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HomeMy WebLinkAboutCouncil Actions 12-04-23 WHITE-BOYD 42830-120423 City of Roanoke, Virginia 111111111111- 111111.4 ROANOKE CITY COUNCIL ROANOKE REGIONAL AIRPORT COMMISSION _- IMENEMOr December 4, 2023 9:00 AM ROANOKE City Council Chamber 215 Church Avenue, S.W. AGENDA The City of Roanoke is a safe, caring and economically vibrant community in which to live, learn, work, play and prosper. A vibrant urban center with strong neighborhoods set amongst the spectacular beauty of Virginia's Blue Ridge. NOTICE: Council meetings will be televised live and replayed on RVTV Channel 3 on Thursdays at 7:00 p.m., and Saturdays from 10:00 a.m. to 5:00 p.m.; and video streamed through Facebook Live at facebook.com/RoanokeVa. Council meetings are offered with closed captioning for the deaf or hard of hearing. CALL TO ORDER - ROLL CALL. All Present. LEGISLATIVE COMMITTEE MEETING SCHEDULED FOR 9:00 A.M., IN THE COUNCIL CHAMBER. THE JOINT MEETING CONVENED AT 10:27 A.M. Mayor Lea offered prayer for the Roanoke Police Officer wounded in an incident that occurred over the weekend. WELCOME AND OPENING REMARKS. Mayor Sherman P. Lea, Sr. Dr. N.L. Bishop, Chair ITEMS FOR DISCUSSION/COMMENTS BY CITY COUNCIL/ROANOKE REGIONAL AIRPORT COMMISSION: Status of the Airport Master Plan. (Airport Commission) Update on current air service. (Airport Commission) State and Federal funding support and opportunities. (Airport Commission) RECESSED/ADJOURNED - 11:15 A.M. AT 11:16 A.M., THE COUNCIL MEETING RECONVENED TO CONSIDER THE FOLLOWING 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 2023 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. Council Member Moon Reynolds requested staff attend the 2:00 p.m. meeting to explain Items 7.1.A. and 7.1.B. TOPICS FOR DISCUSSION BY THE MAYOR AND MEMBERS OF COUNCIL. NONE. BRIEFINGS: Code Amendment (Chapter 2, Administration, Section 2-297 and adding new Section 2-308, Parks and Recreation Advisory Board) - 10 minutes AT 11:29 A.M., THE COUNCIL MEETING WAS DECLARED IN RECESS FOR A CLOSED MEETING;CHAMB ER, ROOM 450, NOEL C. TAYLOR MUNICIPAL BUILDING. COUNCIL CHAM 111, 1111.1 City of Roanoke, Virginia ,:i14 CITY COUNCIL .440.0 _- 2:00PM ROANOKE City Council Chamber 215 Church Avenue, S.W. 1. CALL TO ORDER - ROLL CALL. All Present. The Invocation was delivered by Vice-Mayor Joseph L. Cobb. The Pledge of Allegiance to the Flag of the United States of America was led by Mayor Sherman P. Lea, Sr. Welcome. CERTIFICATION OF CLOSED MEETING. (7-0) ANNOUNCEMENTS: 2. PRESENTATIONS AND ACKNOWLEDGEMENTS: National League of Cities Student Presentation. Students from Roanoke City Public Schools expressed gratitude for the opportunity to attend the National League of Cities Conference held in Atlanta, Georgia, on November 16 - 18, 2023 and recapped the experience. 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. Barbara Duerk, 2607 Rosalind Avenue, S. W., appeared before the Council and expressed concern with regard to the font of the advertisements that appeared in the Roanoke Times and advocated for bicycle infrastructure and electric bikes. Linda Kraige, 5046 Williamson Road, N. W., appeared before the Council and spoke with regard to the addition of Valley Metro bus service on Sunday. 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 Clerk advising of the resignation of Stacey Sheppard as a member of the Gun Violence Prevention Commission, effective December 31, 2023. RECOMMENDED ACTION: Accepted the resignation and received and filed the communication. C-2. A communication from the City Clerk advising of the resignation of Decca Knight as a member of the Gun Violence Prevention Commission, effective December 31, 2023. RECOMMENDED ACTION: Accepted the resignation and received and filed the communication. C-3. A communication from the City Clerk advising of the resignation of Tim Pohlad- Thomas as a member of the Parks and Recreation Advisory Board, effective immediately. RECOMMENDED ACTION: Accepted the resignation and received and filed the communication. C-4. A communication from the City Clerk advising of the resignation of John P. Bradshaw, Jr., as a member of the Western Virginia Water Authority, Board of Directors, effective immediately. RECOMMENDED ACTION: Accepted the resignation and received and filed the communication. C-5. Reports of qualification of the following individuals: Lauren Woodson as a member of the Roanoke Arts Commission to fill the unexpired term of office of Betsy Whitney ending June 30, 2025; Betty Whittaker as a member of the Roanoke Neighborhood Advocates to fill the unexpired term of office of Jamaal Jackson ending September 30, 2025; and Ray Shanks as a member of the Towing Advisory Board to replace Deputy Chief David Morris for a three-year term of office commencing November 1, 2023 and ending October 31, 2026. RECOMMENDED ACTION: Received and filed. REGULAR AGENDA: 5. PUBLIC HEARINGS: NONE. 6. PETITIONS AND COMMUNICATIONS: NONE. 7. REPORTS OF CITY OFFICERS AND COMMENTS OF CITY MANAGER: 1. CITY MANAGER: BRIEFINGS: NONE. ITEMS RECOMMENDED FOR ACTION: A. Approval of Amendment to the Deed between Deschutes Brewery and the City and an Escrow Agreement for Repayment of Grant funds for 2002 Blue Hills Drive, N. E., at the Roanoke Centre for Industry and Technology. Adopted Ordinance No. 42830-120423. (7-0) B. Authorization to Establish a Workforce Housing Development Fund. Adopted Ordinance No. 42831-120423. (7-0) C. Acceptance of the FY2023 VDOT State of Good Repair Grant Award - New VDOT UPCs 123117 and 123118. Adopted Resolution No. 42832-120423 and Ordinance No. 42833- 120423. (7-0) COMMENTS OF THE CITY MANAGER. The City Manager shared an update on the officer injured in the weekend incident. 2. CITY ATTORNEY: NONE. 8. REPORTS OF COMMITTEES: 1. Presentation of the Proposed 2024 Legislative Program. Council Member Luke W. Priddy, Chair, Legislative Committee. Adopted Resolution No. 42834-120423. (7-0) 9. UNFINISHED BUSINESS: NONE. 10. INTRODUCTION AND CONSIDERATION OF ORDINANCES AND RESOLUTIONS: NONE. 11. MOTIONS AND MISCELLANEOUS BUSINESS: 1. Inquiries and/or comments by the Mayor and Members of City Council. Council Member Priddy thanked the members of the Gun Violence Prevention Commission for their work. Vice-Mayor Cobb expressed concern with regard to the rate increase from AEP and asked the City Manager how to address the streetlight outages; whereupon, the City Manager advised that citizens should report outages through the AEP portal online. 2. Vacancies on certain authorities, boards, commissions and committees appointed by Council. Appointed Robert Logan as a member of the Board of Zoning Appeals to replace Bryan Musselwhite for a three-year term of office commencing January 1, 2024 and ending December 31, 2026. Appointed Auraliz Quintana as a member of the Equity and Empowerment Advisory Board to replace Patice Holland for a three-year term of office commencing January 1, 2024 and ending December 31, 2026. Appointed Susan Reese as a member of the Human Services Advisory Board to replace James Foutz-Vega for a four-year term of office ending November 30, 2027. 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Cl) 1., .,, z 0 _. . .... i - il Cf) -,, LIU -------- ar - M . ., t-- *e. .10--- ..!::,, !„. en CITY OF ROANOKE OFFICE OF THE MAYOR 215 Church Avenue, S. W., Suite 452 Roanoke,Virginia 24011-1536 • • Telephone (540)853-2444 Fax (540)853-1145 E-mail: MAYOR@ROANOKEVA.GOV SHERMAN P.LEA,SR. Mayor December 4, 2023 The Honorable Vice-Mayor Joseph L. Cobb and Members of the Roanoke City Council Roanoke, Virginia Dear Vice-Mayor Cobb 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, tve Sherman P. Lea, Sr. Mayor SPL:ctw COMMITTEE VACANCIES/REAPPOINTMENTS December 4, 2023 Public VACANCIES: Term of office on the Board of Zoning Appeals ending December 31, 2026. Unexpired term of office on the Building and Fire Board of Appeals ending June 30, 2025. Terms of office on the Equity and Empowerment Advisory Board ending December 31, 2026. Unexpired terms of office on the Gun Violence Prevention Commission ending March 31, 2024 and March 31, 2026, respectively. Unexpired term of office on the Human Services Advisory Board ending November 30, 2024 and a term of office ending November 30, 2026. Unexpired term of office on the Parks and Recreation Advisory Board ending March 31, 2025. Term of office on the Roanoke Civic Center Commission ending September 30, 2026. Term of office on the Roanoke Valley Resource Authority ending December 31, 2027. Term of office on the Towing Advisory Board (Towing Operator) ending October 31, 2026. Unexpired term of office on the Western Virginia Water Authority, Board of Directors ending June 30, 2025. Terms of office on the Youth Athletics Review Board ending December 31, 2026. Terms of office on the Youth Services Citizen Board (Public/Private Agency)ending June 30, 2026. 1 CITY OF ROANOKE eGl- • OFFICE OF THE MAYOR 215 Church Avenue,S.W., Suite 452 Roanoke,Virginia 24011-1536 Telephone: (540)853-2444 Fax (540)853-1145 E-mail: MAYOR@ROANOKEVA.GOV SHERMAN P.LEA,SR. Mayor December 4, 2023 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 2023 Citizen of the Year Award, pursuant to Section 2.2-3711 (A)(10), Code of Virginia (1950), as amended. Sincerely, ae Sherman P. Lea, Sr. Mayor SPL:ctw • •y '• CITY ATTORNEY COUNCIL MEMO CODE AMENDMENT Date: December 4, 2023 From: Timothy R. Spencer, City Attorney, To: Mayor Lea, Vice Mayor Cobb and Members of City Council Re: Proposed City Code Amendments The City Attorney's Office has been working on a Code Amendment during the past several months, below is a brief outline of the proposed Code Amendment. Parks and Recreation Advisory Board Section 2-297 Established. Adding a seventh Board—Parks and Recreation Advisory Board Adding a new Section 2-308 to outline the duties of the Parks and Recreation Advisory Board A copy of the proposed ordinance amending the City Code is attached to this memo. If City Council has no concerns, this matter will be placed on City Council's December 18, 2023, agenda for consideration and adoption. IN THE COUNCIL OF THE CITY OF ROANOKE, VIRGINIA AN ORDINANCE amending and reordaining, Division 2 Permanent Committees and Boards of Article XIV Authorities, Boards, Commissions and Committees Generally, Chapter 2, Administration, Code of the City of Roanoke (1979), as amended, amending Section 2-297 and adding new Section 2-308, Parks and Recreation Advisory Board;providing for an effective date; and dispensing with the second reading of this ordinance by title. BE IT ORDAINED by the Council of the City of Roanoke that: 1. The Code of the City of Roanoke,Virginia(1979), as amended,is hereby amended and reordained to amend Section 2-297, Parks and Recreation Advisory Board, Division 2 Permanent Committees and Boards, of Article XIV Authorities, Boards, Commissions and Committees Generally, Chapter 2, Administration, Code of the City of Roanoke (1979), as amended, to read and provide as follows: * * * Sec. 2-297 Established. There are hereby established the following permanent committees and boards of the council: (1) Audit committee. (2) Personnel committee. (3) Legislative committee. (4) Equity and empowerment advisory board. (5) Gun violence prevention commission. (6) Youth athletics review board. (7) Parks and recreation advisory board. * * * 2. The Code of the City of Roanoke, Virginia(1979), as amended,is hereby amended and reordained to add Section 2-308,Parks and Recreation Advisory Board, Division 2 Permanent Committees and Boards, of Article XIV Authorities, Boards, Commissions and Committees Generally, Chapter 2, Administration, Code of the City of Roanoke (1979), as amended, to read and provide as follows: * * * 1 Sec. 2-308 Parks and recreation advisory board. (a) Established; composition. There is hereby established the parks and recreation advisory board as a permanent council-appointed board. The parks and recreation advisory board shall consist of nine (9) members who shall be residents of the city. (b) Purpose; responsibility. The Parks and Recreation Advisory Board shall act in an Advisory capacity to the Director of Parks and Recreation, the City Manager and the City Council in matters related to parks and recreation to include: 1) Long-range Master Planning for Parks and Recreation 2) Planning and programming of individual parks and facilities, except that the Board shall not direct operations of the Department 3) Advocating for maximizing use and benefit of publically owned property and facilities for parks and recreation use 4) Review and recommend on parks and recreation policies as requested by the Director, City Manager and/or City Council 5) Review and recommend on parks and recreation rules, regulations, policies, practices, and fees and any modifications, thereof, as requested by the Director, City Manager and/or City Council 6) Review the Directors; operating and capital budget proposal as presented by the Director prior to its presentation to the City Manager In carrying out these responsibilities, the Advisory Board may solicit public input or comment on the same. (c) Appointment and terms of members. Members of the parks and recreation advisory board shall be appointed by city council. Members shall serve for terms of three (3) years. Members of the parks and recreation advisory board shall be subject to the limitation on terms set forth in section 2-281.1. (d) Members not compensated. The members of the parks and recreation advisory board shall serve without compensation for their service as such members. (e) Organization, selection of officers, meetings. (1) At its initial meeting, the members of the parks and recreation advisory board shall elect a chair, vice-chair, and secretary. The member elected as chair shall serve as the presiding officer at all meetings of the parks and recreation board. In the absence of the chair, the vice-chair shall preside at such meeting. The secretary shall prepare agendas for each meeting, take minutes of each meeting, ensure that proper legal notice of all meetings is provided, and file minutes with the city clerk. All officers shall serve for terms that end on December 31 of each year. Members may be reelected to serve as an officer without limitation. (2) The parks and recreation advisory board shall adopt bylaws with respect to the operations of the parks and recreation advisory board. Such bylaws shall not be inconsistent with the provisions of section 2-305. (3) The parks and recreation advisory board shall develop a schedule for regular meetings on a bi-monthly basis for each calendar year. Such schedule for each ensuing year shall be set no later than January 15 of each year. The schedule shall include the dates and times of each regular meeting for the ensuing calendar year. At the initial meeting of the parks and recreation advisory board in 2024, the members shall set its schedule for the balance of 2024 calendar year. (4) Special meetings of the parks and recreation advisory board may be called by the chair or by two (2) members of the parks and recreation advisory board with at least twelve (12) hours prior notice to each member, delivered in hand or by electronic mail. The notice of the special meeting shall set forth the purpose of the special meeting and the special meeting shall be limited to that purpose. (5) The director of the parks and recreation department shall appoint staff to assist the secretary in the performance of the secretary's duties to keep minutes and records of all proceedings of the board, prepare agendas for meetings, notify members of meetings, arrange for legal notices of meetings, prepare all agenda packages, and perform all other duties of a secretary. The city attorney shall provide legal advice and assistance to the parks and recreation advisory board. (f) Reports to city council. (1) The Parks and Recreation Advisory Board shall make recommendations to City Council as requested by City Council or determined by the City Manager and in accordance with the stated purpose and responsibilities of the Board. (2) The parks and recreation advisory board shall make an annual written report to city council at the second session of city council in June. The annual report shall summarize the matters considered by the parks and recreation advisory board, the recommendations made to city council, and the objectives of the parks and recreation advisory board for the following year. The chair of the parks and recreation advisory board shall present the report at the second session of city council in July. *** I 3. The ordinance shall be effective upon passage. 4. The second reading of this ordinance by title is hereby dispensed with. ATTEST: City Clerk. CITY OF ROANOKE OFFICE OF THE CITY CLERK r ' ' 215 Church Avenue,S.W.,Suite 456 Roanoke,Virginia 24011-1536 1ttil Telephone: (540)853-2541 Fax: (540)853-1145 CECELIA T.WEBB,CMC CECELIA F.MCCOY,CMC E-mail: clerk@roanokeva.gov Deputy City Clerk City Clerk RUTH VISUETE-PEREZ Assistant Deputy City Clerk December 4, 2023 The Honorable Mayor and Members of the Roanoke City Council Roanoke, Virginia Dear Mayor Lea and Members of Council: This is to advise that Stacey Sheppard has tendered her resignation as a member of the Gun Violence Prevention Commission, effective December 31, 2023. Sincerely, Cecelia F. McCoy, CMC City Clerk Stacey Sheppard PO Box 368 Salem, VA 24153 11-01-23 Cecelia McCoy City Clerk City of Roanoke 215 Church Ave. SW Suite 456 Dear Mrs./Ms. McCoy: Last month, at the October meeting of the Roanoke Valley Gun Violence Prevention Commission, I announced my intent to resign from the commission with my term ending December 31 2023. Please accept this letter as official documentation of my resignation. I have dedicated the past four years of work with the commission to the efforts of studying, preventing and responding to gun violence in our community. The intersection of gun violence and domestic abuse is a passion of mine. I will continue to work in other areas of the city where I can best use my talents and time. Additionally, my work at TAP is requiring a lot of time in other directions as the need for services is never-ending in our community. And, more so; post pandemic. I wish the commission all the best in their future in endeavors and, I want to whole heartedly thank the City of Roanoke for this opportunity. In peace, ZC5L-131'-‘'j- Stacey Sheppard a * CITY OF ROANOKE ....0.- OFFICE OF THE CITY CLERK * i. ' 215 Church Avenue,S.W.,Suite 456 Roanoke,Virginia 24011-1536 ilitaitO Telephone: (540)853-2541 Fax: (540)853-1145 CECELIA T.WEBB,CMC CECELIA F.MCCOY,CMC E-mail: clerk@roanokeva.gov Deputy City Clerk City Clerk RUTH VISUETE-PEREZ Assistant Deputy City Clerk December 4, 2023 The Honorable Mayor and Members of the Roanoke City Council Roanoke, Virginia Dear Mayor Lea and Members of Council: This is to advise that Decca Knight has tendered her resignation as a member of the Gun Violence Prevention Commission, effective December 31, 2023. Sincerely, Cecelia F. McCoy, CMC City Clerk Cecelia McCoy City Clerk City of Roanoke 215 Church Ave. SW Suite 456 Roanoke, VA 24011 11/21/23 Dear Cecelia McCoy, This letter serves as my resignation from the Gun Violence Prevention Commission, effective December 2023. I have thoroughly enjoyed working with the commission since November 2020, first as the co-chair of the education committee and later, beginning in April 2021 , as an appointed commissioner. As commissioners, we have worked closely with our committees and community partners to create and fund countless opportunities for our community. We have researched and leveraged evidence-based approaches to prevent and respond to the needs of our community. We have listened and held space for families and communities as they experience homicides and violence. We have volunteered hundreds of hours of time to improve the health and well-being of our community, For this, I am proud. I am disappointed, however, in the way in which our work has become politicized over the past nine months. Members of city council have never sent us any constructive feedback or criticism, asked questions, given recommendations for improvement, or invited open dialogue or collaboration. Yet, certain members of the council have spoken publicly about our efforts and passed judgment on our decisions. Best management practices would suggest that if "supervisors" are concerned with performance, they would first address it with those they manage. This type of feedback, however, has not occurred. In addition, commissioners have written joint letters or addressed the council in person regarding these concerns, yet the politicization continues. Community- and trust-building are evidence-based approaches to combating violence. However, it is difficult to support that in the wider community when our efforts are consistently undermined and questioned without evidence or validity. Such dynamics erode trust and support. I sincerely hope that the resignation of three commissioners, all leaders in our community, will give pause to the council as it considers the path forward regarding the commission. I also hope that council members will consider that they are the models for the community and that working collectively to support and heal our community is in all of our best interests. I wish Joe Cobb and the rest of the commissioners success as they move forward. I will continue to work with the commission through my various community roles and will continue to support collective action to heal our community. Sincerely, Decca Knight Gun Violence Prevention Commissioner Cc: Roanoke City Council O1 CITY OF ROANOKE ''"`w OFFICE OF THE CITY CLERK 215 Church Avenue,S.W.,Suite 456 , Roanoke,Virginia 24011-1536 Telephone: (540)853-2541 Fax: (540)853-1145 CECELIA T.WEBB,CMC CECELIA F.MCCOY,CMC E-mail: clerk@roanokeva.gov Deputy City Clerk City Clerk RUTH VISUETE-PEREZ Assistant Deputy City Clerk December 4, 2023 The Honorable Mayor and Members of the Roanoke City Council Roanoke, Virginia Dear Mayor Lea and Members of Council: This is to advise that Tim Pohlad-Thomas has tendered his resignation as a member of the Parks and Recreation Advisory Board, effective immediately. Sincerely, WIA6Ler Cecelia F. McCoy, CMC City Clerk Cecelia Webb From: Ruth Visuete Perez Sent: Wednesday, November 15, 2023 11:58 AM To: Cecelia Webb Subject: FW: [EXTERNAL] Resignation from Parks and Recreation Advisory Board due to City Employment From:Tim Pohlad-Thomas<timpohladthomas@gmail.com> Sent:Wednesday, November 15, 2023 10:39 AM To: City Clerk<City.Clerk@roanokeva.gov>; Michael Clark<michael.clark@roanokeva.gov> Subject: [EXTERNAL] Resignation from Parks and Recreation Advisory Board due to City Employment CAUTION: This email originated from outside your organization. Exercise caution when opening attachments or on clicking links from unknown senders. Ms. McCoy, My name is Tim Pohlad-Thomas and I am emailing to let you know of my intention to resign from the Parks and Recreation Advisory Board. I have recently accepted a position as Event Coordinator for Roanoke City Parks and Recreation and this will cause a conflict of interest with me serving on the board. Thank you and please let me know if you need anything else. Regards, Tim Tim Pohlad-Thomas Wilderness Adventure at Eagle Landing: Director of Marketing & Special Events Clean Valley Council: Board of Directors 5 Points Music Foundation: Advisory Committee Chair FloydFest: Outdoor Adventure Director i I CITY OF ROANOKE OFFICE OF THE CITY CLERK 215 Church Avenue,S.W.,Suite 456 Roanoke,Virginia 24011-1536 Telephone: (540)853-2541 Fax: (540)853-1145 CECELIA T.WEBB,CMC CECELIA F.MCCOY,CMC E-mail: clerk@roanokeva.gov Deputy City Clerk City Clerk RUTH VISUETE-PEREZ Assistant Deputy City Clerk December 4, 2023 The Honorable Mayor and Members of the Roanoke City Council Roanoke, Virginia Dear Mayor Lea and Members of Council: This is to advise that John Bradshaw, Jr., has tendered his resignation as a member of the Western Virginia Water Authority, Board of Directors, effective immediately. Sincerely, azuf_6;. cike-e-or Cecelia F. McCoy, CMC City Clerk John P. Bradshaw, Jr. 3132 Burnleigh Road, S.W. Roanoke, VA 24014 November 16, 2023 Ms. Cecelia F. McCoy, CMC Clerk, City of Roanoke 215 Church Avenue SW Suite 456 Roanoke, VA 24011-1536 Re: Resignation from the Board of Directors of the Western Virginia Water Authority Dear Ms. McCoy: It is with regret that I tender my resignation as a member of the Board of Directors of the Western Virginia Water Authority. I have enjoyed my time on the Board and have appreciated the opportunity to serve the citizens of Roanoke. I am prepared to continue serving until my replacement is appointed. Additionally, I have provided the Executive Director of the Authority the name of a City resident that would make a capable replacement. Please contact me if you have any questions. RRspectf Ily,„17 , F/ ,...,' / Y-----7 IJohn Bradshaw CC: Robert Cowell, City Manager 0 I CITY OF ROANOKE ''`i'" j, OFFICE OF THE CITY CLERK 4. m 215 Church Avenue,S.W.,Suite 456 s Roanoke,Virginia 24011-1536 N Telephone: (540)853-2541 Fax: (540)853-1145 CECELIA F.MCCOY,CMC E-mail: clerk@roanokeva.gov CECELIA T.WEBB,CMC City Clerk Deputy City Clerk RUTH VISUETE PEREZ Assistant Deputy City Clerk December 6, 2023 Tina Carr Board Secretary Roanoke, Virginia Dear Ms. Carr: This is to advise you that Lauren Woodson has qualified as a member of the Roanoke Arts Commission to fill the unexpired term of office of Betsy Whitney ending June 30, 2025. Sincerely, 6e.e_1 c;ec, j": C07-4.611 Cecelia F. McCoy, CMC City Clerk Oath or Affirmation of Office Commonwealth of Virginia, City of Roanoke, to-wit: I, Lauren Woodson, 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 member of the Roanoke Arts Commission to fill the unexpired term of office of Betsy Whitney ending June 30, 2025, according to the best of my ability. (So help me God.) ti LAUR N WOODSON The foregoing oath of office was taken, sworn to, and subscribed before me by Lauren Woodson this 17 day of )\J O ' '1 ( 2023. Brenda S. Hamilton, Clerk of the Circuit Court By �'� , Clerk CITY OF ROANOKE OFFICE OF THE CITY CLERK " • ' 215 Church Avenue,S.W.,Suite 456 c Roanoke,Virginia 24011-1536 Telephone: (540)853-2541 Fax: (540)853-1145 CECELIA F.MCCOY,CMC E-mail: elerk@roanokeva.gov T.WEBB,CMC City Clerk Deputy City Clerk RUTH VISUETE PEREZ Assistant Deputy City Clerk December 6, 2023 Molly Hunter Board Secretary Roanoke, Virginia Dear Ms. Hunter: This is to advise you that Betty Whittaker has qualified as a member of the Roanoke Neighborhood Advocates to fill the unexpired term of office of Jamaal Jackson ending September 30, 2025. Sincerely, 6.c-tit;td C107-e- Cecelia F. McCoy, CMC City Clerk Oath or Affirmation of Office Commonwealth of Virginia, City of Roanoke, to-wit: I, Betty Whittaker, 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 member of the Roanoke Neighborhood Advocates to fill the unexpired term of office of Jamaal Jackson ending September 30, 2025, according to the best of my ability. (So help me God.) 44-142 l 21-tak) BETTY WHITTAKER The foregoing oath of office was taken, sworn to, and subscribed before me by Betty Whittaker this /61A day of Mw q 2023. Brenda S. Hamilton, Clerk of the Circuit Court By , Clerk F CITY OF ROANOKE OFFICE OF THE CITY CLERK 215 Church Avenue,S.W.,Suite 456 Qs• Roanoke,Virginia 24011-1536 Telephone: (540)853-2541 Fax: (540)853-1145 CECELIA F.MCCOY,CMC E-mail: clerk@roanokeva.gov CECELIA T.WEBB,CMC City Clerk Deputy City Clerk RUTH VISUETE PEREZ Assistant Deputy City Clerk December 6, 2023 Tina Platz Board Secretary Roanoke, Virginia Dear Ms. Platz: This is to advise you that Sergeant Ray Shanks has qualified as a member of Towing Advisory Board to replace Deputy Chief David Morris for a three-year term of office commencing November 1, 2023 and ending October 31, 2026. Sincerely, 6,e-e—gc.td COZe- Cecelia F. McCoy, CMC City Clerk Oath or Affirmation of Office Commonwealth of Virginia, City of Roanoke, to-wit: I, Ray Shanks, 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 member of the Towing Advisory Board to replace Deputy Chief David Morris for a three-year term of office commencing November 1, 2023 and ending October 31, 2026; according to the best of my ability. (So help me God.) RAY SHANKS The foregoing oath of office was taken, sworn to, and subscribed before me by Ray Shanks this /c' day of ci,L,c4(- v 2023. Brenda S. Hamilton, Clerk of the Circuit Court py '. 