OR WITH RESPECT TO THE PERFORMANCE BY THE CITY OF ROANOKE OF ANY COVENANT CONTAINED "THEREIN. THE OBLIGATION OF THE CITY OF SALEM TO MAKE THE CITY OF SALEM SUPPORT PAYMENTS CONSTITUTES A GENERAL OBLIGATION AND DEBT OF THE CITY OF SALEM BUT THE AUTHORITY HAS NO OBLIGATION OR LIABILITY TO THE REGISTERED OWNER HEREOF WITH RESPECT TO THE PERFORMANCE BY THE CITY OF SALEM OF ANY COVENANT CONTAINED THEREIN. THE AUTHORITY I LAS NO TAXING POWER. This Bond is subject to prepayment or redemption prior to maturity at the option of the Authority at any time, without penalty, at the direction of one or more Participants, in whole or in part, at a redemption price equal to 100% of the principal amount of Bond to be redeemed, plus interest accrued to the redemption date. All acts and conditions required to happen, exist or be performed precedent to and in connection with the issuance of this Bond have happened, exist and have been performed. [REMAINDER OF THIS PAGE INTENTIONALLY LEFT BLANK] IN WITNESS WHEREOF, the Western Virginia Regional Industrial Facility Authority has caused this Bond to be executed by the manual signature of its Chairman and attested by the manual signature of its Secretary and this Bond to be dated , 2016. ATTEST, Secretary WESTERN VIRGINIA REGIONAL INDUSTRIAL FACILITY AUTHORITY LM �wiu:eai j -4- Chairman (Form of Assignment) FOR VALUE RECEIVED the undersigned sell(s), assign(s) and transfers) unto PLEASE INSERT SOCIAL SECURITY OR OTHER IDENTIFYING NUMBER OF ASSIGNEE (Please print or type Name and Address, including postal zip code of Transferee) the within Bond and all rights under it, irrevocably constituting and appointing . Attorney to transfer the Bond on the books kept for its registration, with full power of substitution. Dated: Signature Guaranteed NOTICE: Signature(s) must be guaranteed by an Eligible Guarantor Institution such as a Commercial Bank, Trust Company, Securities Broker /Dealer, Credit Union, or Savings Association who is a member of a medallion program approved by the Securities Transfer Association. Inc. Registered Owner NOTICE: The signature above must correspond with the name of the Registered Owner exactly as it appears on the front of this Bond. (End of Form of Assignment) �111—n,1 -5- EXHIBIT B Opinion of City Attorney [Letterhead of City Attorney] [Closing Date] Western Virginia Regional City of Industrial Facility Authority c/o Roanoke Regional Partnership , Virginia 2 111 Franklin Road, SE , Suite 333, Roanoke, Virginia 24011 Union Bank & Trust 11 I Franklin Road, SE Suite I10 Roanoke, Virginia 24011 Sands Anderson PC 1 I 1 I East Main Street Richmond, Virginia 23219 Western Virginia Regional Industrial Facility Authority $10,000,000 Revenue Bond, Series 21116 Ladies and Gentlemen: I am the City Attorney for the City of Virginia (the "City "). In connection with the issuance of the above - referenced bond (the "Authority Revenue Bond ") by the Western Virginia Regional Industrial Facility Authority (the "Authority "), I have examined, among other things, the following documents: (a) the Constitution and applicable laws of the Commonw ealth of Virginia; (b) the City Charter, Chapter of Acts of Assembly of , as amended (the "Charter "); (c) a certified copy of a Resolution adopted by the City Council on , 2016 authorizing among other things, the execution and delivery, or consent and acknowledgment to, as applicable, of the City Documents (as hereinafter defined) (the "City Resolution'); (d) a copy of the Bond Purchase and Loan Agreement, dated October 11, 2016 (the "Bond Purchase and Loan Agreement'), between the Authority and Union Bank & Trust (the "Bank "); (e) a Support Agreement, dated as of October 11, 2016 (the "City of Support Agreement'), between the City and the Authority, pursuant to which the City has agreed, among other things, to make payments to the Authority in the amount of percent "%) of the debt service payments of the Authority Revenue Bond on a timely basis as a general obligation of the City to the Authority; and (f) an Assignment Agreement, dated as of October 11, 2016 (the "Assignment Agreement'), between the Authority and the Bank, assigning certain of the Authority's rights under the City of Support Agreement to the Bank as security for, and for payment of, the Authority Revenue Bond, which Assignment Agreement is acknowledged and consented to by the City. In all such examinations, I have assumed that all signatures on documents and instruments examined by me are genuine, all documents submitted to me as originals are authentic and all documents submitted to me as copies conform to the originals. In addition, for purposes of this opinion, I have assumed the due authorization, execution and delivery of the above documents by all parties other than the City. I have also examined such other records, agreements and proceedings of the City and conducted such investigations as I have deemed appropriate and necessary for purposes of this opinion. As to questions of fact material to my opinion, I have relied upon representations of the City contained in the Basic Agreements, as defined below and certifications by representatives of the City and the Authority. Based upon the foregoing, I am of the opinion that: 1. The City is a duly organized municipal corporation and political subdivision and validly existing under the Constitution and laws of the Commonwealth of Virginia and vested with all the rights, powers and privileges conferred upon cities by the Constitution and laws of the Commonwealth. 2. The City Resolution was duly adopted by the City Council and is in full force and effect 3. The City has all necessary power and authority to enter into and perform its obligations under the City of Support Agreement and the Assignment Agreement (collectively, the "City Documents ") and carry out the transactions contemplated to be performed by the City under the City Documents and under the Bond Purchase and Loan Agreement. 4. The City Documents have been duly authorized, executed and delivered or acknowledged and consented to, as applicable, by the City, and constitute valid and binding obligations of the City enforceable against the City in accordance with their terms; except to the extent that their enforceability may be limited to or otherwise affected by (a) bankruptcy, insolvency, reorganization, arrangement, moratorium and other laws affecting the rights of creditors and debtors generally and (b) principles of equity, whether considered at law or in equity. 5. The adoption by the City Council of the City Resolution and the execution and delivery by the City of the City Documents and the consummation by the City of the transactions contemplated to be performed by the City under the City Documents and the Bond Purchase and M Loan Agreement are not prohibited by, and do not violate any provision of and will not result in the breach of any law, rule, regulation, judgment, decree, order or other requirement applicable to the City, the Charter, any ordinance or resolution of the City, or any material contract, indenture or agreement to which the City is a party or by which the City is bound, and have not resulted, and will not result, in the creation or imposition of any lien, encumbrance, mortgage or other similar conflicting ownership or security interest in favor of any third person in or to the City's revenues, assets, properties or funds except as contemplated in the City Documents. 6. There is no litigation pending or, to the best of my knowledge, threatened against the City (a) to restrain or enjoin the issuance, sale or delivery of the Authority Revenue Bond, or the application of proceeds of the Authority Revenue Bond as provided in the City Documents or the collection of revenues pledged under the City of Support Agreement, (b) in any way contesting or affecting any authority for the validity of the City Documents, (c) adversely affecting the financial condition of the City in any material way, or (d) affecting the acquisition, construction or equipping of the Project (as defined in the Bond Purchase and Loan Agreement). 7. No further governmental or regulatory consents, approvals, orders or authorizations by the City are required for the adoption of the City Resolution or the execution and delivery by the City of the City Documents or for the consummation by the City of the actions contemplated to be performed by the City under the City Documents and the Bond Purchase and Loan Agreement. Very truly yours, ps EXHIBIT C Opinion of County Attorney [Letterhead of County Attorney] [Closing Date] Western Virginia Regional Roanoke County Industrial Facility Authority 5204 Bernard Drive c/o Roanoke Regional Partnership Roanoke, Virginia 24018 111 Franklin Road, SE Suite 333 Roanoke, Virginia 24011 Union Bank & Trust 1 l l Franklin Road, SE Suite 110 Roanoke, Virginia 24011 Sands Anderson PC 1111 East Main Street Richmond, Virginia 23219 Western Virginia Regional Industrial Facility Authority $10,000,000 Revenue Bond, Series 2016 Ladies attd Gentlemen: I am the County Attorney for Roanoke County, Virginia (the "County"). In connection with the issuance of the above - referenced bond (the "Authority Revenue Bond ") by the Western Virginia Regional Industrial Facility Authority (the "Authority"), I have examined, among other things, the following documents: (a) the Constitution and applicable laws of the Commonwealth of Virginia; (b) the County Charter, Chapter 617 of Acts of Assembly of 1986, as amended (the "Charter "); (c) a certified copies of an Ordinance adopted by the Board of Supervisors of the County (the "Board of Supervisors ") on , 2016 authorizing, among other things, the execution and delivery of the Basic Agreements (as hereinafter defined) (the "County Ordinance "); (d) a copy of the Bond Purchase and Loan Agreement, dated October 11, 2016 (the `Bond Purchase and Loan Agreement'), between the Authority and Union Bails & Trust (the `Bank "); C -1 (e) a Ground Lease, dated as of October 11, 2016, between the County and the Authority (the "Ground Lease ") conveying to the Authority a leasehold interest in certain property, as described therein (the "Leased Property"); (f) a Lease Agreement, dated as of October 11, 2016, between the Authority and the County (the "Lease Agreement ") conveying to the County a leasehold interest in such Leased Property; (g) a Support Agreement, dated as of October 11, 2016 (the "County Support Agreement'), between the County and the Authority, pursuant to which the County has agreed, among other things, to make payments of forty four and two tenths percent (44.2 %) of the debt service payments of the Authority Revenue Bond on a timely basis (subject to annual appropriation by the Board of Supervisors) to the Authority; and (h) an Assignment Agreement, dated as of October 11, 2016 (the "Assignment Agreement'), between the Authority and the Bank, assigning certain of the Authority's rights under the County Support Agreement, the Ground Lease and the Lease Agreement to the Bank as security for, and for payment of, the Authority Revenue Bond, which Assignment Agreement is acknowledged and consented to by the County. In all such examinations, 1 have assumed that all signatures- on documents and instmments examined by me are genuine, all documents submitted to me as originals are authentic and all documents submitted to me as copies conform to the originals. In addition, for purposes of this opinion, I have assumed the due authorization, execution and delivery of the above documents by all parties other than the County. I have also examined such other records, agreements and proceedings of the County and conducted such investigations as I have deemed appropriate and necessary for purposes of this opinion. As to questions of fact material to my opinion, I have relied upon representations of the County contained in the Basic Agreements, as defined below and certifications by representatives of the County and the Authority. Based upon the foregoing, I am of the opinion that I. The County is a political subdivision and validly existing under the Constitution and laws of the Commonwealth of Virginia and vested with all the rights, powers and privileges conferred upon cities by the Constitution and laws of the Commonwealth. 2. The County Ordinance was duly adopted by the Board of Supervisors and is in full force and effect. 3. The County has all necessary power and authority to enter into and perform its obligations under the Ground Lease, the Lease Agreement, the County Support Agreement and the Assignment Agreement (collectively, the "County Documents ") and carry out the transactions contemplated to be performed by the County under the County Documents and the Bond Purchase and Loan Agreement. 4. The County Documents have been duly authorized, executed and delivered or acknowledged and consented to, as applicable, by the County, and constitute valid and binding obligations of the County enforceable against the County in accordance with their terms; except to the extent that their enforceability may be limited to or otherwise affected by (a) bankruptcy, insolvency, reorganization, arrangement, moratorium and other laws affecting the rights of C -2 creditors and debtors generally and (b) principles of equity, whether considered at law or in equity. The County's undertaking to make payments of Basic Payments and Additional Payments under the County Support Agreement and lease payments under the Lease Agreement is subject to and dependent upon the Board of Supervisors making appropriations in amounts sufficient for such purpose. Such undertaking does not constitute a debt of the County within the meaning of any constitutional or statutory limitation nor a liability of or a lien or charge upon funds or property of the County beyond any fiscal year for which the Board of Supervisors has appropriated moneys for such purpose. 5. The adoption by the Board of Supervisors of the County Ordinance and the execution and delivery by the County of the County Documents and the consummation by the County of the transactions contemplated to be performed by the County under the County Documents and the Bond Purchase and Loan Agreement are not prohibited by, and do not violate any provision of and will not result in the breach of any law, rule, regulation, judgment, decree, order or other requirement applicable to the County, any ordinance or resolution of the County, or any material contract, indenture or agreement to which the County is a party or by which the County is bound, and have not resulted, and will not result, in the creation or imposition of any lien, encumbrance, mortgage or other similar conflicting ownership or security interest in favor of any third person in or to the County's revenues, assets, properties or funds except as contemplated in the County Documents, 6. There is no litigation pending or, to the best of my knowledge, threatened against the County (a) to restrain or enjoin the issuance, sale or delivery of the Authority Revenue Bond, or the application of proceeds of the Authority Revenue Bond as provided in the County Documents or the collection of revenues pledged under the Support Agreement and the Lease Agreement, (b) in any way contesting or affecting any authority for the issuance or validity of the Authority Revenue Bond or the validity of the County Documents, (e) affecting the application of proceeds of the Authority Revenue Bond pursuant to the County Documents, (d) adversely affecting the financial condition of the County in any material way, or (e) affecting the acquisition, construction or equipping of the Project (as defined in the Bond Purchase and Loan Agreement). Z No further governmental or regulatory consents, approvals, orders or authorizations by the County are required for the adoption of the County Ordinance or the execution and delivery by the County of the County Documents or for the consummation by the County of the actions contemplated to be performed by the County under the County Documents and the Bond Purchase and Loan Agreement. Very truly yours, C3 EXHIBIT D Opinion of Authority Counsel [Letterhead of Sands Anderson] [Closing Date] Western Virginia Regional Industrial Facility Authority c/o Roanoke Regional Partnership 11 I Franklin Road, SE, Suite 333 Roanoke, Virginia 24011 Union Bank & Trust 11 I Franklin Road, SE Suite 110 Roanoke, Virginia 24011 Western Virginia Regional Industrial Facility Authority $10,000,000 Revenue Bond, Series 2016 Ladies and Gentlemen We have served as special counsel to the Western Virginia Regional Industrial Facility Authority (the "Authority ") in connection with the issuance of the above - referenced bond (the "Authority Revenue Bond ") by the Authority and we have examined, among other things, the following documents: (a) the Virginia Regional Industrial Facilities Act, Chapter 64, Title 15.2, Code of Virginia of 1950, as amended (the "Act'); (b) a certified copy of a resolution adopted by the Authority on September 15, 2016 (the "Resolution'), authorizing the issuance of the Authority Revenue Bond and the execution and delivery of the following: (1) a copy of the Bond Purchase and Loan Agreement, dated October 11, 2016 (the `Bond Purchase and Loan Agreement "), between the Authority and Union Bank & Trust (the "Bank "); (2) a Ground Lease, dated as of October 11, 2016, between Roanoke County, Virginia (the "County ") and the Authority (the "Ground Lease ") conveying to the 31 Authority a leasehold interest in certain property, as described therein (the "Leased Property "); (3) a Lease Agreement, dated as of October 11, 2016, between the Authority and the County (the "Lease Agreement ") conveying to the County a leasehold interest in such Leased Property; (4) a Support Agreement, dated as of October 11, 2016 (the "Roanoke County Support Agreement "), between the County and the Authority, pursuant to which the County has agreed to make certain payments (subject to annual appropriation by the Board of Supervisors) to the Authority; and (5) a Support Agreement, dated as of October 11, 2016 (the "City of Roanoke Support Agreement "), between the City of Roanoke and the Authority, pursuant to which the City of Roanoke has agreed to make certain payments to the Authority; and (6) a Support Agreement, dated as of October 11, 2016 (the "City of Salem Support Agreement "), between the City of Salem and the Authority, pursuant to which the City of Salem has agreed to make certain payments to the Authority; and (7) an Assignment Agreement, dated as of October 11, 2016 (the "Assignment Agreement "), between the Authority and the Bank, assigning certain of the Authority's rights under the Roanoke County Support Agreement, the City of Roanoke Support Agreement, the City of Salem Support Agreement, the Ground Lease and the Lease Agreement to the Bank as security for, and for payment of, the Authority Revenue Bond; and (c) executed counterparts of the documents described in (b) above (collectively, the "Basic Agreements "); and (d) such other documents, records, agreements and certificates of the Authority and other parties, including a copy of a Certificate of the Secretary of the Commonwealth of Virginia dated February 4, 2014, as we deem necessary or appropriate to enable us to render the opinions expressed below. In all such examinations, we have assumed that all signatures on documents and instruments examined by us are genuine, all documents submitted to us as originals are authentic and all documents submitted to us as copies conform to the originals. In addition, for purposes of this opinion we have assumed, without independent investigation or verification, the due authorization, execution and delivery of the Basic Agreements by all parties other than the Authority. As to questions of fact material to this opinion, we have relied upon representations of and the compliance with covenants by the Authority contained in the Basic Agreements, certifications and representations of public officials furnished to us, and certifications and representations of the Authority and others delivered at closing. Wherever in this letter an opinion is qualified by the phrase "to the best of our knowledge" or "we have no knowledge of or words of like import, it shall mean that we have no actual knowledge of the matter or matters so qualified and that no such knowledge has come to us during the course of our representation D -2 of the Authority in connection with this transaction, but that we have conducted no independent investigation of such matter or matters or otherwise sought verification thereof, except as may be expressly set forth herein. Based on and subject to the foregoing, and upon such other information and documents as we consider necessary for the purpose of rendering this opinion, we are of the opinion that: 1. The Authority is duly organized, validly existing and in good standing under the Act and has all necessary power and authority to (i) issue and sell the Authority Revenue Bond and (it) enter into and perform its obligations under the Basic Agreements. The Authority has taken all necessary action required of the Authority and has complied with all provisions of the Act required of the Authority to duly authorize the issuance and sale of the Authority Revenue Bond. 2. The Resolution has been duly adopted by the Authority and is in full force and effect on the date hereof. 3. The Basic Agreements have been duly authorized, executed and delivered by the Authority and, assuming due authorization, execution and delivery thereof by the other parties thereto, are valid and binding obligations of the Authority, enforceable against the Authority in accordance with their respective terms. 4. The Authority Revenue Bond has been duly authorized, executed and issued by the Authority and constitutes a valid and binding limited obligation of the Authority, enforceable in accordance with its terms. 5. The enforceability of the obligations of the Authority under the documents described above is subject to the provisions of bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium or other similar laws. The enforceability of such obligations is also subject to usual equity principles, which may limit the specific enforcement of certain remedies, and any indemnity provisions in the Basic Agreements may be limited by court decisions invalidating or limiting such provisions on grounds including public policy. 6. To the best of our knowledge, no suit, action, proceeding or investigation is pending or threatened against the Authority, before any court or government department, commission, board, agency or instrumentality which, if determined adversely, could have a material adverse effect on (i) the title of the officers of the Authority executing the Authority Revenue Bond or the Basic Agreements, (ii) the validity or enforceability of the Authority Revenue Bond or the Basic Agreements, (iii) the authority to execute the Basic Agreements or the Authority Revenue Bond by the Authority or (iv) the proceedings relating to the execution of the Authority Revenue Bond and the Basic Agreements by the Authority. Our opinion expressed herein is for your benefit alone and may not, without our prior written consent, be relied upon any other person, quoted in any document or filed with any government agency. We express no opinion herein as to the business or financial resources of the Authority or of the City of Roanoke, Roanoke County or the City of Salem or their ability or willingness to provide for the payment of the Authority Revenue Bond as set forth in the Roanoke County Support Agreement, the Lease Agreement, the City of Roanoke Support D -3 Agreement or the City of Salem Support Agreement, respectively, as to any matters of real estate title or liens or as to the accuracy or completeness of any information relating to the Authority Revenue Bond that may have been relied upon by anyone in making the decision to purchase the Authority Revenue Bond. Our opinion is expressed as of the date hereof, and we do not assume any obligation to update or supplement our opinion to reflect any fact or circumstance which hereafter comes to our attention or change in law which hereafter occurs. Very truly yours, D -4 SUPPORT AGREEMENT between WESTERN VIRGINIA REGIONAL INDUSTRIAL FACILITY AUTHORITY and CITY OF ROANOKE, VIRGINIA Dated as of October 11, 2016 NOTE: THIS SUPPORT AGREEMENT HAS BEEN ASSIGNED TO, AND IS SUBJECT TO A SECURITY INTEREST IN FAVOR OF UNION BANK & TRUST, UNDER AN ASSIGNMENT AGREEMENT DATED AS OF OCTOBER 11, 2016 TABLE OF CONTENTS Page Parties................................................................................................................ ............................... l Recitals.............................................................................................................. ............................... I GrantingClauses ......................... ................................................................................... .................. I ARTICLE I DEFINITIONS AND RULES OF CONSTRUCTION 2 SectionI.I. Definitions ................................................................................. ..............................2 Section 1.2. Rules of Construction .............................................................. ..............................3 ARTICLE II REPRESENTATIONS 3 Section 2.1. Representations by Authorit y ................................................. ..............................3 Section 2.2. Representations by City .......................................................... ..............................4 ARTICLE III AGREEMENT TO ISSUE AUTHORITY REVENUE BOND 5 Section 3.1. Agreement to Issue Authority Revenue Bond ....................... ..............................5 Section 3.2. Limitation of Authority's Liability ............................................ .................. ........ 6 ARTICLE IV PAYMENT OBLIGATIONS 6 Section4.1. Amounts Payable ..................................................................... ..............................6 Section4.2. Payments Assigned ................... ......... -- ................................................................. 6 Section 4.3. Obligation Unconditional ........................................................ ..............................7 Section 4.4. General Obligation.. ..................................... ...... .............................. 7 ARTICLE V PREPAYMENT AND REDEMPTION 8 Section 5.1. Prepayment and Redempt ion ................................................. ..............................8 ARTICLE VI PARTICULAR COVENANTS 8 Section 6.1. Limitation of Liability of Directors, etc. of Authority and City ........................8 Section 6.2. Use of Proceeds ......................................................................... ..............................9 Section6.3. City Covenant s ....................................................................... ..............................9 ARTICLE VII EVENTS OF DEFAULT AND REMEDIES 9 Section 7.1. Events of Default ...................................._............................... ................_.............9 Section7.2. Remedies ................................................................................ ............................... 10 Section 7.3. Reinstatement after Event of Default._ ............................. ........................... 10 Section 7.4. No Remedy Exclusive . .......................................................................... t0 Section 7.5. No Additional Waiver Implied by One Waive r ................. ............................... 10 Section 7.6. Attorneys' Fees and Other Expenses... ............................... ............................... 10 ARTICLE VIII INTENTIONALLY OMITTED 4llJ5Jil 1 : -1- ARTICLE IN ASSIGNMENT AGREEMENT; AMENDMENTS; ASSIGNMENT I I Section 9.1. Assignment Agreement; Covenants..... .............................................................. 11 Section9.2. Amendments .......................................................................... ............................... 11 ARTICLE X MISCELLANEOUS 12 Section10.1. Not ices .................................................................................... ............................... 12 Section10.2. Severabilit y ............................................................................ ............................... 12 Section 10.3. Limited Liabili ty . ................................. ................ --............................................ 12 Section 10.4. Successors and Assigns ...... ........... --................................................................... 12 Section 10.5. Counterparts; Delivery ......................................................... ............................... 12 Section 10.6. Governing Law ....... ........................... ............. ....... --........................................... 12 Section 10.7. Term of Agreement............. ............................... .................................................. 13 Signatures........................................................................................................ ............................... 15 Receipt............................ ............ . _........... _.. _............................................. ............................... 16 .1111,1, -ii- THIS SUPPORT AGREEMENT dated as of October 11, 2016, by and between the WESTERN VIRGINIA REGIONAL INDUSTRIAL FACILITY AUTHORITY, a political subdivision of the Commonwealth of Virginia (the "Authority "), and the CITY OF ROANOKE, VIRGINIA, a political subdivision of the Commonwealth of Virginia (the "City "), provides: WITNESSETH: WHEREAS, the Authority is a political subdivision of the Commonwealth of Virginia duly created under the Virginia Regional Industrial Facilities Act, Chapter 64 of Title 15.2 of the Code of Virginia of 1950, as amended (the "Act'); and WHEREAS, the Act authorizes the Authority to borrow money to pay the costs of real estate and all improvements intended to be occupied by manufacturing, warehousing, distribution, office or other commercial facilities; and WHEREAS, in order to further the purposes of the Act, the Authority proposes to undertake the financing of the acquisition of land located in Roanoke County described as five (5) parcels roughly bounded by and in the vicinity of Interstate 81 and Wood Haven Road, which consists of approximately one hundred six (106) acres, together with such other parcels of real property that may be acquired by the Authority in connection with the project contemplated herein and related improvements and facilities, including necessary expenses incidental thereto (collectively, the "Project'), and to obtain the funds therefor by the issuance of the Authority Revenue Bond (as hereinafter defined); and WHEREAS, the City, and the City of Salem, Virginia and Roanoke County, Virginia (together with the City the "Participants" and each individually, including the City, a "Participant ") agree that the Project will promote commerce and the prosperity of the Participants' citizens; and WHEREAS, to finance the Project, the Authority has determined to issue pursuant to the terms of a Bond Purchase and Loan Agreement dated as of October 11, 2016 (the "Bond Purchase and Loan Agreement ") between the Authority and Union Bank & Trust (the "Bank "), its Revenue Bond, Series 2016 in the maximum principal amount of $10,000,000 (the "Authority Revenue Bond ") and to use the proceeds thereof to finance costs incurred in connection with the Project for the benefit of the City and other Participants; and WHEREAS, such Authority Revenue Bond will be a limited obligation of the Authority secured by a pledge of the revenues and receipts received by the Authority from (1) payments made by Roanoke County pursuant to a Support Agreement between Roanoke County mid the Authority (the "Roanoke County Support Agreement) and the Roanoke County Lease Agreement (as defined in the Bond Purchase and Loan Agreement), such payments under the Roanoke County Support Agreement being the same as rent payments under the Roanoke County Lease Agreement, and such payments from Roanoke County to constitute a percentage of amounts due under the terms of the Authority Revenue Bond as set forth in the Bond Purchase and Loan Agreement (the "Roanoke County Portion of Support "), (2) payments made by the City pursuant to this Support Agreement (this " Support Agreement "), such payments from the caurnn i � City to constitute a percentage of amounts due under the terms of the Authority Revenue Bond as set forth in the Bond Purchase and Loan Agreement (the "City, of Roanoke Portion of Support ") and (3) payments made by the City of Salem pursuant to a Support Agreement between the City of Salem and the Authority (the "City of Salem Support Agreement "), such payments from the City of Salem to constitute a percentage of amounts due under the terms of the Authority Revenue Bond as set forth in the Bond Purchase and Loan Agreement (the "City, of Salem Portion of Support "). NOW, THEREFORE, in consideration of the mutual covenants and agreements hereinafter contained and other valuable consideration, the parties hereto covenant and agree as follows: ARTICLE I DEFINITIONS AND RULES OF CONSTRUCTION Section 1.1. Definitions. Unless otherwise defined in this Support Agreement, all words used herein shall have the meanings assigned to such terms in the Bond Purchase and Loan Agreement. In addition to the words defined in the recitals hereto, the following words as used in this Support Agreement shall have the following meanings unless a different meaning clearly appears from the context: "Additional Payments" shall mean such payment or payments made by the City pursuant to Section 4.1(b) and Section 5.1. "Annual Budget" shall mean the budget by that name referred to in Section 4.4. "Assignment Agreement" means the Assignment Agreement, dated as of October 11, 2016, from the Authority to the Bank. "Authority Documents" shall mean the Assignment Agreement, this Support Agreement and the Bond Purchase and Loan Agreement. "Bank" shall mean Union Bank & Trust or any subsequent holder of the Authority Revenue Bond. "Basic Payments" shall mean the payments made by the City under this Support Agreement as set forth in Section 4J (a), which such payments are equal to forty four and two tenths percent (44.2 %) of the payments of principal and interest due on the Authority Revenue Bond. `Bond Purchase and Loan Agreement' shall mean the Bond Purchase and Loan Agreement, dated as of October 11, 2016, between the Authority and the Bank. "City " shall mean the City of Roanoke, Virginia. -2- "City Documents" shall mean the Assignment Agreement and this Support Agreement. "City Manager" shall mean the City Manager of the City. "Council" shall mean the City Council of the City. "Event of Default" shall mean the events enumerated in Section 7.1. "Fiscal Year" shall mean the twelve -month period beginning July 1 of one year and ending on June 30 of the following year, or such other fiscal year of twelve months as may be selected by the City. "Public Finance Act" shall mean the Public Finance Act of 1991, Chapter 26 of Title 15.2 of the Code of Virginia of 1950, as amended. "Support Agreement" shall mean this Support Agreement, as such Support Agreement may be supplemented, amended or modified. Section 1.2. Rules of Construction. The following rules shall apply to the construction of this Support Agreement unless the context otherwise requires: (a) Words importing the singular number shall include the plural number and vice versa (b) Words importing the redemption or calling for redemption of the Authority Revenue Bond shall not be deemed to refer to or connote the payment of the Authority Revenue Bond at its stated maturity. (c) Unless otherwise indicated, all references herein to particular Articles or Sections are references to Articles or Sections of this Support Agreement. (d) The headings herein and Table of Contents to this Support Agreement herein are solely for convenience of reference and shall not constitute a part of this Support Agreement nor shall they affect its meaning, construction or effect. (e) All references herein to payment of the Authority Revenue Bond are references to payment of principal of and premium, if any, and interest on the Authority Revenue Bond. ARTICLE It REPRESENTATIONS Section 2.1. Representations by Authority. The Authority makes the following representations: vm `21e 1 � -3- (a) The Authority is a political subdivision of the Commonwealth of Virginia duly created under the Act; (b) Pursuant to the Act, the Authority has full power and authority to enter into the Authority Documents and to perform the transactions contemplated thereby and to carry out its obligations thereunder and by proper action has duly authorized, executed and delivered such Authority Documents; (c) The execution, delivery and compliance by the Authority with the terms and conditions of the Authority Documents will not conflict with or constitute or result in a default under or violation of, (1) any existing law, rule or regulation applicable to the Authority, or (2) any trust agreement, mortgage, deed of trust, lien, lease, contract, note, order, judgment, decree or other agreement, instrument or other restriction of any kind to which the Authority or any of its assets is subject; (d) No further approval, consent or withholding of objection on the part of any regulatory body or any official, Federal, state or local, is required in connection with the execution or delivery of or compliance by the Authority with the terms and conditions of the Authority Documents, except that no representation is made as to the applicability of any Federal or state securities laws; and (e) There is no litigation at law or in equity or any proceeding before any governmental agency involving the Authority pending or, to the knowledge of the Authority, threatened with respect to (I) the creation and existence of the Authority, (2) its authority to execute and deliver the Authority Documents, (3) the validity or enforceability of the Authority Documents or the Authority's performance of its obligations thereunder, (4) the title of any officer of the Authority executing the Authority Documents, or (5) the ability of the Authority to issue and sell its Authority Revenue Bond and undertake the Project. Section 2.2. Representations by City. The City makes the following representations: (a) The City is a municipal corporation and political subdivision of the Commoncvcalth of Virginia; (b) The City has full power and authority to enter into the City Documents and to perform the transactions contemplated to be performed by the City under the City Documents and the Bond Purchase and Loan Agreement and to carry out its obligations thereunder and by proper action has duly authorized, executed and delivered such City Documents; (c) The City is not in default in the payment of the principal of or interest on any of its indebtedness for borrowed money and is not in default under any instrument under or subject to which any indebtedness for borrowed money has been incurred, and no event has occurred and is continuing that with the lapse of time or the giving of notice, or both, would constitute or result in an event of default thereunder; ��.... ,... -4- (d) The execution and delivery of the City Documents, the consummation of the transactions contemplated to be performed by the City therein and in the Bond Purchase and Loan Agreement and compliance by the City with the provisions thereof applicable to the City will not result in a breach or violation of any of the terms or provisions of, or constitute a default under, any indenture, mortgage or other agreement or instrument to which the City is a party or by which it is bound or any existing law, administrative regulation, court order or consent decree to which it is subject. (e) The City is not in default under or in violation of, and the execution, delivery and compliance by the City with the terms and conditions of the City Documents will not conflict with or constitute or result in a default under or violation of, (1) any existing law, rule or regulation applicable to the City or (2) any trust agreement, mortgage, deed of trust, lien, lease, contract, note, order, judgment, decree or other agreement, instrument or restriction of any kind to which the City or any of its assets is subject, and no event has occurred and is continuing that with the lapse of time or the giving of notice, or both, would constitute or result in such a default or violation; (t) No further approval, consent or withholding of objection on the part of any regulatory body or any official, Federal, state or local, is required in connection with the execution or delivery of or compliance by the City with the terms and conditions of the City Documents; and (g) There is no litigation at law or in equity or any proceeding before any governmental agency involving the City pending or, to the knowledge of the City, threatened with respect to (1) the authority of the City to execute and deliver the City Documents, (2) the validity or enforceability of such City Documents or the City's performance of its obligations thereunder, or (3) the title of any officer of the City executing such City Documents. (h) The Project has been determined to be important to the City's economic development and future revenue growth, and the Council anticipates that the Project will continue to be important to the City's economic development and future revenue growth during the term of this Support Agreement. ARTICLE III AGREEMENT TO ISSUE AUTHORITY REVENUE BOND Section 3.1. Agreement to Issue Authority Revenue Bond. The Authority hereby agrees, simultaneously with the execution and delivery hereof, to proceed with the issuance and sale of the Authority Revenue Bond, bearing interest, maturing and having the other terms and provisions set forth in the Bond Purchase and Loan Agreement. The proceeds of the Authority Revenue Bond will be used to finance the costs of the Project. The City agrees to make all Basic Payments and Additional Payments when and as the same shall become due and payable. ;vousea n -5- Section 3.2. Limitation of Authority's Liability. Anything contained in this Support Agreement to the contrary notwithstanding, any obligation the Authority may incur in connection with the issuance of the Authority Revenue Bond for the payment of money shall not be deemed to constitute a debt or general obligation of the Authority within any constitutional or statutory limitations, but shall be a limited obligation payable solely from the revenues and receipts derived by it pursuant to this Support Agreement, the Roanoke County Support Agreement, the Roanoke County Lease Agreement and the City of Salem Support Agreement. ARTICLE IV PAYMENT OBLIGATIONS Section 4.1. Amounts Payable. (a) (1) The City shall pay to the Authority the Basic Payments. The Basic Payments to the Authority shall be payable without notice or demand as directed by the Authority in semi- annual installments on or before the 10th day of January and July, beginning on July 10, 2017, each year until the date that no amount is due under this Support Agreement. On written request of the Bank, the City shall pay such Basic Payments to the Bank, as assignee of the Authority, without notice or demand at the designated office of the Bank in semi - annual installments on or before the 10th day of January and July, beginning on July 10, 2017, each year until the date that no amount is due under this Support Agreement. (2) The Authority will determine, as part of its budget process, by March 15 of each year the Basic Payment to be requested from, and paid by, the City for the immediately succeeding Fiscal Year, based on the City of Roanoke Portion of Support as applied to expected debt service on the Authority Revenue Bond. (b) The City agrees to make Additional Payments to pay (1) any prepayment or redemption of the Authority Revenue Bond allocated to the City of Roanoke Portion of Support and (2) all other amounts which the City agrees to pay under the terms of this Support Agreement, but not including Basic Payments. Section 4.2. Payments Assigned. The Authority and the City acknowledge and agree that this Support Agreement and all Basic Payments and Additional Payments (except the rights of the Authority to receive payment of its expenses, to receive notices and to give consents) are assigned by the Assignment Agreement to the Bank. The City consents to such assignment and agrees to pay to the Bank all amounts payable by the City that are so assigned. 