1� �C�Ln 'F-37 „ Clerk IN THE COUNCIL OF THE CITY OF ROANOKE, VIRGINA The 4th day of December 2023. No. 42830-120423. AN ORDINANCE authorizing the City Manager or his designee to execute (1) a First Amendment to Deed between the City of Roanoke, Virginia (the "City"), and Blue Hills Drive, LLC, a subsidiary of Deschutes Brewery, Inc., ("Deschutes" or "Seller"), to amend the Deed in which City conveyed certain real estate owned by City to Seller designated as(i) Roanoke Official Tax Map No. 7230101, known as 2002 Blue Hills Drive N.E., Roanoke, Virginia, (ii) Roanoke City Tax No. 7170509, 2410 Mason Mill Road, N.E., Roanoke, Virginia, (iii) Roanoke City Tax No. 7170505, 2402 Mason Mill Road, N.E., Roanoke, Virginia; and (iv) Roanoke City Tax No. 7170504, 2320 Mason Mill Road, N.E., Roanoke, Virginia, (collectively, the"Property"), and (2) a Grant Repayment Escrow Agreement among the City of Roanoke, Virginia, Blue Hills Drive, LLC, and Amazon.com Services, LLC; and pursuant to the provisions of Section 12 of the City Charter, the second reading of this Ordinance by title is hereby dispensed with. WHEREAS, City and Seller are parties to a Deed, dated June 25, 2018 and recorded in Roanoke City Circuit Court on June 29, 2018 (the "Deed"), pursuant to which City conveyed the Property to Seller; WHEREAS, In order to facilitate development of the site, the City entered into an agreement with the United States Economic Development Administration (US EDA) for construction of an approximately 3,375 linear foot extension to Blue Hills Drive, NE. The total project investment amounted to $3,028,560.00, the Federal share of which was $1,514,280.00 ("Federal EDA Grant Amount"); WHEREAS, Seller is under contract to sell the Property to Amazon.com Services, LLC ("Buyer"); by the terms of the Escrow Agreement, upon such terms and conditions as more particularly set forth in the Agenda Report. The City Manager is further authorized to execute such other documents and take such further action as may be necessary to implement, administer, enforce, and release the Deed of Trust in accordance with the terms of the Deed of Trust. 4. The City Manager is hereby authorized on behalf of the City to execute and accept a Letter of Credit, if applicable, as Security for Repayment of Grant Funds (as defined and described in the Escrow Agreement), as required by the terms of the Escrow Agreement, upon such terms and conditions as more particularly set forth in the Agenda Report. The City Manager is further authorized to execute such other documents and take such further action as may be necessary to implement, administer, enforce, and release the Letter of Credit in accordance with the terms of the Letter of Credit. 5. The City Manager is further authorized on behalf of the City to negotiate and execute such further documents and take such further actions related to this matter and as may be necessary to implement, administer, and enforce the conditions and obligations that must be met by Seller and Buyer pursuant to the Amended Deed, Escrow Agreement, Deed of Trust, and the Letter of Credit. 6. The form of the documents referred to above and in the Agenda Report are to be approved by the City Attorney. 7. 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 Clerk. - - IIPPIP"1:1 ROANOKE CITY COUNCIL AGENDA REPORT To: Honorable Mayor and Members of City Council Meeting: December 4, 2023 Subject: Approval of Amendment to the Deed between Deschutes Brewery and the City and an Escrow Agreement for Repayment of Grant funds for 2002 Blue Hills Drive, N. E., at the Roanoke Centre for Industry and Technology. Background: In March 2016, Deschutes Brewery, Inc. (Deschutes or Seller) announced that it would construct an $85 million brewing facility at 2002 Blue Hills Drive, NE (Tax Map No. 7230101) (site). The 49-acre site is located in the Roanoke Centre for Industry and Technology (RCIT), which is owned by the City of Roanoke (City). In order to facilitate development of the site, the City entered into an agreement with the United States Economic Development Administration (US EDA) for EDA Project No. 01-01- 14746 for construction of an approximately 3,375 linear foot extension to Blue Hills Drive, NE (road extension). The total project investment amounted to $3,028,560, the Federal share of which was $1,514,280 and was intended to provide a direct road connection and utility access to the Site, as well as to an ancillary site owned by Roanoke Natural Foods. Construction elements included the roadway, water, sewer, lighting, sidewalks, landscaping, and appurtenances. The project was substantially completed in December 2019 and approved by the US EDA in early 2020. Deschutes (as Blue Hills Drive, LLC) purchased the Site from the City in June 2018. After several development delays caused by a substantial downturn in the craft brewing industry and exacerbated by the Covid-19 Pandemic, Deschutes has been unable to develop the proposed brewing facility on the site. During the first quarter of 2023, Deschutes entered into negotiations to sell the site to Amazon.com Services, LLC (Purchaser), a Fortune 50 e- commerce company, which intends to construct an approximately 125,000 square foot fulfillment center. The addition of this company will be consistent with services offered by other tenants within RCIT and will serve as an excellent addition to our local economy. In order to facilitate the sale of the site, the City, Seller, and Purchaser are seeking approval of the following: 1. Amendment of Deed for the Site Purchaser has requested the Deed be amended to: (1) remove references to the First Amended and Restated Contract for Purchase and Sale of Real Property between the City and Seller (Contract), which will have no force or effect upon transfer of the site; (2) delete provisions restricting use of the site for the purposes of a manufacturing facility; and (3) memorialize the obligation of Purchaser to contribute to the repayment of funds provided by the Commonwealth of Virginia to the City for construction of the Blue Hills Drive (Blue Hills Drive extension) should Purchaser fail to meet the investment obligations required by the grant. 2. Grant Repayment Escrow Agreement The City, Seller and Purchaser desire for the EDA Grant amount of $1,514,280 to be repaid in order to allow for certain covenants, obligations and restrictions set forth in the Contract to be eliminated as further set forth in the Deed Amendment referenced in Section A. To this end, the parties are seeking approval of a Grant Repayment Escrow Agreement that will allow proceeds from the sale in the amount above to be disbursed to the City at closing for the sole purpose of repaying the EDA Grant. Considerations: At present, the use proposed by the Purchaser violates a deed restriction put in place by the US EDA for the grant the City received to build the road, which limits use of the site to the manufacturing sector. In order to facilitate both the sale of the site and the newly proposed use, the City intends to repay the Federal share to the US EDA in exchange for release of this restriction associated with the EDA grant funding. Recommended Action: Approve the proposed Amendment to the Deed and the Grant Repayment Escrow Agreement as set forth in the attachment to this report and determine that the Purchaser's entrance into the market will serve as an excellent addition to our local economy. Authorize the City Manager or his designee to execute such deed amendment and escrow agreement among the City, Blue Hills Drive, LLC, and Amazon.com Services, LLC, substantially similar to the one attached to this report, and to execute such other documents and to take such further actions as may be necessary to implement, administer, and enforce such Amendment and Grant Repayment Escrow Agreement, with the form of such Agreement to be approved by the City Attorney. Bob Cowell, City Manager Distribution: Council Appointed Officers Angie O'Brien, Assistant City Manager Laura M. Carini, Senior Assistant City Attorney Marc B. Nelson, Director of Economic Development Amelia C. Merchant, Deputy Director of Finance GRANT REPAYMENT AGREEMENT AND ESCROW INSTRUCTIONS This Grant Repayment Agreement and Escrow Instructions ("Agreement") is made and entered into as of the_day of , 2023 (the "Effective Date"), by and among CITY OF ROANOKE, VIRGINIA, a municipal corporation organized and existing under the laws of the Commonwealth of Virginia (the "City"), and BLUE HILLS DRIVE, LLC, an Oregon limited liability company (the "Seller"). AMAZON.COM SERVICES LLC. a Delaware limited liability company (the "Buyer"), and FIRST AMERICAN TITLE INSURANCE COMPANY, a title/escrow company(the "Escrow Agent"). WHEREAS, The City and the Seller are parties to that certain Deed, dated June 25, 2018, and recorded with the Roanoke City Circuit Court on June 29, 2018.as Instrument No. 180005922 (the "Deed"), pursuant to which the Seller conveyed certain real estate owned by the Seller designated as (i) Roanoke Official Tax Map No. 7230101, known as 2002 Blue Hills Drive N.E., Roanoke, Virginia, (ii) Roanoke City Tax No. 7170509, 2410 Mason Mill Road, N.E.. Roanoke, Virginia, (iii) Roanoke City Tax No. 7170505, 2402 Mason Mill Road. N.E., Roanoke. Virginia; and (iv) Roanoke City Tax No. 7170504, 2320 Mason Mill Road. N.E.. Roanoke, Virginia. (collectively, the "Property") to the City. WHEREAS, The City and the Seller are parties to that certain Deed of Trust, dated June 26, 2018, and recorded with the Roanoke City Circuit Court on June 29, 2018, as Instrument No. 180005923 (the "Deed of Trust").pursuant to which Seller conveyed the Deed of Trust as security for Seller's certain obligations under the Contract. WHEREAS,The City and the Seller, as assignee from Deschutes Brewery,Inc. ("Parent"), entered into a First Amended and Restated Contract for Purchase and Sale of Real Property,. dated June 19, 2018 (the "Contract"), a copy of which is attached to the Deed as Exhibit A, whereby the Seller agreed to convey to Parent or its Subsidiaries(as such term is defined in the Contract), and Parent agreed to purchase the Property. WHEREAS. Buyer is under contract to acquire the Property from the Seller. and completion of the obligations set forth in this Agreement is a condition to the consummation of that transaction(the "Property Acquisition"). WHEREAS, The City and Seller desire to amend the Deed as further set forth in the document attached hereto as Exhibit A (the "Deed Amendment"). WHEREAS. The City and Seller desire to release the Deed of Trust as fiirther set forth in the document attached hereto as Exhibit B (the "Certificate of Satisfaction"). WHEREAS. On or prior to the date of closing of the Property Acquisition. Buyer will deliver with Escrow Agent the purchase price for the Property Acquisition (the "Purchase Price") with Escrow Agent to be held in escrow for the Property Acquisition. together with an additional S1,514,280 (the "Grant Funds") which Grant Funds are to be held by Escrow Agent pursuant to the terms of this Agreement. Escrow Agreement -1- 24345453-v WHEREAS, the Escrow Agent has agreed to serve as escrow agent, subject to the terms of this Agreement. NOW. THEREFORE, in consideration of the mutual promises contained herein and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereby agree as follows: 1. Repayment of Grant Funds. As further set forth in the Contract, the City received from the United States Department of Commerce. Economic Development Administration ("EDA") a grant in the amount of $1,514,280 pursuant to a Financial Assistance Award dated November 20. 2016, and bearing EDA Award No. 1 (the "EDA Grant"). The City, Seller and Buyer desire for the EDA Grant to be repaid in order to allow for certain covenants, obligations and restrictions set forth in the Contract to be eliminated as further set forth in the Deed Amendment. The City and Seller shall execute the Deed Amendment and Certificate of Satisfaction and deliver original copies thereof to Escrow Agent at least three days prior to the date on which the Property Acquisition will be closed. The Buyer shall deliver original copies of the Security for Commonwealth Grant to Escrow Agent at least three days prior to the date on which the Property Acquisition will be closed. At Closing, Escrow Agent shall record the Deed Amendment, Certificate of Satisfaction, and the Security for Commonwealth Grant, if applicable, and deliver the Security for Commonwealth Grant to the City, and disburse the Grant Funds to the City. The City shall use the Grant Funds for the sole purpose of repaying the EDA Grant. 2. As security for Buyer's obligations under Section 3 of the Deed Amendment concerning the Commonwealth of Virginia grant received by the City in the amount of$650,000 ("Commonwealth Grant Amount")under the Economic Development Access Program from funds allocated by the Commonwealth Transportation Board and administered by the Commonwealth of Virginia Department of Transportation, Local Assistance Division(the "Commonwealth Grant"). Buyer shall, at Closing, deliver to City, at Buyer's option, one of the following (each a "Security for Commonwealth Grant"): (1) a deed of trust in a form approved by the City, granted by Buyer to City to create a first priority lien on the Property at Closing: (2) a letter of credit in a form approved by the City, in the initial amount of$325,000, issued in favor of City by a bank qualified to conduct business in the Commonwealth of Virginia and with an office in the Commonwealth of Virginia; or (3) other similar collateral reasonably acceptable to City to secure payment and performance of Buyer's obligations under Section 3 of the Deed Amendment. Buyer's obligation to provide any Security for Commonwealth Grant ends on the earliest to occur of(i)June 30,2025; (ii) the date that the Qualifying Investment obligation set forth in the Commonwealth Grant is satisfied; or (iii) the date that Buyer has paid City a total Reimbursement Amount of$325.000. 3. Dispute Resolution. In the event of a dispute over this Agreement, or conflicting demands for the Escrow Funds or any portion thereof, the parties acknowledge that Escrow Agent may deduct from the Escrow Funds held by Escrow Agent the cost of complying with this Agreement, including reasonable attorneys' fees. Escrow Agreement -2- Drainage Maintenance work 4. Binding Effect. This Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective heirs,legatees,representatives,successors,and assigns. This Agreement may not be assigned without the prior written consent of the other party. 5. Entire Agreement. This Agreement supersedes all other prior understandings, commitments,representations. negotiations, discussions, and agreements. whether oral or written, express or implied, between the parties hereto relating to the matters contemplated hereby and constitutes the entire agreement between the parties hereto relating to the subject matter hereof. 6. Amendment. This Agreement may not be terminated, amended,modified, altered, or supplemented, except by a written agreement executed by all the parties hereto. 7. Headings. The headings contained in this Agreement have been inserted and used solely for ease of reference and shall not be considered in the interpretation or construction of this Agreement. 8. Incorporation of Recitals. The above and foregoing Recitals, including all defined terms set forth therein,are incorporated into this Agreement. Any initially capitalized terms which are used, but not otherwise expressly defined in this Agreement, will have the meanings specified in the Deed or Contract. 9. Severability. In case any one or more of the provisions (or any portion thereof) contained herein shall,for any reason,be held to be invalid,illegal.or unenforceable in any respect. such invalidity, illegality, or unenforceability shall not affect any other provision of this Agreement, but this Agreement shall be construed as if such invalid, illegal. or unenforceable provision or provisions (or portion thereof) had never been contained herein. Neither party's failure to insist on strict performance of any part of this Agreement will be construed as a waiver of the performance in any other instance. 10. Governing Law. Construction and interpretation of this Agreement will be governed by laws of the State of Virginia, excluding any principles of conflicts of laws. Any dispute arising under, in connection with, or incident to this Agreement or about its interpretation will be resolved exclusively in the state or federal courts located in the City of Roanoke, Commonwealth of Virginia. Each of the parties irrevocably submits to those courts' venue and jurisdiction. 11. Construction. This Agreement is the product of negotiation by the parties hereto and shall be deemed to have been drafted by such parties. This Agreement shall be construed in accordance with the fair meaning of its provisions and its language shall not be strictly construed against, nor shall ambiguities be resolved against, either party. Escrow Agreement -3- Drainage Maintenance Work 12. Certain References. Whenever in this Agreement a singular word is used, it also shall include the plural wherever required by the context and vice-versa. All references to the masculine, feminine, or neuter genders herein shall include any other gender, as the context requires. The terms "Section" or "Sections" shall refer to the Sections of this Agreement, unless indicated otherwise. 13. Authority. The parties hereto represent and warrant to each other that they have the respective authority to sign this Agreement and that (a) the person signing on behalf of the Seller is duly authorized to bind the Seller, and (b) the person signing on behalf of the Buyer is duly authorized to bind the Buyer, to the terms and conditions of this Agreement. 14. Waiver of July Trial. To the fullest extent permitted by law, each of the parties hereto waives any right it may have to a trial by jury in respect of litigation directly or indirectly arising out of,under, or in connection with this easement grant. Each party further waives any right to consolidate any action in which a jury trial has been waived hereunder with any other action in which a jury trial cannot be or has not been waived. 15. Counterparts. This Agreement may be executed in any number of counterparts, each of which shall be an original,but such counterparts shall together constitute one and the same agreement. An electronic "PDF" signature of any party shall constitute an original signature of such party for all purposes. [SIGNATURES ON FOLLOWING PAGE] Escrow Agreement -4- Drainage Maintenance Work I\WITNESS WHEREOF, the parties hereto have executed this Escrow Agreement as of the date first written above. City: CITY OF ROANOKE,VIRGINIA By: Robert S. Cowell, Jr.. City Manager APPROVED AS TO FORM Assistant City Attorney Escrow Agreement -S-1- Deed Amendment Seller: BLUE HILLS DRIVE, LLC, an Oregon limited liability company By: Printed: Title: Escrow Agreement -S-2- Deed Amendment Buyer: AMAZON.COM SERVICES LLC, a Delaware limited liability company By: Printed: Title: Escrow Agreement -S-3- Deed Amendment Escrow Agent: FIRST AMERICAN TITLE INSURANCE COMPANY; a title.escrow company By: Printed: Title: Escrow Agreement -S-=t- Deed Amendment Exhibit A Deed Amendment Escrow Agreement -S Deed Amendment Prepared by: Laura M. Carini. Senior Assistant City Attorney VSB#83716 Office of the City Attorney Noel C. Taylor Municipal Building 215 Church Avenue,S.\V.,Room 464 Roanoke,VA 24011 Grantor is exempted from Clerk's fees pursuant to §17.1-266. Code of Virginia. Exemption claimed: City of Roanoke, Virginia. is exempted from recordation taxes and fees pursuant to § 58.1-811 (C)(4), Code of Virginia. Prepared by the Office of City Attorney Official Tax Nos. -230101, 7170509,. 7170505, 7170504 Grantor: City of Roanoke. Virginia Grantee: Blue Hills Drive, LLC' FIRST AMENDMENT TO DEED THIS FIRST AMENDMENT TO DEED(this"Amendment")is made effective as of December ,2023 (the"Amendment Date"),by and between the CITY OF ROANOKE,VIRGLNIA, a municipal corporation organized and existing under the laws of the Commonwealth of Virginia ("Grantor") and BLUE HILLS DRIVE,LLC,an Oregon limited liability company,or its assignee("Grantee",and together with Grantor, collectively,the"Parties"). The following recitals are a material part of this Amendment: A. WHEREAS.Grantee and Grantor are parties to that certain Deed,dated June 25.2018 and recorded Roanoke City Circuit Court on June 29,2018 as Instrument No. 180005922(the"Deed"),pursuant to which Grantor conveyed certain real estate owned by Grantor designated as (i) Roanoke Official Tax Map No. 7230101, known as 2002 Blue Hills Drive N.E., Roanoke, Virginia, (ii) Roanoke City Tax No. 7170509, 2410 Mason Mill Road, N.E., Roanoke. Virginia, (iii) Roanoke City Tax No. 7170505, 2402 Mason Mill Road, N.E., Roanoke, Virginia; and (iv) Roanoke City Tax No. 7170504, 2320 Mason Mill Road,N.E., Roanoke, Virginia, (collectively, the "Property")to Grantee; B. WHEREAS, Grantor and Grantee. as assignee from Deschutes Brewery. Inc. ("Parent"), entered into a First Amended and Restated Contract for Purchase and Sale of Real Property.dated June 19, 2018 (the "Contract"), a copy of which is attached to the Deed as Exhibit A, whereby the Grantor agreed to convey to Parent or its Subsidiaries (as such term is defined in the Contract), and Parent agreed to purchase the Property: C. WHEREAS,pursuant to a separate agreement.Grantor and Grantee have arranged for the Federal EDA Grant Amount to be repaid in order to allow the covenants, obligations and restrictions associated with such grant to be eliminated from the Deed; D. WHEREAS. Grantor and Grantee now desire to amend the Deed in certain respects as more fully set forth herein. NOW, THEREFORE, in consideration of the foregoing. the mutual covenants contained in this Amendment and other good and valuable consideration. the receipt and legal sufficiency of which are hereby acknowledged. Grantor and Grantee each hereby agree as follows: 1. Defined Terms. Capitalized terms used. but not defined, in this Amendment shall have the same meaning ascribed to such terms in the Deed. or if not defined in the Deed. then the Contract. 