11 1 -6- Section 4.3. Obligation Unconditional. The obligations of the City to make all Basic Payments and Additional Payments and to observe all other covenants, conditions and agreements hereunder shall be absolute and unconditional, irrespective of any right of setoff, recoupment or counterclaim the City may otherwise have against the Authority, and the City shall not suspend or discontinue any such Basic Payment or Additional Payment or fail to observe and perform any of its covenants, conditions and agreements hereunder. Section 4.4. General Obligation. The City's obligations to pay the cost of performing its obligations under this Support Agreement, including its obligations to pay all Basic Payments and Additional Payments, shall be a general obligation of the City to which the full faith and credit of the City are irrevocably pledged and constitute obligations of a locality for the payment of money and for the payment of which the locality is required to levy ad valorem taxes as set forth in Section 15.2 -2602 of the Public Finance Act, and the Bank is the holder thereof in accordance with the Assignment Agreement. The Council is authorized to and shall levy and collect annually at the same time and in the same manner as other taxes of the City are assessed, levied and collected, a tax upon all taxable property within the City, over and above all other taxes authorized or limited by law, and without limitation as to rate or amount, sufficient to pay when due the payments under this City Support Agreement to the extent other funds of the City are not lawfully available and appropriated for such purpose. The City Manager or other officer charged with the responsibility for preparing the City's Annual Budget shall include in the budget for each Fiscal Year as a single appropriation the amount of all Basic Payments and estimated Additional Payments coming due during such Fiscal Year. Throughout the tern of this Support Agreement, the City Manager or other officer charged with the responsibility for preparing the City's Annual Budget shall deliver to the Bank and the Authority within 30 days after the adoption of the Annual Budget for each Fiscal Year, but not later than the beginning of each Fiscal Year, a certificate stating whether an amount equal to the Basic Payments and Additional Payments which will come due during such Fiscal Year has been appropriated by the Council in such budget. If any adopted Annual Budget does not include an appropriation of funds sufficient to pay both Basic Payments and estimated Additional Payments coming due for the relevant Fiscal Year, the Council shall take a roll call vote immediately after adoption of such Annual Budget acknowledging the impact of its failure to appropriate such funds. If, by the beginning of the Fiscal Year, the Council has not appropriated funds for the payment of both Basic Payments and estimated Additional Payments coming due for the then current Fiscal Year, the City Manager or other officer charged with the responsibility for preparing the City's Annual Budget shall give written notice to the Council of the consequences of such failure to appropriate, and request the Council to consider a supplemental appropriation for such purposes. If at any time the Basic Payments as determined pursuant to Section 4.1(a)(2) are insufficient to make forty four and two tenths percent (44.2 %) of the payments of principal and interest due on the Authority Revenue Bond in a timely manner, the Authority (or the Bank as assignee of the Authority) shall notify the City Manager (or other officer charged with the :111„11 -7- responsibility for preparing the City's Annual Budget) of the amount of such insufficiency, and the City Manager shall submit to the Council at its next regularly scheduled meeting or as promptly as practicable, but in any event within 45 days, a request for a supplemental appropriation in the amount necessary to cover such insufficiency. ARTICLE V PREPAYMENT AND REDEMPTION Section 5.1. Prepayment and Redemption. The City shall have the option to prepay any Basic Payments at the times and in the amounts as necessary to enable the Authority to exercise its option to cause the Authority Revenue Bond to be redeemed in part as set forth in such Authority Revenue Bond. Such prepayments of Basic Payments shall be made at the times and in the amounts as necessary to accomplish the optional redemption in part of the Authority Revenue Bond as set forth in such Authority Revenue Bond. Such redemption shall be made without penalty. The City shall direct the Authority to send to the Bank notice of any partial redemption of the Authority Revenue Bond at least 10 days prior to the redemption date, such notice to the Bank to specify the redemption date and the principal amount of the Authority Revenue Bond to be redeemed. ARTICLE VI PARTICULAR COVENANTS Section 6.1. Limitation of Liability of Directors, etc. of Authority and City. No covenant, agreement or obligation contained in this Support Agreement shall be deemed to be a covenant, agreement or obligation of any past, present or future member, officer, director, employee or agent of the Authority in his or her individual capacity, and neither the members of the Authority nor any officer thereof executing this Support Agreement shall be liable personally on this Support Agreement or be subject to any personal liability or accountability by reason of the execution and delivery hereof. No member, director, officer, employee or agent of the Authority shall incur any personal liability with respect to any other action taken by him or her pursuant to this Support Agreement or the Act or any of the transactions contemplated hereby provided that he or she acts in good faith. No covenant, agreement or obligation contained herein shall be deemed to be a covenant, agreement or obligation of any past, present or future Council Member or officer, employee or agent of the City or the Council in his or her individual capacity, and neither the members of the Council nor any officer of the City or the Council executing this Support Agreement shall be liable personally on this Support Agreement or be subject to any personal liability or accountability by reason of the execution and delivery hereof. No Council Member or officer, employee or agent of the City or the Council shall incur any personal liability with respect to any action taken by him or her pursuant to this Support Agreement or any of the transactions contemplated hereby, provided that he or she acts in good faith. 1.x,.21,. , -8- Section 6.2. Use of Proceeds. The Authority shall use the proceeds of the Authority Revenue Bond to finance the Project and pay certain costs of issuance of the Authority Revenue Bond. Section 6.3. City Covenants. The City agrees to provide to the Bank (a) prompt notice of any litigation with respect to the City that could materially and adversely affect the ability of the City to perform its obligations under this Support Agreement, (b) topics of the City's financial statements within 180 days of the end of each of the City's Fiscal Years and (c) prompt notice of any defaults with respect to any general obligation indebtedness or moral obligations of the City. ARTICLE VII EVENTS OF DEFAULT AND REMEDIES Section 7.1. Events of Default. (a) Each of the following events shall be an Event of Default: (1) Default in the due and punctual payment of any Basic Payment when the same becomes due and payable and continuation of such failure for a period of five days; or (2) Failure of the City to pay when due any other payment due under this Support Agreement or to observe and perform any covenant, condition or agreement on its part to be observed or performed, which failure shall continue for a period of 30 days after notice is given, or in the case of any such default that cannot with due diligence be cured within such 30 day period but can be cured within the succeeding 60 days, failure of the City to proceed promptly to cure the same and thereafter prosecute the curing of such default with due diligence. (b) The provisions of the foregoing subparagraph (a)(2) are subject to the limitation that if by reason of force majeure the City is unable in whole or in part to perform any of its covenants, conditions or agreements hereunder, the City shall not be deemed in default during the continuance of such inability. The term "force majeure' as used herein shall include without limitation acts of God; strikes, lockouts or other industrial disturbances; acts of public enemies; orders of any kind of the government of the United States of America or the Commonwealth of Virginia or any political subdivision thereof or any of their departments, agencies or officials, or any civil or military authority; insurrections; riots; epidemics; swarms of boll weevils and plagues of locusts; landslides; earthquakes; fires; hurricanes; tornadoes; storms; floods; washouts; droughts; restraint of government and people; or civil disturbances. The City shall remedy with all reasonable dispatch the cause or causes preventing the City from carrying out its covenants, conditions and agreements, provided that the settlement of strikes, lockouts and other industrial disturbances shall be entirely within the discretion of the City, and the City shall not be required to make settlement of strikes, lockouts and other industrial disturbances by acceding to the demands of any opposing party when such course is in the judgment of the City not in its best interests. 145 a , , -9- Section 7.2. Remedies. Whenever any Event of Default shall have happened and is continuing, the Bank as assignee of the Authority, may take whatever action at law, in equity or administratively as may appear necessary or desirable to collect the Basic Payments and Additional Payments then due and thereafter to become due, or to enforce performance and observance of any obligation. agreement or covenant of the City under this Support Agreement. Any amounts received by the Authority or the Bank pursuant to the foregoing provisions shall be applied first to costs, then to any unpaid interest and then to repayment of principal, and upon payment in full of all amounts due such excess shall be credited to the next Basic Payment to the extent such Basic Payments have not been paid in full. This provision shall survive termination of this Support Agreement. Section 7.3. Reinstatement after Event of Default. Notwithstanding the exercise by the Authority of any remedy granted by Section 7.2, if all overdue Basic Payments, together with any interest thereon, and all Additional Payments shall have been made, then the City's default under this Support Agreement shall be waived without further action by the Authority. Upon such payment and waiver, this Support Agreement shall be fully reinstated and all Basic Payments will be due and payable in accordance with the previously determined schedule. Section 7.4. No Remedy Exclusive. No remedy conferred by this Support Agreement upon or reserved to the Authority is intended to be exclusive of any other available remedy or remedies, but every such remedy shall be cumulative and shall be in addition to every other remedy given hereunder or now or hereafter existing at law or in equity or by statute. No delay or omission to exercise any right or power accruing upon any default shall impair any such right or power or shall be construed to be a waiver thereof or acquiescence therein, but any such right and power may be exercised from time to time and as often as may be deemed expedient. Section 7.5. No Additional Waiver Implied by One Waiver. Failure by the Authority at any time to require performance by the City of any provision hereof shall in no way affect the Authority's- right hereunder to enforce the same, nor shall any waiver by the Authority of any breach of any provision hereof be held to be a waiver of any succeeding breach of any such provision_ or as a waiver of the provision itself. Section 7.6. Attorneys' Fees and Other Expenses. The City shall on demand pay to the Authority and the Bank the reasonable fees of attorneys and other reasonable expenses incurred by either of them in the collection of appropriated, but unpaid, Basic Payments or Additional Payments, or the enforcement of any other obligation of the City, or its agents, upon an Event of Default. -to- ARTICLE VIII INTENTIONALLY OMITTED ARTICLE IX ASSIGNMENT AGREEMENT; AMENDMENTS; ASSIGNMENT Section 9.1. Assignment Agreement; Covenants. (a) Contemporaneously with the execution of this Support Agreement, the Authority has entered into the Assignment Agreement by which the Authority has assigned all of its rights in and to this Support Agreement (except its rights to receive payment of its expenses, to receive notices and to give consents) to the Bank for the benefit of the holders of the Authority Revenue Bond. The City (i) consents to such assignment, (ii) agrees to execute and deliver such further acknowledgments, agreements and other instruments as may be reasonably requested by the Authority or the Bank to effect such assignment, (iii) agrees to make all payments due to the Authority under this Support Agreement directly to the Bank (except the Authority's rights to receive payment of its expenses, to receive notices and to give consents), and (iv) agrees to comply fully with the terms of such assignment so long as such assignment is not inconsistent with the provisions hereof. All references in this Support Agreement to the Authority shall include the Bank and their successors and assigns, whether or not specific reference is otherwise made to the Bank, unless the context requires otherwise. The City shall not be obligated to take any notice of any sale, assignment, reassignment, pledge, mortgage, transfer or other disposition of any interest in this Support Agreement by the Authority, unless such sale, assignment, reassignment, pledge, mortgage, transfer or other disposition is undertaken in accordance with the Assignment Agreement. (b) The City covenants to take whatever action may be necessary for the Authority to comply with the Authority's covenants under the Assignment Agreement. (c) The City agrees, for the benefit of the holder of the Authority Revenue Bond, to do and perform all acts and things contemplated in the Assignment Agreement to be done or performed by it. Section 9.2. Amendments. This Support Agreement shall not be supplemented, amended or modified by the parties hereto prior to the payment of all amounts due on the Authority Revenue Bond without the consent of the Bank. .SOi,_bpl i -11- ARTICLE X MISCELLANEOUS Section 10.1. Notices. Unless otherwise provided herein, all demands, notices, approvals, consents, requests, opinions and other communications hereunder shall be in writing and shall be deemed to have been given when delivered in person or mailed by first class registered or certified mail, postage prepaid, addressed (a) if to the City, at 364 Noel C. Taylor Municipal Building, 215 Church Avenue, S.W., Roanoke, Virginia 24011 (Attention: City Manager) and (b) if to the Authority, c/o Roanoke Regional Partnership, at 111 Franklin Road, SE, Suite 333, Roanoke, Virginia 24011 (Attention: Executive Director). The City and the Authority may, by notice given hereunder, designate any further or different addresses to which subsequent demands, notices, approvals, consents, requests, opinions or other communications shall be sent or persons to whose attention the same shall be directed. Section 10.2. Severability. If any provision of this Support Agreement shall be held invalid by any court of competent jurisdiction, such holding shall not invalidate any other provision hereof. Section 10.3. Limited Liability. No officer, official, employee or agent of the City shall be personally liable on the City's obligations hereunder. The Authority shall not be liable under any circumstances for the actions of the City with respect to the City Documents, The Authority shall not be liable under any circumstances for the actions of the Bank under the Authority Documents. Section 10.4. Successors and Assigns. This Support Agreement shall be binding upon, inure to the benefit of and be enforceable by the parties and their respective successors and assigns. The Bank is intended to be, and shall be, a third party beneficiary of this Support Agreement. Section 10.5. Counterparts; Delivery. This Support Agreement may be executed in any number of counterparts, each of which shall be an original, all of which together shall constitute but one and the same instrument. The Authority Documents shall not become effective until delivery at Closing, as defined in the Bond Purchase and Loan Agreement. Section 10.6. Governing Law. This Support Agreement shall be governed by and construed in accordance with the laws of the Commonwealth of Virginia. ;,„ 1 -12- Section 10.7. Term of Agreement. This Support Agreement shall commence on the date of issuance of the Authority Revenue Bond and will terminate on the date that no amount is due under this Support Agreement. This Support Agreement has been dated as of October 11, 2016 for purposes of identifying the instrument. 11H3111 1 i -13- IN WITNESS WHEREOF, the parties have caused this Support Agreement to be duly executed by their duly authorized representatives. WESTERN VIRGINIA REGIONAL INDUSTRIAL FACILITY AUTHORITY By: Chairman CITY OF ROANOKE, VIRGINIA By: APPROVED TO FORM: Roanoke City Attorney Seen and agreed to: UNION BANK & TRUST m Senior Vice President [SIGNATURE PAGE TO CITY OF ROANOKE SUPPORT AGREEMENT] S -1 Tax Map Parcel Numbers' EXEMPT FROM CLERK'S FEE PURSUANT TO VIRGINIA CODE SECTION 17.1 -266 EXEMPT FROM RECORDATION TAXES PURSUANT TO VIRGINIA CODE SECTION 58.1 -81LE ASSIGNMENT AGREEMENT THIS ASSIGNMENT AGREEMENT, dated as of October 11, 2016, between the WESTERN VIRGINIA REGIONAL INDUSTRIAL FACILITY AUTHORITY a political subdivision of the Commonwealth of Virginia (the "Assignor ") and UNION BANK & TRUST, its successors or assigns as bondholder of the Authority Revenue Bond (as described below) (the "Assignee"): WITNESSETH: WHEREAS, the Assignor and the Assignee have entered into a Bond Purchase and Loan Agreement, dated as of the date hereof (the "Bond Purchase and Loan Agreement"), which provides for the issuance of the Assignor's $10,000,000 Revenue Bond, Series 2016 (the "Authority Revenue Bond ") payable from certain payments by the City of Roanoke, Virginia (the "City of Roanoke "), Roanoke County, Virginia ( "Roanoke County ") and the City of Salem, Virginia (the "City of Salem" and together with the City ° of Roanoke and Roanoke County, the "Participants "); and WHEREAS, such payments from the Participants are described as: (1) payments from the City of Roanoke to the Assignor (the "City of Roanoke Support Payments ") pursuant to a Support Agreement between the City of Roanoke and the Assignor (the "City of Roanoke Support Agreement "); (2) payments from Roanoke County to the Assignor (the "Roanoke County Support Payments ") pursuant to a Support Agreement between Roanoke County and the Assignor (the "Roanoke County Support Agreement "), such Roanoke County Support Payments being the same as payments to be made by Roanoke County to the Assignor under the Lease Agreement (as defined below) and (3) payments from the City of Salem to the Assignor (the "City of Salem Support Payments ") pursuant to a Support Agreement between the City of Salem and the Assignor (the "City of Salem Support Agreement" and, together with the City of Roanoke Support Agreement and the Roanoke County Support Agreement, the "Support Agreements"); and WHEREAS, the Assignor and Roanoke County have entered into a Ground Lease, dated as of the date hereof (the "Ground Lease ") which provides that certain Leased Property, as defined therein, is leased by Roanoke County to the Assignor and the Leased Property is leased back to Roanoke County under a Lease Agreement, dated as of the date hereof between the 14.111 1cI!,I -ne11 m, Prepared by Paul C. Jacobson, Virginia State Bar Number 32517 Sands Anderson P. O. Box 1998 Richmond. VA 23218 -1998 (804) 648 -1636 Assignor and Roanoke County (the "Lease Agreement" and, together with the Ground Lease the "Roanoke County Lease Agreements "); and WHEREAS, the City of Roanoke Support Payments, the Roanoke County Support Payments and the City of Salem Support Payments (collectively, the "Support Payments "), collectively and made on a timely basis, will be sufficient to enable the Assignor to meet its scheduled debt service payments on the Authority Revenue Bond; and WHEREAS, the obligations for the City of Roanoke Support Payments and the City of Salem Support Payments shall be general obligations and secured by the full faith and credit of each such locality, respectively, and the undertaking for the Roanoke County Support Payments is subject to and conditioned upon the Roanoke County Board of Supervisors making annual appropriations for the same; and WHEREAS, the proceeds of the Authority Revenue Bond will be used to finance the acquisition of land located in Roanoke County described as five (5) parcels roughly bounded by and in the vicinity of Interstate 81 and Wood Haven Road, which consists of approximately one hundred six (106) acres, together with such other parcels of real property that may be acquired by the Authority in connection with the Project (as defined below)_and related improvements and facilities, including necessary expenses incidental thereto (the "Project ") and payment of certain costs of issuance of the Authority Revenue Bond. NOW, THEREFORE, for and in consideration of the mutual covenants hereinafter contained and other valuable consideration, the receipt of which is acknowledged, the Assignor sells, assigns and delivers to the Assignee, its successors and assigns, its rights under Support Agreements and the Roanoke County Lease Agreements (except the right to receive payment of its expenses, if any, and to receive indemnification, to receive notices and to give consents), as the Support Agreements and the Roanoke County Lease Agreements may be amended from time to time pursuant to their terms, including, without limitation, the Assignor's rights to (a) receive City of Roanoke Support Payments, Roanoke County Support Payments and City of Salem Support Payments, (b) receive proceeds of condemnation of, and insurance on, the Leased Property, (c) re -enter and take possession of the Leased Property in the event of non- appropriation of Basic Rent (as defined in the Lease Agreement) by the Board of Supervisors of Roanoke County and sell or lease interests in the Leased Property, (d) exercise all remedies at law, in equity or administratively of the Assignor upon default under the Support Agreements and the Roanoke County Lease Agreements, or any of them, and (e) all rights, interest and privileges which Assignor, as lessor, has and may have in oral or written leases now existing or hereafter made or affecting all or any part of the Leased Property, as such leases may have been, or from time to time hereafter, may be, modified, extended and renewed, with all rents, income and security deposits and profits due and becoming due therefrom including Assignor's rights, interests and privileges, if any, in any rents, income or profits derived from any sublease of the Leased Property by Roanoke County and all rights and remedies of Assignor upon the occurrence of a default thereunder or a failure of Roanoke County to appropriate funds to make payments under the Lease Agreement. Such assignment shall cause the Assignee to be the holder and owner (the "Holder ") of obligations of the City of Roanoke and the City of Salem designated in the City of Roanoke Support Agreement and the City of Salem Support Agreement, respectively, vcia:eii aiauoeims which constitute obligations of a locality for the payment of money and for the payment of which the locality is required to levy ad valorem taxes as set forth in Section 15.2 -2602 of the Public Finance Act of 1991, Chapter 26 of Title 15.2 of the Code of Virginia of 1950, as amended. Such assignment is without recourse as to the failure of the Participants to make payments (due to financial inability or otherwise), or to perform any of their responsibilities or duties under the Support Agreements, the Roanoke County Lease Agreements or any other documentation pertaining to the issuance of the Authority Revenue Bond. All moneys received by the Assignee pursuant to this Assignment Agreement shall be applied first toward payment or reimbursement of the Assignee's costs in the enforcement of the Support Agreements and the Roanoke County Lease Agreements (but only to the extent that such moneys were paid by a particular Participant for such costs) then toward payment of the Authority Revenue Bond, first to interest due and payable thereunder, then to principal due and payable thereunder. Upon repayment of the Authority Revenue Bond, in full, and satisfaction of any other obligations of the Participants under the Support Agreements and the Roanoke County Lease Agreements, as applicable, this Assignment Agreement shall be terminated. The Assignor irrevocably constitutes and appoints the Assignee, or any present or future officer or agent of the Assignee, or the successors or assigns of the Assignee, as its lawful attorney, with full power of substitution and resubstitution, in the name of the Assignor or otherwise, to collect and to sue in any court for payments due from the Participants under the Support Agreements or the Roanoke County Lease Agreements, to exercise any remedy at law, in equity or administratively, to withdraw or settle any claims, suits or proceedings pertaining to or arising out of the Support Agreements or the Roanoke County Lease Agreements upon any terms, all without notice to or consent of the Assignor, and to take possession of and to endorse in the name of the Assignor any instrument for the payment of money received on account of the payments due from any of the Participants tinder the Support Agreements or the Lease Agreement, or any of them. The Assignee accepts such assignment as stated herein for its benefit as owner of the Authority Revenue Bond. The Assignor authorizes the Participants, or their respective successors and assigns, to pay to the Assignee, or its successors and assigns, all Support Payments and Basic Rent payments due or to become due under the Lease Agreement from and after the date of this Assignment Agreement by forwarding such payments to the Assignee pursuant to the address or wire instructions provided by the Assignee from time to time, but only in accordance with the terms and provisions of each applicable Support Agreement. The Assignor covenants that, notwithstanding this Assignment Agreement, it will perform all of the Assignor's duties and obligations under the Support Agreements and the Roanoke County Lease Agreements, including its obligation to provide possession of the Leased Property to Roanoke County pursuant to Section 3.1 of the Lease Agreement and to transfer, convey and assign its leasehold estate to Roanoke County upon payment by Roanoke County of all payments due and to become due under the Roanoke County Support Agreement and Section 4.2 of the Lease Agreement. The Assignor delivers to the Assignee the original executed Support Agreements and Roanoke County Lease Agreements, and the Assignee shall at all reasonable times have full access to the books and records of the Assignor relating to the Support Agreements and the Roanoke County Lease Agreements and payments due from the Participants thereunder and to make extracts from such books and records. The Assignor will make, execute and deliver any papers, instruments and documents that may be required by the Assignee, or its successors or assigns, to effectuate the purpose intended by this Assignment Agreement. The assignment effected is absolute and shall not be construed to create a lien on or a security interest in the City of Roanoke Support Payments, the Roanoke County Support Payments or the City of Salem Support Payments for any indebtedness or other obligation of any person. The Assignor waives any right, legal or equitable, now existing or hereafter arising, to offset against, attach, levy upon, enjoin or otherwise delay or disrupt any City of Roanoke Support Payments, Roanoke County Support Payments or City of Salem Support Payments that may be owing to the Assignee on account of any claim or obligation between the Assignor and the Assignee or any of the Participants. Assignee shall not be obligated to perform or discharge any obligation or duty to be performed or discharged by Assignor under any of the Support Agreements or Roanoke County Lease Agreements hereby assigned. Assignor covenants and represents that, except as contemplated by the City Documents or the County Documents, as defined in each of the Support Agreements, as applicable, no other assignment of any interest in the Support Agreements or the Roanoke County Lease Agreements hereby assigned has been made, and that, except as provided for in the Support Agreements and the Roanoke County Lease Agreements, the Assignor will not hereafter amend, alter, modify, cancel, surrender or terminate any of the Support Agreements or Roanoke County Lease Agreements, exercise any option which might lead to any such amendment, alteration, modification, cancellation, surrender or termination or consent to the release of any party liable thereunder or to the assignment of the interest of any Holder, any lessee or sublessee of the Leased Property or to any subletting of the Leased Property without the prior written consent of Assignee. Assignor hereby authorizes Assignee to give notice in writing of this Assignment at any time to any lessee or sublessee under any of the leases hereby assigned. The full performance of the Authority Revenue Bond and the City Documents and the County Documents, as defined in each of the Support Agreements, as applicable, according to their terms shall render this Assignment void. The net proceeds collected by Assignee under the terms of this instrument shall be applied in reduction of the entire indebtedness under the Authority Revenue Bond from time to time outstanding. This Assignment applies to and binds the parties hereto and their respective heirs, administrators, executors, successors and assigns. Notwithstanding anything contained in this Assignment to the contrary, all of the obligations of the Assignor hereunder shall be nonrecourse obligations, and the owner of the Authority Revenue Bond and the Assignee shall look solely to Assignor's interest in the Support Agreements and the Roanoke County Lease Agreements for the satisfaction of any and all remedies it may have against the Assignor upon a default or nonpayment under one or more of the City Documents or County Documents, as defined in each of the Support Agreements, as applicable. Neither the owner of the Authority Revenue Bond nor the Assignee shall enforce or attempt to enforce any deficiency or other personal money judgment against the Assignor with respect to the obligations of the Assignee under the Authority Revenue Bond and the Basic Documents, as defined in each of the Support Agreements. This Assignment Agreement shall be governed by, and construed and enforced in accordance with, the laws of the Commonwealth of Virginia. The Basic Documents, as defined in each of the Support Agreements, and the Authority Revenue Bond express the entire understanding and all agreements between all the parties thereto and may not be modified except in writing signed by the parties. This Assignment Agreement may be executed in any number of counterparts, each of which shall be an original, together shall constitute but one and the same Assignment Agreement. The remainder of this page is intentionally left blank.] IN WITNESS WHEREOF, the Assignor and the Assignee have caused this Assignment Agreement to be duly executed as of the date first above written. WESTERN VIRGINIA REGIONAL INDUSTRIAL FACILITY AUTHORITY - ASSIGNOR By: Chairman UNION BANK & TRUST - ASSIGNEE Its: Senior Vice President COMMONWEALTH OF VIRGINIA) CITY /COUNTY OF The foregoing instrument was acknowledged before me in the County/City of Virginia, this day of , 2016, by , as Chairman of the Western Virginia Regional Industrial Facility Authority. My commission expires: / / My Notary Registration number is Notary Public COMMONWEALTH OF VIRGINIA) CITY /COUNTY OF ) The foregoing instrument was acknowledged before me in the _ , this day of , 2016, by Debbie H. Young, as Senior Vice President of Union Bank & Trust, as Assignee. My commission expires: / / My Notary Registration number is: Notary Public ACKNOWLEDGMENT OF AND CONSENT TO ASSIGNMENT The City of Roanoke, Virginia acknowledges receipt of the assignment by the Assignor of its rights in the City of Roanoke Support Agreement to the Assignee as set forth in the foregoing Assignment Agreement, and consents thereto. CITY OF ROANOKE, VIRGINIA 6y: COMMONWEALTH OF VIRGINIA) CITY /COUNTY OF ) The foregoing instrument was acknowledged before me in the County/City of Virginia, this day of , 2016, by as of the City of Roanoke. Virginia. My commission expires: / / My Notary Registration number is: Notary Public APPROVED TO FORM: Roanoke City Attorney ACKNOWLEDGMENT OF AND CONSENT TO ASSIGNMENT The County of Roanoke, Virginia acknowledges receipt of the assignment by the Assignor of its rights in the Roanoke County Support Agreement and the Roanoke County Lease Agreements to the Assignee as set forth in the foregoing Assignment Agreement, and consents thereto. COUNTY OF ROANOKE, VIRGINIA WM COMMONWEALTH OF VIRGINIA) CITY /COUNTY OF ) The foregoing instrument was acknowledged before me in the County /City of Virginia, this day of _ , 2016, by , as of the County of Roanoke, Virginia. My commission expires: / / My Notary Registration number is: Notary Public APPROVED TO FORM: Roanoke County Attorney ACKNOWLEDGMENT OF AND CONSENT TO ASSIGNMENT The City of Salem, Virginia acknowledges receipt of the assignment by the Assignor of its rights in the City of Salem Support Agreement to the Assignee as set forth in the foregoing Assignment Agreement, and consents thereto. CITY OF SALEM, VIRGINIA 0 COMMONWEALTH OF VIRGINIA) CITY /COUNTY OF The foregoing instrument was acknowledged before me in the County /City of Virginia, this day of , 2016, by as of the City of Salem, Virginia. My commission expires: / My Notary Registration number is: Notary Public APPROVED TO FORM: Salem City Attorney Final Draft: 09.15.2016 PARTICIPATION AGREEMENT THIS PARTICIPATION AGREEMENT (this "Agreement "), dated as of this I Ith day of October, 2016 by and between the WESTERN VIRGINIA REGIONAL INDUSTRIAL FACILITY AUTHORITY, a political subdivision of the Commonwealth of Virginia created pursuant to Chapter 64 of Title 15.2 of the Code of Virginia, 1950, as amended, (the "Authority ") and Roanoke County, the City of Roanoke, and the City of Salem, political subdivisions of the Commonwealth of Virginia and members of the Authority (the "Participants" and each individually, a "Participant "). WHEREAS, the Authority has been created under the provision of Chapter 64 of Title 15.2 of the Code of Virginia, 1950, as amended (the "Act "), to promote economic development in the Participants' geographical region; and. WHEREAS, the Participants and the Authority have identified real property located in Roanoke County described as five (5) parcels in Roanoke County, Virginia roughly bounded by and in the vicinity of Interstate 81 and Wood Haven Road, which consists of approximately one hundred six (106) acres, together with such other parcels of real property that may be acquired by the Authority in connection with the project contemplated herein (the "Real Property") to be acquired and used for industrial park or other economic development purposes and the need for the design, acquisition, construction and equipping of water, sewer, roadway and other improvements on or near the Real Property (together, the "Project "), as an important project for the region to promote the purposes for which the Authority has been formed; and, WHEREAS, the Act authorizes- the Authority, among other things, to develop, construct, improve, equip and maintain facilities for industrial or commercial purposes, to expend funds as may be available to it for the purposes of developing such facilities, to enter into contracts of any kind with respect to carrying out its powers under the Act, to accept funds and property from counties, cities and towns and use the same for any of the purposes for which the Authority is created and to enter into cooperative arrangements with any governmental entity in furtherance of the purposes of the Act, and authorizes each Participant to provide funds to the Authority for any of its purposes and each Participant is otherwise authorized by law to make appropriations for the accomplishment of the lawful purposes and objectives of such Participant; and WHEREAS, the Authority and the Participants desire to enter into this Agreement for the purposes of establishing the scope of the Project, describing certain contributions of the Authority and the Participants toward development of the Project and providing for the sharing of certain revenue from the Project. NOW THEREFORE, in order to carry out the purposes for which the Authority was formed and to promote economic development for the benefit of the Participants, the parties hereto do hereby agree as follows: Final Draft: 09.15.2016 PROJECT DESCRIPTION The Project may include the following on or near the Project site: (i) acquisition and disposition by the Authority of interests in Project real estate, (ii) promotion of the Project site for economic development purposes, (iii) grading all or a portion of the Project site, (iv) improving, replacing and extending water, sewer, natural gas, electrical and other utility facilities, (v) construction, rehabilitating and expanding buildings, (vi) construction of parking facilities, (vii) constructing, expanding and improving roads, streets and bridges (viii) purchasing or leasing machinery and tools, (ix) making other improvements consistent with the foregoing actions and in support of the objectives of the Project, (x) financing any or all of the above activities, (xi) selling, leasing, disposing of or making grants of interests in Project real property and personal property in furtherance of the objectives of the Project and (xii) taking other actions consistent with developing the Project for economic development purposes. II PROJECT UNDERTAKEN IN THE NAME OF THE AUTHORITY The acquisition and development of the Project shall be undertaken in the name of the Authority and, subject to the terms of this Agreement, the Authority, shall own, hold, develop, lease, use, sell, encumber, transfer, and dispose of any real or personal property comprising part or all of the Project, provided, however, that the Authority agrees not to take any action related to the financing, development and operation of the Project without the unanimous consent of all of the Participants as reflected by action of the Committee (as defined below) and the Authority further agrees that it will not lease, use, sell, encumber, transfer or dispose of any real or personal property comprising part or all of the Project or take any action or perform any function related to the Project or any portion thereof without the unanimous consent of all of the Participants as reflected by action of the Committee. III PROJECT PARTICIPATION COMMITTEE The Participants shall establish a participation committee for the Project (the "Committee ") that shall consist of the respective County Administrator or City Manager of each Participant, or the respective designee of each such chief administrative officer. The Committee shall oversee the development and management of the Project. The Committee shall organize and may adopt bylaws and other organizational documents to designate its procedures and responsibilities. Committee action shall require an unanimous, affirmative vote by all of the Participants. The Committee will recommend action to the Board of Directors of the Authority (the "Board"), and any Committee action must be ratified by the Board. The locality in which the Project is situated (the "Host Locality ") shall not enter into a performance agreement or any other arrangement that involves the rebate or abatement of all or a Final Draft: 09.15.2016 portion of the enumerated taxes to the owner of the Real Property without the unanimous consent of the Committee. The Committee may choose to review and recommend to the Authority restrictive covenants for the development of the Real Property and the Project; such restrictive covenants shall include setbacks, landscaping land uses and other similar restrictions that are usual and customary in industrial developments. The Authority shall take all steps necessary to implement such restrictive covenants at the recommendation of the Committee. The Committee may collaborate with the planning staff of each of the Participants to develop land use regulations and other such standards of land use to be established on the Real Property. Such regulations and standards of land use will be developed in order to maximize the revenue producing use of the Real Property. Such standards may include the average wage of the jobs produced by the Project, anticipated tax returns of the Project, and numbers of jobs created by the Project. The Committee shall present such recommended land use regulations to the Authority for consideration and implementation. The Host Locality agrees to cooperate with the Authority in pursuing the rezoning or other land use regulation of the Real Property and diligently pursue approval of such rezoning or other land use regulation of the Real Property, based on the recommendation of the Committee. IN, ANNUALBUDGET As soon as practicable after the Committee is formed, and thereafter by March I of each year, the Committee shall develop and present to the Participants and the Authority a budget for the fiscal year beginning the following July 1, showing (a) all contemplated expenditures for costs and expenses of the Project (the "Project Costs "), including the cost of debt service ( "Project Debt Service Costs ") and the cost of operations and administration of the Project including costs to design, acquire, construct, equip and operate the Project not paid from the proceeds of Project Debt (as defined below) ( "Project Administration Costs ") and (b) all anticipated Project Revenue (as defined below) and other funds expected to be generated from or in connection with the Project, including federal and state grants. This annual budget shall be approved by the Committee on or before April I of each year. V CONTRIBUTION AMOUNTS Subject to Article VIII below, each Participant shall make payments on a quarterly basis, in advance, or on another basis if approved by the Project Participant Committee, sufficient to pay the Project Administration Costs (the "Project Administration Contribution Amounts ") in the following proportions (the "Contribution Proportions "): City of Roanoke = 44.2 %, Roanoke County = 44.2 %, City of Salem = 11.6 %. The initial payment of Project Administration Contribution Amounts shall be made by each Participant on or before January 1, 2017. Should any Participant fail or neglect to pay its Final Draft: 09.15.2016 Project Administration Contribution Amount on or before the date when such Project Administration Contribution Amount is due and owing, and such failure continues for more than thirty (30) days after written demand for payment made to such Participant by the Committee, such Participant shall forfeit and lose any and all rights arising out of this Agreement, including any rights to vote and any right to receive a share of Project Revenue (as defined below). In the event that any Participant forfeits and loses its rights under this Agreement, the Project Administration Contribution Amounts of the remaining Participants shall increase proportionately so that Project Administration Costs may be paid in full. Contribution Amounts to be used by the Authority to pay debt service on Project Debt (the "Project Debt Contribution Amounts ") shall be paid by each Participant in accordance with one or more support agreements entered into by each Participant (each, a "Support Agreement ") in connection with Project Debt (as defined below) in accordance with the Contribution Proportion applicable to each Participant as set forth above. The type of obligation of any Participant under a Support Agreement, whether a general obligation, a "moral" obligation or otherwise shall be as set forth and described in each particular Support Agreement. The right of any Participant to prepay any Project Debt Contribution Amount shall be as set forth and described in each particular Support Agreement. Should any Participant fail or neglect to pay its Project Debt Contribution Amount on or before the date when such Project Debt Contribution Amount is due and owing, or fail to enter into a Support Agreement reflecting that Participant's Contribution Proportion up to the Maximum Project Debt (as defined below) such Participant shall forfeit and lose any and all rights arising out of this Agreement, including any rights to vote and any right to receive a share of Project Revenue (as defined below). In the event that any Participant forfeits and loses its rights under this Agreement, the remaining Participants shall have no responsibility or liability to pay any portion of the Project Debt Contribution Amount of the former Participant. VI FINANCING Participants shall be responsible for payment of all debt obligations of the Authority related to or arising from the Project ( "Project Debt ") in their respective Project Debt Contribution Amounts and for costs and expenses for the implementation of the Project through payment of their respective Project Debt Contribution Amounts as set forth above. Member localities of the Authority not participating in the Project shall have no responsibility for payments in support of any Project Debt or any other Project costs. The Authority agrees, subject to conditions imposed by a lender, lenders or other financing source and to the Participants entering into such Support Agreements as may be required, to finance the acquisition of interests in Project property and initial costs related to marketing and development of the Project, such financing expected to occur in calendar year 2016, in a principal amount not to exceed $10,000,000 (the "Initial Project Debt "). The Authority further agrees, subject to conditions imposed by a lender, lenders or other financing source and to the Participants entering into such Support Agreements as may be required, to finance the acquisition of additional property near the Real Property as deemed desirable by the Final Draft: 09.15.2016 Authority and the Committee and the design, acquisition, construction and equipping of water, sewer, roadway and other improvements on or near such Project Real Property (the "Additional Project Debt ") in a principal amount such that the total of the Initial Project Debt and the Additional Project Debt does not exceed $20,000,000 (the "Maximum Project Debt "). VII REVENUE SHARING "Project Revenue" is defined as all of the local taxes paid by businesses and industries including, but not limited to, the real property, personal property, machinery and tools, sales, and meals located at the Project site at the applicable tax rates. Project Revenue will, subject to Article VIII below, be paid to the Authority by the governing body of the locality in which the Project is located and shall be distributed by the Authority to the Participants in the Project based upon each Participant's Contribution Proportion. Vlll WITHDRAWAL OF PARTICIPANT No Participant may withdraw from this Agreement without the unanimous consent of all other Participants. Once Project Debt obligations have been incurred by the Authority, no Participant may withdraw from this Agreement without the unanimous consent of all holders or owners of Project Debt. Once Additional Project Debt obligations have been incurred by the Authority, no Participant may withdraw from this Agreement without the unanimous consent of all holders or owners of Additional Project Debt. IX ANNUAL APPROPRIATION Any obligation of a Participant to pay any Project Administration Contribution Amount or to pay any Project Revenue to the Authority set forth in this Agreement, as applicable, shall not constitute a debt or a pledge of any Participant within the meaning of any constitutional or statutory debt limitation, but shall be subject to and dependent upon annual appropriations being made from time to time by the governing body of such Participant. The chief administrative officer or other officer charged with the responsibility for preparing the proposed annual budget of each Participant is directed to include in the proposed budget for each fiscal year the amount of the expected Project Administration Contribution Amount (and, if applicable, payment of Project Revenue) for such fiscal year and any other sums due under this Agreement. If, by July 15 of each fiscal year the governing body of any Participant has not appropriated such amount for the then current fiscal year for the purposes intended by this Agreement, the chief administrative officer of such Participant shall give written notice to the governing body of such Participant of the consequences of such failure to appropriate, including the forfeiture of rights under this Agreement. Final Draft: 09.15.2016 To the extent permitted by law, in the event of the failure of the Host Locality to make its payment of any Project Revenue to the other Participants under this Agreement, any Participant has the right to institute a process under which a Participant could cause the Participant's Director of Finance to withhold and setoff all further payments due to the Host Locality until the unpaid sum of Project Revenue is obtained. The Participant will give the Host Locality sixty (60) days' notice before withholding and setting off any such payments. X AMENDMENT This Agreement may be amended from time to time by written agreement duly approved and executed by all Participants and the Authority. XI TITLE AND HEADINGS The title and article headings in this Agreement are solely for convenience of reference and shall not constitute a part of this Agreement nor shall they affect its meaning, construction or effect. XII SEVERABILITY If any clause, provision or section of this Agreement shall be held illegal or invalid by any court, the illegality or invalidity of such clause, provision or section shall not affect the remainder of this Agreement which shall be construed and enforced as if such illegal or invalid clause, provision or section had not been contained in this Agreement. If any agreement or obligation contained in this Agreement is held to be in violation of law, then such agreement or obligation shall be deemed to be the agreement or obligation of the parties hereto only to the extent permitted by law. Xlll EXECUTION OF COUNTERPARTS This Agreement may be executed in any number of counterparts, each of which shall be an original and all of which together shall constitute but one and the same instrument. Final Draft: 09.15.2016 X[V VENUE This Agreement shall be governed by, and construed and enforced in accordance with, the laws of the Commonwealth of Virginia. SIGNATURE PAGES TO FOLLOW. Final Draft: 09.15.2016 IN WITNESS WHEREOF, the parties have caused this Agreement to be executed and attested by their respective clerks or secretaries. ATTEST: WESTERN VIRGINIA REGIONAL INDUSTRIAL FACILITY AUTHORITY MM Printed Name and Title Printed Name and Title APPROVED TO FORM: Counsel to Authority Final Draft: 09.15.2016 ATTEST: CITY OF ROANOKE, VIRGINIA Printed Name and Title Printed Name and Title APPROVED TO FORM: Roanoke City Attorney Final Draft: 09.15.2016 ATTEST: COUNTY OF ROANOKE, VIRGINIA Printed Name and Title Printed Name and Title APPROVED TO FORM: Roanoke County Attorney l0 Final Draft: 09.15.2016 ATTEST: CITY OF SALEM, VIRGINIA By: Printed Name and Title Printed Name and Title APPROVED TO FORM: Salem City Attorney The Roanoke Times Account Number Roanoke, Virginia 6017304 Affidavit of Publication Date R. BRIAN TOWNSEND, ASSISTANT C September 26, 2016 456 NOEL C. TAYLOR MUNICIPAL BLDG 215 CHURCH AVENUE SW ROANOKE. VA 24011 Date Category Description Ad Size Total Cost 0 912 612 01 6 Legal Notices NOTICE OF PUBLIC HEARING CONCERNING THE INTENT], 1 x 100 L 98200 Publisher of the Roanoke Times I, (the undersigned) an authorized representative of the Roanoke Times, a daily newspaper published in Roanoke, in the State of Virginia, do certify that the annexed notice NOTICE OF PUBLIC HEARING was published in said newspapers on the following dates: 09119,09/26/2016 The First insertion being given ... 