2. Amendment to Deed. The Deed is hereby amended as follows: a. The following language on Page 6 of the Deed is hereby deleted in its entirety and of no further force or effect: y Y The Property is expressly conveyed subject to the obligations of Buyer as set forth in the Contract, including but not limited to, (i) the Restrictive Covenants as more particularly defined and described in Section 16.B of the Contract; (ii) the remedies available to Grantor in the event that Buyer fails to perform any such obligations more particularly described in Section 16.0 of the Contract; and (iii) the limitations on transfer as set forth in Section 1 6.B of the Contract, A copy of the Contract is attached hereto. b. The following language on Page 6 of the Deed is hereby deleted in its entirety and of no further force or effect: Further, the Property is conveyed subject to a covenant that the Property shall only be used for the purposes of a manufacturing facility. For avoidance of doubt, and without limitation: (i) ancillary and related uses will be permitted provided the primary use of the Property is manufacturing; (ii) making, bottling and distributing beverage products from the Property will constitute "manufacturing purposes"; and (iii) neither holding the Property prior to its development for manufacturing purposes nor developing the Property for manufacturing purposes and ancillary and related use will constitute a violation of the above use restrictions. The Grantee, its assignees, and all future owners and lessees of the improved property shall at all times comply with Federal nondiscrimination and environmental requirements. c. The Contract is hereby deleted from the Deed in its entirety and of no further force or effect and any reference in the Deed to the Contract. including the incorporation of the Contract (and the obligations. representations. terms. conditions, restrictions. disclaimers, and covenants contained in the Contract) into the Deed by reference. are all hereby voided. d. For the avoidance of doubt,the Grantee. and any and all successors and assigns. shall take title to all or any portion of the Property free and clear of the Contract and'or the other provisions of the Deed deleted pursuant to Sections 2(a)and 2(b) of this Amendment. 3. Commonwealth Grant. Notwithstanding Section 2(c) of this Amendment. Grantor and Grantee acknowledge and agree that Grantor's obligations under the Commonwealth Grant Amount have not been terminated and agree that in the event (a) Grantee fails to make a Qualifying Investment - 2 - under the Commonwealth Grant by June 30, 2025, and (b) Grantor becomes obligated under the original grant terms or conditions to refund or repay and does refund or repay the Commonwealth Grant Amount, then Grantee, on not less than 45 days written notice from Grantor that reimbursement is due.shall pay Grantor an amount equal to one-half of any such amount demanded by the Commonwealth of Virginia, not to exceed S325,000. For the avoidance of doubt, the Commonwealth Grant is defined as the Commonwealth of Virginia grant received by the City in the amount of S650,000 ("Commonwealth Grant Amount") under the Economic Development Access Program from funds allocated by the Commonwealth Transportation Board and administered by the Commonwealth of Virginia Department of Transportation. Local Assistance Division. 4. Effect of Amendment. Except as expressly modified or amended by this Amendment,all terms. conditions, and provisions of the Deed are hereby ratified and confirmed and shall remain in full force and effect;provided,however, that any other provision of the Deed shall be deemed modified if and as necessary to give practical effect to the provisions of this Amendment. To the extent that the terms and provisions of this Amendment conflict with the Deed, the terms and provisions of this Amendment shall control. 5. Counterparts. This Amendment may be executed in multiple counterparts.each of which shall be deemed an original. but all of which together shall constitute one and the same document. [Signature Page Folloius] - 3 - IN 'WITNESS WHEREOF, this Amendment has been executed by Grantor and Grantee to be effective as of the Amendment Date as authorized by Ordinance No. -120423 adopted by the Council of the City of Roanoke on December 4, 2023. GRANTOR: CITY OF ROANOKE,VIRGINLA By: Robert S. Cowell, Jr., City Manager COMMONWEALTH OF VIRGINI.A CITY OF ROANOKE ) to-wit: The foregoing instrument was acknowledged before me this day of , 2023 by Robert S. Cowell, Jr.. City Manager of the City of Roanoke. for and on behalf of the City. My Commission expires: Notary Public APPROVED AS TO FORM Assistant City Attorney - 4 - GRANTEE: BLUE HILLS DRIVE,LLC. an Oregon limited liability company By: Printed: Title: STATE OF ► )SS: CITY OF On this day of . 2023. before me, the undersigned notary public. personally appeared , as of Blue Hills Drive, LLC. an Oregon limited liability company, proved to me through satisfactory evidence of identification, which was a valid driver's license, to be the person whose name is signed on the preceding or attached document, and acknowledged to me that he signed it voluntarily for its stated purpose as Manager of such limited liability company. Notary Public: My Commission Expires: Exhibit B Certificate of Satisfaction Escrow Agreement -S-6- Deed Amendment CERTIFICATE AND AFFIDAVIT OF SATISFACTION COMMONWEALTH OF VIRGINIA VA.CODE 4;55.1-339 to 55.1.345 Roanoke City ..,..,. Circuit Court is the location of the following record referenced by this certificate: 06/26/2018 180005923 DATE,pQ DEED OF TRUST [ ]OTHER LIEN DEED BOOR NO PAGE NO INSTRUMENT NUMBER 7230101,7170509,7170505,7170504 PARCEL.IDENTIFICATION NUMBER TAX MAP NIAMMRPR Blue Hills Drive,LLC NAME(S)OF GRANTOR(S)•MAKER(S) Daniel I.Callaghan,Esq.and David L.Collins,Esq. HAMF(S)OF TRUSTEE(S) 1,082,140.00 AMOUNTS AND TOTAL OF NOTE(S) I/WE,lien creditor,settlement agent,or title insurance company,who made payment in satisfaction of the above-mentioned note(s)secured by the above-mentioned deed of trust or other hen,do hereby certify that the same has/have been paid in full, and the lien therein created and retained is hereby ��TYOSS�� [ F ROANOKE,VIRGINIA By: DATE ALIT HORIZED SIGNER David I..Collins.Senior Assistant City Attorney for City of Roanoke (34 t UEN tat DTI J t* [ SETTLEMENT AGENT(RESA Raprrwsa No (Setdernem Agent's AFF(DAvrT tad NOrICF OP INTENT is attached.) Pursuant to authority panted by Virginia Code 55.1.339(E) ( ] TITLE INSURANCE COMPANY Mile humane:Company's Affidavit and Notice of Went is attached.) Pursuant to authority panted by Virginia Code;55.1.339(F,) eJCom monwealth of Virginia (x]City [ [County of. .....Roanoke Acknowledged,subscribed and sworn to before me this day of ........ ,20...by ._.. ... David I Collins,Senior Assistant City Attorney for the City of Roanoke UEN CREDITOR, SETTT.EMENT AGENT OR TITLE INSURANCE COMPANY PRINTED NAME OF NOTARY PUBLIC SIGNATURE OF NOTARY PUBLIC (My commission expires Registration No, VIRGINIA: IN THE CLERK'S OFFICE OF THE CIRCUIT COURT This certificate and affidavit of satisfaction was presented and,with the Certificate annexed,admitted to record on at ... m. DATE TIME Clerk's fee of$ have been paid. • ,Clerk by Deputy Clerk FORM CC-15115 MASTER 10,19 Prepared by: Laura M. Carini. Senior Assistant City Attorney VSB#83716 Office of the City Attorney Noel C. Taylor Municipal Building 215 Church Avenue. S.W..Room 464 Roanoke.VA 24011 Grantor is exempted from Clerk's fees pursuant to §17.1-266. Code of Virginia. Exemption claimed: City of Roanoke.. Virginia, is exempted from recordation taxes and fees pursuant to §§58.1-811 (C)(4), Code of Virginia. Prepared by the Office of City Attorney Official Tax Nos. -230101, 7170509. 7170505. 7170504 Grantor: City of Roanoke, Virginia Grantee: Blue Hills Drive, LLC FIRST AMENDMENT TO DEED THIS FIRST AMENDMENT TO DEED(this"Amendment")is made effective as of December ,2023 (the"Amendment Date"). by and between the CITY OF ROANOKE,VIRGINIA,a municipal corporation organized and existing under the laws of the Commonwealth of Virginia ("Grantor") and BLUE HILLS DRIVE,LLC.an Oregon limited liability company,or its assignee("Grantee",and together with Grantor. collectively,the"Parties"). The following recitals are a material part of this Amendment: A. WHEREAS.Grantee and Grantor are parties to that certain Deed.dated June 25,2018 and recorded Roanoke City Circuit Court on June 29,2018 as Instrument No. 180005922(the"Deed").pursuant to which Grantor conveyed certain real estate owned by Grantor designated as (i) Roanoke Official Tax Map No. 7230101. known as 2002 Blue Hills Drive N.E., Roanoke, Virginia, (ii) Roanoke City Tax No. 7170509, 2410 Mason Mill Road. N.E., Roanoke, Virginia. (iii) Roanoke City Tax No. 7170505, 2402 Mason Mill Road, N.E., Roanoke. Virginia; and (iv) Roanoke City Tax No. 7170504, 2320 Mason Mill Road,N.E., Roanoke. Virginia, (collectively, the "Property") to Grantee; B. WHEREAS. Grantor and Grantee. as assignee from Deschutes Brewery, Inc. ("Parent"), entered into a First Amended and Restated Contract for Purchase and Sale of Real Property, dated June 19, 2018 (the "Contract"), a copy of which is attached to the Deed as Exhibit A, whereby the Grantor agreed to convey to Parent or its Subsidiaries (as such term is defined in the Contract), and Parent agreed to purchase the Property; C. WHEREAS.pursuant to a separate agreement.Grantor and Grantee have arranged for the Federal EDA Grant Amount to be repaid in order to allow the covenants, obligations and restrictions associated with such grant to be eliminated from the Deed: D. WHEREAS. Grantor and Grantee now desire to amend the Deed in certain respects as more fully set forth herein. NOW, THEREFORE, in consideration of the foregoing. the mutual covenants contained in this Amendment and other good and valuable consideration. the receipt and legal sufficiency of which are hereby acknowledged. Grantor and Grantee each hereby agree as follows: 1. Defined Terms. Capitalized terms used. but not defined. in this Amendment shall have the same meaning ascribed to such terms in the Deed. or if not defined in the Deed. then the Contract. 2. Amendment to Deed. The Deed is hereby amended as follows: a. The following language on Page 6 of the Deed is hereby deleted in its entirety and of no further force or effect: The Property is expressly conveyed subject to the obligations of Buyer as set forth in the Contract, including but not limited to, (i) the Restrictive Covenants as more particularly defined and described in Section 16.B of the Contract; (ii) the remedies available to Grantor in the event that Buyer fails to perform any such obligations more particularly described in Section 16-C of the Contract; and (iii) the limitations on transfer as set forth in Section 16.B of the Contract. A copy of the Contract is attached hereto. b. The following language on Page 6 of the Deed is hereby deleted in its entirety and of no further force or effect: Further, the Property is conveyed subject to a covenant that the Property shall only be used for the purposes of a manufacturing facility. For avoidance of doubt, and without limitation: (i) ancillary and related uses will be permitted provided the primary use of the Property is manufacturing; (ii) making, bottling and distributing beverage products from the Property will constitute "manufacturing purposes"; and (iii) neither holding the Property prior to its development for manufacturing purposes nor developing the Property for manufacturing purposes and ancillary and related use will constitute a violation of'the above use restrictions. The Grantee, its assignees, and all future owners and lessees of the improved property shall at all times comply with Federal nondiscrimination and environmental requirements. c. The Contract is hereby deleted from the Deed in its entirety and of no further force or effect and any reference in the Deed to the Contract, including the incorporation of the Contract (and the obligations, representations. terms. conditions. restrictions. disclaimers. and covenants contained in the Contract) into the Deed by reference. are all hereby voided. d. For the avoidance of doubt.the Grantee. and any and all successors and assigns. shall take title to all or any portion of the Property free and clear of the Contract and/or the other provisions of the Deed deleted pursuant to Sections 2(a) and 2(b)of this Amendment. 3. Commonwealth Grant. Notwithstanding Section 2(c) of this Amendment. Grantor and Grantee acknowledge and agree that Grantor's obligations under the Commonwealth Grant Amount have not been terminated and agree that in the event (a) Grantee fails to make a Qualifying Investment - 2 - under the Commonwealth Grant by June 30. 2025. and (b) Grantor becomes obligated under the original grant terms or conditions to refund or repay and does refund or repay the Commonwealth Grant Amount, then Grantee, on not less than 45 days written notice from Grantor that reimbursement is due.shall pay Grantor an amount equal to one-half of any such amount demanded by the Commonwealth of Virginia, not to exceed S325,000. For the avoidance of doubt, the Commonwealth Grant is defined as the Commonwealth of Virginia grant received by the City in the amount of S650,000 ("Commonwealth Grant Amount") under the Economic Development Access Program from funds allocated by the Commonwealth Transportation Board and administered by the Commonwealth of Virginia Department of Transportation. Local Assistance Division. 4. Effect of Amendment. Except as expressly modified or amended by this Amendment. all terms, conditions, and provisions of the Deed are hereby ratified and confirmed and shall remain in full force and effect: provided, however, that any other provision of the Deed shall be deemed modified if and as necessary to give practical effect to the provisions of this Amendment. To the extent that the terms and provisions of this Amendment conflict with the Deed, the terms and provisions of this Amendment shall control. 5. Counterparts. This Amendment may be executed in multiple counterparts,each of which shall be deemed an original, but all of which together shall constitute one and the same document. [Signature Page Follows] - 3 - IN WITNESS WHEREOF, this Amendment has been executed by Grantor and Grantee to be effective as of the Amendment Date as authorized by Ordinance No. -120423 adopted by the Council of the City of Roanoke on December 4. 2023. GRANTOR: CITY OF ROANOKE,VIRGINIA By: Robert S. Cowell, Jr.. City Manager COMMONWEALTH OF VIRGINIA CITY OF ROANOKE ) to-wit: The foregoing instrument was acknowledged before me this day of 2023 by Robert S. Cowell, Jr., City Manager of the City of Roanoke, for and on behalf of the City. My Commission expires: Notary Public APPROVED AS TO FORM Assistant City Attorney - 4 - GRANTEE: BLUE HILLS DRIVE,LLC. - an Oregon limited liability company By: Printed: Title: STATE OF )SS: CITY OF On this - day of . 2023, before me, the undersigned notary public, personally appeared .. as of Blue Hills Drive, LLC. an Oregon limited liability company,proved to me through satisfactory evidence of identification. which was a valid driver's license, to be the person whose name is signed on the preceding or attached document, and acknowledged to me that he signed it voluntarily for its stated purpose as Manager of such limited liability company. Notary Public: My Commission Expires: - 5 - IN THE COUNCIL OF THE CITY OF ROANOKE,VIRGINIA The 4th day of December 2023. No. 42831-120423. AN ORDINANCE authorizing the establishment of the Workforce Housing Development Fund("Fund");.authorizing the City Manager to enter into an agreement with Business Seed Capital, Inc., a 501(c)(3)nonprofit organization and certified community development financial institution ("BSC Inc.")to operate and manage the Fund;authorizing the disbursement of Two Million Dollars ($2,000,000) to BSC, Inc.; upon certain terms and conditions; and pursuant to the provisions of Section 12 of the City Code,the second reading of this Ordinance by title is hereby dispensed with. WHEREAS,the Virginia General Assembly has authorized public monies to be granted to private parties for the purpose of making loans available to the owners of residential rental property to be occupied by persons of low income following rehabilitation or construction of such property as a legitimate public purpose,pursuant to Section 15.2-958 Code of Virginia; WHEREAS, Roanoke City Council ("City Council") previously accepted approximately $64,576,711 in American Rescue Plan Act("ARPA")funding awarded to the City from the United States Department of Treasury,to be used to provide funding to address the COVID-19 pandemic pursuant to Ordinance No. 42246-010322, adopted by City Council on January 3, 2022; WHEREAS,in accordance with the authority granted the City pursuant to Section 15.2- 958,Code of Virginia,the City desires to establish the Fund for the purpose increasing the supply of housing available for rental to low income persons by making low interest loans available to housing developers to construct or rehabilitate existing housing rental to persons of low income for such purposes; and WHEREAS,BSC,Inc. has agreed to manage and operate the Fund,and the City desires to award BSC, Inc. $2,000,000 of the aforementioned ARPA funding as the initial allocation for the Fund,and enter into an agreement with BSC, Inc. for the operation and management of the Fund. NOW THEREFORE,BE IT ORDAINED by the Council of the City of Roanoke that: 1. City Council authorizes the creation and establishment of the Workforce Housing Development Fund for the purpose of making loans available to the owners of residential real property to construct housing or rehabilitate existing housing for rental to persons of low income,as more particularly set forth in the City Council Agenda Report dated December 4,2023. 2. The City Manager, or his designee, is authorized to enter into an agreement with Business Seed Capital, Inc. ("BSC, Inc."), a 501(c)(3) nonprofit corporation and a certified community development financial institution,to manage and operate the Fund,upon such terms and conditions as more particularly set forth in the City Council Agenda Report dated December 4,2023. Such agreement shall be similar in form to the agreement attached to the City Council Agenda Report and shall be approved as to form by the City Attorney. 3. The City Manager, or his designee, is authorized to disburse $2,000,000 in ARPA funds held by the City to Business Seed Capital,Inc.,as the initial allocation of funding for the Fund, and such additional funding that may later become available and is appropriated by City Council for such purpose. 4. Pursuant to the provisions of Section 12 of the City Charter,the second reading of this Ordinance by title is hereby dispensed with. ATTEST: Yx&-eit City Clerk. ROANOKE CITY COUNCIL AGENDA REPORT To: Honorable Mayor and Members of City Council Meeting: December 4, 2023 Subject: Authorization to Establish a Workforce Housing Development Fund. Background: Roanoke, like many cities, is experiencing a shortage of housing units that has emerged over the last decade following the Great Recession. The shortage is particularly acute for low income households who cannot find housing within their price range and are forced to rent housing that is not affordable for them. The result is a large number of households becoming cost burdened. That is, they pay more than 30% of their income on their housing costs. Over half of Roanoke's 22,078 households that rent are cost burdened. Many of those are severely cost burdened, meaning they are paying more than 50% of their income on housing. Such a financial burden makes these families vulnerable to becoming homeless or making difficult choices about their basic needs. Between 2017 and 2022, the problem worsened as 1,649 more households became cost burdened. The City is responding with a housing strategy focused on removing barriers to housing production and providing resources to help developers produce new housing units. One proven incentive is a low-interest loan program. Low interest loans that complement other financing can induce developers to produce housing with affordable rents. Considerations: Section 15.2-958 of the Code of Virginia provides local governments with the authority to establish loan programs for affordable housing development. Once the Workforce Housing Development Fund is established by City Council, the City will grant ARPA funds to Business Seed Capital, Inc, to establish the fund and manage the program according to a written agreement. Business Seed Capital, Inc., is a certified Community Development Financial Institution associated with Total Action for Progress. Generally, each loan will be negotiated by Business Seed Capital and then reviewed and approved by the City Manager. The program would fund rental housing projects providing units affordable for households making 60% or less of the Area Median Income for at least 20 years. Interest rates would be set at 3% below the SOFR, an index published by the Federal Reserve with a floor of 3%. A draft agreement is attached. The proposed Workforce Housing Development Fund will be funded initially with a $2,000,000 portion in ARPA funding previously accepted by City Council pursuant to Ordinance No. 42246-010322 adopted by City Council on January 3, 2022. It is expected that the City's investment will leverage other public and private sector funding sources to grow the fund. Recommended Action: Adopt an ordinance to authorize establishment of the Workforce Housing Development Fund; authorize the City Manager or his designee to enter into an agreememt with Business Seed Capital, Inc., to operate and manage the Fund; and authorize the City Manager or his designee to disburse $2,000,000 of ARPA funds previously accepted by City Council to Business Seed Capital, Inc., and any additional funding appropriated by City Council for such purpose. Bob Cowell, City Manager Distribution: Council Appointed Officers Angie O'Brien, Assistant City Manager Chris Chittum, Executive Director of Community Development and Placemaking Marc Nelson, Director of Economic Development Wayne Leftwich, Planning Manager DRAFT -11'28'23 GRANT AGREEMENT BETWEEN CITY OF ROANOKE AND BUSINESS SEED CAPITAL, INC. FOR THE ROANOKE WORKFORCE HOUSING DEVELOPMENT FUND THIS GRANT AGREEMENT FOR THE ROANOKE WORKFORCE HOUSING DEVELOPMENT FUND ("Agreement" or "Contract") is entered into this day of 2023 ("Effective Date"), between City of Roanoke. Virginia. a Virginia municipal corporation("City"), with a principal office address of Room 364, Noel C. Taylor Municipal Building, 215 Church Avenue. SW, Roanoke,Virginia,24011,and Business Seed Capital,Inc.,a 501 c(3),nonprofit corporation,incorporated under the laws of the Commonwealth of Virginia, ("Grantee"). with a principal office address of 302 2nd St., S.W., Roanoke, Virginia. 24011. City and Grantee are collectively referred to herein as the "Parties" and singularly as "Party." RECITALS: A. Pursuant to Section 15.2-958 Code of Virginia, the Virginia General Assembly declared that"the preservation of existing housing in safe and sanitary condition and the production of new housing for persons of low and moderate income are public purposes and uses for which public money may be spent, and that such preservation and production are governmental functions of concern to the Commonwealth." B. Section 15.2-958, Code of Virginia, authorizes the governing body of any locality to make grants or loans to owners of residential rental property occupied. or to be occupied, following rehabilitation or after construction if new. by persons of low-to-moderate income, for the purpose of rehabilitating or producing such property. • C. By Ordinance No. 42246-010322, adopted by Roanoke City Council ("City Council") on January 3, 2022, the City accepted approximately $64, 576.711 in American Rescue Plan Act ("ARPA") funding from the United States Department of Treasury to be used to provide funding to address the COVID-19 pandemic. D. In accordance with the foregoing authority, the City of Roanoke, in partnership with Grantee, established the Roanoke Workforce Housing Development Fund (the "Fund") pursuant to Resolution No. .adopted by City Council on December 4.2023,for the purpose of inducing private sector developers to rehabilitate existing housing or develop new housing for rental to low income households,with an emphasis on workforce housing,as such terms are further defined herein, by making low-interest loans available to such developers to finance rehabilitation or construction of such housing for subsequent rental to persons meeting the eligibility requirements under the Fund. The Fund will in part implement a policy of City Plan 2040 to promote creation of affordable housing and economic equity. E. The City desires to award $2,000,000 of the aforementioned ARPA funding ("Grant") to Grantee, a certified Community Development Financial Institution, and a 501 (c)(3) nonprofit corporation. which has agreed to administer loans using such Grant funding to eligible housing developers for the purpose of developing rental housing for low income households, as further set forth herein. F. The Parties desire to enter into this Agreement to govern the terms and conditions under which such hinds will be disbursed to Grantee and Grantee will operate the Fund using such Grant funding. 2 G. As Grantee is not the ultimate beneficiary or a subrecipient of the Grant funding under applicable federal law, and is a 501(c)(3) nonprofit corporation, procurement of the services of Grantee was not necessary. H. City Council authorized the City Manager to disburse S2,000,000 to the Grantee and enter into this Agreement with Grantee pursuant to Resolution No. , adopted by City Council on December 4, 2023. NOW, THEREFORE. FOR AND IN CONSIDERATION of the premises and of the covenants made herein, the above recitals.which are incorporated herein by reference, and are a material part of this Agreement, and of the mutual benefits to be derived herefrom. the Parties hereto, intending to be legally bound, agree as follows: SECTION 1. DEFINITIONS: In addition to the definitions set forth above, the following words shall have the prescribed meanings when used in this Agreement: A. "Affordability Period" means the period of time commencing on the date any Property rehabilitated with, or constructed, in the case of new construction, with any funding from the Fund, receives a certificate of occupancy, that such Property will be encumbered by the obligations set forth in this Agreement. The Affordability Period will be for a period of 20 years , regardless of the number of years the loan is serviced. B. "City" means the City of Roanoke, Virginia. a Virginia municipal corporation. C. "City Council" means the Council of the City of Roanoke. D. "Contract" means the written agreement that Grantee will enter into with any Developer that successfully applies for and receives Fund assistance. E. "Grant" means the initial allocation of$2,000.000 of ARPA funding given by the City to Grantee for the Fund. F. "Grantee"means Business Seed Capital,Inc..a 501 (c)(3)nonprofit corporation and a certified Community Development Financial Institution. 3 G. "Developer(s)"means any eligible third-party housing developer that will apply to Grantee for funding from the Fund for rehabilitating existing housing. or constructing new housing, for rent to low income households. H. "Fund" means the Roanoke Workforce Development Housing Fund, as the Fund is further described herein. The Fund encompasses the initial S2,000,000 invested in ARPA funding, plus any interest earned thereon, in addition to any funding generated by Grantee from third party sources. I. "Loan" means the loan provided to Developer from Grantee using monies from the Fund. J. "Low income household" means a household with a combined income that does not exceed 60% of the area median income for the Roanoke, VA HUD Metro FMR Area. This amount may be adjusted by City. K. "Household" means one or more persons living within a dwelling unit to which Developer will rent Property rehabilitated or constructed with Fund assistance. L. "Property" means any housing rehabilitated or improved with Fund Assistance, to be rented to one or more households. M. "Program Guidelines" means the Roanoke Workforce Development Housing Fund Program Guidelines issued by the City of Roanoke. Virginia,which is attached hereto as Exhibit A and incorporated herein by reference. N. "Work" means the operation and management of the Fund by Grantee, as the Work is further described herein. O. "Workforce Housing" means housing affordable to households with incomes of 60% or less of the area median income. SECTION 2. WORK AND CONTRACT DOCUMENTS: A. Description of Work and Scope of Services. The Work to be performed by Grantee consists of operating and managing the Fund in accordance with the Fund Program Guidelines attached hereto as Exhibit A and as further detailed herein. The specific duties of Grantee include, and are not limited to,the following actions: (1) solicitation and intake of applications from Developers; (2)document gathering: (3) eligibility determinations: (4) loan servicing; (5) developing criteria for the administration of the Fund; and such other actions reasonably necessary and consistent with managing the Fund, more 4 particularly set forth in the Fund Guidelines attached hereto as Exhibit A, and as stated in Section 4 herein. Obligation of the Parties. B. Contract Documents. This Agreement consists of this Agreement and the following documents set forth below, which are incorporated into this Contract by reference. Collectively, these documents constitute the entire Agreement between the Parties. and no written or oral Agreement of any kind exists to change the provisions hereof. except as otherwise specifically referenced and specified herein. No other work shall be done. nor additional monies paid, unless provided for in a written change order signed by the Parties hereto and attached to the Agreement hereunto. This Agreement may only be amended by a document executed by all Parties. 1. Exhibit A—Roanoke Workforce Development Housing Fund Program Guidelines ?. Exhibit B —Form of Promissory Note between Grantee and Developer. 3. Exhibit C — Form of Deed of Trust (securing Promissory Note) between Contactor and Developer. 4. Exhibit D- Form of Restrictive Covenants to be placed on Property by Grantee and Executed by Owner Preserving the Affordability of Property. S. Exhibit E-Federal ARPA Requirements. The Parties agree that if there are any differences between the provisions of the above referenced documents or attachments. the provisions of the City documents and this Agreement will control. SECTION 3. TERM AND TERMINATION: The initial term of this Agreement shall be five (5) years, commencing on the Effective Date and terminating on , . Upon expiration of the initial term, this Agreement may be renewed upon authorization of City Council. This Agreement may be terminated by either Party for any reason upon six months' prior written notice. Should the Parties decide to terminate the Agreement prior to the expiration of the initial five year term,Grantee agrees that it will return any deposited principal paid to the Fund. Outstanding loans, if there are any, will continue as agreed, with principal repayments 5 transferred to the City each year until the initial S2,000,000 Grant is allocated, or the actual amount of finding provided by City, is fully repaid. Should the Grantee perform the obligations of this agreement throughout the initial term of five years, no repayment is required. SECTION 4. OBLIGATIONS OF THE PARTIES: The Parties shall have the respective duties and obligations under this Agreement: A. City Obligations: 1. Review and give final approval for all applications for Fund Assistance submitted by Developers to Grantee. 2. Monitor compliance with Grantee and Developer's adherence to the Fund Program Guidelines and the terms of this Agreement. 3. Deliver the initial allocation of the S2,000,000 Grant to Grantee to fund the Fund, and subsequent payments subject to appropriation by City Council. City expects this initial allocation to be made when the first Loan is approved. 4. Place any Developer applications before City Manager or their designee for approval. 5. Review any Change orders submitted by Developer for a project. 6. Review and approve Fund administration criteria to be developed by Grantee. 7. Approve Loans made to Developers and Fund reimbursement requests submitted by Developer to Grantee for approval. 8. Assist with resolving any disputes between Grantee and Developers regarding Fund requirements. 9. Work in good faith to explore other sources of funding for the Fund and other eligible finding resources. 10. Provide access to staff in the Office of the City Manager and HUD Community Resources for consultation. 11. Provide additional finding to the Fund if available, subject to approval and appropriation by City Council. 12. Perform any other reasonable actions that are necessary or reasonably implied to effect the intent of this Agreement. 13. Market the availability of the Fund and refer prospective developers to the Grantee. 6 B. Grantee Obligations: As Program Administrator. Grantee shall perform the following actions: 1. Prepare the form of applications for the Fund and submit the same to the City Manager or his designee for approval. Grantee shall require each Developer to provide a detailed description of the proposed Property to be developed as part of its application. Such proposal shall include, and not be limited to, a description of the Property to be rehabilitated or constructed, the address and location of the Property, number of housing units to be developed, and number of housing units that qualify as affordable for low-income households. 2. Grantee shall maintain and deposit Fund proceeds received from City and third parties into separate bank accounts. 3. Market and advertise the Fund through various platforms to reach eligible Developers. 4. Solicit and receive Fund applications from Developers. Developers must be licensed and insured by the Commonwealth of Virginia, and current in the payment of City business licenses. 5. Determine eligibility and initial approval of applications and initially forward such Loan applications to its Board of Executives for approval. Upon approval by such Board, Grantee shall forward such Board-approved Loan application to the City Manager or his designee for final review and approval. 6. Document the number of applications received and the number of applications in which initial approval was denied. For each application that was denied, Grantee shall indicate the reason for such denial. 7. Grantee shall only submit Fund assistance to approved Developers on a reimbursable basis. Grantee shall require Developers to submit receipts evidencing payments or other appropriate documentation that have been incurred in rehabilitating existing housing or constructing new housing, and review such receipts or other documentation for approval prior to disbursing any Fund assistance to Developers. 8. Grantee shall service each Loan by invoicing and receiving payment from the Developers, and manage default of any Loans. 9. Grantee shall require each approved Developer to execute a promissory note for each Loan made to a Developer naming the City of Roanoke as the beneficiary. in the form attached hereto as Exhibit B. 10. Grantee shall require each approved Developer to execute a Deed of Trust to secure the loan repayment. 7 11. Grantee shall require each approved Developer to execute a Deed of Restriction to preserve the affordability of the Property. to be executed by Grantee. City and Buyer at the closing of the Property, in the form attached hereto as Exhibit D, and require the developer to maintain records of lease amounts for affordable units throughout the affordability period that will be made available for public inspection at any time. 12. Grantee shall require any Developer receiving Fund assistance to comply with all state, federal, and local laws. 13. For each Property assisted with the Fund,Grantee shall ensure Developers complete environmental reviews and provide documentation of the completed review to Grantee for their records. Grantee will not process Loan applications or disburse Loan amounts without the expressed, written approval of the City Manager or his designee. 14. Grantee shall only use Grant Funds for the purpose of rehabilitating or constructing housing units for rental to Low Income Households and for no other purpose except as expressly set forth herein. Fund monies shall only be used to pay the following expenses by Developer on a reimbursable basis: (1) costs of improvements, property or equipment; (2) costs of construction or reconstruction, (3) cost of labor. materials, machinery and equipment; and (4) cost of land, and acquisition of property rights. Grantee shall obtain written approval of the City Manager or his designee before disbursement of any Fund monies to Developer for any other purpose. 15. The initial allocation of Two Million by City into the Fund shall only be disbursed by Grantees to developers for workforce housing projects, as that term is defined herein. 16. Perform any other reasonable actions that are necessary or reasonably implied to effect the intent of this Agreement. SECTION 5. COMPENSATION AND PAYMENT OF ADMINISTRATIVE FEES: The Grantee shall retain all of the interest generated by Grant Funds held by Grantee in an interest-bearing checking account, in addition to retaining the interest earned on Grant Loans to Developers serviced by Grantee as its compensation. For the first year of the term of this Agreement only, Grantee shall be authorized to use up to S 100,000 of the Grant for payment of administrative expenses incurred by Grantee. 8 SECTION 6. HOLD HARMLESS AND INDEMNITY: Grantee shall indemnify and hold harmless City and its officers, agents. and employees against any and all liability, losses, damages. claims, causes of action. suits of any nature, costs, and expenses, including attorney's fees, resulting from or arising out of Grantee or its employees, agents.. or Grantee's actions, activities, or omissions,negligent or otherwise,arising in any way out of or resulting from any of the work or items to be provided under this Agreement, and this includes, without limitation, any fines or penalties. violations of federal, state, or local laws or regulations, personal injury. wrongful death, or property damage claims or suits. SECTION 7. COMPLIANCE WITH LAWS AND REGULATIONS. Grantee agrees to and will comply with all applicable federal, state, and local laws, ordinances, and regulations, in its performance of this Agreement. SECTION 8. INDEPENDENT CONTRACTOR: The relationship between Grantee and City is a contractual relationship. It is not intended in any way to create a legal agency or employment relationship. Grantee shall, at all times, maintain its status as an independent contractor and both parties acknowledge that is neither an agent, partner or employee of the other for any purpose. Grantee shall be responsible for causing all required insurance, workers' compensation(regardless of number of employees) and unemployment insurance to be provided for all of its employees and Grantees. Grantee will be responsible for all actions of any of its Grantees, and that they are properly licensed. SECTION 9. REPORTS,RECORDS,AND AUDIT: Grantee agrees to maintain all books.records and other documents relating to this Agreement for a period of seven (7) years after the end of each fiscal year included in this Agreement. City. its authorized 9 employees, agents, representatives, and/or state auditors shall have full access to and the right to examine. copy, and/or audit any of such materials during such period,upon prior written notice to City without cost. SECTION 10. INSURANCE REQUIREMENTS: Grantee and any of its subcontractors involved in this Contract shall maintain the insurance coverage set forth below.Prior to the start of any work under the contract,the Grantee shall provide to RCPS Certificate of Insurance Forms approved by RCPS and maintain such insurance until the completion of all Project orders issued under the contract. The minimum limits of liability shall be: 1. Workers' Compensation - Workers' Compensation insurance covering Grantee's statutory obligation under the laws of the Commonwealth of Virginia and Employer's Liability insurance shall be maintained for all its employees engaged in work under this Agreement. 2. Commercial General Liability Broad Fonn insurance shall insure against all claims, loss, cost, damage, expense, or Grantee's performance under this Agreement. The minimum limits of liability for this coverage shall be S2,000,000 combined single limit for any one occurrence. 3. Broad Form Contractual Liability insurance shall include the indemnification obligation set forth in the Agreement. 4. The insurance coverage and amounts set forth in subsections a, b, c, and d of this Section may be met by an umbrella liability policy following the form of the underlying primary coverage. Should an umbrella liability insurance coverage policy be used, such coverage shall be accompanied by a certificate of endorsement stating that it applies to the specific policy numbers indicated for the insurance providing the coverage as required by the above referenced subsections. and it is further agreed that each statement shall be made a part of the certificate of insurance furnished by the Grantee to City. Such insurance coverage shall be obtained at the Grantee's sole expense and maintained during the life of the Agreement and shall be effective prior to the beginning of any work or other performance by Grantee under this Agreement. The City of Roanoke, its employees, agensts, and assigns shall be named on the insurance certificates as additional insured.Additional insured endorsements,if required,must be received by City within 30 days of the execution of this Agreement. 10 SECTION 11. DEFAULT. If Grantee refuses or fails to perform any of the terms of this Agreement. including poor services, work. or materials, City may, by written notice to Grantee, terminate this Agreement in whole or in part. and halt any additional funding to Grantee. In addition to any right to terminate. City may enforce any remedy available at law or in equity in connection with such default. and Grantee shall be liable for any damages to City resulting from Grantee's default, which shall include repaying City all Fund monies given by City to Grantee. City further reserves the right to immediately obtain such work or services from other entities in the event of Grantee's default. Grantee will be given a 72-hour Notice to Cure, or a reasonable period to cure such default if such default cannot be cured within 72 hours, in which it may cure any alleged default prior to the contract being terminated by City. SECTION 12. FORUM SELECTION AND CHOICE OF LAW: By virtue of entering into this Agreement. Grantee submits itself to a court of competent jurisdiction in City of Roanoke. Virginia, and further agrees that this Agreement is controlled by the laws of the Commonwealth of Virginia and that all claims, disputes, and other matters shall only be decided by such court according to the laws of the Commonwealth of Virginia. SECTION 13. NONDISCRIMINATION: A. During the performance of this Agreement, Grantee agrees as follows: i. Grantee 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 Grantee. Grantee agrees to post in conspicuous places, available to employees and applicants for employment, notices setting forth the provisions of this nondiscrimination clause. ii. Grantee in all solicitations or advertisements for employees placed by or on behalf of Grantee will state that Grantee is an equal opportunity employer. iii. Notices, advertisements, and solicitations placed in accordance with federal law, rule or regulation shall be deemed sufficient for meeting the requirements of this section. 11 C. Grantee will include the provisions of the foregoing Section A (i, ii, and iii) in every subcontract or purchase order of over S 10,000, so that the provisions will be binding upon each subGrantee or vendor. SECTION 14. DRUG-FREE WORKPLACE. A. During the performance of this Agreement.Grantee agrees to(i)provide a drug free workplace for Grantee's employees; (ii) post in conspicuous places, available to employees and applicants for employment, a statement notifying employees that the unlawful manufacture, sale, distribution. dispensation. possession, or use of a controlled substance or marijuana is prohibited in the workplace and specifying the actions that will be taken against employees for violations of such prohibition; (iii) state in all solicitations or advertisements for employees placed by or on behalf of Grantee that Grantee maintains a drug free workplace; and (iv) include the provisions of the foregoing clauses in every subcontract or purchase order of over S 10.000, so that the provisions will be binding upon each subcontractor or vendor. B. For the purposes of this section, "drug free workplace" means a site for the performance of work done in connection with a specific contract awarded to a subcontractor, the employees of whom are prohibited from engaging in the unlawful manufacture, sale. distribution, dispensation,possession or use of any controlled substance or marijuana during the performance of the contract. SECTION 15. FAITH BASED ORGANIZATIONS: Pursuant to Virginia Code Section 2.2-4343.1,be advised that Grantee does not discriminate against faith- based organizations. SECTION 16. ASSIGNMENT: Grantee may not assign or transfer this Agreement in whole or in part except with the prior written consent of City. which consent shall not be unreasonably withheld. If consent to assign is given, no such assignment shall in any way release or relieve Grantee from any of the covenants or undertakings contained in this Agreement and Grantee shall remain liable for the Agreement during the entire term thereof. 12 SECTION 17. CONTRACTUAL DISPUTES: Contractual claims,whether for money or for other relief, shall be submitted, in writing,no later than sixty (60) days after the earlier of the final payment or termination of the Agreement or notice from City to Grantee that City disputes the amount of Grantee's request for payment. However, written notice of Grantee's intention to file such claim must be given at the time of the occurrence or beginning of the work upon which the claim is based. Such notice is a condition precedent to the assertion of any such claim by Grantee. A written decision upon any such claims will be made by the City Manager within thirty (30) days after submittal of the claim and any practically available additional supporting evidence required by City. Grantee may not institute legal action prior to receipt of the City Manager's decision on the claim unless the City Manager fails to render such decision within 120 days from submittal of Grantee's claim. The decision of the City Manager or his designee shall be final and conclusive unless Grantee within six (6) months of the date of the final decision on a claim or from expiration of the 120-day time limit. whichever occurs first, initiates legal action as provided in Section 2.2 - 4364, of the Va. Code. Failure of City to render a decision within said 120 days shall not result in Grantee being awarded the relief claimed nor shall it result in any other relief or penalty. The sole result of City's failure to render a decision within said 120 days shall be Grantee's right to immediately institute legal action. No administrative appeals procedure pursuant to Section 2.2 - 4365 of the Va. Code has been established for contractual claims under this Agreement. SECTION 18. NOTICES: All notices must be given in writing and shall be validly given if sent by certified mail, return receipt requested. or by a nationally recognized overnight courier, with a receipt, addressed as follows (or any other address that the party to be notified may have designated to the sender by like notice): To City of Roanoke: City of Roanoke, Virginia ATTN: Robert S. Cowell, Jr. 13 Room 364 Noel C. Taylor Municipal Building 215 Church Avenue, SW Roanoke,Virginia 24011 Telephone: (540) 853-2333 NIT/ a copy to: Wayne Leftwich Room Noel C. Taylor Municipal Building 215 Church Avenue, SW Roanoke,Virginia 24011 Telephone: (540) 853-6357 If to Grantee: Business Seed Capital, Inc. ATTN: Curtis Thompson 302 Second Street, Roanoke, Virginia 24011 Telephone: (540) SECTION 19. ADDITIONAL FEDERAL LAW PROVISIONS: As a portion of the Fund will consist of federal American Rescue Plan Act(ARPA)dollars,Grantee agrees to comply with the federal requirements included on the attached Exhibit E, incorporated herein by reference, and require any Developers that receive Fund assistance to comply with such requirements in writing. SECTION 20. MISCELLANEOUS. A. Cooperation: Each party agrees to cooperate with the other in executing any documents necessary to carry out the intent and purposes of this Contract. B. Severability: If any term of this Contract is found to be void or invalid, such invalidity shall not affect the remaining terms of this Contract,which shall continue in full force and effect. The parties intend that the provisions of this Contract be enforced to the fullest extent permitted by applicable law. Accordingly, the parties agree that if any provisions are deemed not enforceable, they shall be deemed modified to the extent necessary to make them enforceable. 