09/19/2016 Newspaper reference: 0000392904 /^ I Billing Rilapresentative Sworn to and subscribed before me this Monday, September 26, 2016 / Llotory Puljlic State of /Virginialtl: City/County of Roanoke My Commission expires FL, THIS IS NOT A BILL. PLEASE PAY FROM INVOICE. THANK NOTICE OF PUBLIC HEARING CONCERNING THE INTENTION OF THE ROANOKE CITY COUNCIL TO AUTHORIZE THE ISSUANCE OF NOT TO EXCEED $5,000,000 PRINCIPAL AMOUNT OF A GENERAL OBLIGATION BOND FOR THE PURPOSE OF FINANCING LAND ACQUISITION AND RELATED IMPROVEMENTS BY THE WESTERN VIRGINIA REGIONAL INDUSTRIAL FACILITY AUTHORITY Noun II bureby given Ihal lba 1,1 of the City of Roanoke, Virginia will red a public hearing In the CII Council Chamber, 4U floe, Noel C. iaylar Municipal Building. 215 Chu ¢h Avenue. SW, brined Vitgrnla, or O eadle 3 2016 during a regular meeting of the Cen, Council al 2'00 P m., or s n thereafter , the matter may be aided on the agenda In, City of kROanok Of Issuance by obllgafipn bond the 9en ,mum ,,an Jand not of top hood oulsdn000atany time is es a,, t0 be f5,00g,g00 and the proposed us of If3giil and related r mpic ca eiopmam for or rposps. me general ohligahoo bon, wrlf hp secured by the fill hlm and credit of ue City of Reamlw and may be ¢shed In the form of a registered bond otme Cry . er as a, undertaking of me chy in accordance wllh the terms or a aproposed stand, Agre unt befel n Mi, C-11 nd a In West( e Virginia Ingianal Industrial racilty Authority in supoorc of an obbgation of the western Virginia Raglmal idusLial facility Authpriq may appear and present their newsnat the public lreaimp. mmv, „I Assignment Authard, Be, Resolution ar he supped At ,an Agreee. Resolution authorizing the Plei"Ition Agreement Ciro available for inspection In the In, Clerk's OPore. Roam 456. 215 Church Avenue, SW_ Roanoke. Organic 24011. If yen should need auxiliary ands. please contact the Sri Qer4's once It (540) R5] -2541 at diet file (5) days in advance of Nil public hearing. Gmen drop r my hand This 19th dar of Seuteme—dal6. itepkane M. Moon Reynolds. Clay Clerk 1192904, e NOTICE OF PUBLIC HEARING CONCERNING THE INTENTION OF THE ROANOKE CITY COUNCIL TO AUTHORIZE THE ISSUANCE OF NOT TO EXCEED $5,000,000 PRINCIPAL AMOUNT OF A GENERAL OBLIGATION BOND FOR THE PURPOSE OF FINANCING LAND ACQUISITION AND RELATED IMPROVEMENTS BY THE WESTERN VIRGINIA REGIONAL INDUSTRIAL FACILITY AUTHORITY Notice is hereby given that the Council of the City of Roanoke, Virginia will hold a public hearing in the City Council Chamber, 4`s Floor, Noel C. 'Taylor Municipal Building, 215 Church Avenue, S.W., Roanoke, Virginia, on October 3, 2016, during a regular meeting of the City Council at 2:00 p.m., or as soon thereafter as the matter may be called on the agenda, concerning the proposed issuance by the City of Roanoke of its general obligation bond. 'rhe maximum principal amount of the bond outstanding at any time is estimated to be $5,000,000 and the proposed use of the proceeds of the bond is to provide funds for the Western Virginia Regional Industrial Facility Authority to acquire land and related improvements and facilities for economic development purposes. The general obligation bond will be secured by the full faith and credit of the City of Roanoke and may be issued in the form of a registered bond of the City, or as an undertaking of the City in accordance with the terms of a proposed Support Agreement between the City and the Western Virginia Regional Industrial Facility Authority in support of an obligation of the Western Virginia Regional Industrial Facility Authority. Persons may appear and present their views at the public hearing. Copies of the proposed Support Agreement, Bond Purchase and Loan Agreement, Assignment Agreement, Specimen Authority Revenue Bond, the proposed Resolution authorizing the issuance of the Support Agreement and the Assignment Agreement, Participation Agreement, and the proposed Resolution authorizing the Participation Agreement are available for inspection in the City Clerk's Office, Room 456, 215 Church Avenue, S.W., Roanoke, Virginia 24011. If you should need auxiliary aids, please contact the City Clerk's Office at (540) 853 -2541 at least five (5) days in advance of the public hearing. Given under my hand this 190 day of September, 2016. Stephanie M. Moon Reynolds, City Clerk PLEASE PUBLISH TWICE IN THE LEGAL ADS, ROANOKE TIMES: ON MONDAY, SEPTEMBER 19, 2016 AND ON MONDAY, SEPTEMBER 26, 2016 Send Publisher's Affidavit to: Stephanie Moon Reynolds, City Clerk City of Roanoke Noel C. Taylor Municipal Building, Suite 456 215 Church Avenue, S.W. Roanoke, VA 24011 (540) 853 -2541 Send Bill to: City of Roanoke ATTN: Brian Townsend, Assistant City Manager for Community Development Office of the City Manager Noel C. Taylor Municipal Building 215 Church Avenue, S.W., Room 364 Roanoke, Virginia 24011 (540) 853 -2333 o CITY OF ROANOKE OFFICE, OF" FHE CITY CLERK 215 Cli,R ch Avenue, S. W., Rowe 456 Roanoke, Virginia 24011 -1536 'relcp Lone: (540)853 -2541 Mix: (541DN53.1145 S114TH AN I M. MOON REYNOLDS, MM( E -mail: d- k[nirnannkevn'NO° CECELIA F. MCC'OY City Clerk Deputy City Clerk C'ECELIAT. WEBB,CMC Assismnt Depat,v City Clerk October 4, 2016 Keith Farmer, Director Straight Street Roanoke Valley, Inc. P. O. Box 11411 Roanoke, Virginia 24022 Dear Mr. Farmer: I am enclosing a copy of Ordinance No. 40659- 100316 authorizing the City Manager to execute proposed Amendment No. 1 to the Contract for Purchase and Sale of Real Property, between the City and Straight Street Roanoke Valley, Inc., dated April 7, 2016, providing for the conveyance of two (2) parcels of City -owned properties more particularly described as follows: (i) a parcel of real property being approximately 6.9357 acres, more or less, including improvements, situate on Coyner Springs Road, Botetourt County, Virginia, and bearing Botetourt Parcel Id. No. 108(9)1B; and (ii) a parcel of real property, including improvements, consisting of approximately 28.8908 acres, more or less, situate on Coyner Springs Road, Botetourt County, Virginia, and bearing Botetourt Parcel Id. No. 108(9)1A, (collectively 'Property'), and extending the closing of the Property until a date on or before October 31, 2016, upon certain terms and conditions; authorizing the City Manager to take all acts, execute such documents, and take such other actions deemed necessary to deliver, perform, enforce, effectuate, and administer the Contract as amended by Amendment No. 1. The abovereferenced measure was adopted by the Council of the City of Roanoke at a regular meeting held on Monday, October 3, 2016; and is in full force and effect upon its passage. Sincerely, t M.�t Stephanie M. Moon ReynoMMC City Clerk Enclosure Keith Farmer, Director Straight Street Roanoke Valley, Inc. October 4, 2016 Page 2 PC: The Honorable Brenda S. Hamilton, Clerk of Circuit Court The Honorable Sherman Holland, Commissioner of Revenue Christopher P. Morrill, City Manager Daniel J. Callaghan, City Attorney Barbara A. Dameron, Director of Finance Susan Lower, Director, Office of Real Estate Valuation Troy A. Harmon, Municipal Auditor b, l i IN'I'I II! COUNCIL OR'f IID: (,I'I'Y ()I. ROANOKF, VIRGINIA I'll' 3rd day of Urtuhc r, 2016. No. /U6S9- 100316. AN ORIANANC'li autho(izhtg the ('fly Manager to cxeculC proposal Ana:ndmcm No. 1 to the ('ontract 101 Purchase and Sate of Reid p,onc'ty (IL('ontrwl "), )o weCo the City and Slrafgn Street Rl)iinokc Valley, Inc (°Straight Street'), (filled April 7, 2016, providing for the conveyance of two (2) parcels of City -owned plopa'lies' more particularly described as follows fit it parcel of real pmpeny being approximately 6.9357 acres, inni'c or less, including improvements, .situate on C'oyner ,Springs Road, Boterni t County, Virginia, and beating Bolclourl Parcel Id. No 108(9)1 13 ("Parcel IB'); and (ii) a parcel of real prnpeny, including irnplevemcats, consisting of approximately 28.8908 acres, more or less, situate on C'oyner Springs Road, Bolclourl Counly, Virginia, and hearing Botetout Parcel Id. No. 108(9)IA ("Parcel IA'), (collectively `Property "), and extending the closing of the Properly until it date on or before October 31, 2016, upon Certain terns and conditions; authorizing the City Manager to take all acts, execute such documents, and take such other actions deemed necessary to deliver, perform, enforce, effectuate, and administer the Contract as amended by Amendment No. 1; and dispensing with the second reading of this Ordinance by title. WHEREAS, the City and Straight Street entered into the Contract pursuant to Ordinance No. 40466 -032116, adopted and dated by Roanoke City Council on March 21, 2016; WHEREAS, the Contract identified Parcel I A as containing 23.48 acres, more or less, and Parcel 1B as containing 6.928 acres, more or less, based on a survey attached to the Contract dated October 29, 2012, WHEREAS, subsequent to the date of the Contract, a revised survey commissioned by Straight Street dated September 19, 2016, showed that Parcel I achtally contained 28.8908 acres, more or less, and Parcel 1 B contained 6.9357 acres, more or less, WHEREAS, the parties desire to amend the Contract by proposed Amendment No.l to substitute the Scplenrbw 19, 2016, survey in place of the survey dated October 29, 2012, providing for the eunveyunc( ohI)a1ccl I It uxmtaining approximately 6.9357 acres, more or Tess, and Parcel A containing approximately 28 S908 acres, more or less, and to extend the closing date until a date on 01 bcOn'q and 11111 I111c, han, ()Ctebcr 31, 2016, and to provide b, other amendments to the COUtmct; and WHEREAS, a public hearing was held on OCLO1bCr3, 2016, pursuant to §4152 -1800 and 152- 1813, Code of Virginia (1950), as amended, at which hearing all parties in interest and citizens were afforded an opportunity to be heard on such conveyance. NOW, TILIAWPORF, BE IT ORDAINED by the Council ofthe Cily orRoanoke that: 1. Cily Council approves the proposed Amendment No. I to the Contract for the reasons set forth in the above recitals, and in the City Council Agenda Report dated October 3, 2016, which amendment provides for Ore sale of the Property known as Parcel 1B, containing approximately 6.9357 acres, more or less, and Parcel IA containing approximately 28.8908 acres, more or less, to Straight Street, and extends the closing date until a date on or before, and not later than, October 31, 2016. City Council ratifies, approves, and confirms the Contract, as amended by proposed Amendment No. 1. 2. The City Manager is hereby authorized, for and on behalf of the City, to execute the Proposed Amendment No. 1, with Straight Street as more Particularly stated in the City Council Agenda Report dated October 3, 2016, and the attachment to that Report. The City Manager is hereby further authorized to take all acts, execute all documents, and take any other actions deemed necessary to delivery, perform, enforce, effectuate, and administer the Contract, as amended by Amendment No. 1, and convey the Property in accordance with the Contract, as amended by Amendment No. 1. 3. All documents necessary for conveyance of the Property shall be in form approved by the City Attorney. 4. Pursuant to the provisions of Section 12 of the City Charter, the second reading of this Ordinance by title is hereby dispensed with. A,TTEST ten- , Ci y Cle CITY OF ROANOKE < OFFICE OF THE CITY ATTORNEY 464 MUNICIPAL BUILDING 215 CHURCH AVFNUF,SW ROANOKE, VIRGINIA 24011.1595 Daniel J. Callaghan TIT FPHONF_ 540. 853.2431 City Attorney I AX 540 -853 -1221 EMAIL: ciryattp @manokcc�.guc October 3, 2016 The Honorable Sherman P. Lea, Sr., Mayor and Members of City Council Roanoke, Virginia Timothy R. Spencer Steven J. Talevi David L. Collins Heather P. Ferguson Laura M. Carini Assistant City Attorneys Re: Amendment No. 1 to Contract for Sale of City Owned Property Located in Coyner Springs Area of Botetourt County Designated as Tax Parcels Nos. 108(9)IA and 108(9)1B to Straight Street Roanoke Valley, Inc. Dear Mayor Lea and Members of Council: Background: Pursuant to Roanoke City Ordinance No. 40466 - 032116, adopted by City Council on March 21, 2016, following a public hearing, the City and Straight Street Roanoke Valley, Inc. ( "Straight Street") executed a sales agreement dated April 7, 2016 ( "Sales Agreement "), for the conveyance of City owned real estate located on Coyner Springs Road in Botetourt County, designated as Botetourt Tax Parcels Nos. 108(9)IA ( "Parcel IA ") (the site of the former Crisis Intervention Center), and 108(9)IB ( "Parcel IB ") (collectively, the "Property ") to Straight Street. The terms of the Sales Agreement require Straight Street to use the Property to create a facility for the treatment and care of children who are homeless, or are the victims of human trafficking regardless of gender, and imposed certain post sale obligations upon Straight Street. Closing of the Property was to occur no later than September 16, 2016, under the terms of the Sales Agreement. The Sales Agreement identified Parcel 1 A as containing 23.48 acres, more or less, and Parcel I B as containing 6.928 acres, more or less. This acreage was based on a survey more particularly describing the Property dated October 29, 2012, which the City had previously obtained and was attached to the Sales Agreement. Subsequent to the date of the Sales Agreement, Straight Street commissioned a revised survey of the Property dated September 19, 2016, which showed that Parcel IA actually contained 28.8908 acres, more or less, and Parcel IB contained 6.9357 acres, more or less. Straight Street desires to amend the Sales Agreement to substitute the September 19, 2016, survey in place of the October 29, 2012, survey described in the Sales Agreement. Considerations The difference in acreage between the October 29, 2012, survey and the September 19, 2016, survey is approximately six acres. The difference in acreage between the two surveys is attributed to the fact that Parcel IA was not fully described in the October 29, 2012, survey and the size of Parcel 1 A was based on the area set forth in the Tax Records for Botetourt County. The City clearly intended to sell all of the Property described as encompassing the area of Parcel IA and Parcel IB. However, use of the September 19, 2016, survey may create some confusion for persons reviewing the record if the City conveys the Property using the September 19, 2016, survey without further action by City Council. The City Manager and Straight Street entered into a letter agreement to extend the closing date until these issues could be addressed. The parties desire to enter into proposed Amendment No. I to the Sales Agreement to address these issues by substituting the September 19, 2016, survey in place of the October 29, 2012, survey, and to extend the closing date of the Property from September 16, 2016, until a date on or before, and not later than October 31, 2016. Recommended Actions Absent comments at the public hearing to the contrary, adopt an ordinance that approves the execution, delivery, and performance of proposed Amendment No. I to the Sales Contract, substantially similar in form to the proposed Amendment No. 1 attached to this Council Agenda report, and to execute such other documents and to take such other actions as may be necessary to administer, enforce, and implement the Sales Agreement, as amended by Amendment No. 1. incerely, Daniel J. llaghan City Attorney Christopher P. Morrill, City Manager R. Brian Townsend, Assistant City Manager for Community Development Sherman Stovall, Assistant City Manager for Operations Sherman Holland, Commissioner of Revenue Susan Lower, Director, Office of Real Estate Valuation Stephanie Moon Reynolds, City Clerk Barbara A. Dameron, Director of Finance Troy A. Harmon, Municipal Auditor The Roanoke Times Account Number _J Roanoke, Virginia 6047217 Affidavit of Publication Dale September 23, 2016 STEPHANIE M. MOON REYNOLDS, CITY CLERK 4TH FLOOR. NOEL C. TAYLOR MUNICIPAL BUILDING 215 CHURCH AVENUE, S.W., ROOM 456 ROANOKE. VA 24018 Data Category Description Ad 5,,e Total Cosl 99129/2916 Legal Notices NOTICE OF PUDLIO HEARING The City of Roanoke Virgins 1 x 94 L 49864 Publisher of the Roanoke Times I, (the undersigned) an authorized representative of the Roanoke Times, a daily newspaper published in Roanoke, in the State of Virginia, do certify that the annexed notice NOTICE OF PUBLIC HEARING was published in said newspapers on the following dates: 9912312016 The First insertion being given ... 0 912 312 01 6 Newspaper reference: 0000397252 llll fix Sworn to and subscribed before me this Friday, September 23, 2016 s State of Vlrgir.ia Four r r CitylCounty of Roanoke II� pp'� 1 9 n e - My Cmmtssion expires U7 3 V _ _ U,13D THIS IS NOT A BILL. PLEASE PAY FROM INVOICE. THANK YOU NOTICE OF PUBLIC HEARING Thin Gty of Roanoke, Virginia ( " City ') par els m sea tied car e two parcels 0f cil any real estate, mgemer wts diet building, and , Improvements insurer Read slocated o Cotner rising, Read nwealt In 8otetpurt County ,the Cowealhh of Yry,a ,agent pressure, mpoy, In,. N SlraigM Street Roanoke Valley, Ind Virginia co ran 2tirn ( "Straight Street tae PropertRS arc men laaticularly tlescr betl as follows (I)a bar' 11 M Cry speed real prapetly. teg.the with bindings and m'ro,em^ "B tables, sNated at m8 Co I, Springs Road bedroll olnty, Virginia. cu taining approximately 6.9357 are, of land Me ess. pr land hearing OffidalToy a, No. 108dai and 00 a parcel if City -ownnd real property, together ,a tF any buildings and imprctemeats melts,, sill at C,ner springs ,Cad "eyboua County. Vlrgima. bolero."' approtimately 2881are,, of lI lo or Tess. and hearing CKri V,Is Mnp N.. 108(9)10. the vb piril s to slit and con,r, the Properties to straight Street In c,..Nance x.to the lefties all] ondition set forth In a Contact for Purthase and Sale fit Real Probers, steel epru r. (wt wmcn contact was gcwmusly authorized by City CoureI pmsuarrt to Ordinance No 40966 0)2116, adopW and dated March 2t. 3016 the. "Original Contact "), a ey"'i by Amendment NC. 1 to me 5rigmal CmihacL entry Ct Moo Ongmal Cgmad In, progusm Amb.dment No 1. and the 'reposed y retail, mi 'ms.ec0pn h the Cit Clerk's Office, g Roam 456. hurl C r. n e tyrannical building, 215 l M1wcb 4: �nue 5 W ,Cnnoke Virginia Pr9L -tut LS. ch.r5152 scanned L-2 .ado bl call, 11951). nrndxl, nutlre Is huetry gives that the Ch, W Uldl ra the City so conics, Jirgc a will hied a public hearing or theabnv, ,tcrat its regular al olx hod on Mlnday, October d 2116. Ca0 at 290 O.m, or e., :I, Pro mNC I nmv or ea hears t,[ ICtr, ,4N F)r r. N 11 lcrlrr M -rchal Building. 2:5 Nu:1, Agra W.5 W _Re IvIll, V rg I N01L',h..erkGrmatien is —1111, R,,. Office of the Gi y C try, st Ii r5r N1e1 G Odd lii.ip :' adding, 211 Garth A, rho t 41 iT y,i .r by =.M1 i1, er" -I aids and Any c °bw d pvrs.ns t t r1�n. _ ,VI,,. moda er, for this he - ortart the C y Clerk 'I if ,ro R51 4il, mCe frl, 2Us I srI 11 I 1 Nd has d sh ✓., +I 4i ,raoynmd. NOTICE OF PUBLIC HEARING The City of Roanoke, Virginia ( "City ") proposes to sell and convey two parcels of City -owned real estate, together with any buildings and improvements thereon, situated on Coyner Springs Road located in Botetourt County, Commonwealth of Virginia (collectively, the "Properties"). to Straight Street Roanoke Valley, Inc., a Virginia corporation ("Straight Street "). The Properties are more particularly described as follows: (i) a parcel of City -owned real property, together with buildings and improvements thereon, situated at 108 Coyner Springs Road, Botetourt County, Virginia, containing approximately 6.9357 acres of land, more or less, and bearing Official Tax Map No. 108(9)1 B; and (ii) a parcel of City -owned real property, together with any buildings and improvements thereon, situated at Coyner Springs Road, Botetourt County, Virginia, containing approximately 28.8908 acres of land, more or less, and bearing Official 'I ax Map No. 108(9)1 A. The City proposes to sell and convey the Properties to Straight Street in accordance with the terns and conditions set forth in a Contract for Purchase and Sale of Real Property, between the City and Straight Street dated April 7, 2016, which contract was previously authorized by City Council pursuant to Ordinance No. 40466 - 032116. adopted and dated March 21, 2016 (the "Original Contract "), as amended by Amendment No. I to the Original Contract. A copy of the Original Contract, the proposed Amendment No. 1, and the proposed ordinance are available for inspection in the City Clerk's Office, Room 456, Noel C. Taylor Municipal Building, 215 Church Avenue, S.W., Roanoke, Virginia 24011. Pursuant to Sections 15.2 -1800 and 15.2 -1813. Code of Virginia (1950), as amended, notice is hereby given that the City Council of the City of Roanoke, Virginia will hold a public hearing on the above matter at its regular meeting to be held on Monday, October 3, 2016, commencing at 2:00 p.m., or as soon thereafter as the matter may be heard, in the Council Chamber, 41h Floor, Noel C. Taylor Municipal Building, 215 Church Avenue, S.W., Roanoke, Virginia 24011. Further information is available from the Office of the City Clerk, at Room 456, Noel C. Taylor Municipal Building. 