14 C. Authority: The persons who have executed this Contract represent and warrant that they are duly authorized to execute this Contract in their representative capacities as indicated. D. Counterparts Allowed: This Contract may be executed in any number of counterpart copies, each of which shall be deemed an original, but all of which together shall constitute a single instrument. E. Successors: The terms. conditions, provisions and undertakings of this Contract shall be binding upon and inure to the benefit of each of the parties hereto and their respective successors and assigns. F. Captions: The paragraph Captions and Headings in this Contract are for convenience and reference purposes only and shall not affect in any way the meaning or interpretation of this Contract. G. Waiver: The parties agree that the City's waiver or failure to enforce or require performance of any term or condition of this Contract or the City's waiver of any particular breach of this Contract by any of the parties extends to that instance only. Such waiver or failure is not and shall not be a waiver of any of the teens or conditions of this Contract or a waiver of any other breaches of the Contract and does not bar the City from requiring the parties to comply with all the terms and conditions of the Contract and does not bar the City from asserting any and all rights and/or remedies it has or might have against any of the parties under this Contract or by law. Witness hereof as of the Effective Date by the Parties' authorized representatives. CITY OF ROANOKE, a Virginia municipal corporation By: Robert S. Cowell. Jr.. City Manager 15 BUSINESS SEED CAPITAL INC., a 501(c)(3) nonprofit corporation organized under the law of the Commonwealth of Virginia. By: Printed Name: Title: 16 EXHIBIT A ROANOKE WORKFORCE HOUSING DEVELOPMENT FUND PROGRAM GUIDELINES A. GENERAL GUIDELINES The Roanoke Workforce Housing Development Fund ("Fund") is designed to accomplish the following primary objectives: 1. Encourage the rehabilitation of existing housing and construction of new housing by the private sector to increase the supply of affordable housing available to low income Households at various levels of affordability by providing low interest loans to housing developers; 2. Increase the supply of long-term affordable and workforce housing in the City of Roanoke; and 3. Establish a Housing Fund. These objectives are intended to be accomplished through the City partnering with Grantee to receive Fund monies and manage and operate the Fund by making low-interest loans available to housing developers to assist with financing for the rehabilitation of existing housing, or the construction of new housing, for rental with financing terms of up to thirty (30) years. Funding assistance is designed to supplement, not replace, the primary financing that will be obtained by developer to rehabilitate or construct new housing. Operation and management of the Fund by Grantee is subject to the following program guidelines, which are subject to change from time-to- time by City upon reasonable notice to Grantee: 1. Eligibility- In order to receive assistance from the Fund, the recipient must be a Developer engaged in the business of rehabilitating existing housing or constructing new housing. 2. Eligible Activities- Eligible activities for which Fund assistance may be granted include (1)rehabilitation, (2) adaptive reuse, (3) new construction, or(4) real property acquisition 17 with conditions for future development of affordable housing units for rent to Low Income Households. Preference shall be given by Grantee to Developers with projects that produce "middle housing construction" (defined as a range of multi-family or clustered housing types that are compatible in scale with single-family or transitional neighborhood to provide diverse housing options, such as duplexes. fourplexes, cottage courts, and multiplexes), adaptive reuse of existing structures, or redevelopment of obsolete institutional, commercial, or industrial sites, or sites that are near downtown or an existing neighborhood center. At least twenty (20) percent of the Developer's project must contain housing that is affordable to families of Low Income Housing (defined as not exceeding sixty(60) percent of median area income for the Roanoke, VA HUD Metro FMR Area. 3. Amount of funding that may be provided by Grantee to each Developer-Funding assistance is limited to a maximum of 25% of total funding for a project per Developer, except that projects that involve construction or rehabilitation of an accessory dwelling unit may be funded up to 80%. The maximum loan amount per project may not exceed $1,000,000. Availability of funds may vary over time and funding availability is not guaranteed. 4. Affordability Period- The Affordability Period for each Property to be developed shall be a twenty (20) year period, regardless of the amount of the Loan provided by Grantee to each Developer. This means that each Property rehabilitated or constructed using Fund assistance must be used as the principal residence of a Low- Income Household for this period. To preserve and secure the Affordability Period, restrictive covenants will be required to be placed on each Property by Grantee, City . and Developer prior to distribution of Fund assistance. In the event the Developer sells or conveys, such Property to another entity, such purchaser must rent Property to Low Income Households . 18 5. Term of Loan and Interest Rate- The term of any loan distributed under the Fund must not exceed a maximum of thirty(30)years. Grantee shall develop criteria to determine the period of the loan,which may be based on the amount of Fund assistance distributed to Developer. The interest rate on any loan made by Grantee to developer using Fund assistance shall be low to incentivize development and must be indexed at a fixed rate at 3.0% below the posted Secured Overnight Financing Rate (SOFR) to be repaid over the tenn of the loan. Conventional amortized payments or interest only with balloon payment of principal. B. FUNDING OF THE ROANOKE WORKFORCE HOUSING DEVELOPMENT FUND The City will fund the initial allocation into the Fund in the amount of Two Million Dollars ($2,000,000) from ARPA funds received through the Commonwealth from the United States Treasury. This initial allocation is expected to occur as soon as possible after the first application from a Developer for a loan is approved. Thereafter, other governmental entities such as the Economic Development Authority or private entities may make deposits into the Fund.Grantee is required to segregate into at least two separate accounts, funding received from City and funding received from non-City governmental entities and private entities. Grantee will be expected to apply for Treasury funds to supplement City funds, EDA fiends, and other sources of funding. C. GRANTEE DUTIES In addition to the duties set forth herein, the Grantee is expected to developed criteria and guidelines providing for the management and administration of the Fund, including loan servicing. Such criteria shall be subject to the prior written approval and consent of City, shall include, and are not limited to the following: 19 Underwriting- The Grantee will develop underwriting criteria to determine the eligibility of Developers that apply for Fund assistance. Such eligibility criteria shall be based on such factors that include, and are not limited to, (1) experience. (2) description of housing project. (3) type of housing to be constructed.. (4) number of units available for rental,(5) detailed plan of construction provided by Developer, (6) demonstrated financial ability of Developer to complete the project based upon existing capital and other financial commitments obtained, (7) review of pro-forma submitted by Developer; (8) audit of Developer's financial records for past three years; Land acquisition ahead of project approval. 1. Fund Loan Closing- The Grantee shall develop criteria governing fund loan closing. Such criteria shall include provisions requiring that fund loan closing can only occur after the written approval of the Roanoke City Manager or his authorized designee. 2. Post-Closing- The Grantee shall develop criteria governing fund disbursements to Developer, which shall only be made on a reimbursable basis. Such criteria shall include (1) the supporting documentation required for a draw down request; (2) costs which are eligible for reimbursement from the Fund and which are not (e.g. eligibility for reimbursement being limited to land acquisition and "hard costs" only, such as costs for the visible improvements- line items like grading, site improvements, excavation, concrete, framing, electrical, carpentry, roofing, and landscaping (e.g. = 20 EXHIBIT B Form of Promissory Note (to be developed upon mutual agreement of the Parties) 21 EXHIBIT C Form of Deed of Trust (to be developed on mutual agreement of the Parties) 22 EXHIBIT D Form of Deed of Restriction (to be developed upon mutual agreement of the Parties) 23 EXHIBIT E FEDERAL PROVISIONS REQUIRED AS A CONDITION OF FUNDING The agreement to which this exhibit is attached is made using federal assistance provided to the City of Roanoke, Virginia by the US Department of Treasury under the American Rescue Plan Act ("ARPA"). Sections 602(b) and 603(b) of the Social Security Act, Pub. L. No. 117-2 (March 11. 2021) and its implementing regulations; and as established by the Treasury Department. The following terms and conditions apply to Contractor and any Developer receiving Fund assistance that contains federal monies, including ARPA funds. 1. Equal Opportunity. Contractor shall comply with Executive Order 11246, "Equal Employment Opportunity." as amended by EO 11375, "Amending Executive Order 11246 Relating to Equal Employment Opportunity." and as supplemented by regulations at 41 CFR part 60. "Office of Federal Contract Compliance Programs, Equal Employment Opportunity, Department of Labor." Minority and Women Business Enterprises (if applicable to this Contract) Contractor\hereby agrees to comply with the following when applicable: The requirements of Executive Orders 11625 and 12432 (concerning Minority Business Enterprise), and 12138 (concerning WVomen's Business Enterprise), when applicable. Accordingly, Contractor hereby agrees to take affirmative steps to assure that women and minority businesses are utilized when possible as sources of supplies, equipment, construction and services. Affirmative steps shall include the following: a. Including qualified women's business enterprises and small and minority businesses on solicitation lists; b. Assuring that women's enterprises and small and minority businesses are solicited whenever they are potential sources; c. When economically feasible, dividing total requirements into smaller tasks or quantities so as to permit maximum participation by small and minority business. and women's business enterprises: d. Where the requirement permits, establishing delivery schedules which will encourage participation by women's business enterprises and small and minority business; e. Using the services and assistance of the Small Business Administration. and the U.S. Office of Minority Business Development Agency of the Department of Commerce; and f. If any subcontracts are to be let, requiring the prime CONTRACTOR to take the affirmative steps in a through e above. 24 For the purposes of these requirements. a Minority Business Enterprise (MBE) is defined as an enterprise that is at least 51 percent owned and controlled in its daily operation by members of the following groups: Black, Hispanic, Asian or Pacific Islander. American Indian, or Alaskan Natives. A Women Business Enterprise (WBE) is defined as an enterprise that is at least 51 percent owned and controlled in its daily operation by women. 2. Suspension and Debarment. (applies to all purchases.) (A) This contract is a covered transaction for purposes of 2 CFR pt. 180 and 2 CFR pt. 3000. As such, Contractor is required to verify that none of its principals (defined at 2 CFR § 180.995) or its affiliates (defined at 2 CFR § 180.905) are excluded (defined at 2 CFR § 180.940) or disqualified (defined at 2 CFR § 180.935). (B) Contractor must comply with 2 CFR pt. 180, subpart C and 2 CFR pt. 3000, subpart C, and must include a requirement to comply with these regulations in any lower tier covered transaction it enters into. (C) This certification is a material representation of fact relied upon by the City of Madison. If it is later determined that the Contractor did not comply with 2 CFR pt. 180. subpart C and 2 CFR pt. 3000. subpart C. in addition to remedies available to the City, the Federal Government may pursue available remedies, including but not limited to suspension and.or debarment. (D) Contractor agrees to comply with the requirements of 2 CFR pt. 180, subpart C and 2 CFR pt. 3000. subpart C while this offer is valid and throughout the period of any contract that may arise from this offer. Contractor further agrees to include a provision requiring such compliance in its lower tier covered transactions. 3. Byrd Anti-Lobbying Amendment,31 U.S.C. § 1352, as amended. (Applies to all purchases.) Contractor certifies that it will not and has not used Federal appropriated funds to pay any person or organization for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, officer or employee of Congress, or an employee of a Member of Congress in connection with obtaining any Federal contract, grant, or any other award covered by 31 U.S.C. § 1352. Contractor shall also disclose any lobbying with non-Federal funds that takes place in connection with obtaining any Federal award. Such disclosures are forwarded from tier to tier up to the recipient who in turn will forward the certification(s) to the awarding agency. *Purchases over $100.000—Contractor must sign the certification on the last page of this addendum* 4. Access to Records. (applies to all purchases.) (A) The Contractor agrees to provide the City of Roanoke, the U.S. Department of Treasury. the Comptroller General of the United States, or any of their authorized representatives access to any books, documents, papers, and records of the Contractor which are directly pertinent to this contract for the purposes of making audits, examinations, excerpts, and transcriptions. Contractor agrees to permit any of the foregoing parties to reproduce by any means or to copy excerpts and transcriptions as reasonably needed, and agrees to cooperate with all such requests. (B) The Contractor agrees to provide the Treasury Department or authorized representatives access to construction or other work sites pertaining to the work being completed under the contract. 25 (C)No language in this contract is intended to prohibit audits or internal reviews by the Treasury Department or the Comptroller General of the United States. 5. Rights to Inventions Made Under a Contract or Agreement. Contracts or agreements for the performance of experimental, developmental, or research work shall provide for the rights of the Federal Government and the recipient in any resulting invention in accordance with 37 CFR part 401, "Rights to Inventions Made by Nonprofit Organizations and Small Business Firms Under Government Grants, Contracts and Cooperative Agreements." and any applicable implementing regulations. 6. Contract Work Hours and Safety Standards Act(40 U.S.C.327 through 333) (applies only to purchases over$100,000, when laborers or mechanics are used.) Where applicable, all contracts in excess of S 100.000 that involve the employment of mechanics or laborers shall include a provision for compliance with 40 U.S.C. 3702 and 3704 of the Contract Work Hours and Safety Standards Act, as supplemented by Department of Labor regulations (29 CFR part 5). Under Section 3702 of the Act, each CONTRACTOR shall be required to compute the wages of every mechanic and laborer on the basis of a standard workweek of 40 hours. 'Work in excess of the standard workweek is permissible provided that the worker is compensated at a rate of not less than 1 112 times the basic rate of pay for all hours worked in excess of 40 hours in the workweek. The requirements of 40 U.S.C. 3704 are applicable to construction work and provides that no laborer or mechanic shall be required to work in surroundings or under working conditions which are unsanitary, hazardous or dangerous. These requirements do not apply to the purchases of supplies or materials or articles ordinarily available on the open market, or contracts for transportation or transmission of intelligence. 7. Clean Air Act & Federal Water Pollution Control Act (applies to purchases of more than S150,000.) (A) Contractor agrees to comply with all applicable standards, orders or regulations issued pursuant to the Clean Air Act, as amended, 42 U.S.C. § 7401 et seq. (B) Contractor agrees to comply with all applicable standards, orders, or regulations issued pursuant to the Federal Water Pollution Control Act, as amended. 33 U.S.C'. 1251 et seq. (C) Contractor agrees to report each violation of the Clean Air Act and the Water Pollution Control Act to the City of Roanoke and understands and agrees that the City will, in turn, report each violation as required to assure notification to the Federal Emergency Management Agency, and the appropriate Environmental Protection Agency Regional Office. (D) Contract agrees to include these requirements in each subcontract exceeding S 150,000 financed in whole or in part with Federal assistance. S. Prohibition on certain telecommunications and video surveillance services or equipment (Huawei and ZTE) Contractor is prohibited from obligating or expending loan or grant funds to: (1) Procure or obtain:. 26 (2)Extend or renew a contract to procure or obtain; or (3) Enter into a contract (or extend or renew a contract) to procure or obtain equipment, services, or systems that uses covered telecommunications equipment or services as a substantial or essential component of any system, or as critical technology as part of any system. As described in Public Law 11.5-232, section 889, covered telecommunications equipment is telecommunications equipment produced by Huawei Technologies Company or ZTE Corporation (or any subsidiary or affiliate of such entities). (i)For the purpose of public safety, security of government facilities, physical security surveillance of critical infrastructure. and other national security purposes. video surveillance and telecommunications equipment produced by Hytera Communications Corporation, Hangzhou Hikvision Digital Technology Company, or Dahua Technology Company (or any subsidiary or affiliate of such entities). (ii) Telecommunications or video surveillance services provided by such entities or using such equipment. (iii) Telecommunications or video surveillance equipment or services produced or provided by an entity that the Secretary of Defense, in consultation with the Director of the National Intelligence or the Director of the Federal Bureau of Investigation, reasonably believes to be an entity owned or controlled by. or otherwise connected to, the government of a covered foreign country. 9. Buy USA - Domestic Preference for certain procurements using federal funds. CONTRACTOR should, to the greatest extent practicable under a Federal award, provide a preference for the purchase, acquisition, or use of goods, products, or materials produced in the United States (including but not limited to iron, aluminum, steel, cement, and other manufactured products). The requirements of this section must be included in all subawards including all contracts and purchase orders for work or products under this award. For purposes of this section: (1) "Produced in the United States" means, for iron and steel products, that all manufacturing processes, from the initial melting stage through the application of coatings, occurred in the United States. (2) "Manufactured products" means items and construction materials composed in whole or in part of non-ferrous metals such as aluminum; plastics and polymer-based products such as polyvinyl chloride pipe; aggregates such as concrete; glass. including optical fiber; and lumber. 10. Procurement of Recovered Materials: (applies only if the work involves the use of materials) (A) In the performance of this contract, the CONTRACTOR shall make maximum use of products containing recovered materials that are EPA-designated items unless the product cannot be acquired: i. Competitively within a timeframe providing for compliance with the contract performance schedule; 27 ii. Meeting contract performance requirements; or iii. At a reasonable price. (B) Information about this requirement, along with the list of EPA- designated items. is available at EPA's Comprehensive Procurement Guidelines web site. https:i/www.epa.gov smmicomprehensiveprocurement-guideline-cpg-program. (C) The Contractor also agrees to comply with all other applicable requirements of Section 6002 of the Solid Waste Disposal Act. 11. Publications. Any publications produced with funds from this award must display the following language: "This project [is being] [was] supported, in whole or in part, by federal award number [enter project FAIN] awarded to [name of Recipient] by the U.S. Department of the Treasury." 12. Increasing Seat Belt Use in the United States. Pursuant to Executive Order 13043, 62 FR 19217 (Apr. 18, 1997), CONTRACTOR is encouraged to adopt and enforce on-the-job seat belt policies and programs for your employees when operating company-owned, rented or personally owned vehicles. 13. Reducing Text Messaging While Driving. Pursuant to Executive Order 13513, 74 FR 51225 (Oct. 6, 2009),CONTRACTOR is encouraged to adopt and enforce policies that ban text messaging while driving, and establish workplace safety policies to decrease accidents caused by distracted drivers. Page 5 of 5 - This form is required only for purchases of more than $100,000 - 31 CFR Part 21 —New Restrictions on Lobbying - CERTIFICATION REGARDING LOBBYING The undersigned certifies, to the best of their knowledge and belief, that: 1. No Federal appropriated funds have been paid or will be paid, by or on behalf of the undersigned, to any person for influencing or attempting to influence an officer or employee of an agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with the awarding of any Federal contract, the making of any Federal grant, the making of any Federal loan, the entering into of any cooperative agreement, and the extension, continuation. renewal, amendment, or modification of any Federal contract. grant, loan, or cooperative agreement. 2. If any funds other than Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress. or an employee of a Member of Congress in connection with this Federal contract, grant, loan, or cooperative agreement, the undersigned shall complete and submit Standard Form-LLL. "Disclosure Form to Report Lobbying." in accordance with its instructions. 28 3. The undersigned shall require that the language of this certification be included in the award documents for all subawards at all tiers (including subcontracts. subgrants, and contracts under grants. loans, and cooperative agreements) and that all CONTRACTORs shall certify and disclose accordingly. This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction imposed by section 1352. title 31. G.S. Code. Any person who fails to file the required certification shall be subject to a civil penalty of not less than S 10.000 and not more than $100.000 for each such failure. Contractor certifies or affirms the truthfulness and accuracy of each statement of its certification and disclosure, if any. 29 IN THE COUNCIL OF THE CITY OF ROANOKE, VIRGINIA The 4th day of December 2023. No. 42832-120423. A RESOLUTION accepting the updated State of Good Repair Funds from the Virginia Department of Transportation, and authorizing such additional action and execution of any required documents on behalf of the City in connection with such funds. BE IT RESOLVED by the Council of the City of Roanoke as follows: 1. The City Manager or his designee is hereby authorized on behalf of the City of Roanoke to accept the updated Virginia Department of Transportation (VDOT) State of Good Repair (SGR) Funds in the amount of$955,634, which funds are to be used for mill and overlay pavement work along Campbell Avenue from Williamson Road, S.E., to the 100 block of Campbell Avenue, S.W., and ADA Ramps along Campbell Avenue from Williamson Road, S.E., to Franklin Road, S.W., all of which is more particularly described in the City Council Agenda Report dated December 4, 2023. 2. The City Manager or his designee is hereby authorized to execute for and on behalf of the City, any requisite documents pertaining to the City's acceptance of the funds, such documents to be approved as to form by the City Attorney. 3. The City Manager or his designee is hereby authorized to take such further actions and execute all documents as may be necessary to implement and administer such funds, including establishing guidelines for the use of such funds, consistent with the terms of this resolution, with any such documents being approved as to form by the City Attorney. ATTEST: City Clerk. IN THE COUNCIL OF THE CITY OF ROANOKE, VIRGINIA The 4th day of December 2023. No. 42833-120423. AN ORDINANCE appropriating funding from the Commonwealth of Virginia Department of Transportation, amending and reordaining certain sections of the 2023- 2024 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 2023-2024 Capital Projects Fund Appropriations be, and the same are hereby, amended and reordained to read and provide as follows: Capital Projects Fund Expenditures Approp. State Grant Funds 08-530-9162-9007 $ 123,752 Revenues VDOT State of Good Repair 08-530-9162-9162 $ 123,752 Pursuant to the provisions of Section 12 of the City Charter, the second reading of this ordinance by title is hereby dispensed with. ATTEST: ead �/ i�,c� City Clerk. - ROANOKE CITY COUNCIL AGENDA REPORT To: Honorable Mayor and Members of City Council Meeting: December 4, 2023 Subject: Acceptance of the FY2023 VDOT State of Good Repair Grant Award - New VDOT UPCs 123117 and 123118. Background: In 2014, the General Assembly passed legislation providing that State primary routes maintained by municipalities can receive a portion of the reconstruction and paving allocations previously only distributed to Interstates and state-maintained primary roads. This annual State of Good Repair (SGR) grant program requires application by localities based upon eligibility via Virginia Department of Transportation (VDOT) pavement condition assessment. Segments within the City of Roanoke that may be eligible depending upon VDOT's assessment may include Route 11, Route 117, Route 460, etc. If the City's application is awarded, VDOT administers the repaving project entirely and there is no local match required for SGR grant awards. Considerations: At it's February 21, 2023 meeting, City Council adopted resolution 42572-022123 and budget ordinance 42573-022123 accepting and appropriating grant funds for State of Good Repair paving work along Campbell Ave from Williamson Rd SE to 5th St SW including necessary concrete ADA ramp upgrades associated with the paving. Typically, VDOT administers SGR paving and the associated ADA ramp work. This year, VDOT made the decision that they would administer the SGR paving work while the City would administer the necessary ADA ramp upgrades. Further, due to increased paving costs, the scope of SGR paving work along Campbell was reduced to include only Campbell Ave from Williamson Rd SE to 1st St SW. Due to these two changes, VDOT canceled the previous UPCs 121971 and 121977 and created new UPCs 123117 and 123118. The following are the two parts of the project funds: 1. UPC 123117 - #SGR23LP - Paving (VDOT Administered) $418,134 2. UPC 123118 - #SGR23LP - ADA Ramps (Locally Administered) $537,500 The updated total cost estimate for both the VDOT-administered SGR mill and overlay pavement and Locally Administered ADA ramp installation work is $955,634. Recommended Action: Accept the updated SGR grant award for VDOT administered mill and overlay pavement work along Campbell Ave from Williamson Rd SE to the 100 block of Campbell Ave SW, which is valued at $418,134. Accept the updated SGR grant award for locally administered ADA ramp installations along Campbell Ave from Williamson Rd SE to Franklin Rd SW, which is valued at $537,500. Modify the previously established budget ordinance 42573-022123 in the amount of $831,882 to reflect the new project cost estimate of $955,634, an increase of$123,752. Authorize the City Manager to execute two VDOT Standard Project Administration Agreements attached to this City Manager's Report. The City Attorney shall approve such Agreement. Authorize the City Manager to take such actions and execute such additional documents as may be necessary to obtain, accept, implement, administer, and use such funds. Bob Cowell, City Manager Distribution: Council Appointed Officers Sam Roman, Assistant City Manager Brent Robertson, Assistant City Manager/Director of Finance Ross Campbell, Director of Public Works Dwayne D'Ardenne, Transportation Division Manager STANDARD PROJECT ADMINISTRATION AGREEMENT State-aid Projects Project Number UPC Local Government 0011-128-517 123118 City of Roanoke THIS AGREEMENT, is hereby made and effective the date of the last (latest) signature set forth below, by and between the CITY OF ROANOKE, VIRGINIA, hereinafter referred to as the LOCALITY and the Commonwealth of Virginia, Department of Transportation, hereinafter referred to as the DEPARTMENT. The DEPARTMENT and the LOCALITY are collectively referred to as the "Parties." WHEREAS, the LOCALITY has expressed its desire to administer the work described in Appendix A, and such work for each improvement shown in Appendix A is hereinafter referred to as the "Project:" and WHEREAS, the funds shown in Appendix A have been allocated to finance the Project and the funding currently allocated or proposed for the Project does not include Federal-aid Highway funds; and WHEREAS, the LOCALITY is committed to the development and delivery of the Project in an expeditious manner; and WHEREAS, the LOCALITY is responsible for administering the Project in accordance with DEPARTMENT guidelines, including the most current Locally Administered Projects Manual("LAP Manual"), and with the program specific requirements shown in Appendix B, based on the nature of the allocated funding for the Project as shown in the Appendix A; and WHEREAS. the LOCALITY's governing body has by resolution, demonstrated the LOCALITY'S commitment to provide local funding for the Project as contemplated by this Agreement and further, by resolution or otherwise. authorized its designee to execute this Agreement. and said authorizations are attached hereto. WHEREAS. the Parties have concurred in the LOCALITY's administration of all phases of work for the Project in accordance with applicable federal, state and local laws and regulations. NOW THEREFORE, in consideration of the mutual premises contained herein. the Parties hereto agree as follows: 1. The representations, covenants and recitations set forth in the foregoing recitals are material to this Agreement and are hereby incorporated into and made a part of this Agreement as though they were fully set forth in this Section 1. 2. The LOCALITY shall: 1 State Aid Project Administration Agreement Localitv:City of Roanoke Project Number: 0011-128-517,UPC 123118 a. Be responsible for all activities necessary to complete the noted phase(s) of the Project as shown in Appendix A, except for activities, decisions, and approvals which are the responsibility of the DEPARTMENT. as expressly required by federal or state laws and regulations, or as otherwise agreed to, in writing,between the Parties. Every phase of the Project will be designed and constructed to meet or exceed current American Association of State Highway and Transportation Officials standards when the facilities are locally maintained and shall further comply with all supplementary standards established by the DEPARTMENT when the facilities are maintained by the DEPARTMENT. b. Meet all funding obligation and expenditure timeline requirements in accordance with all applicable federal and state laws and regulations, all applicable Commonwealth Transportation Board and DEPARTMENT policies, and those additional requirements as identified in Appendices A and B to this Agreement. Noncompliance with this requirement may result in deallocation of the funding from the Project, rescission of state funding match, termination of this Agreement, or the DEPARTMENT denial of future requests to administer projects by the LOCALITY, all of which actions are at the discretion of the DEPARTMENT or as can be taken pursuant to applicable laws, regulations or policies. c. Administer the Project in accordance with the DEPARTMENT's most current LAP Manual and other guidelines applicable to Locally Administered Projects as published by the DEPARTMENT. d. Provide timely certification by a LOCALITY official of the LOCALITY'S compliance with applicable laws and regulations on the State Certification Form for State Funded Projects or in another manner as prescribed by the DEPARTMENT. e. Maintain accurate and complete records of the Project's development as required in the LAP Manual and any supplemental guidance and directives of the DEPARTMENT and retain documentation of all expenditures and make such information available for inspection or auditing by the DEPARTMENT upon request. Records and documentation for the Project shall be maintained for no less than three (3) years following the DEPARTMENT'S acceptance of the final voucher on the Project. f. At least quarterly, but no more frequently than monthly. submit invoices with supporting documentation to the DEPARTMENT in the form prescribed by the DEPARTMENT. The supporting documentation shall include copies of vendor and contractor invoices paid by the LOCALITY, an up-to-date Project summary and schedule, and a summary of all payment requests. payments and adjustments. A request for reimbursement shall be made within 90 days after any eligible project expenses are incurred by the LOCALITY. Reimbursement for eligible expenditures shall not exceed funds allocated each year for the Project by the Commonwealth Transportation Board in the Six Year Improvement Program. g. Reimburse the DEPARTMENT for all Project expenses incurred by the DEPARTMENT if, due to action or inaction of the LOCALITY. the Project becomes OAG Approved 7 28 2022 2 State Aid Project Administration Agreement Locality:City of Roanoke Project Number: 0011-128-517,UPC 123118 ineligible for state reimbursement, or in the event the reimbursement is required by the provisions of§ 33.2-214 or § 33.2-331 of the Code of Virginia (1950) as amended, or other applicable provisions of state law or regulations. h. On Projects that the LOCALITY is providing the required match to state funds,pay the DEPARTMENT the LOCALITY's match for eligible Project expenses incurred by the DEPARTMENT in the performance of activities set forth in paragraph 2.a. i. Administer the Project in accordance with all applicable federal, state, and local laws and regulations. Failure to fulfill legal obligations associated with the Project may result in forfeiture of state-aid reimbursements j. If legal services other than that provided by staff counsel are required in connection with condemnation proceedings associated with the acquisition of Right-of-Way, the LOCALITY will consult the DEPARTMENT to obtain an attorney from the list of outside counsel approved by the Office of the Attorney General. Costs associated with outside counsel services shall be reimbursable expenses of the Project. k. Provide, or have others provide, maintenance of the Project upon completion, unless otherwise agreed to by the DEPARTMENT. Where the Project results in physical construction, the LOCALITY will continue to operate and maintain the Project in accordance with the final constructed design as approved by the DEPARTMENT. The LOCALITY agrees that any modification of the approved design features, without the approval of the DEPARTMENT, may, at the discretion of the DEPARTMENT, result in restitution either physically or monetarily as determined by the DEPARTMENT. 3. The DEPARTMENT shall: a. Perform any actions and provide any decisions and approvals,within a reasonable time, which are the responsibility of the DEPARTMENT, as required by federal and state laws and regulations or as otherwise agreed to, in writing, between the parties. b. Upon receipt of the LOCALITY's invoices pursuant to paragraph 2.f, reimburse the LOCALITY the cost of eligible Project expenses, as described in Appendix A. Such reimbursements shall be payable by the DEPARTMENT within 30 days of an acceptable submission by the LOCALITY. c. Where applicable, submit invoices to the LOCALITY for the LOCALITY's share of eligible Project expenses incurred by the DEPARTMENT in the performance of activities pursuant to paragraph 2.a. and 3.a. d. Audit the LOCALITY's Project records and documentation as may be required to verify LOCALITY compliance with applicable laws and regulations. e. Upon LOCALITY'S request, make available to the LOCALITY guidelines to assist the Parties in carrying out responsibilities under this Agreement. OAG Approved 7,28 2022 3 State Aid Project Administration Agreement Localitv:City of Roanoke Project Number: 0011-128-517 UPC 123118 4. If designated by the DEPARTMENT, the LOCALITY is authorized to act as the DEPARTMENT's agent for the purpose of conducting survey work pursuant to § 33.2- 1011 of the Code of Virginia (1950), as amended. 5. Nothing in this Agreement shall obligate the Parties hereto to expend or provide any funds in excess of funds agreed upon in this Agreement or as shall have been included in an annual or other lawful appropriation. State and federal Project funding is limited to those identified in the Appendix A of this Agreement and is allocable only upon LOCALITY'S compliance with all requirements of this Agreement. In the event the cost of all or part of the Project is anticipated to exceed the allocation shown on Appendix A. the Parties agree to cooperate in seeking additional funding for the Project or to terminate the Project before Project costs exceed the allocated amount. Any requested increase in federal or state funding is subject to DEPARTMENT policy and procedures applicable to the funding source and is not guaranteed. 6. Nothing in this Agreement shall be construed as a waiver of the LOCALITY's or the Commonwealth of Virginia's sovereign immunity. 7. The Parties mutually agree and acknowledge, in entering this Agreement, that the individuals acting on behalf of the Parties are acting within the scope of their official authority and capacity and the Parties agree that neither Party will bring a suit or assert a claim against any official, officer, or employee of either Party, in their individual or personal capacity, for a breach or violation of the terms of this Agreement or to otherwise enforce the terms and conditions of this Agreement The foregoing notwithstanding, nothing in this subparagraph shall prevent the enforcement of the terms and conditions of this Agreement by or against either Party in a competent court of law. 8. The Parties mutually agree that no provision of this Agreement shall create in the public, or in any person or entity other than the Parties, rights as a third party beneficiary hereunder, or authorize any person or entity, not a party hereto, to maintain any action for, without limitation, personal injury, property damage, breach of contract, or return of money, or property, deposit(s), cancellation or forfeiture of bonds, financial instruments, pursuant to the terms of this Agreement or otherwise. Notwithstanding any other provision of this Agreement to the contrary, unless otherwise provided, the Parties agree that the LOCALITY or the DEPARTMENT shall not be bound by any agreements between either party and other persons or entities concerning any matter which is the subject of this Agreement, unless and until the LOCALITY or the DEPARTMENT has, in writing, received a true copy of such agreement(s) and has affirmatively agreed, in writing, to be bound by such Agreement. 9. This Agreement may be terminated by either Party upon 30 days advance written notice to the other Party. Eligible Project expenses incurred through the date of termination shall be reimbursed in accordance with paragraphs, 2.g., 2.h, and 3.b, subject to the limitations established in this Agreement and Appendix A. Upon termination and unless otherwise agreed to, the DEPARTMENT shall retain ownership of plans, specifications, and right of way for which state funds have been provided, unless all state funds provided for the OAG Approved 7 28 2022 4 State Aid Project Administration Agreement Locality:City of Roanoke Project Number: 0011-128-517_UPC 12 11S Project have been reimbursed to the DEPARTMENT by the LOCALITY, in which case the LOCALITY will have ownership of the plans, specifications, and right of way. 10. Prior to any action pursuant to paragraphs 2.b or 2.h of this Agreement, the DEPARTMENT shall provide notice to the LOCALITY with a specific description of the LOCALITY`S breach of this Agreement. Upon receipt of a notice of breach. the LOCALITY will be provided the opportunity to cure such breach or to provide a plan to cure to the satisfaction to the DEPARTMENT. If, within sixty (60) days after receipt of the written notice of breach,the LOCALITY has neither cured the breach, nor is diligently pursuing a cure of the breach to the satisfaction of the DEPARTMENT, then upon receipt by the LOCALITY of a written notice from the DEPARTMENT stating that the breach has neither been cured, nor is the LOCALITY diligently pursuing a cure, the DEPARTMENT may exercise any remedies it may have under this Agreement or at law or in equity. 11. THE LOCALITY and DEPARTMENT acknowledge and agree that this Agreement has been prepared jointly by the Parties and shall be construed simply and in accordance with its fair meaning and not strictly for or against any Party. 12. THE LOCALITY and the DEPARTMENT further agree that should Federal-aid Highway funds be added to the Project, this Agreement is no longer applicable. The LOCALITY and the DEPARTMENT mutually agree that they shall then enter into a Standard Project Administration Agreement for Federal-aid Projects upon execution of which this Agreement shall be terminated. 13. THIS AGREEMENT, when properly executed, shall be binding upon both Parties, their successors, and assigns. 14. THIS AGREEMENT may be modified only in writing by mutual agreement of the Parties. The remainder of this page is BLANK OAG Approved 7 28 2022 5 State Aid Project Administration Aereement Locality:City of Roanoke Project Number: 0011-128-517,UPC 123118 IN WITNESS WHEREOF.each Party hereto has caused this Agreement to be executed by their duly authorized representatives, acknowledging and agreeing that any digital signature affixed hereto shall be considered as an original signature for all purposes and shall have the same force and effect as an original signature. CITY OF ROANOKE,VIRGINIA: Signature Date Title NOTE: The official signing for the LOCALITY must attach a certified copy of his or her authority to execute this Agreement. COMMONWEALTH OF VIRGINIA,DEPARTMENT OF TRANSPORTATION: Signature Date Chief of Policy, Commonwealth of Virginia. Department of Transportation Attachments Appendix A Appendix B OAG Approved 7 2S 2022 6 Appendix A- Locally Administered Revision: original Prepared Date: 812112023 Project Details _ 1 UPC I 123118 State Project#:I 0011-128-517 CFDA#. 20.205 Locality UE1#: NBFNAEXRHD76 Locality 1 City of Roanoke 'Address 1215 Church Avenue.SW; Roanoke,VA 24011 Project Location Work Description. 4SGR23LP-ROANOKE-PRIMARY EXTENSION PAVING-ADA (Zip+4) 24011-1206 Project Points of Contact Locality Project Manager VDOT Project Coordinator Name: Dwayne D'Ardenne Name: Ibrahim Abuawad Phone: 540-853-1756 Phone: 217-418-8827 Email: Dwayne.dardenne@roanokeva.gov Email: Ibrahim.Abuawad@vdot.virginia.gov Project Estimates Preliminary Right of Way and Construction Total Engineering Utilities Estimated Locality Project Expenses S97,500 SO $420,000 S517.500 Estimated VDOT Project Oversight $10,000 SO S10,000 $20,000 Estimated VDOT Project Services(Appendix C) SO SO SO S0 Estimated Total Project Costs $107,500 1 S0 ( S430,000 II S537,500 Project Financing Allocated Funds Type Allocated Funds Local°'o Local Share Total Max Reimbursement to Total Estimated Amount Participation Locality Reimbursement to Locality SGR $537.500 0% SO S537,500 SO SO SO SO SO S0 SO $0 SO $0 SO $0 SO SO $0 $0 SO S0 SO $0 SO $0 Funding Totals $537,500 $0 S537,500 $517,500 Note-The funds order is not:nd.cative of toe actual spend order or hinds on the project This Appendix A supersedes all previous versions signed by VDOT and the LOCALITY for the Project. Authorized Locality Official Date Authorized VDOT Official Date Printed Name of Locality Official Printed Name of VDOT Official Title of Locality Official Title of VDOT Official This attachment is certified and made an official attachment to this document by the Parties to this Agreement Updated June 2022 Locally Administered State-Aid Agreement Appendix B—Special Funding Program Conditions and Requirements Project Number UPC Local Government 0011-128-517 123118 City of Roanoke SMART SCALE Administration of this Project, including but not limited to Project estimate, schedule and commitment to funding, is subject to the requirements established in the Commonwealth Transportation Board's (CTB's) most current Policy for Implementation of the S_IL4RTSCALE Project Prioritisation Process, the applicable requirements of the Code of Virginia. and VDOT's applicable Instructional and Informational Memoranda. Without limiting the foregoing. this Project has been selected through the Smart Scale (HB2) application and selection process and will remain in the Six-Year Improvement Plan as a funding priority unless certain conditions set forth in the CTB's most current Policy for Implementation of a Project Prioriti_ation Process arise. Pursuant to the CTB's Policy for Implementation of a Project Prioriti_ation Process, this Project will be re-scored and/or the funding decision re- evaluated if any of the following conditions apply: a change in the scope, an estimate increase, or a reduction in the locally/regionally leveraged funds. Applications may not be submitted in a subsequent SMART SCALE prioritization cycle to account for a cost increase on a previously selected project. This Project shall be initiated and at least a portion of the Project's programmed funds expended within one year of the budgeted year of allocation or funding may be subject to reprogramming to other projects selected through the prioritization process. In the event the Project is not advanced to the next phase of construction when requested by the CTB, the LOCALITY or the localities within the metropolitan planning organization may be required, pursuant to § 33.2-214 of the Code of Virginia, to reimburse the DEPARTMENT for all state and federal funds expended on the Project. Revenue Sharing This Project shall be administered in accordance with VDOT's most current Revenue Sharing Program Guidelines. Without limiting the foregoing, the Project shall be initiated such that at least a portion of the Revenue Sharing Funds are expended within one year of allocation. For any project that has not been initiated within one year, the CTB has the discretion to defer consideration of future allocations until the project moves forward. Further, if the Project has not been initiated within two fiscal years subsequent to the allocation of Revenue Sharing Funds, the Revenue Sharing OAG Reviewed 7/28/2022 1 Funds for the Project may be subject to deallocation from the Project at the discretion of the CTB. State of Good Repair (SGR) Paving Project estimate, schedule, and commitment to funding are subject to the requirements established in the CTB's State of Good Repair Program Prioriti:ation Process Methodology, the Code of Virginia, and VDOT's Instructional and Informational Memoranda. Projects receiving funding under this program must be advertised within twelve months of award funding or be subject to deallocation. In the event the Project is not advanced to the next phase of construction. the LOCALITY may be required, pursuant to § 33 2-214 of the Code of Virginia. to reimburse the Department for all state funds expended on the Project. This Project has been selected through the State of Good Repair application and selection process and will remain in the SYIP as a funding priority. Pursuant to the CTB's State of Good Repair Program Prioriti:ation Process Methodology, this Project will be re-scored and/or the funding decision re-evaluated if any of the following conditions apply: a change in the scope, an estimate increase, or a reduction in the locally/regionally leveraged funds. Applications may not be submitted in a subsequent annual State of Good Repair prioritization cycle for the same roadway segment to account for a cost increase on a previously selected Project. Economic Access This Project shall be administered in accordance with VDOT's most current Economic Development Access Program Guide. Airport Access This Project shall be administered in accordance with VDOT's most current Airport Access Program Guide. Recreational Access This Project shall be administered in accordance with VDOT's most current Recreational Access Program Guide. Authorized Locality Official Signature and Date Printed Name of Locality Official OAG Reviewed 7/28/2022 2 VDOT ADMINISTERED—LOCALLY FUNDED PROJECT ADMINISTRATION AGREEMENT Project Number UPC Local Government 0011-128-516 123117 City of Roanoke THIS AGREEMENT, is hereby made and effective the date of the last (latest) signature set forth below, by and between the CITY OF ROANOKE, VIRGINIA, hereinafter referred to as the LOCALITY and the Commonwealth of Virginia, Department of Transportation, hereinafter referred to as the DEPARTMENT. The DEPARTMENT and the LOCALITY are collectively referred to as the "Parties." WITNESSETH WHEREAS, the LOCALITY has expressed its desire to have the DEPARTMENT administer the work required to construct certain improvements within the Locality as described in Appendix C (the "Project") and has agreed to fully or partially fund the Project as set forth in this Agreement; and WHEREAS, the funds as shown in Appendix A have all been allocated to pay the costs of the Project; and WHEREAS, the Parties have concurred with administering the Project in accordance with the program specific requirements shown in Appendix B, based on the allocated funding for the Project as shown in the Appendix A; and WHEREAS, the LOCALITY has requested that the DEPARTMENT design and construct the Project in accordance with the scope of work described in Appendix C. and the DEPARTMENT has agreed to perform such work: and WHEREAS, the Parties have concurred in the DEPARTMENT's administration of the Project identified in this Agreement, including Appendices A, B, and C, and in accordance with applicable federal, state, and local law and regulations; and WHEREAS, the LOCALITY's governing body has, by resolution, which is attached hereto. authorized its designee to execute this Agreement and has demonstrated the LOCALITY'S commitment to providing local funding for the Project. NOW THEREFORE, in consideration of the premises and mutual covenants and agreements contained herein, the parties hereto agree as follows: A. The representations, covenants, and recitations set forth in the foregoing recitals are material to this Agreement and are hereby incorporated into and made a part of this Agreement as though they were fully set forth in this Section A. B. The DEPARTMENT shall: \'DOT Administered—Locally Funded Project Administration Agreement Locality:City of Roanoke Project Number:0011-128-516,UPC 12.117 1. Complete the work of the Project as identified in Appendix C, advancing such diligently as all weather, local, and other conditions reasonably permit, and in conformance to the schedule established by the Parties, which schedule shall be adjusted as needed to address impacts to the performance of the work beyond the control of the DEPARTMENT. 