215 Church Avcnuc, S.W., Roanoke, Virginia 24011 or by calling (540)853 -2541. Citizens and any other interested persons shall have the opportunity to be heard, and express their opinions on this matter. If you are a person with a disability who needs accommodations for this hearing, please contact the City Clerk's Office at (540)853 -2541, before 12:00 noon on Thursday, September 29, 2016. Given under my hand this 23`s day of September, 2016. Stephanie M. Moon Reynolds City Clerk Please publish once in Legal Section of The Roanoke Times on Friday, September 23, 2016. Send Certification /Allidavit to Stephanie M. Moon Reynolds Room 456, Noel C. Taylor Municipal Building 215 Church Avenue, S.W. Roanoke. VA 24011 Send Invoice to: Keith Farmer Straight Street Roanoke Valley, Inc. P.O. Box 11411 Roanoke, VA 24022 tr� CITY OF ROANOKE OFFICE OF THE CITY CLERK 215 Church Avenue, S. W., Room 456 Roanoke, Virginia 24011 -1536 1 dePbmie: (540) 853 -2541 Fnx< (540)853 -1145 SLITIIANIE M. MOON REYNOLDS, MM( E -n.il: cicrk(n {raennkevxsxv CECELIA F. MCCOY City Clerk Deputy City Clerk CECELIA T. WEBB, CIVIC Assismnt Deputy City Clerk October 4, 2016 James Guy, Program Manager Salem District Virginia Department of Transportation 731 Harrison Avenue Salem, Virginia 24153 Dear Mr. Guy: I am enclosing copy of Resolution No. 40660 - 100316 accepting the Virginia Department of Transportation's award to the City in the total amount of $200,000.00 for Regional Surface Transportation Program for the Garden City Boulevard Trail Project; and authorizing the City Manager to take certain other actions in connection with the above matter and project. The abovementioned measure was adopted by the Council of the City of Roanoke at its regular meeting held on Monday, October 3, 2016. Sincerely, Stephanie M. MootRn oI ds, MMC City Clerk Cheryl Becker, Program Coordinator, Salem District, Virginia Department of Transportation, 731 Harrison Avenue, Salem, Virginia 24153 Helen Hancock, President, Garden City Civic League, 1016 Estates Road, S. E., Roanoke, Virginia 24014 Barbara Duerk, 2607 Rosalind Avenue, S. W., Roanoke, Virginia 24014 Liz Belcher, Roanoke City Greenway Coordinator, 1206 Kessler Mill Road, Salem, Virginia 24153 Cindy Poulton, Clerk, Roanoke City School Board, 40 Douglass Avenue, N. W. Roanoke, Virginia 24012 James Guy, Program Manager October 4, 2016 Page 2 Christopher P. Morrill, City Manager Daniel J. Callaghan, City Attorney Barbara A. Dameron, Director of Finance Amelia Merchant, Director, Management and Budget Robert K. Bengtson, P.E., Director of Public Works Philip C. Schirmer, P.E., L.S., City Engineer Robert Clement, Neighborhood Services Coordinator -1 IN'1'lllt. COUNC'I L OF'I'I[ l i(']'I'y OF ROANOKF., VIRGINIA 'I'Ire 'Ird day of Ov LU6c r, 2oib. No. 40660- 1003ie. A RFSOLUTION accepting the Virginia Department of Transportation's (VDOT) award to the City in the [,)fill Amount of $200,000 fill Regional Surface Transportation Program (RSTP) for the Garden City BOUICVard Trail Project (Project); and authorizing the City Manager to take certain Other actions in connection with the above matter and project. BE IT RESOLVED by the Council Of tile City of Roanoke its follows: 1. The City of Roanoke hereby accepts the VDOT award in the total amount of $200,000 for the RSTP program for the Project, with no required local match from the City, which project will provide bicycle and pedestrian infrastructure to southeast Roanoke along the Garden City Boulevard Trail, also known as the Garnand Branch Bicycle and Pedestrian Trail, all as more hilly set forth in the City Council Agenda Report dated October 3, 2016. 2_ City Council hereby authorizes the City Manager to execute any documents necessary to receive such award, with such documents to be approved as to form by the City Attorney. 3. The City Manager is hereby authorized to take such further actions and execute such further documents as may be necessary to obtain, accept, implement, administer, and use such funds in the total amount of $200,000 from VDOT, for the above mentioned Project, with any such documents to be approved as to form by the City Attorney. ATTEST: City Clerk, R- Accept VnOT funds - Regional Snrfece Tznsponation Pwgra,n- Garden City Elvd ]tall Project (143 -16) l IN THE COUNCIL OF THE CITY OF ROANOKE, VIRGINIA The 3rd day of October, 2016. No. 40661 - 100316. AN ORDINANCE to appropriate funding from the Virginia Department of Transportation Funds to the Garden City Boulevard Trail project, amending and reordaining certain sections of the 2016 -2017 Capital Projects Fund Appropriations, and dispensing with the second reading by title of this ordinance. BE IT ORDAINED by the Council of the City of Roanoke that the following sections of the 2016 -2017 Capital Projects Fund Appropriations be, and the same are hereby, amended and reordained to read and provide as follows: Appropriations Appropriated from Federal Grant Funds Revenues VDOT RSTP — Garden City Blvd Trail 08 -530- 9462 -9002 $ 200,000 08 -530- 9462 -9464 200,000 Pursuant to the provisions of Section 12 of the City Charter, the second reading of this ordinance by title is hereby dispensed with. ATTEST: City Cler aCITY COUNCIL AGENDA REPORT To: Honorable Mayor and Members of City Council Meeting: October 3, 2016 Subject: Acceptance and Appropriation of Virginia Department of Transportation (VDOT) Regional Surface Transportation Funds for the Garden City Boulevard Trail (CM16- 00140) Background: The Garden City Boulevard Trail, also known as the Garnand Branch Bicycle and Pedestrian Trail, is critical to providing bicycle and pedestrian infrastructure to southeast Roanoke. The installation of this trail along Garden City Boulevard will complete the north -south route through the neighborhood for bicyclists and pedestrians. The first phase of this project was completed as a Safe Routes to School grant from Yellow Mountain Road to Dave n po rt/lvywood Street. This final segment will connect the trail from Dave nport /Ivywood to the existing trail at Riverland Road. This proposed greenway and trail implements the goal of the Regional Greenway Plan and provides for connections from points north at the Roanoke River Greenway and the Star Trail to points south at Yellow Mountain Road to the Blue Ridge Parkway. On February 12, 201 S, the Roanoke Valley Transportation Planning Organization approved moving the appropriation of $200,000 in Regional Surface Transportation Program (RSTP) funds from the Impacts of Freight Intermodal Center - Transportation and Economic Study project to the Garden City Trail project. Considerations: City staff has been notified that VDOT has awarded the City a total of $200,000 from the Regional Surface Transportation Program. There is no match requirement, however the City is required to meet all funding obligation and expenditure timelines or risk funding de- allocation. Total project cost is estimated at $1,000,000 and, in addition to the $200,000 in RSTP funds, the project includes Transportation Alternatives funding, Revenue Sharing funds, and local funds. Recommended Action Accept VDOT's award of RSTP Funds for the Garden City Boulevard Trail Project in the amount of $200,000. Authorize the City Manager to take such further actions and execute such further documents as may be necessary to obtain, accept, implement, administer, and use such funds in the amount of $200,000 in RSTP Funds. Such documents shall be in a form approved by the City Attorney. Adopt the accompanying Budget Ordinance to establish a revenue estimate in the amount of $200,000 in RSTP funds for the Garden City Boulevard Trail Project and appropriate funding in the same amount into expenditure account 08 -530 -9462 - Roanoke River Greenway Connection - Garden City . nq F,,, CHRISTOPHER P. MORRILL City Manager Distribution: Council Appointed Officers Sherman M. Stovall, Assistant City Manager for Operations Barbara A. Dameron, Director of Finance Robert K. Bengtson, P.E., Director of Public Works Philip C. Schirmer, P.E., L.S., City Engineer James Guy, Program Manager Salem District Virginia Department of Transportation 731 Harrison Avenue Salem, Virginia 24153 Dear Mr. Guy: I am enclosing copy of Resolution No. 40662- 100316 accepting the FY17 Virginia Department of Transportation's award of Transportation Revenue Sharing Program Funds to the City in the total amount of $1,000,000.00 for the 10a` Street, N.W. Project; authorizing the City Manager to execute an Appendix A document for Revenue Sharing Funds for the Project, which will require the City to provide matching funds of $1,000,000.00; and authorizing the City Manager to take certain other actions in connection with the above matters and Projects. The abovementioned measure was adopted by the Council of the City of Roanoke at its regular meeting held on Monday, October 3, 2016. Since ly, �4. !tr0 Stephanie M. Moon Reyn M � City Clerk Enclosure c: Liz Belcher, Roanoke City Greenway Coordinator, Roanoke Valley Greenway Commission, 1206 Kessler Mill Road, Salem, Virginia 24153 Christopher P. Morrill, City Manager Daniel J. Callaghan, City Attorney Barbara A. Cameron, Director of Finance Amelia Merchant, Director, Management and Budget Robert K. Bengtson, P.E., Director of Public Works Mark D. Jamison, P.E., PTOE, Transportation Division Manager Stephen Niamke, President, Melrose Rugby Neighborhood Center, 1730 Orange Avenue, N. W., Roanoke, Virginia 24017 Bob Clement, Neighborhood Services Coordinator CITY OF ROANOKE OFFICE OF THE CITY CEFRK 215 Church Avenue, S. W., Room 456 Roanoke, Virginia 24011 -1536 Telephone: (540)853 -2541 Fnx: (540)853 -1145 ,CIbTBANIE M. MOON REYNOLDS, MMC E -mail: tlerk(ruaanakeyn ' gov CDC ELIA F. MC COY Cky Clerk Deputy City Clerk October 4, 2016 CECFAAAT. WEBB,CMC Assistant Deputy City Clerk James Guy, Program Manager Salem District Virginia Department of Transportation 731 Harrison Avenue Salem, Virginia 24153 Dear Mr. Guy: I am enclosing copy of Resolution No. 40662- 100316 accepting the FY17 Virginia Department of Transportation's award of Transportation Revenue Sharing Program Funds to the City in the total amount of $1,000,000.00 for the 10a` Street, N.W. Project; authorizing the City Manager to execute an Appendix A document for Revenue Sharing Funds for the Project, which will require the City to provide matching funds of $1,000,000.00; and authorizing the City Manager to take certain other actions in connection with the above matters and Projects. The abovementioned measure was adopted by the Council of the City of Roanoke at its regular meeting held on Monday, October 3, 2016. Since ly, �4. !tr0 Stephanie M. Moon Reyn M � City Clerk Enclosure c: Liz Belcher, Roanoke City Greenway Coordinator, Roanoke Valley Greenway Commission, 1206 Kessler Mill Road, Salem, Virginia 24153 Christopher P. Morrill, City Manager Daniel J. Callaghan, City Attorney Barbara A. Cameron, Director of Finance Amelia Merchant, Director, Management and Budget Robert K. Bengtson, P.E., Director of Public Works Mark D. Jamison, P.E., PTOE, Transportation Division Manager Stephen Niamke, President, Melrose Rugby Neighborhood Center, 1730 Orange Avenue, N. W., Roanoke, Virginia 24017 Bob Clement, Neighborhood Services Coordinator CITY COUNCIL AGENDA REPORT To: Honorable Mayor and Members of City Council Meeting: October 3, 2016 Subject: Acceptance of FYI Virginia Department Of Transportation (VDOT) Revenue Sharing Program Award - Authorization for 101" Street N.W. Improvements (CM16- 00141) Background On October 8, 2015, City Council authorized the City Manager to submit an application to the VDOT for FYI 7 Revenue Sharing funds. Funds were requested for a number of projects including improvements on 101" Street, N.W. VDOT awarded the requested revenue sharing funds and on September 6, 2016, Council took action on Resolution 40634 - 090616 to accept and appropriate funds for several other projects. The 10" St project was not included because VDOT was finalizing the cost sharing agreement for the project. Considerations: In August 2015, the City of Roanoke and VDOT agreed to a funding strategy for the project to ensure the construction schedule was met. This strategy included funding identified in the VDOT Six Year Improvement Program as well as local funds required to meet the project cost estimate. At the time, the amount of the local contribution needed was approximately $4,100,000 and the City noted its intent to apply for future Revenue Sharing Program funding, with the goal of reducing the amount of local contribution required. In October 2015, the city applied for $1,000,000 in Revenue Sharing funds and was awarded that amount in funding for FYI 7. Per the requirements of the program, the city is required to provide a match of $1,000,000. Based on construction bids received for the project, the total amount of the local contribution has been reduced to $3,441,474. With the current revenue sharing award of $2,000,000, the balance remaining is $1,441,474. Staff expects to apply for the balance of the funding through the FYI Revenue Sharing program later this fall. Recommended Action: Accept VDOT's award of Revenue Sharing Program funds in the amount of $1,000,000, with the City providing local matching funds in the amount of $1,000,000. Authorize the City Manager to execute the VDOT Appendix A attached to this report and to take such further actions and execute such further documents as may be necessary to obtain, accept, implement, administer, and use such funds. All such documents to be approved as to form by the City Attorney. T-kCHRISTO PH R . MO l- City Manager Distribution: Council Appointed Officers Sherman M. Stovall, Assistant City Manager for Operations Barbara A. Dameron, Director of Finance Robert K. Bengtson, P.E., Director of Public Works Mark D. Jamison, P.E., PTOE, Transportation Division Manager VOOT Administered Urban Appendix A3 Cate 6292010 Praised NUmhr, L1OOO428 -V12 UPC'. 109 CFCAW 20 2U5 Looa4 M. DII Roanoke Proien LOoanon zwa. inooalny BUesu Lea$y AaaeaB (Inn 21P.4A 215 Church AVenue, $W 24011 -1517 006704316 Roanoke. VA 24011 -1517 Project Nappanee m scat- reddnamd11. 2lanae mm e„N one ewer, site m1A IS Fa 1. 0138 ON All revue RSae ercomanl Into- pslocilon con'S51$411 mark_ amrsonaroanokeva. w Pmlenwme�nemt comer Into lames Reneger she III Ato J1m.Hene ar VOOT.VIr Inla. o ales Pmlea F el sun Dale ales Fnd Dale mo,wea/can I Tried Uncer of rel or, For, Pehmma En m alzn lisel 11 456 la W Mot Are Va4rtes per ®A1h 1/2112011 "fedhi'l Ph .2 ;8662 20 [Total Eatlmantetl C09 EY2,4- /1,INS icdl Mbnl6s Eluxuate far chair, Site 177 US Pro ecl Oast and RWmbmaemeW weelme pen ovoo Payment r.Pamnpi Pnaae 1mrea llhoaa aom 0on t F °' °" Troe moralshareA -11 aersrEnem 'mm," P.— own oq ervieee ey ovelha aawe) Prolharia, En, 54,251,666 UNan 1690,0 8638664 S 1399.43 S 7ca IF 54$51,696 ill .,a E right Of Way 8Ve411ea $3,461,109 del E "Hell $0 $ 51,11" a $69694 $ p13<1 Ocnawctlern $10796,929 Nan 2001 E215WA E 10990.56 Weetem VA Water AWhoR $1 391 "Urt 11.1 $61,391 5--- - - - - -- 4.2418 All 50894 orXerment Usbb $$1 $ 4 5099,000 FU Maen 0.00% $0 E $2 ..Is ve Sha nn 601090 $1001,000 $1,441.474 Funep 100 00% 41941"1 $ 71419 73 R1So ld4 Ch7662 52.657,412 $ 04,410 1 1el IIIropleO OOe1 $22,4T,Oft 53365/01 $ 81 D1 Total Maximum Reimbursement /Planned b LiAl W VOOT $3,365.101 Total Maximum Reimbursement by VOOT to Locali Less Local Share and VOOT Expenditures) Prow Flnaro Revenue Aggregate Local Urban Reve Ue$haring Sharing Local Allocations Urban Matc 11 Bontls Bollerme nt $late Match Match Local FUnde ABBHNOBE 51]612.100 $924,2Z] $399,000 $100,285 $1,00000 $1000000 $1441014 $22077086 Pro ram art printed $ xlflc Fund Re ulgnat Not, s9 ow and Belo. are U— nnsadon lFt peaec omy Units cols Wnwe In • Po rated perm page of 62>w,t) alelwslotP581000.eprese.. 1, Up 1111111 Shllionfnt met. Total hill banemlenl rust of Nis proleq Is $15,81000 plus I6 %conslmdion oversight $ /,581 OU for a total O1663 951 ➢0 • U191ty Betlermenl is 62% or$O3, 291 he fell under separate Ulildy Agreement d0ted 01/28120161 1.mulA ttlAEP�EI 1 VlAy rust lc f OO 4 ai$ 16, 69421 a glale Funded po111pn 1e 98%or$16 556 O3. Local lly Funded ponionle 2 %or$337 88 Dense under eeparale Unllly Agreement dated geme2o151 pq— .11 thoolotr an n Tc VAan Mavual (Lis Appmpnple Pride or Man ueI pr pech Share ii pe needs airy vioE y VoOT he, olledsu r tippre re lSCahry for this poles hl ce 2;2,2016 (dam) WOl has mce Ned 8 649,846 tl0 ldc laramounh lmmthe lccality tonh¢pmlap ea cl 12,101 Id ale) • IDs looalay shall make equal pay menu m spri as 1.11— reIM he elndicant, sn pmlea ePE old OW 0oe6 Th eealmgnnowewngaelu$IMmmuudethe Try tlion ash mate oared on the acW al swam and Ins one hoe aymenmBerenue Sh Nig wcapl Melch. • Revenue ShAing Pmgmm Nnd a,a nthe Pml� Rnaoang heoicn w m eppmved in the fc ll rung luval years Fun -s 1phe 0o Isl, 000,000 hol lny me¢e and El, coo. 00O VBOT match) 'vDOi Revenue sn eking Pmgmm Mospoer er of moat, 0ne themonmr51 ,000,00 for a camtnp n pt be Revence morns amdpnt . The Pmiert hoe Rwenue expdng Pmgrem apdoeaom Per dos 2257 me pmrecl must to present these rands porn being eealmatee.. a Unds ec. The Lncaoty$hall respentele let pry el oval munch euas$el $19, ill 385 "collloalre io d 'red, odshe $22,477.086 VWT aas aside Wi VA Wall Althpmy 5 6349100 B spleas so t 8/112010 1e Ply of Reance, 5 W169 and ediered E splas a, 1 12016 ¢ rsnhiee and made an eeldal papmmem m ula edcumenmythe peme$m ors agmement Athenae Lccalay oalml and date Arrested OTOalcpl Recemmendep, and Fate Jay Guy, Program Manager Typed or panted name W perscn signing Typal or ported name No perscn egmhg Airport Access urban Manual ARRA Revenue Sharing Manual Betterment Enhancement Manual CMAO Locally Administered Projects Manual Economic Develal meat Access Enhancement Federal BR Funds Federal Demo Funds Fetleral Formula HSIP N/A Local Match 20.205 Local Funds Minimum Guaremee EQUiry Bonus NHS PTF Public Lands Recreational Access Residue Parcel Revenue Sharing RSTP Secondary Scenic Byways State Funds TEA 21 High Priority Urban Other CITY OF ROANOKE OFFICE OF THE CITY CLE[2K 215 Church Avenue, S. W., Room 456 Roanoke, Virginia 24011 -1536 'relupkone: (5411)85 3-2541 Fax: (541)851 -1145 SI EP11ANIE M. MOON REYNOLDS, MM(' RmNl: dork(aronnokevaguv CECELIA F. MCCOY ('try Clerk Deputy City Clerk October 4, 2016 CECELIA 1'. WEDU, CMC Assistant Depnly City Clerk Christopher P. Morrill City Manager Roanoke, Virginia Dear Mr. Morrill: I am enclosing a copy of Ordinance No. 40663 - 100316 providing for the acquisition of real property rights needed by the City in connection with the Colonial Avenue Improvement Project; authorizing City staff to acquire such property rights by negotiation for the City; and authorizing the City Manager to execute appropriate acquisition documents. The abovereferenced measure was adopted by the Council of the City of Roanoke at a regular meeting held on Monday, October 3, 2016; and is in full force and effect upon its passage. Si^eerr^{eelly,,"-•`', Stephanie M. Moon Reds,s, MC City Clerk Enclosure c: Dr. Rita Bishop, Superintendent, Roanoke City Public Schools, 40 Douglass Avenue, N. W., Roanoke, Virginia 24012 P. Steve Barnett, Assistant Superintendent for Operations, Roanoke City Public Schools, 40 Douglass Avenue, N. W„ Roanoke, Virginia 24012 Dr. Robert H. Sandel, President, Virginia Western Community College, 3093 Colonial Avenue, S. W., Roanoke, Virginia 24015 Daniel J. Callaghan, City Attorney Barbara A. Dameron, Director of Finance Amelia C. Merchant, Director, Management and Budget Robert K. Bengtson, P.E., Director of Public Works Philip C. Schirmer, P.E., L.S., City Engineer Mark D. Jamison, P.E., PTOE, Transportation Division Manager Cassandra L. Turner, Economic Development Specialist t� IN rin[ C0I)N( II.OF I In! CIJ y OF ROAN(IICIS, VIRWNIA The I'd clay ut (It tabu r, 7016. No. 6066 7- 100316. AN ORDINAN(T providing Ibr the acquisition of real property rights needed by the City in connection with the Colonial Avenue Improvement Project ( "Project "); authorizing City start to acquire such property rights by negotiation dill the City, authorizing the City Manager to execute appropliate acquisition documents; and dispensing with the second reading of this Ordinance by title. BE IT ORDAINED by the Council of the City of Roanoke as follows: I. The City wants and needs certain real property lights, to include permanent easements of variable length and width, temporary easements, right of way interests in fee simple, and such other real property interests as needed, as set forth in the City Council Agenda Report dated October 3, 2016, for the Project, in the vicinity of Fishburn Park Elementary School and Virginia Western Community College on Colonial Avenue, S.W., Roanoke, Virginia, from Overland Road, S.W., Roanoke, Virginia, to Winding Way Drive, S.W., Roanoke, Virginia, and surrounding streets. The proper City officials and City staff are hereby authorized to acquire by negotiation for the City the necessary real property interests and appropriate ancillary rights with respect to the real property parcels referred to in the above mentioned City Council Agenda Report and any other real property parcels needed for the Project. All requisite documents shall be approved as to form by the City Attorney. 