2. Perform or have performed, and remit all payments for, all preliminary engineering(PE), right-of-way acquisition (Right of Way), construction. contract administration, and inspection services activities for the Project as required. 3. Provide the LOCALITY a payment schedule for the LOCALITY's share of estimated Project costs for PE, Right of Way, and construction, in accordance with the tabulation provided in Appendix A. 4. Remit invoices to the LOCALITY for sums owed by LOCALITY to the DEPARTMENT in accordance with the amounts and schedule set forth in Appendix A. 5. Provide the LOCALITY with a summary of Project expenditures. 6. Notify the LOCALITY of additional Project expenses resulting from unanticipated circumstances and provide detailed estimates of additional costs associated with those circumstances. The DEPARTMENT will make all efforts to contact the LOCALITY prior to performing activities associated with those unanticipated circumstances. 7. Upon completion of the Project, reconcile LOCALITY payments (based on LOCALITY's estimated share of costs) against actual Project costs allocable to the LOCALITY, and reimburse the LOCALITY for any overpayments by the LOCALITY or remit an invoice to LOCALITY for any underpayment or amounts still owed by the LOCALITY. C. The LOCALITY shall: 1. Remit payments to the DEPARTMENT in accordance with the amounts and schedule provided in Appendix A, or within 30 days of receipt of an invoice issued by the DEPARTMENT, as applicable. 2. Provide, or have others provide, maintenance of the Project upon completion, unless otherwise agreed to by the DEPARTMENT. Where the Project results in physical constriction. the LOCALITY will continue to operate and maintain the Project in accordance with the final constructed design as approved by the DEPARTMENT. The LOCALITY agrees that any modification of the approved design features. without the approval of the DEPARTMENT. may, at the discretion of the DEPARTMENT, result in OAG reviewed 7'28 202_2 2 \DOT Administered—Locally Funded Project Administration Agreement Locality:City of Roanoke Project Number:0011-1281516_UPC 123117 restitution either physically or monetarily as determined by the DEPARTMENT. D. Nothing in this Agreement shall obligate the Parties hereto to expend or provide any funds in excess of funds agreed upon in this Agreement or as shall have been included in an annual or other lawful appropriation. State and federal Project funding is limited to those identified in the Appendix A of this Agreement and is allocable only upon LOCALITY'S compliance with all requirements of this Agreement. In the event the cost of all or part of the Project is anticipated to exceed the allocation shown on Appendix A, the Parties agree to cooperate in seeking additional funding for the Project or to terminate the Project before Project costs exceed the allocated amount. Any requested increase in federal or state funding is subject to DEPARTMENT policy and procedures applicable to the funding source and is not guaranteed. E. The Parties mutually agree and acknowledge, in entering this Agreement, that the individuals acting on behalf of the Parties are acting within the scope of their official authority and capacity and the Parties agree that neither Party will bring a suit or assert a claim against any official, officer, or employee of either party, in their individual or personal capacity for a breach or violation of the terms of this Agreement or to otherwise enforce the terms and conditions of this Agreement The foregoing notwithstanding, nothing in this subparagraph shall prevent the enforcement of the terms and conditions of this Agreement by or against either Party in a competent court of law. F. The Parties mutually agree that no provision of this Agreement shall create in the public, or in any person or entity other than the Parties, rights as a third party beneficiary hereunder, or authorize any person or entity, not a party hereto, to maintain any action for, without limitation, personal injury, property damage, breach of contract, or return of money, or property, deposit(s), cancellation or forfeiture of bonds, financial instruments, pursuant to the terms of this Agreement or otherwise. Notwithstanding any other provision of this Agreement to the contrary, unless otherwise provided, the Parties agree that the LOCALITY or the DEPARTMENT shall not be bound by any agreements between either party and other persons or entities concerning any matter which is the subject of this Agreement,unless and until the LOCALITY or the DEPARTMENT has, in writing, received a true copy of such agreement(s) and has affirmatively agreed, in writing, to be bound by such Agreement. G. Nothing in this Agreement shall be construed as a waiver of the LOCALITY's or the Commonwealth of Virginia's sovereign immunity. H. Should the project be cancelled due to action or inaction by the LOCALITY, the LOCALITY shall be responsible for reimbursement of all funds in accordance with § 33.2-214 of the Code of Virginia (1950), as amended. The LOCALITY will also be responsible for any costs associated with claims and liabilities associated with the early termination of any construction contract(s) or improvement(s) issued pursuant OAG reviewed 7:28 2022 3 \DOT Administered—Locally Funded Project Administration Agreement Locality:City of Roanoke Project Number:0011-128-516:UPC 123117 to this Agreement and shall promptly reimburse the DEPARTMENT for all costs incurred or expended by it in connection with the Project. I. This Agreement may be terminated by either Party upon 60 days advance written notice to the other Party. Eligible expenses incurred through the date of termination shall be reimbursed to the DEPARTMENT within 60 days subject to the limitations established in this Agreement. J. THE LOCALITY and DEPARTMENT acknowledge and agree that this Agreement has been prepared jointly by the Parties and shall be construed simply and in accordance with its fair meaning and not strictly for or against any Party. K. THIS AGREEMENT, when properly executed. shall be binding upon both Parties, their successors and assigns. L. THIS AGREEMENT may be modified in writing only upon mutual agreement of the Parties. The remainder of this page is BLANK OAG reviewed 7'28'2022 4 \DOT Administered—Locally Funded Project Administration Aereement Locality:City of Roanoke Project Number:0011-128-516,UPC 123117 IN WITNESS WHEREOF. each Party hereto has caused this Agreement to be executed by their duly authorized representatives, acknowledging and agreeing that any digital signature affixed hereto shall be considered as an original signature for all purposes and shall have the same force and effect as an original signature. CITY OF ROANOKE,VIRGINIA: Signature Date Title NOTE: The official signing for the LOCALITY must attach a certified copy of his or her authority to execute this Agreement. COMMONWEALTH OF VIRGINIA,DEPARTMENT OF TRANSPORTATION: Signature Date Chief of Policy, Commonwealth of Virginia. Department of Transportation Attachments Appendix A Appendix B OAG reviewed 7 2S'2022 Appendix A-VDOT Administered Revision Original Prepared Date: 8'2112023 Project Details I UPC 123117 State Project#.. 0011-128-516 CFDA#: 20.205 Locality UEI 4. NBFNAEXRHD76 Locality. City of Roanoke Address 215 Church Avenue, SW, Roanoke,VA 24011 Work Description: #SGR23LP-ROANOKE-PRIMARY EXTENSION PAVING Project Location 24011-1206 (Zip+4) Project Points of Contact Locality Protect Manager VDOT Project Manager Name Dwayne D'Ardenne Name. Ibrahim Abuawad Phone. 540-853-1756 Phone 217-418-8827 Email. Dwayne.dardenne@roanokeva.gov Email Ibrahim.Abuawad@vdot.virginia.gov Project Financing Project Estimate Allocated Funds Type Allocated Funds Local% Local Share Total Phase Cost Amount Participation SGR $418,134 0% SO Preliminary Engineering $ 1,000 SO Right of Way and Utilities SO Construction $ 417,134 SO Total Estimate $ 418,134 $0 SO SO SO SO SO $O Funding Totals I $418,134 SO Note-The fund order above+s in a;phabet:ca'order and not indicati✓e of the actual spend order of funds on the project Payment Schedule FY FY_ FY FY Total Payment S Payment Terms No Locality payment anticipated based on current estimate This Appendix A supersedes all previous versions signed by VDOT and the LOCALITY for the Project. Authonzed Locality Official Date Authorized VDOT Official Date Printed Name of Locality Official Printed Name of VDOT Official Title of Locality Official Title of VDOT Official This attachment is certified and made an official attachment to this document by the Parties to this Agreement. Locally Administered State Aid Agreement Appendix B—Special Funding Program Conditions and Requirements Project Number UPC Local Government 0011-128-516 123117 City of Roanoke SMART SCALE Administration of this Project, including but not limited to Project estimate, schedule and commitment to funding, is subject to the requirements established in the Commonwealth Transportation Board's (CTB's) most current Policy for Implementation of the SMART SCALE Project Prioriti:ation Process, the applicable requirements of the Code of Virginia. and VDOT's applicable Instructional and Informational Memoranda. Without limiting the foregoing. this Project has been selected through the Smart Scale (HB2) application and selection process and will remain in the Six-Year Improvement Plan as a funding priority unless certain conditions set forth in the CTB's most current Policy for Implementation of a Project Prioriti:ation Process arise. Pursuant to the CTB's Policy for Implementation of a Project Prioriti:ation Process, this Project will be re-scored and/or the funding decision re- evaluated if any of the following conditions apply: a change in the scope. an estimate increase, or a reduction in the locally regionally leveraged funds. Applications may not be submitted in a subsequent SMART SCALE prioritization cycle to account for a cost increase on a previously selected project. This Project shall be initiated and at least a portion of the Project's programmed funds expended within one year of the budgeted year of allocation or funding may be subject to reprogramming to other projects selected through the prioritization process. In the event the Project is not advanced to the next phase of construction when requested by the CTB. the LOCALITY or the localities within the metropolitan planning organization may be required, pursuant to § 33.2-214 of the Code of Virginia, to reimburse the DEPARTMENT for all state and federal funds expended on the Project. Revenue Sharing This Project shall be administered in accordance with VDOT's most current Revenue Sharing Program Guidelines. Without limiting the foregoing. the Project shall be initiated such that at least a portion of the Revenue Sharing Funds are expended within one year of allocation. For any project that has not been initiated within one year, the CTB has the discretion to defer consideration of future allocations until the project moves forward. Further. if the Project has not been initiated within two fiscal years subsequent to the allocation of Revenue Sharing Funds. the Revenue Sharing OAG Reviewed 7/28/2022 1 Funds for the Project may be subject to deallocation from the Project at the discretion of the CTB. State of Good Repair (SGR) Paring Project estimate, schedule, and commitment to funding are subject to the requirements established in the CTB's State of Good Repair Program Prioriti_ation Process AIethodologv, the Code of Virginia, and VDOT's Instructional and Informational Memoranda. Projects receiving funding under this program must be advertised within twelve months of award funding or be subject to deallocation. In the event the Project is not advanced to the next phase of construction. the LOCALITY may be required, pursuant to § 33.2-214 of the Code of Virginia. to reimburse the Department for all state funds expended on the Project. This Project has been selected through the State of Good Repair application and selection process and will remain in the SYIP as a funding priority. Pursuant to the CTB's State of Good Repair Program Prioriti:ation Process Methodology, this Project will be re-scored and/or the funding decision re-evaluated if any of the following conditions apply: a change in the scope, an estimate increase, or a reduction in the locally/regionally leveraged funds. Applications may not be submitted in a subsequent annual State of Good Repair prioritization cycle for the same roadway segment to account for a cost increase on a previously selected Project. Economic Access This Project shall be administered in accordance with VDOT's most current Economic Development Access Program Guide. Airport Access This Project shall be administered in accordance with VDOT's most current Airport Access Program Guide. Recreational Access This Project shall be administered in accordance with VDOT's most current Recreational Access Program Guide. Authorized Locality Official Signature and Date Printed Name of Locality Official OAG Reviewed 7/28/2022 2 VDOT Administered Projects Appendix C—Detailed Scope of Services Project Number UPC Local Government 0011-128-516 123117 City of Roanoke Scope of Services for the SGR Paving Project herein agreed upon include: - Development and Compilation of final plans. specifications and estimate into a bid proposal package, as necessary - Bid proposal biddability review - Administration and advertisement of proposal - Administration of bidder questions - Receipt of bids - Administration of Contract award - Administration and oversight of construction - Construction engineering services - Construction project close-out Authorized Locality Official Signature and Date Authorized VDOT Official Signature and Date Printed Name of Locality Official Printed Name of VDOT Official Title of Locality Official Title of VDOT Official Updated June 2022 IN THE COUNCIL OF THE CITY OF ROANOKE,VIRGINIA The 215t day of February 2023. No. 42572-022123. A RESOLUTION accepting State of Good Repair Funds from the Virginia Department of Transportation, and authorizing such additional action and execution of any required documents on behalf of the City in connection with such funds. BE IT RESOLVED by the Council of the City of Roanoke as follows: 1. The City Manager or his designee is hereby authorized on behalf of the City of Roanoke to accept Virginia Department of Transportation (VDOT) State of Good Repair (SGR) Funds in the amount of$831,882, which funds are to be used for mill and overlay pavement work along Campbell Avenue from Williamson Road, S.E. to 5m Street S.W., all of which is more particularly described in the City Council Agenda Report dated February 21, 2023. 2. The City Manager or his designee is hereby authorized to execute for and on behalf of the City, any and all requisite documents pertaining to the City's acceptance of the funds, such documents to be approved as to form by the City Attorney. 3. The City Manager or his designee is hereby authorized to take such further actions and execute all documents as may be necessary to implement and administer such funds, including establishing guidelines for the use of such funds, consistent with the terms of this resolution, with any such documents being approved as to form by the City Attorney. ATTEST: 2.��C'.ctic-pia' i ne-694-e City Clerk. IN THE COUNCIL OF THE CITY OF ROANOKE, VIRGINIA The 21st day of February 2023. No. 42573-022123. AN ORDINANCE appropriating funding from the Commonwealth of Virginia Department of Transportation, amending and reordaining certain sections of the 2022- 2023 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 2022-2023 Capital Projects Fund Appropriations be, and the same are hereby, amended and reordained to read and provide as follows: Appropriations Expenditures Approp. From State Grant Funds 08-530-9162-9007 $ 831,882 Revenues FY23 VDOT State of Good Repair 08-530-9162-9162 $ 831,882 Pursuant to the provisions of Section 12 of the City Charter, the second reading of this ordinance by title is hereby dispensed with. ATTEST: J-• t?? Lit- City Clerk. IN THE COUNCIL OF THE CITY OF ROANOKE, VIRGINIA The 4th day of December 2023. No. 42834-120423. A RESOLUTION adopting and endorsing a Legislative Program for the City to be presented to the City's delegation of the General Assembly; and authorizing the City's legislative liaison to advocate the positions of the City with respect to matters presented during the 2024 Session of the General Assembly. WHEREAS, previous Legislative Programs of the City have been responsible for improving the efficiency of local government and the quality of life for citizens of this City and our Blue Ridge region; WHEREAS, Council is desirous of again adopting and endorsing a Legislative Program to be advocated by the Council and its representatives at the General Assembly; WHEREAS, Council is also desirous to authorize its legislative liaison to advocate the position of the City on matters that may affect the City that are not specifically included in its Legislative Program in an efficient and effective manner; and WHEREAS, the Legislative Committee of City Council has recommended to Council a Legislative Program to be presented at the 2024 Session of the General Assembly. THEREFORE, BE IT RESOLVED by the Council of the City of Roanoke that the 1. The Legislative Program transmitted by the Legislative Committee is hereby adopted and endorsed by the Council as the City's official Legislative Program for the 2024 Session of the General Assembly. 2. Council authorizes the City's legislative liaison to advocate on all matters that arise during the 2024 Session of the General Assembly that may affect the interests of the City. With respect to matters that are not specifically included in the 2024 Legislative Program, the City's legislative liaison shall first advise the Chair or Vice Chair of the Legislative Committee and the City Manager of the particular matter and the position that the City should advocate and shall receive the consent of the Chair or Vice Chair of the Legislative Committee and the City Manager to proceed. ATTEST: (7)1e6ft_ City Clerk._ _ _ eer CITY OF ROANOKE ' 1 OFFICE OF THE CITY ATTORNEYDavid L. Collins =b 464 MUNICIPAL BUILDING ` . 215 CHURCH AVENUE, SW Laura M. Carini ROANOKE,VIRGINIA 24011-1595 Jennifer L. Crook Lalita Brim-Poindexter Timothy R. Spencer TELEPHONE 540-853-2431 Kimberly P. Beamer City Attorney FAX 540-853-1221 Assistant City Attorneys EMAIL: cityatty@roanokeva.gov December 4, 2023 Honorable Sherman P. Lea, Sr. and Members of Council Re: Report of City Council Legislative Committee Recommendation to Adopt Proposed 2024 City of Roanoke Legislative Program Mayor Lea and Members of Council: Chairman Priddy and the City Council Legislative Committee proposes to you its recommendation that City Council adopt the 2024 Legislative Program, a copy of which proposal is attached. The proposed 2024 Legislative Program includes several positions regarding major policies that will be considered by the General Assembly during its 2024 session. The program also endorses the VML Legislative Program and Policy Statements and the Roanoke City School Board Policy Statements. The Legislative Committee recommends that City Council adopt the attached resolution to approve the 2024 Legislative Program, as presented. The resolution authorizes the City's legislative liaison to promote the City's legislative priorities and policies and, with the approval of the City Manager and the Chair or Vice Chair of the Legislative Committee, participate in other specific initiatives recommended by the legislative liaison. Sincerely, mothy . Spencer City Attorney City of Roanoke Legislative Committee Legislative Program for 2024 General Assembly Session Legislative Priorities 1. Education K-12 Funding. Recommendations of the 2023 JLARC report on the SOQ funding formula: a. Elimination of the support staff cap on positions. b. Calculation of salary and other cost assumptions using the division average rather than the linear weighted average. c. Designation of the At-Risk Add-On as a SOQ funded program. d. Adjust SOQ formula to remove cap on non-personnel costs assumptions to account for facility staff costs. e. Discontinue the use of decades-old data to determine the number of students who qualify as at-risk in favor of more timely, accurate measures. 2. Mental Health and Public Health. a. Funding for the Catawba Hospital Transformation Plan developed pursuant to Item 283 F. 2-3 of the 2022 Appropriations Act Amendments. b. Local regulation to limit smoking in public places to designated areas. 3. Affordable Housing. a. Invest in existing and underfunded programs. b. Additional authority to address blighted and derelict properties. 4. Measures to Address Gun Violence. a. Require a permit to purchase firearms and ammunition. b. Require safe storage in a residence where a minor is present. c. Prohibit firearms from being left in an unlocked and unattended vehicle. d. Classify BB and pellet guns as weapons on school property. e. Include the City of Roanoke in the Safer Communities Program. f. Increase HB599 Funding (financial assistance to local police departments). 5. Transportation and Economic Development. a. Amend the Virginia Public Facilities Act to allow certain tax revenues to pay for capital expenditures at Hotel Roanoke. b. Funding to support Roanoke-Blacksburg Regional Airport improvements. c. Funding to accelerate safety improvements on I-81 without tolling. d. Direct Aid to Public Education to support Goodwill's Excel Center. e. Increase the Black, Indigenous, and People of Color Preservation Fund. 1 6. Measures to Improve Public Safety. a. Prohibit the sale or transfer of armor piercing ammunition. b. Support controls on possessing or manufacturing auto sear devices and the possession or manufacturing of self-assembled firearms. c. Support reciprocal agreements for law enforcement certifications. d. Enhance funding for community policing programs. e. Increase funding for youth vocational trade programs. 2 1 City of Roanoke Legislative Committee 2 Legislative Program for 2024 General Assembly Session 3 4 Policy Statements 5 6 Fiscal Policy 7 The City of Roanoke relies on several revenue sources to support services closest 8 to the people. Therefore, any change to the BPOL and M&T taxes, as well as the local 9 sales tax on food for human consumption and personal hygiene products, must 10 consider and replace these essential local revenues. 11 12 The General Assembly must vigilantly and effectively avoid enactment of any 13 further unfunded mandates to localities and initiate procedures to review, assess, and 14 eliminate existing and burdensome unfunded mandates imposed on localities. 15 Unfunded mandates include mandatory tax exemptions or reductions to specific groups 16 of individuals, as worthy and deserving as they may be. 17 18 The City supports legislation to amend the Roanoke Charter of 1952, as 19 amended, to convert the Roanoke City Clerk of the Circuit Court's office from a fee- 20 based form of funding to funding through the Virginia Compensation Board. 21 22 Technology and Infrastructure Policy 23 The General Assembly should eliminate impediments facing localities from 24 bringing 21st Century technology to their citizens. 25 26 The Commonwealth and the City must develop partnerships among federal, 27 state, and local constituencies to expand highway infrastructure development 28 throughout Virginia's Blue Ridge Region, including the expansion of I-73, which 29 incorporates improving the safety and economic development worthiness of US Rte. 30 220. 31 32 Environmental Policy 33 The City opposes any efforts by the General Assembly to mandate further 34 exemptions from payment of local stormwater utility fees. In addition, the City requests 35 the General Assembly to hold localities harmless from any costs associated with 36 increases in the load of sediment and other pollutants of concern that enter waters of the 37 Commonwealth, including rivers, streams, and tributaries, where such increases in the 38 Total Maximum Daily Load for a locality are attributable to projects and developments 39 approved by the Commonwealth that include crossings of bodies of water within the 40 Commonwealth. 1 1 2 The City supports legislation to continue promoting the generation and use of 3 renewable energy, including expanding the authority of localities to enter into power 4 purchase agreements with utilities for the generation of electricity through solar power. 5 6 The City encourages socially responsible investments, including investments in 7 renewable energy, by VRS and all other funds invested by the Commonwealth. 8 9 The City supports energy efficiency and renewable energy programs for public 10 transportation services statewide, emphasizing the need for more equitable, accessible, 11 and cleaner transportation options. 12 13 The City supports legislation that would broaden the authority of localities to 14 preserve and expand their tree canopies. 15 16 Economic Development Policy 17 The City encourages the General Assembly to maintain existing tools, including 18 historic tax credits, to encourage development and redevelopment throughout the City 19 and Virginia's Blue Ridge Region. 20 21 The City supports continuation and increased funding for the Commonwealth's 22 Opportunity Fund (COF). This important economic development incentive program has 23 played a major role in several Roanoke job-creation projects. The COF is an essential 24 tool in competing with other states which often offer lucrative incentive packages to 25 prospective companies. 26 27 The City encourages the General Assembly to refrain from enacting further 28 limitations on planning, development, and zoning tools that localities may use in 29 regulating and promoting development within their communities. 30 31 Public transportation is an important economic development tool for the regional 32 economy. The General Assembly should increase funding for transit services and create 33 opportunities for regional localities to collaborate in expanding public transportation 34 throughout the region. 35 36 Public Safety Policy 37 The City supports legislation that preserves law and order and promotes public 38 safety throughout the City, including legislative initiatives that provide funding to 39 assist localities in protecting the public from gun violence. 40 2 1 The City supports legislation to enable localities to enact ordinances that exceed 2 statewide standards with respect to the sale, possession, storage, and carrying of 3 firearms and ammunition. 4 5 The City emphasizes the importance of continuous criminal justice reform and 6 the establishment of appropriate standards for law enforcement to protect the civil 7 rights of citizens. Further, the Commonwealth and City must expand the meaning of 8 well-being and community safety to include education, economic opportunity, 9 rehabilitation, and other support initiatives. The Governor and General Assembly 10 should ensure that additional funds are provided to sufficiently support these efforts 11 alongside law enforcement. 12 13 The City supports legislation and funding that increases walking and cycling 14 safety including measures that reduce driving speeds in high-use pedestrian areas. 15 16 Civil and Voting Rights Policy 17 The City supports the repeal of Article I, Section 15-A of the Constitution of the 18 Commonwealth of Virginia regarding marriage. 19 20 The City supports amending the Constitution of the Commonwealth of Virginia 21 to automatically restore voting rights to Virginians with felony convictions upon release 22 from prison. 23 24 The City emphasizes the importance of keeping constituents aware and informed 25 on their civil rights and liberties, most especially their right to vote. Thus, the City 26 supports all efforts at making voting as accessible and equitable as possible. 27 28 The City supports legislation to amend the Roanoke Charter of 1952, as 29 amended, to conform dates and meetings of council on a November election schedule. 30 31 Community Policy 32 The City supports measures to ensure a statewide living wage that incorporates 33 the value of benefits to promote the health and well-being of workers and their families. 34 35 The City supports legislation to promote healthcare for all Virginians, including 36 reproductive healthcare, free from discrimination based on sex, race, ethnicity, sexual 37 orientation, or gender identity. 38 39 The City urges the General Assembly to use available funds to continue the 40 operation and expansion of Catawba Hospital. 3 1 2 The City supports legislation to address the health issues presented by smoking 3 and vaping including expanding no smoking areas to include playgrounds, athletic 4 fields, and recreation centers. 5 6 The City supports maintaining the Opioid Abatement Authority Act (2021 Sp. 7 Sess. I, cc. 307, 306) as enacted by the General Assembly in 2021. The Act established the 8 Virginia Opioid Abatement Authority to administer certain funds flowing from 9 litigation efforts in the way best designed to maximize the impact of such funds in 10 abating the opioid epidemic throughout the Commonwealth. Importantly, the existing 11 law codifies (1) allocation of funds as between state and local governments, and (2) the 12 makeup of the Board of Directors of the Authority responsible for carrying out its 13 objectives. The City's position is that the law treats local governments fairly in these 14 regards. The City opposes any efforts by the opioid addiction and recovery industry to 15 modify or alter the existing legislative framework and requests that the existing law 16 remain unchanged. 17 18 Education Policy 19 Roanoke City Public Schools strives to ensure students have access and 20 opportunity to fully participate in their education, allowing them to reach their full 21 potential. This includes advocating for our students, families, and staff with legislators 22 and policymakers. 23 Each year, the General Assembly considers numerous issues of importance to the 24 Commonwealth's public-school students and to the school employees who deliver the 25 promise of a high-quality public education. We urge legislators to contact the School 26 Board or Superintendent whenever local data and insight may inform policymaking in 27 Richmond. 28 29 • Local Control—Teaching and learning are complex processes. Public education 30 is a national priority and a state responsibility,but it is ultimately a local 31 function. The Roanoke City School Board urges elected representatives to 32 facilitate innovation and responsiveness to unique community needs by 33 supporting School Board authority. This priority includes expecting full funding 34 of all legislative mandates and facilitating, not discouraging, the appropriate use 35 of virtual meetings to better engage constituents. 36 37 • School Safety & Security—Schools are accountable for student outcomes, 38 teachers are accountable for student progress, and students are accountable for 39 their decisions, but outdated language in the Code of Virginia limits holding 4 1 adults accountable for failing to prevent access to weapons by children and 2 making verbal threats against school employees. 3 4 • Commitment to Serving All Students—RCPS' core beliefs include putting 5 students first, celebrating diversity, valuing high-quality instruction, and valuing 6 our community. Improving outcomes for all students requires a deep 7 understanding of the diverse families that make up our community and 8 intentional efforts to optimize each student's educational experience. RCPS urges 9 legislators to share in this commitment to serving all students with actions that 10 support the unique needs of various student populations. 11 12 • Governance and Budget—RCPS supports many of the recommendations of the 13 2023 JLARC report on the SOQ funding formula, specifically: 1) elimination of 14 the support staff cap on positions; 2) calculation of salary and other cost 15 assumptions using the division average rather than the linear weighted average; 16 3) designation of the At-Risk Add-On as a SOQ funded program;4)Adjust SOQ 17 formula to remove cap on non-personnel costs assumptions to account for facility 18 staff costs; and 5) discontinue the use of decades-old data to determine the 19 number of students who qualify as at-risk in favor of more timely and accurate 20 measures. 21 22 • Employee Compensation—There was a significant need for the investments 23 made in K-12 employee compensation this biennium by the General Assembly, 24 and we appreciate that commitment greatly. However, the harsh reality is that 25 Roanoke City teachers starting out in the profession today have $1,381 less 26 buying power than new teachers did 15 years ago. There are many factors related 27 to the teacher shortage,but compensation remains chief among them. 28 29 • Assessment &Accountability Modernization—Efforts to increase the 30 availability and use of growth measures by the Commonwealth were 31 appreciated,but SY 22-23 proved that the current "through year growth 32 assessments" did not achieve the objectives of HB 2027. The measures did not 33 impact accountability as purported, the reports were of limited usefulness, and 34 the impact on instructional time far too great. RCPS is following the work of the 35 HB 585 Workgroup on Assessment in the Commonwealth and the expected 36 efforts to revise the Accreditation and Accountability systems. 37 38 39 5 1 2024 VML, VSBA, and VFC Legislative Programs 2 The City endorses and supports the 2024 Virginia Municipal League Legislative 3 Program and Policy Committee Statements, the Virginia School Board Association 4 Legislative Priorities, and the Virginia First Cities Legislative Program. 5 6 Statement/Disclaimer: Individual items in the 2024 VML VSBA, and VFC Legislative Programs 7 may not be officially supported by every member of Council for the City of Roanoke. 6 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 E-mail: clerk@roanokeva.gov CECELIA T.WEBB,CMC CECELIA F.MCCOY,CMC Deputy City Clerk City Clerk RUTH VISUETE PEREZ Assistant Deputy City Clerk December 6, 2023 Robert Cowell, Jr. Roanoke, Virginia Dear Mr. Cowell: At a regular meeting of the Council of the City of Roanoke which was held on Monday, December 4, 2023, you were reappointed as a member of the Western Virginia's Regional Industrial Facility Authority for a four-year term of office, commencing February 4, 2024 and ending February 3, 2028. Enclosed you will find a Certificate of your reappointment and two copies of an Oath or Affirmation of Office form. Below are the next steps: 1. Please take both copies of the form to the Clerk of the Circuit Court of the City of Roanoke to have the oath administered. It is located on the third floor of the Roanoke City Courts Facility, 315 Church Avenue, S. W. The Clerk of the Circuit Court office will keep a copy on file. 2. Please request from the Clerk of Circuit Court to send one copy of the Oath or Affirmation of Office form to the City Clerk's Office. The Oath or Affirmation of Office form must be completed prior to serving in the capacity to which you were reappointed. The deadline to submit your oath is December 31, 2023. Pursuant to Section 2.2-3702,Code of Virginia(1950),as amended, I am enclosing copy of the Virginia Freedom of Information Act(transmitted via email). The Act requires that you be provided with a copy within two weeks of your reappointment 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 continue to serve the City of Roanoke as a member of the Western Virginia's Regional Industrial Facility Authority. Sincerely, 44,e_e_et (1-124ezat C celia F. McCoy, CMC City Clerk Enclosures pc: Virginia Mullen, Board Secretary, Western Virginia's Regional Industrial Facility Authority COMMONWEALTH OF VIRGINIA ) ) To-wit: CITY OF ROANOKE ) I, Cecelia F. McCoy, 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 fourth day of December 2023, ROBERT COWELL, JR.,was reappointed as a member of the Western Virginia's Regional Industrial Facility Authority for a four-year term of office, commencing February 4, 2024 and ending February 3, 2028. Given under my hand and the Seal of the City of Roanoke this sixth day of December 2023. (1024-el City Clerk t;'. CITY OF ROANOKE ewe f' OFFICE OF THE CITY CLERK `` 215 Church Avenue,S.W.,Room 456 Roanoke,Virginia 24011-1536 Telephone: (540)853-2541 Fax: (540)853-1145 E-mail: clerk@roanokeva.gov CECELIA T.WEBB,CMC CECELIA F.MCCOY,CMC City Clerk Deputy'City Clerk RUTH VISUETE PEREZ Assistant Deputy City Clerk December 6, 2023 Herbert Berding 2814 Jefferson Street, S. E. Roanoke, Virginia 24014 Dear Mr. Berding: At a regular meeting of the Council of the City of Roanoke which was held on Monday, December 4, 2023, you were reappointed as a member of the Western Virginia's Regional Industrial Facility Authority for a four-year term of office, commencing February 4, 2024 and ending February 3, 2028. Enclosed you will find a Certificate of your reappointment and two copies of an Oath or Affirmation of Office form. Below are the next steps: 1. Please take both copies of the form to the Clerk of the Circuit Court of the City of Roanoke to have the oath administered. It is located on the third floor of the Roanoke City Courts Facility, 315 Church Avenue, S. W. The Clerk of the Circuit Court office will keep a copy on file. 2. Please request from the Clerk of Circuit Court to send one copy of the Oath or Affirmation of Office form to the City Clerk's Office. The Oath or Affirmation of Office form must be completed prior to serving in the capacity to which you were reappointed. The deadline to submit your oath is December 31, 2023. Pursuant to Section 2.2-3702,Code of Virginia(1950),as amended, I am enclosing copy of the Virginia Freedom of Information Act(transmitted via email). The Act requires that you be provided with a copy within two weeks of your reappointment 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 continue to serve the City of Roanoke as a member of the Western Virginia's Regional Industrial Facility Authority. Sincerely, Cecelia F. McCoy, CMC City Clerk Enclosures pc: Virginia Mullen, Board Secretary, Western Virginia's Regional Industrial Facility Authority COMMONWEALTH OF VIRGINIA ) To-wit: CITY OF ROANOKE I, Cecelia F. McCoy, 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 fourth day of December 2023, HERBERT BERDING, was reappointed as a member of the Western Virginia's Regional Industrial Facility Authority for a four-year term of office, commencing February 4, 2024 and ending February 3, 2028. Given under my hand and the Seal of the City of Roanoke this sixth day of December 2023. City Clerk .,.. :tit, CITY OF ROANOKE OFFICE OF THE CITY CLERK 215 Church Avenue,S.W.,Room 456 Roanoke,Virginia 24011-1536 ITS`► Telephone: (540)853-2541 Fax: (540)853-1145 E-mail: clerk@roanokeva.gov CECELIA T.WEBB,CMC CECELIA F.MCCOY,CMC City Clerk Deputy City Clerk RUTH VISUETE PEREZ Assistant Deputy City Clerk December 6, 2023 Robert Logan, Ill 2222 York Road, S.W. Roanoke, Virginia 24015 Dear Mr. Logan: At a regular meeting of the Council of the City of Roanoke which was held on Monday, December 4, 2023, you were appointed as a member of the Board of Zoning Appeals to replace Bryan Musselwhite for a three-year term of office commencing January 1, 2024 and ending December 31, 2026. Enclosed you will find a Certificate of your appointment and two copies of an Oath or Affirmation of Office form. Below are the next steps: 1. Please take both copies of the form to the Clerk of the Circuit Court of the City of Roanoke to have the oath administered. It is located on the third floor of the Roanoke City Courts Facility, 315 Church Avenue, S.W.The Clerk of the Circuit Court office will keep a copy on file. 2. Please request from the Clerk of Circuit Court to send one copy of the Oath or Affirmation of Office form to the City Clerk's Office. The Oath or Affirmation of Office form must be completed prior to serving in the capacity to which you were appointed. The deadline to submit your oath is December 31, 2023. Pursuant to Section 2.2-3702, Code of Virginia (1950), as amended, I am enclosing copy of the Virginia Freedom of Information Act (transmitted via email). 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 member of the Board of Zoning Appeals. Sincerely, 6e.d-e-ex:etd C11-14- Cecelia F. McCoy, CMC City Clerk Enclosures pc: Emily Clark, Board Secretary, Board of Zoning Appeals, with application COMMONWEALTH OF VIRGINIA ) ) To-wit: CITY OF ROANOKE ) I, Cecelia F. McCoy, 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 fourth day of December 2023, ROBERT LOGAN, III, was appointed as a member of the Board of Zoning Appeals to replace Bryan Musselwhite for a three-year term of office commencing January 1, 2024 and ending December 31, 2026. Given under my hand and the Seal of the City of Roanoke this sixth day of December 2023. 6-t-e-14; C1, City Clerk 4 U'` ' --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 E-mail: clerk@roanokeva.gov CECELIA T.WEBB,CMC CECELIA F.MCCOY,CMC City Clerk Deputy City Clerk RUTH VISUETE PEREZ Assistant Deputy City Clerk December 6, 2023 Michael Loveman 1747 Driftwood Lane, S. W. Roanoke, Virginia 24018 Dear Mr. Loveman: At a regular meeting of the Council of the City of Roanoke which was held on Monday, December 4, 2023, you were appointed as a member of the Western Virginia Water Authority, Board of Directors to fill the unexpired term of office of John Bradshaw ending June 30, 2025. Enclosed you will find a Certificate of your appointment and two copies of an Oath or Affirmation of Office form. Below are the next steps: 1. Please take both copies of the form to the Clerk of the Circuit Court of the City of Roanoke to have the oath administered. It is located on the third floor of the Roanoke City Courts Facility, 315 Church Avenue, S.W. The Clerk of the Circuit Court office will keep a copy on file. 2. Please request from the Clerk of Circuit Court to send one copy of the Oath or Affirmation of Office form to the City Clerk's Office. The Oath or Affirmation of Office form must be completed prior to serving in the capacity to which you were appointed. The deadline to submit your oath is December 31, 2023. Pursuant to Section 2.2-3702, Code of Virginia (1950), as amended, I am enclosing copy of the Virginia Freedom of Information Act (transmitted via email). 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 member of the Western Virginia Water Authority, Board of Directors. Sincerely, Cecelia F. McCoy, CMC City Clerk Enclosures pc: Gayle Shrewsbury, Board Secretary, Western Virginia Water Authority, Board of Directors, with application COMMONWEALTH OF VIRGINIA ) ) To-wit: CITY OF ROANOKE ) I, Cecelia F. McCoy, 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 fourth day of December 2023, MICHAEL LOVEMAN, was appointed as a member of the Western Virginia Water Authority, Board of Directors to fill the unexpired term of office of John Bradshaw ending June 30, 2025. Given under my hand and the Seal of the City of Roanoke this sixth day of December 2023. 6.e.ci-c.ec, d-: CO24-e-414,- City Clerk OF` 4, ��` : -° , 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 E-mail: clerkcroanokeva.gov CECELIA T.WEBB,CMC CECELIA F.MCCOY,CMC Deputy City Clerk City Clerk RUTH VISUETE PEREZ Assistant Deputy City Clerk December 6, 2023 Auarliz Quintana Roanoke, Virginia Dear Ms. Quintana: At a regular meeting of the Council of the City of Roanoke which was held on Monday, December 4, 2023, you were appointed as a member of the Equity and Empowerment Advisory Board to replace Patice Holland for a three-year term of office commencing January 1, 2024 and ending December 31, 2026. Enclosed you will find a Certificate of your appointment and two copies of an Oath or Affirmation of Office form. Below are the next steps: 1. Please take both copies of the form to the Clerk of the Circuit Court of the City of Roanoke to have the oath administered. It is located on the third floor of the Roanoke City Courts Facility, 315 Church Avenue, S.W.The Clerk of the Circuit Court office will keep a copy on file. 2. Please request from the Clerk of Circuit Court to send one copy of the Oath or Affirmation of Office form to the City Clerk's Office. The Oath or Affirmation of Office form must be completed prior to serving in the capacity to which you were appointed. The deadline to submit your oath is December 31, 2023. Pursuant to Section 2.2-3702, Code of Virginia (1950), as amended, I am enclosing copy of the Virginia Freedom of Information Act (transmitted via email). 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 member of the Equity and Empowerment Advisory Board. Sincerely, Cecelia F. McCoy, CMC City Clerk Enclosures pc: Katie Hedrick, Board Secretary, Equity and Empowerment Advisory Board, with application COMMONWEALTH OF VIRGINIA ) ) To-wit: CITY OF ROANOKE ) I, Cecelia F. McCoy, 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 fourth day of December 2023, AURALIZ QUINTANA, was appointed as a member of the Equity and Empowerment Advisory Board to replace Patice Holland for a three-year term of office commencing January 1, 2024 and ending December 31, 2026. Given under my hand and the Seal of the City of Roanoke this sixth day of December 2023. 6e,e-eiLu C102e- City Clerk 01 ° CITY OF ROANOKE OFFICE OF THE CITY CLERK —1" 2 4' 215 Church Avenue,S.W.,Room 456 y Roanoke,Virginia 24011-1536 Telephone: (540)853-2541 Fax: (540)853-1145 E-mail: clerk@roanokeva.gov CECELIA T.WEBB,CMC CECELIA F.MCCOY,CMC Deputy City Clerk City Clerk , RUTH VISUETE PEREZ Assistant Deputy City Clerk December 6, 2023 Susan Reese 3735 Heritage Road, S. W. Roanoke, Virginia 24015 Dear Ms. Reese: At a regular meeting of the Council of the City of Roanoke which was held on Monday, December 4, 2023, you were appointed as a member of the Human Services Advisory Board to replace James Foutz-Vega for a four-year term of office commencing December 1, 2023 and ending November 30, 2027. Enclosed you will find a Certificate of your appointment and two copies of an Oath or Affirmation of Office form. Below are the next steps: 1. Please take both copies of the form to the Clerk of the Circuit Court of the City of Roanoke to have the oath administered. It is located on the third floor of the Roanoke City Courts Facility, 315 Church Avenue, S.W.The Clerk of the Circuit Court office will keep a copy on file. 2. Please request from the Clerk of Circuit Court to send one copy of the Oath or Affirmation of Office form to the City Clerk's Office. The Oath or Affirmation of Office form must be completed prior to serving in the capacity to which you were appointed. The deadline to submit your oath is December 31, 2023. Pursuant to Section 2.2-3702, Code of Virginia (1950), as amended, I am enclosing copy of the Virginia Freedom of Information Act (transmitted via email). 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 member of the Human Services Advisory Board. Sincerely, 6e"--S-t;ci (2171643/ Cecelia F. McCoy, CMC City Clerk Enclosures pc: Jennifer Sorrels, Board Secretary, Human Services Advisory Board, with application COMMONWEALTH OF VIRGINIA ) ) To-wit: CITY OF ROANOKE ) I, Cecelia F. McCoy, 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 fourth day of December 2023, SUSAN REESE, was appointed as a member of the Human Services Advisory Board to replace James Foutz-Vega for a four-year term of office commencing December 1, 2023 and ending November 30, 2027. Given under my hand and the Seal of the City of Roanoke this sixth day of December 2023. C12/ City Clerk Q CITY OF ROANOKE v k Amp" OFFICE OF THE CITY CLERK 215 Church Avenue,S.W.,Room 456 1 - ` Roanoke,Virginia 24011-1536 Telephone: (540)853-2541 Fax: (540)853-1145 E-mail: clerk@roanokeva.gov CECELIA T.WEBB,CMC CECELIA F.NICCOY,CMC City Clerk Deputy City Clerk RUTH VISUETE PEREZ Assistant Deputy City Clerk December 6, 2023 Mark Jamison 2424 Stanley Avenue, S. E. Roanoke, Virginia 24014 Dear Mr. Jamison: At a regular meeting of the Council of the City of Roanoke which was held on Monday, December 4, 2023, you were appointed as a member of the Parks and Recreation Advisory Board to fill the unexpired term of office of Tim Pohlad-Thomas ending March 31, 2025. Enclosed you will find a Certificate of your appointment and two copies of an Oath or Affirmation of Office form. Below are the next steps: 1. Please take both copies of the form to the Clerk of the Circuit Court of the City of Roanoke to have the oath administered. It is located on the third floor of the Roanoke City Courts Facility, 315 Church Avenue, S. W.The Clerk of the Circuit Court office will keep a copy on file. 2. Please request from the Clerk of Circuit Court to send one copy of the Oath or Affirmation of Office form to the City Clerk's Office. The Oath or Affirmation of Office form must be completed prior to serving in the capacity to which you were appointed. The deadline to submit your oath is December 31, 2023. Pursuant to Section 2.2-3702, Code of Virginia (1950), as amended, I am enclosing copy of the Virginia Freedom of Information Act (transmitted via email). 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 member of the Parks and Recreation Advisory Board. Sincerely, Cecelia F. McCoy, CMC (f City Clerk Enclosures pc: Michael Clark, Board Secretary, Parks and Recreation Advisory Board, with application COMMONWEALTH OF VIRGINIA ) ) To-wit: CITY OF ROANOKE ) I, Cecelia F. McCoy, 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 fourth day of December 2023, MARK JAMISON, was appointed as a member of the Parks and Recreation Advisory Board to fill the unexpired term of office of Tim Pohlad-Thomas ending March 31, 2025. Given under my hand and the Seal of the City of Roanoke this sixth day of December 2023. 6e.e."--et;tiZz-C1 City Clerk p CITY OF ROANOKE .r�r OFFICE OF THE CITY CLERK r `f 215 Church Avenue,S.W.,Suite 456 Roanoke,Virginia 24011-1536 %WHO Telephone: (540)853-2541 Fax: (540)853-1145 CECELIA F.MCCOY,CMC E-mail: clerk@roanokeva.gov CECELIA T.WEBB,CMC City Clerk Deputy City Clerk RUTH VISUETE PEREZ Assistant Deputy City Clerk December 6, 2023 Heather Hamed-Moore 341 King George Avenue, S. W. Roanoke, Virginia 24016 Dear Ms. Hamed-Moore, At a regular meeting of the Council of the City of Roanoke which was held on Monday, December 4, 2023, you were not reappointed to the Youth Athletics Review Board. On behalf of the Members of Roanoke City Council, I would like to express appreciation for your service to the City of Roanoke as a member of the Youth Athletics Review Board from January 1, 2022 to December 31, 2023. Sincerely, etult;fei C172z-e41 Cecelia F. McCoy, CMC City Clerk pc: Michael Clark, Board Secretary, Youth Athletics Review Board