2. The City Manager is further authorized to execute appropriate acquisition documents for the above mentioned parcel(s), and such other parcels needed for the Project, for such consideration as deemed appropriate for the necessary interests, provided, however, the O- Aulhmrze acquls of prop Wits Colonial Avenue Lnpmvement Project (10.3 -16) total considertrtion offcrad or expended, including Costs, title search fees, appraisal costs, rccordalion fees, and other related costs shall not exceed the funds available in the project's uccomtt Ibr such purposes, without further aulltorizatien ofComicil. Upon the acceptanceofany often and upon delivery to the City of appropriate acquisition documents, approved as to form by the City Attorney, the Director of Finance is authorized to pay the respective consideration to the owners of the real property interest conveyed, certified by the City Attorney to be entitled to the same. 3. Prasuant to the provisions of Section 12 of the City Charter, the second reading of this Ordinance by title is hereby dispensed with. ATTEST: A4kbvj city Clc O- Amh.,i ,,,,, ofpmp iigMS- Colonlol Avenue hnprovament Pirojecl (143 -1E eCITY COUNCIL AGENDA REPORT To: Honorable Mayor and Members of City Council Meeting: October 3, 2016 Subject: Colonial Avenue Improvement Project - Acquisition of Real Property Rights (CM16- 00138) Background: The City is proposing improvements to bicycle and pedestrian infrastructure in the vicinity of Fishburn Park Elementary School and Virginia Western Community College on Colonial Avenue, S.W. from Overland Road, S.W. to Winding Way Drive, S.W. Improvements consist of installation of in -road buffered bike lanes, addition of sidewalk to both sides of the street, improved pedestrian crossings, and intersection improvements at Overland Road, S.W. and McNeil Drive, S.W. Intersection improvements include roundabouts at Overland Road, S.W. and McNeil Drive, S.W. This project is part of the Commonwealth Transportation Board's (CTB) most recently approved Six -Year Improvement Program (SYIP) and has received funds through the Virginia Department of Transportation Smart Scale (HB2) program as well as various other funding sources to include the Highway Safety Improvement Program (HSIP), Transportation Alternatives (TA), and Revenue Sharing, with local funds to fund the balance for the improvements. In the aggregate, the City received $4,176,624 through the state and federal government with the City making up the balance on the estimated $6.5M project. The City will need to acquire real property rights in order to construct, operate, and maintain the proposed right of way improvements. Considerations: City Council action is necessary to authorize the acquisition of real property rights needed for the Colonial Avenue Improvement Project. The real property rights needed are outlined below, but are subject to minor variation of location and extent pending final engineering design details. Funding for acquisition of the real property rights is available in the project account: 08 -530 -9458 - Colonial Avenue Improvements. Right -of -way is required for construction of roundabouts on Colonial Avenue at Overland Road and at McNeil Drive as well as for construction of sidewalk. These properties are identified as follows: Tax map Address Owner Parcel Number 1380101 3057 Colonial Ave, SW City of Roanoke (Public Schools) 1380201 3022 Colonial Ave, SW Commonwealth of Virginia State Board (VWCC) Additional property rights may later be determined necessary to acquire. Recommended Action: Authorize the acquisition of the real property rights identified above, and such other property rights that may later be determined are needed to construct the proposed Colonial Avenue Improvement Project by negotiation and execution of the appropriate acquisition documents by the City Manager, such documents to be approved as to form by the City Attorney. F CHRISTOPHER P. MORRILL City Manager Distribution: Council Appointed Officers Sherman M. Stovall, Assistant City Manager for Operations Barbara A. Dameron, director of Finance Robert K. Bengtson, P.E., Director of Public Works Philip C. Schirmer, P.E., L.S., City Engineer Mark D. Jamison, P.E., PTOE, Transportation Division Manager Cassandra L. Turner, Economic Development Specialist IN THE COUNCIL OF THE CITY OF ROANOKE, VIRGINIA The 3rd day of October, 2016. No. 40664 - 1.00316. AN ORDINANCE to appropriate additional funding from the Virginia Department of Transportation for street maintenance projects, amending and reordaining certain sections of the 2016 -2017 General Fund Appropriations, and dispensing with the second reading by title of this ordinance. BE IT ORDAINED by the Council of the City of Roanoke that the following sections of the 2016 -2017 General Fund Appropriations be, and the same are hereby, amended and reordained to read and provide as follows: Appropriations Fees for Professional Services Revenues Street Maintenance 01 -530- 4120 -2010 $ 363,246 01- 110 - 1234 -0650 363,246 Pursuant to the provisions of Section 12 of the City Charter, the second reading of this ordinance by title is hereby dispensed with. AT�TES�T:t City Clerk. JO�+�✓ CITY COUNCIL AGENDA REPORT To: Honorable Mayor and Members of City Council Meeting: October 3, 2016 Subject: Appropriation of Additional Street Maintenance Funding (CM 16- 00139) Background: The Virginia Department of Transportation (VDOT) has finalized their FY 2016- 2017 street maintenance allocation. Based on the final allocation, the City of Roanoke will receive additional revenue of $363,246 over the $14.3 million amount budgeted for FY 2017. Considerations: This additional funding will be used to address paving, sidewalk, and handicap ramp needs in various locations around the city. City Council action is required to appropriate this increase of VDOT funds. Recommended Action: Adopt the accompanying budget ordinance to increase the revenue estimate in the amount of $363,246 into the revenue account 01 -110- 1234 -0650 and appropriate funding in the same amount to the expenditure account 01 -530- 4120 -2010. AUlePMnA/ M _ lMA CHRISTOPHER P. MORRILL City Manager Distribution: Council Appointed Officers Sherman Stovall, Assistant City Manager for Operations Robert K. Bengtson, Director of Public Works Amelia Merchant, Director of Management & Budget Barbara Dameron, Director of Finance CECELIA T. W EBB, CMC October 4, 2016 Assistant Deppp City Clerk Christopher P. Morrill City Manager Roanoke, Virginia Dear Mr. Morrill: I am enclosing copy of Resolution No. 40665 - 100316 repealing Resolution No. 36967- 022205, which adopted a Plan for Participation in Procurement Transactions of Small Businesses and Businesses Owned by Women and Minorities; and adopting and endorsing a Revised Plan for Participation in Public Procurement Transactions Subject to the Virginia Public Procurement Act of Small, Minority- owned, Women- owned, and Service Disabled Veteran -owned Businesses. The abovereferenced measure was adopted by the Council of the City of Roanoke at a regular meeting held on Monday, October 3, 2016; and is in full force and effect upon its passage. race ly, p nynt MM _ (� a Ste hanie M. Moon Reyn City Clerk Enclosure c: The Honorable Sherman Holland, Commissioner of the Revenue Daniel J. Callaghan, City Attorney Barbara A. Dameron, Director of Finance Simone Knowles, Purchasing Manager Amelia C. Merchant, Director, Management and Budget Wayne Bowers, Director, Economic Development CITY OF ROANOKE OFFICE OF THE CITY CLERK 215 Church Avenue, S. W., Room 456 Roanoke, Virginia 24011 -1536 Telephone: (540)853 -2541 Fax: (540)853-1145 STEN IAN) E M. MOON REYNOLDS, MMC City Clerk F. -mail: clerkOrommkeva.,r CEC ELIA F. MC COY Deputy City Clerk CECELIA T. W EBB, CMC October 4, 2016 Assistant Deppp City Clerk Christopher P. Morrill City Manager Roanoke, Virginia Dear Mr. Morrill: I am enclosing copy of Resolution No. 40665 - 100316 repealing Resolution No. 36967- 022205, which adopted a Plan for Participation in Procurement Transactions of Small Businesses and Businesses Owned by Women and Minorities; and adopting and endorsing a Revised Plan for Participation in Public Procurement Transactions Subject to the Virginia Public Procurement Act of Small, Minority- owned, Women- owned, and Service Disabled Veteran -owned Businesses. The abovereferenced measure was adopted by the Council of the City of Roanoke at a regular meeting held on Monday, October 3, 2016; and is in full force and effect upon its passage. race ly, p nynt MM _ (� a Ste hanie M. Moon Reyn City Clerk Enclosure c: The Honorable Sherman Holland, Commissioner of the Revenue Daniel J. Callaghan, City Attorney Barbara A. Dameron, Director of Finance Simone Knowles, Purchasing Manager Amelia C. Merchant, Director, Management and Budget Wayne Bowers, Director, Economic Development 1 IN HIFCOUNt9I.01; 'rinit ` flvOrROANOIUt,VIRGINIA 'rho Jrd day OI OrInbor, 2016. No, /10661)-100716. A RESOLU "PION repealing Rcolu lon No. 36967- 022205, which adopted a Plan @x Participation in Pnnmremenl "franeacli(uls of Small Businesses and Businesses Owned by Women and Minorities, and adopting and endowing it Revised Plan for Participation in Public Procurantenl'I'ransactiuns Subject to the Virginia Public Procurement Act of Small, Minority- owned, Women- owned, and Service Disabled Veteran -owned Businesses. BE IT RESOLVED by the Council of the City of Roanoke as follows: Resolution No. 36967 - 022205, which adopted a Plan for Participation in Procurement Transactions of Small Businesses and Business Owned by Women and Minorities, be and is hereby REPEALED. 2. Council hereby adopts and endorses a Revised Plan for Participation in Public Procurement Transactions Subject to the Virginia Public Rocurement Act of Small, Minority- owned, Women - owned, and Service Disabled Veteran -owned Businesses, which is attached to the City Council Agenda Report dated October 3, 2016. 3. Council hereby authorizes the City Manager to take appropriate measures to implement the Revised Plan immediately. R- Pmiicipaiion oFMinority, eta repeal old plan avd adapt new plan (10.3 -16) ATTEST: M� City Clet _ eCITY COUNCIL AGENDA REPORT To: Honorable Mayor and Members of City Council Meeting: October 3, 2016 Subject: Revised Plan for Participation in Public Procurement Transactions Subject to the Virginia Public Procurement Act of Small (SB), Minority -owned (MB), Women -owned (WB), and Service Disabled Veteran -owned Businesses (SDVB) (CM16- 00137) Background: Solicitation and award of City contracts must comply with the City Charter and City Procurement Policy as well as the Virginia Public Procurement Act (VPPA). In general, public procurement requires the City to obtain bids and award contracts to the "lowest responsive and responsible bidder." The City's Procurement Manual has recently been updated to include updates to the VPPA section of the Code of Virginia and current City procurement business practices that adhere to the VPPA. The attached plan proposes that when bids or proposals are solicited directly from potential vendors, notification of those solicitations are sent directly to appropriate businesses from the lists maintained and /or available to the Purchasing Division, including but not limited to the lists of certified small, minority, service- disabled veteran, and women -owned businesses maintained by the Virginia Department of Small Business and Supplier Diversity. The City of Roanoke also currently maintains a separate vendor database of self- identified SB /MB /SDVB /WB vendors. The Purchasing Division actively seeks the participation by certified SB /MB /SDVB /WB vendors in all formal solicitations, and encourages City departments to solicit bids and proposals directly from SB /MB /SDVB /WB vendors in decentralized solicitations. Additionally, Purchasing Division staff hosts and attends vendor outreach events to educate local vendors, including SB /MB /SDVB /WB vendors, on the business opportunities available with the City of Roanoke. City Council and the City Administration recognize the need for improving opportunities for small, minority, service - disabled veteran, and women -owned business enterprises to participate in City contracts. With the adoption of this plan, the City makes clear to the community its policy to encourage opportunities for small, minority, service - disabled veteran, and women -owned business enterprises to participate in City contracts. Recommended Action: City Council repeal Resolution No. 36967 - 022205, which adopted a Plan for Participation in Procurement Transactions of Small Businesses and Businesses Owned by Women and Minorities, and adopt the attached Revised Plan for Participation in Public Procurement Transactions Subject to the Virginia Public Procurement Act of Small, Minority- owned, Women- owned, and Service Disabled Veteran -owned Businesses. Authorize the City Manager to take the appropriate measures to implement the Plan effective immediately. �nU ---- - - - - -- r=^L Christopher P. orrill City Manager DJC /Isc CC: Council Appointed Officers R. Brian Townsend, Assistant City Manager for Community Development Sherman Stovall, Assistant City Manager for Operations Barbara A. Dameron, Director of Finance Adopted on Resolution No. CITY OF ROANOKE, VIRGINIA Revised Plan for Participation in Public Procurement Transactions Subject to the Virginia Public Procurement Act of Small, Minority- owned, Women - owned, and Service Disabled Veteran -owned Businesses 1. POLICY STATEMENT It is the policy of the City of Roanoke to encourage participation by small businesses ( "SB "), minority -owned businesses ( "MB'), women -owned businesses ( "WB "), and service disabled veteran-owned businesses ( "SDVB ") in all aspects of City contracting opportunities. In order to demonstrate the City's commitment to this policy, the provisions of this Plan shall apply to any contracts for goods or services with nongovernmental entities and covered by the Virginia Public Procurement Act. 2. DEFINITIONS As used in this Plan, the following definitions shall apply: Virginia Public Procurement Act ( "VPPA ") means the provisions and requirements set forth in Sections 2.2 -4300, et. seq., Code of Virginia (1950), as amended. Small business ( "SB ") means a business independently owned and controlled by one or more individuals who are citizens of the United States or legal resident aliens, and together with affiliates, has 250 or fewer employees, or annual gross receipts of $10 million or less averaged over the previous three years. One or more of the individual owners shall control both the management and daily business operations of the small business. Minority -owned business ( "MB ") means a business that is at least 51% owned by one or more minority individuals who are citizens of the United States or legal resident aliens, or in the case of a corporation, partnership, or limited liability company or other entity, at least 51% of the equity ownership interest in the corporation, partnership, or limited liability company or other entity is owned by one or more minority individuals who are citizens of the United States or legal residence aliens, and both the management and daily business operations are controlled by one or more individuals who are minority individuals. Minority individual means an individual Rev. 9 /2016 who is a citizen of the United States or a legal resident alien and who is African American, Asian American, Hispanic American, or Native American, as these terms are further defined and described in Section 2.2 -4310 (E) of the VPPA. Women -owned business ( "WB ") means a business that is at least 51% owned by one or more women who are citizens of the United States or legal resident aliens, or in the case of a corporation, partnership, or limited liability company or other entity, at least 51% of the equity ownership interest is owned by one or more women who are citizens of the United States or legal resident aliens, and both the management and daily business operations are controlled by one or more women. Service disabled veteran -owned business ( "SDV B ") means a business that is at least 51% owned by one or more service disabled veterans or, in the case of a corporation, partnership, or limited liability company or other entity, at least 51% of the equity ownership interest in the corporation, partnership, or limited liability company or other entity is owned by one or more individuals who are service disabled veterans and both management and daily business operations are controlled by one or more individuals who are service disabled veterans. Service disabled veteran means a veteran who (i) served on active duty in the United States military ground, naval, or air service, (ii) was discharged or released under conditions other than dishonorable, and (iii) has a service - connected disability rating fixed by the United States Department of Veterans Affairs. 3. EMPLOYMENT DISCRIMINATION BY CONTRACTOR PROHIBITED Every procurement contract subject to the VPPA and of over ten thousand dollars (510,000.00) to which the City is a party shall contain the provisions of subparagraphs (a) and (b) herein: (a) During the performance of this contract, the contractor agrees as follows: The contractor will not discriminate against any employee or applicant for employment because of race, religion, color, sex, national origin, age, disability, or any other basis prohibited by state law relating to discrimination in employment, except where there is a bona fide occupational qualification reasonably necessary to the normal operation of the contractor. The contractor agrees to post in conspicuous places, available to employees and applicants for employment, notices setting forth the provisions of this nondiscrimination clause. 2. The contractor, in all solicitations or advertisements for employees placed by or on behalf of the contractor, will state that such contractor is an equal opportunity employer. Rev. 9 /2016 3. Notices, advertisement and solicitations placed in accordance with federal law, rule, or regulation shall be deemed sufficient for the purpose of meeting the requirements of this section. (b) The contractor will include the provisions of the foregoing subparagraphs (a) (1), (2), and (3) in every subcontract or purchase order of over ten thousand dollars ($10,000), with regard to the contract with the City, so that the provisions will be binding upon each subcontractor or vendor. 4. VENDOR SELF SERVICE ( "VSS ") The City's Purchasing Division manages the City's VSS system, which allows businesses to register to do business with the City of Roanoke and receive notification of business opportunities via email. Businesses can register online through the City web site by the commodity description of the services they provide, and inform the City of any SB, MB, WB, and SDVB status for which they are certified. The Purchasing Division will serve as the primary contact for businesses to request information, instruction, and training in the VSS system. 5. ALL PUBLIC PROCUREMENT CONTRACTS In procuring goods and services for the City, all City employees shall follow the guidelines and mandates contained in the VPPA and in the City's Purchasing Division's Procurement Manual with regard to solicitation of SB, MB, WB, and SDVB. When bids or proposals are solicited from potential contractors, solicitations shall include, when possible, appropriate businesses from the VSS system, specifically those businesses registered with the selection of email notification flagged, including, but not limited to, the list from the Virginia Department of Small Business and Supplier Diversity. All solicitation, addenda, and award actions over $30,000 shall be posted on the City of Roanoke's web site htto: / /www.roanokeva.eov. Invitation to Bid solicitation notices over $30,000 and Requests for Proposals estimated to be over $30,000 shall be advertised in both The Roanoke Times and The Roanoke Tribune whenever possible and practicable. Such Invitation to Bid solicitation notices and Requests for Proposals shall also be advertised on Roanoke Valley Television (RVTV -3). 6. FEDERAL, STATE OR OTHER GRANT REQUIREMENTS In addition to the provisions of this Plan, when the City is using funds subject to federal, state or other grant requirements with regard to SB, MB, WB, and/or SDVB, Rev. 9 /2016 the City's Department managing the specific solicitation will take all necessary affirmative steps to ensure that the requirements of the grant or program are met. 7. DEBARMENT Any offeror or bidder, or any principal thereof or person associated therewith, found to have engaged in substantial and intentional misrepresentation concerning either good faith SB, MB, WB, and/or SDVB participation efforts or its status as a SB, MB, WB, or SDVB shall be debarred in accordance with the VPPA and City policies from any City contracting for a period of two (2) years. This debarment shall also extend to any successor firm substantially controlled or managed, whether directly or indirectly, by any debarred individual or entity. This determination shall be made by the City Manager or a designee as set forth above. A debarment shall be reported in writing to City Council. 8. PARTICIPATION INFORMATION The City Purchasing Division will, upon request, provide reporting of SB, MB, WB, and SDVB business participation from the VSS system. END OF DOCUMENT. Rev. 9 /2016 CECELIA T. WEBB, CMC October 5, 2016 Assistant Depnty City Clerk William Poe 1525 West Drive, S. W. Roanoke, Virginia 24015 Dear Mr. Poe: I am enclosing copy of Resolution No. 40666 - 100316 appointing you as a Director of the Economic Development Authority of the City of Roanoke to replace Charles E. Hunter, III, as a Director of the Economic Development Authority for a four -year term of office commencing October 21, 2016 and ending October 20, 2020. The abovereferenced measure was adopted by the Council of the City of Roanoke at a regular meeting which was held on Monday, October 3, 2016. Please return one copy of the Oath of Office to Room 456 in the Noel C. Taylor Municipal Building, 215 Church Avenue, S. W., prior to serving in the capacity to which you were appointed. Pursuant to Section 2.2 -3702, Code of Virginia (1950), as amended, I am enclosing copy of the Virginia Freedom of Information Act. The Act requires that you be provided with a copy within two weeks of your appointment and each member is required 'Yo read and become familiar with provisions of the Act." Furthermore, pursuant to Section 2.2 -3115, Code of Virginia (1950), as amended, I am required to furnish City of Roanoke representatives to Economic Development Authority with a Financial Disclosure Form that must be filed with the undersigned prior to serving as a Director. Failure to file by the deadline shall be considered a violation of Section 2.2 -3120, Code of Virginia (1950) as amended, which may result in being charged with a Class 1 or Class 3 misdemeanor. CITY OF ROANOKE OFFICE, OF THE CITY CLERK 215 Clmrch Aventie, S. W., Room 456 Roanoke, Virginia 24011 -1536 Telephone: (540)853 -2541 Fnx: (540)853 -1145 6'I'P11'INNIE M. MOON REYNOLDS, MM( E- r,lnll: ele,M(n,xnnkuvn.6nv CECELIA F. MCCOY ('By Clerk Dc,ty City Clerk CECELIA T. WEBB, CMC October 5, 2016 Assistant Depnty City Clerk William Poe 1525 West Drive, S. W. Roanoke, Virginia 24015 Dear Mr. Poe: I am enclosing copy of Resolution No. 40666 - 100316 appointing you as a Director of the Economic Development Authority of the City of Roanoke to replace Charles E. Hunter, III, as a Director of the Economic Development Authority for a four -year term of office commencing October 21, 2016 and ending October 20, 2020. The abovereferenced measure was adopted by the Council of the City of Roanoke at a regular meeting which was held on Monday, October 3, 2016. Please return one copy of the Oath of Office to Room 456 in the Noel C. Taylor Municipal Building, 215 Church Avenue, S. W., prior to serving in the capacity to which you were appointed. Pursuant to Section 2.2 -3702, Code of Virginia (1950), as amended, I am enclosing copy of the Virginia Freedom of Information Act. The Act requires that you be provided with a copy within two weeks of your appointment and each member is required 'Yo read and become familiar with provisions of the Act." Furthermore, pursuant to Section 2.2 -3115, Code of Virginia (1950), as amended, I am required to furnish City of Roanoke representatives to Economic Development Authority with a Financial Disclosure Form that must be filed with the undersigned prior to serving as a Director. Failure to file by the deadline shall be considered a violation of Section 2.2 -3120, Code of Virginia (1950) as amended, which may result in being charged with a Class 1 or Class 3 misdemeanor. William Poe October 5, 2016 Page 2 State Code provisions further provide that all disclosures filed and maintained as a matter of public record must be retained for a period of five years in the Office of the Clerk of the governing body. On behalf of the Mayor and Members of City Council, I would like to express appreciation for your willingness to serve the City of Roanoke as a Director of the Economic Development Authority. Sincerely, Stephanie M. Moon Reyn $ , M V" City Clerk Enclosures Harwell M. Darby, Jr., Secretary, Economic Development Authority, Glenn, Feldmann, Darby and Goodlatte, 37 Campbell Avenue, S. W., Roanoke, Virginia 24011, with application IN I HE COUNCIL OF'l ill: CITY OF ROANOKE, VIRGINIA The 3rd day or October, 2016. No. 40666 - 100316. A RESOLU'110N appoint ng a Directorofthe Economic Development Authority of tile City of Roanoke. WI IEREAS, the Council is advised that there is a vacancy in the position of Director of the Economic Development Authority of the City of Roanoke, Virginia; and WHEREAS, §15.2 -4904, Code of Virginia (1950), as amended, provides that appointments made by the governing body of such Directors shall be made for terms of four (4) years. THEREFORE, BE IT RESOLVED by the Council of the City of Roanoke that William pre is hereby appointed ass Director on the Board of Directors ofthe Economic Development Authority ofthe City of Roanoke, Virginia, fora term commencing October 21, 2016, and expiring October20, 2020. ATTEST: City Clerk. K Wcaenresleda appointoent w, linm Poe 10 16.dnc COMMONWEALTH OF VIRGINIA To -wit: CITY OF ROANOKE I, Stephanie M. Moon Reynolds, City Clerk, and as such City Clerk of the City of Roanoke and keeper of the records thereof, do hereby certify that at a regular meeting of Council which was held on the third day of October 2016, WILLIAM POE was appointed to replace Charles E. Hunter, III, as a Director of the Economic Development Authority for a four -year term of office commencing October 21, 2016 and ending October 20, 2020. Given under my hand and the Seal of the City of Roanoke this fifth day of October 2016. &;�197 t �10a'." City Clerk tr� CITY OF ROANOKE OFFICE OF THE CITY CLERK 215 Church Avenue, S. W., Room 456 .. Roanoke, Virginia 24011 -1536 Telephone: (540) 853 -2541 Fxx: (540) 859 -1145 ST EPIIANIE M. MOON REYNOLDS, MMC E -nmll: CEC'ELIA F. MCCOY City Clerk Deputy City Clerk CECELIA T. WEBB, CMC As,kh nl Deputy City Clerk October 5, 2016 Duke Baldridge 307 Darwin Road, S. W. Roanoke, Virginia 24014 Dear Mr. Baldridge: I am enclosing copy of Resolution No. 40667 - 100316 appointing you as a Director on the Board of Directors of the Economic Development Authority of the City of Roanoke, Virginia to fill the unexpired term of Paula Page Williams as a Director of the Economic Development Authority for a term ending October 20, 2017. The abovereferenced measure was adopted by the Council of the City of Roanoke at a regular meeting which was held on Monday, October 3, 2016. Please return one copy of the Oath of Office to Room 456 in the Noel C. Taylor Municipal Building, 215 Church Avenue, S. W., prior to serving in the capacity to which you were appointed. Pursuant to Section 2.2 -3702, Code of Virginia (1950), as amended, I am enclosing copy of the Virginia Freedom of Information Act. The Act requires that you be provided with a copy within two weeks of your appointment and each member is required "to read and become familiar with provisions of the Act." Furthermore, pursuant to Section 2.2 -3115, Code of Virginia (1950), as amended, I am required to furnish City of Roanoke representatives to Economic Development Authority with a Financial Disclosure Form that must be filed with the undersigned prior to serving as a Director. Failure to file by the deadline shall be considered a violation of Section 2.2 -3120, Code of Virginia (1950) as amended, which may result in being charged with a Class 1 or Class 3 misdemeanor. Duke Baldridge October 5, 2016 Page 2 State Code provisions further provide that all disclosures filed and maintained as a matter of public record must be retained for a period of five years in the Office of the Clerk of the governing body. On behalf of the Mayor and Members of City Council, I would like to express appreciation for your willingness to serve the City of Roanoke as a Director of the Economic Development Authority. Sincwwerrely,, � Stephanie M. Moon Reynolds, MMC City Clerk Enclosures c: Harwell M. Darby, Jr., Secretary, Economic Development Authority, Glenn, Feldmann, Darby and Goodlatte, 37 Campbell Avenue, S. W., Roanoke, Virginia 24011, with application I � IN'] I I k COUNCIL OFTI I I i CH Y OF ROANOKE, VIRGINIA The 3rd day of Oc robes, 2016. No. 40667- 100316. A RSSOLl1TION appointing a Director on file Board of Directors of the Economic Development Authority of the City of Roanoke, Virginia to fill file remaining portion of an unexpired four (4) year term on its Board of Directors. WHF,REAS, the Council is advised that Paula Page Williams, a Director on the Board of Director's of the Economic Development Authority of the City of Roanoke, Virginia, resigned effective July 20, 2016, from a position the term of which is to expire October 20, 2017, and the vacancy has not been filled; and WI IEREAS, §15.2 -4904, Code of Virginia (1950), as amended, provides that appointments made by the governing body of such Directors shall, after initial appointment, be made for terms of four (4) years, except appointments to vacancies which shall be fo the remainder of the unexpired tern, THER &FORE, BE IT RESOLVED by the Council of the City of Roanoke that Duke Baldridge is hereby appointed as a Director on the Board of Directors of the Economic Development Authority of the City of Roanoke, Virginia, to fill the remaining portion of the four (4) year term of Paula Page Williams which commenced on November 2, 2015, and will expire on October 20, 2017. rKW.e ,.,,,TDA nppainm�ux forwexpirW 11 d,,k, hIdnd,, &, ATTEST: W� City � C - lerk. COMMONWEALTH OF VIRGINIA ) To -wit: CITY OF ROANOKE ) I, Stephanie M. Moon Reynolds, City Clerk, and as such City Clerk of the City of Roanoke and keeper of the records thereof, do hereby certify that at a regular meeting of Council which was held on the sixth day of September 2016, DUKE BALDRIDGE was appointed to fill the unexpired term of Paula Page Williams as a Director of the Economic Development Authority for a term ending October 20, 2017. Given under my hand and the Seal of the City of Roanoke this twelfth day of September 2016. �. lit I I , I tir CITY OF ROANOKE OFFICE OF THE CITY CLERK 215 Church Avenue, S. W., Room 456 Roanoke, Virginia 24011 -1536 'I'alepLone: (540)853 -2541 fns: (54())853 -1145 5' I'hi'II AN I E M. MOON REYNOLDS, MM(' F. -,n iii: e1erk(a..a,u.kcvn'8O4 CECELIA F. MCCOY C'ily ('lerk Depu15 City Clerk CECELIA C WEBB, CMC October 5, 2016 Assistant Deputy City Clerk The Honorable William D. Bestpitch Council Member Roanoke, Virginia Dear Council Member Bestpitch: I am enclosing copy of Resolution No. 40668 - 100316 supporting Roanoke's military and veteran caregivers. The City of Roanoke designates you as the City Manager's designee to serve as point of contact, for the public or private sector, for citizens and organizations wanting to offer support, and caregivers who need that support. The abovementioned measure was adopted by the Council of the City of Roanoke at its regular meeting held on Monday, October 3, 2016. Sincerely, )L-4 ,kn, Stephanie M. Moon Reynolds, MMC City Clerk Enclosure c: Gia Colombraro, Executive Assistant to Senator Elizabeth Dole, The Elizabeth Dole Foundation, 600 New Hampshire Avenue, N. W., Suite 1020, Washington, DC 20037 Katie Haswell, Account Executive, Susan Davis International, 1101 K Street, N. W., Suite 400, Washington, DC 20005 Christopher R Morrill, City Manager Daniel J. Callaghan, City Attorney Barbara A. Dameron, Director of Finance IN'I'I If, ('OUNCII, Oil ('I IF CI I'Y OF ROANOKF. VIRGINIA Thu Ird clay of 01LI,b 1,, 2016. No. 40668 - 100316. A RFi OLII'I'[ON supporting Roanokc's military and veteran caregivers. WIIFRFAS, file series of wars ill which our nation has been engaged over time, since Worlcl War II, has resulted in 5.5 million military and veteran caregivers who are parents, spouses, siblings and friends, caring liir those wounded, ill or injured who have served our nation, as documented by the 2014 Rand study commissioned by the Elizabeth Dole Foundation; WHEREAS, the daily tasks of these military and veterans caregivers can include bathing, feeding, dressing, and caring fm -the grievous injuries of wounded warriors, administering medications, providing emotional support, caring for the family and the home, and working outside the home to earn essential income; WHEREAS, the nation provides multi- faceted support to our wounded, ill and injured veterans and service members through public, private and philanthropic resources, but their caregivers receive little support or acknowledgement; WHEREAS, most military and veteran caregivers consider the challenging work they do as simply carrying out their civic and patriotic duty, without realizing they are, in fact, caregivers, and do not identify themselves as such; , WHEREAS, an alarming number of military and veteran caregivers, according to research, are suffering numerous debilitating mental, physical and emotional effects as a result of their caregiving duties; and WHEREAS, the City of Roanoke desires to recognize and support those who are serving in these vital roles in our own community. THEREFORE, BE IT RESOLVED, by the Council of the City of Roanoke, Virginia, as follows: K:N1C 111msWlddru 1111.110316 docx '['he City Council hereby dc,signays the City of RO:IIIUkC as a military and veteran caregiver supportive city. t'iry. 2. The City of Roanoke will seck to identity military and veteran caregivers residing in our 3. The City of Roanoke will va"k to ensure that our government, organizations, employers and non - pro fits are aware of the unique challenges of military and veteran caregivers and arc encouraged to create s'upporlive environments and opportunities fm assistance. 4. The City of Roanoke will plan an observance each May, during Military Appreciation Month, to honor and recognize the City's Inilitary and veteran earegives in partnership with the Elizabeth Dole Foundation's national Hidden Heroes campaign. 5. The City of Roanoke encourages all who care for and support veterans and service mombers to extend that support to their caregivers. 6. The City of Roanoke designates the City Manager or his designee to serve as point of contact, for the public or private sector, for citizens acrd organizations wanting to offer support, and caregivers who need that support. ATTEST: City Clerk. K Wflo, re, \Hidden Hero, 103 16 .&oo o� CITY OF ROANOKE OFFICE OF THE CITY CLERK 215 Church Avenue, S. W., Room 456 Roanoke, Virginia 24011 -1536 Telephone: (540)853 -2541 Fax: (540)853 -1145 STEPHANIE M. MOON REYNOLDS, MMC Fnmll: ek,k@...nokeva...e CECELIA F. MCCOY City Clerk egmty City Clerk October 5, 2016 CECELIA T. WEBB, CMC Assistant Deputy City Clerk The Honorable John S. Edwards, Member Senate of Virginia P. O. Box 1179 Roanoke, Virginia 24006 -1179 The Honorable Christopher T. Head, Member Virginia House of Delegate P. O. Box 19130 Roanoke, Virginia 24019 The Honorable Sam Rasoul Virginia House of Delegate P. O. Box 13842 Roanoke, Virginia 24037 Gentlemen: I am enclosing copy of Resolution No. 40669 - 100316 urging the General Assembly to establish a regional transportation district for the New River - Roanoke - Southside region. The abovementioned measure was adopted by the Council of the City of Roanoke at its regular meeting held on Monday, October 3, 2016. Sincerely, Stephanie M. Moon Reynolds, MM City Clerk Enclosure The Honorable David P. Suetteriein, Senator, P. O. Box 20237, Roanoke, Virginia 24018 The Honorable Terry L. Austin, Delegate, P. O. Box 400, Buchanan, Virginia 24066 October 5, 2016 Page 2 The Honorable Gregory D. Habeeb, Delegate, P. O. Box 882, Salem, Virginie 24153 Aubrey L. Layne, Jr., Secretary of Transportation, Commonwealth Transportation Board, 1111 East Broad Street, Room 3054, Richmond, Virginia 23219 Wayne G. Strickland, Executive Director, Roanoke Valley - Alleghany Regional Commission, P. O. Box 2569, Roanoke, Virginia 24010 Christopher P. Morrill, City Manager Daniel J. Callaghan, City Attorney Barbara A. Dameron, Director of Finance erg IN "fl II± COUNCIL OP "1'1I[i CITY OP ROANOKE, VIRGINIA The 3rd day of Ocrober, 2016. No. 40669 - 100316. A RESOLU "PION urging the (lencral Assembly to establish a regional transportation district for the New River- Roanoke- Southside region. WHEREAS, the development eI transportation intrashucture is a critical component in econonic development throughout the Commonwealth of Virginia; WIIE,MEAS, the economies of Southside Virginia and Southwestern Virginia lag the economies of Hampton Roads and Northern Virginia, in part due the significant differences in the amount of spending for transportation infi-asbucture between Northern Virginia and Southside Virginia and Southwestern Virginia; WHEREAS, the Intermodal Surface Transportation Efficiency Act of 1991 (ISTEA) defined High Priority Corridor 5, as the "I -73/74 North —South Coridor" from Charleston, South Carolina, to Detroit, Michigan, and in Virginia this route would run from Henry County to Roanoke County to Giles County; WHEREAS, the Commonwealth Transportation Board has studied a route for Interstate 73 and has begun to develop an Environmental Impact statement, required under the National Environmental Policy Act, for permitting processes required by the US Army Corps of Engineers; WHEREAS, a report by Chmura Economic and Analyties states that in Virginia, 5,303 worker employed each year during 9 year construction phase; WHEREAS, in Virginia, annual travel efficiency and cost saving is estimated to be 141.2 million in 2020, and $161 million in 2025; WHEREAS, cicvelopment of Interstate 73 is estimated to generate an additional $118 million in state taxes in Virginia and an additional $9.2 million in local taxes per year upon completion, and an $17.1 million state tax and $10.9 million local tax per year five year after completion; WHEREAS, more than 50,000 permanent jobs are projected to be created in the Interstate 73 region upon completion; WHEREAS, additional highway funding is critical and essential in order to commence the process of construction of Interstate 73; WHEREAS, the region that will be most positively impacted and benefited by the development and construction of Interstate 73 must provide some of this funding in order for the Commonwealth Transportation Board to approve the construction of Interstate 73; WHEREAS, the funding mechanisms created for the Northern Virginia Transportation Authority and the Hampton Roads Transportation Accountability Commission provide effective models for highway funding and regional transportation management cooperation; WHEREAS, the lack of such a regional transportation funding management organization within Southwestern Virginia is detrimental to the Farther economic development of the Roanoke Valley, the New River Valley and Southside Virginia; WHEREAS, the creation of a New River - Roanoke- Southside transportation funding and management organization would significantly benefit this region of the Commonwealth and expand the economic and cultural development of this region of the Commonwealth; and WHEREAS, only the Virginia General Assembly can establish such an organization. NOW, THEREFORE, BE IT RESOLVED, by the Council of the City of Roanoke as follows: I. City Council hcrcby urges the Virginia General Assembly to create a regional transportation authority similar to the Northern Virginia lYansporlation Authority or the Ilempton Roads Iansportation Accountability Commission for out region of the Commonwealth with the stated purpose al' improving our region's transportation network, including but not limited to the construction of Interstate 73. 2. City Council requests that our delegation to the Virginia General Assembly to Support this effort and to persuade their colleagues throughout the Commonwealth of Virginia to provide mu region with this authority to improve our transportation system to benefit our region of the Commonwealth. 3. The City Clerk is directed to deliver copies of this Resolution to the Honorable John Edwards, the Honorable David Suetterlein, the I Ionomble Christopher Head, the Honorable Terry Austin, the Honorable Sam Rasoul, and the Honorable Greg Habeeb. ATTEST: Clerk, City CITY OF ROANOKE CITY COUNCIL 215 Church Avenue, S W_ Noel C. Taylor Municipal Building, Suite 456 Roanoke, Virginia 24011 -1536 Telephone: (540) 853 -2541 SHERMAN P. LEA, SR. Fax: (540) 853 -1145 Council Members Mavor Email: clerk @manokevugov William D. Beslpitch Michelle L. Dykstra Raphael E. `Ray" Ferris October 3, 2016 John A. Garland Anita J. Price David B. Trinkle The Honorable Sherman P. Lea, Sr., and Members of City Council Re: Resolution supporting the creation of a Regional Transportation District Dear Mayor Lea and Members of Council: The Council Legislative Committee met today and voted to recommend to City Council that Council adopt a resolution urging the creation of a regional transportation district. Attached is the proposed resolution. The creation of a regional transportation district is a critical component in the expansion and improvement of the highway transportation infrastructure. Establishment of a regional transportation district will support, enhance, and expand economic development within our region. I ask you to adopt the attached resolution. bY= 1 Q.>fi� Raphael E. C , CharirT /`O' e Council Legislative Committee K %ITGIS2017 -I8 Program4n to wurcil tram distdoa C� CITY OF ROANOKE OFFICE OF'I'HE CI'T'Y CLERK 215 Church Avenue, S. W., Ronne 456 Roanoke, Virginia 24011 -1536 'relephpnet (541)853 -2541 F.x: (541))853 -1145 S "1'6:1'11ANIE M. MOON REYNOLDS, MM( 4 ?ntn& l e. k(n nuuu,kva'a °p ('g('DLIA F. MC COY City ('lerk Deputy City Clerk October 5, 2016 ('E('ELIA T. WEBB, CMC Assistant Deputy ON Clerk Timothy P. Meadows 3129 Garden City Boulevard Roanoke, Virginia 24014 Dear Mr. Meadows: At a regular meeting of the Council of the City of Roanoke which was held on Monday, October 3, 2016 you were reappointed as a Tower representative of the Towing Advisory Board for a three -year term of office ending October 31, 2019. Facility, 315 Church Avenue, S. W. Please return one copy of the Oath of Office to Room 456 in the Noel C. Taylor Municipal Building, 215 Church Avenue, S. W., prior to serving in the capacity to which you were reappointed. Pursuant to Section 2.2 -3702, Code of Virginia (1950), as amended, I am enclosing copy of the Virginia Freedom of Information Act. The Act requires that you be provided with a copy within two weeks of your reappointment and each member is required 'Yo read and become familiar with provisions of the Act." On behalf of the Mayor and Members of City Council, I would like to express appreciation for your willingness to continue serving the City of Roanoke as a Tower representative of the Towing Advisory Board. Sincerely, Stephanie M. Moon Reynol s, C City Clerk Enclosures c: Timothy Spencer, Assistant City Attorney, with application COMMONWEALTH OF VIRGINIA To -wit: CITY OF ROANOKE I, Stephanie M. Moon Reynolds, City Clerk, and as such City Clerk of the City of Roanoke and keeper of the records thereof, do hereby certify that at a regular meeting of Council which was held on the third day of October 2016, TIMOTHY P. MEADOWS was reappointed as a Tower representative of the Towing Advisory Board for a three - year term of office, ending October 31, 2019. Given under my hand and the Seal of the City of Roanoke this fifth day of October 2016. tp �jj.y City Clerk Jeffrey A. Robertson 336 Bowman Street Vinton, Virginia 24179 Dear Mr. Robertson: At a regular meeting of the Council of the City of Roanoke which was held on Monday, October 3, 2016 you were reappointed as a Tower representative of the Towing Advisory Board for a three -year term of office ending October 31, 2019. Facility, 315 Church Avenue, S. W. Please return one copy of the Oath of Office to Room 456 in the Noel C. Taylor Municipal Building, 215 Church Avenue, S. W., prior to serving in the capacity to which you were reappointed. Pursuant to Section 2.2 -3702, Code of Virginia (1950), as amended, I am enclosing copy of the Virginia Freedom of Information Act. The Act requires that you be provided with a copy within two weeks of your reappointment and each member is required 'Yo read and become familiar with provisions of the Act." On behalf of the Mayor and Members of City Council, I would like to express appreciation for your willingness to continue serving the City of Roanoke as a Tower representative of the Towing Advisory Board. Sincerely, Stephanie M. Moon Reynolds, MMC City Clerk Enclosures Timothy Spencer, Assistant City Attorney CITY OF ROANOKE OFFICE OF THE CITY CLERK 215 Chnreh Avenue, S. W., Room 456 Roanoke, Virginia 24 011 -1 53 6 Telephone: (540)853 -2541 Fax: (540)953.1145 SI'EPIIANIL M. MOON REYNOLDS, MMC E..nait: elerk(rzlronnokeva.gov C'E(ELIA F. MC'COY City Clerk Deputy City Clerk October 5, 2016 CECELIA T. WEBB, CMC Assistant Deputy City Clerk Jeffrey A. Robertson 336 Bowman Street Vinton, Virginia 24179 Dear Mr. Robertson: At a regular meeting of the Council of the City of Roanoke which was held on Monday, October 3, 2016 you were reappointed as a Tower representative of the Towing Advisory Board for a three -year term of office ending October 31, 2019. Facility, 315 Church Avenue, S. W. Please return one copy of the Oath of Office to Room 456 in the Noel C. Taylor Municipal Building, 215 Church Avenue, S. W., prior to serving in the capacity to which you were reappointed. Pursuant to Section 2.2 -3702, Code of Virginia (1950), as amended, I am enclosing copy of the Virginia Freedom of Information Act. The Act requires that you be provided with a copy within two weeks of your reappointment and each member is required 'Yo read and become familiar with provisions of the Act." On behalf of the Mayor and Members of City Council, I would like to express appreciation for your willingness to continue serving the City of Roanoke as a Tower representative of the Towing Advisory Board. Sincerely, Stephanie M. Moon Reynolds, MMC City Clerk Enclosures Timothy Spencer, Assistant City Attorney COMMONWEALTH OF VIRGINIA To -wit: CITY OF ROANOKE I, Stephanie M. Moon Reynolds, City Clerk, and as such City Clerk of the City of Roanoke and keeper of the records thereof, do hereby certify that at a regular meeting of Council which was held on the third day of October 2016, JEFFREY A. ROBERTSON was reappointed as a Tower representative of the Towing Advisory Board for a three -year term of office, ending October 31, 2019. Given under my hand and the Seal of the City of Roanoke this fifth day of October 2016. City Clerk tr CITY OF ROANOKE a OFFICE OF THE CITY CLERK 215 Church Avenue, S. W., Room 456 Roanoke, Virginia 24011 -1536 'Cetiuluoc (540)853.2541 E.,t (540)853 -1145 S "1'[THANIE M. MOON REYNOLDS, MM(' E -.0 luk cicrk(groauokeva.guv ('E('ELIA K MC'COV City Clerk Beynryr City Clerk October 5, 2016 CECELIA T. WEBB, CMC Assistant Deputy City Clerk Christopher T. Link 2422 Lincoln Avenue, S. W. Roanoke, Virginia 24015 Dear Mr. Link: At a regular meeting of the Council of the City of Roanoke which was held on Monday, October 3, 2016, you were appointed as a Citizen at Large member of the Building and Fire Code Board of Appeals to fill the unexpired term of Jerry Smith ending June 30, 2017. Please return one copy of the Oath of Office to Room 456 in the Noel C. Taylor Municipal Building, 215 Church Avenue, S. W., prior to serving in the capacity to which you were appointed. Pursuant to Section 2.2 -3702, Code of Virginia (1950), as amended, I am enclosing copy of the Virginia Freedom of Information Act. The Act requires that you be provided with a copy within two weeks of your appointment and each member is required "to read and become familiar with provisions of the Act." On behalf of the Mayor and Members of City Council, I would like to express appreciation for your willingness to serve the City of Roanoke as a Citizen at Large member of the Building and Fire Code Board of Appeals. Sincerely, 'P � Stephanie M. Moon Reyn Ids, MM City Clerk Enclosures c: Tina Carr, Secretary, Building and Fire Code Board of Appeals, with application COMMONWEALTH OF VIRGINIA ) To -wit: CITY OF ROANOKE ) I, Stephanie M. Moon Reynolds, City Clerk, and as such City Clerk of the City of Roanoke and keeper of the records thereof, do hereby certify that at a regular meeting of Council which was held on the third day of October 2016, CHRISTOPHER T. LINK was appointed as a Citizen at Large member of the Building and Fire Code Board of Appeals to fill the unexpired term of Jerry Smith ending June 30, 2017. Given under my hand and the Seal of the City of Roanoke this fifth day of October 2016. City Clerk