Council Minutes and Exhibit 1

REGULAR COUNCIL MEETING The Regular Council Meeting was held on November 25, 2019 at 7:30 p.m. with Council President Hare presiding. Council members present were Mr. Anderson, Mr. Neil, Mr. Slavin, Mr. Cole, Mr. Taylor, and Mr. Lindell. Mr. Polce and Mr. Sudler were absent. Staff members present were Major Stump, Ms. Peddicord, Mrs. Mitchell, Mrs. Melson-Williams, Fire Chief Rhodes, City Solicitor Rodriguez, and Mrs. McDowell. Mayor Christiansen was also present (departed at 7:36 p.m.). OPEN FORUM The Open Forum was held at 7:15 p.m., prior to commencement of the Official Council Meeting. Council President Hare declared the Open Forum in session and reminded those present that Council was not in official session and could not take formal action. There was no one present wishing to speak during the Open Forum. The invocation was given by Bishop Thomas L. Holsey, followed by the Pledge of Allegiance. ADOPTION OF AGENDA Mr. Neil moved for adoption of the agenda, seconded by Mr. Taylor and unanimously carried. Mr. Anderson requested that item #3, Dover Human Relations Commission Report - October 17, 2019, be removed from the consent agenda. Mr. Neil moved for approval of the consent agenda, as amended, seconded by Mr. Lindell and carried by a unanimous roll call vote (Polce and Sudler absent). ADOPTION OF MINUTES - SPECIAL COUNCIL MEETING OF OCTOBER 28, 2019 The Minutes of the Regular Council Meeting of October 28, 2019 were unanimously approved by motion of Mr. Neil, seconded by Mr. Lindell and bore the written approval of Mayor Christiansen. ADOPTION OF MINUTES - REGULAR COUNCIL MEETING OF NOVEMBER 5, 2019 The Minutes of the Special Council Meeting of November 5, 2019 were unanimously approved by motion of Mr. Neil, seconded by Mr. Lindell and bore the written approval of Mayor Christiansen. PROCLAMATION - NURSE PRACTITIONER WEEK The City Clerk read the following Proclamation into the record: Whereas, Nurse Practitioners are highly skilled with advanced education and clinical training building upon their initial registered nurse preparation who serve as trusted frontline health care providers for patients providing primary, acute and specialty care to patients of all ages and walks of life in the City of Dover; and

CITY COUNCIL MEETING OF NOVEMBER 25, 2019 PAGE 2 Whereas, in addition to diagnosing and treating acute and chronic conditions, Nurse Practitioners focus on health promotion, disease prevention and health education and counseling, guiding patients to make smarter health and lifestyle choices. Better utilization of Nurse Practitioners through modernized state laws and improved system policies creates better health through a more accessible, efficient, cost-effective and higher quality health care system; and Whereas, the 2019 American Association of Nurse Practitioners theme, "270,000 NPs: Health Care you Can Trust", is a testament to the faith and confidence that patients have in the quality of care provided by Nurse Practitioners as evidenced by the more than one billion visits made every year. NOW THEREFORE I, ROBIN R. CHRISTIANSEN, MAYOR OF THE CITY OF DOVER do hereby proclaim November 10 - 16, 2019 as Nurse Practitioner Week in the City of Dover and recognize the immeasurable contributions Nurse Practitioners have made over the past half century and will continue to make to the health and well-being of citizens in Dover and surrounding communities. On behalf of the Mayor and Council, Mayor Christiansen presented the proclamation to Ms. Meghan Schepens of the Delaware Coalition of Nurse Practioners. DOVER HUMAN RELATIONS COMMISSION REPORT - OCTOBER 17, 2019 The Dover Human Relations Commission (DHRC) met on October 17, 2019 at 6:00 p.m. with Chairman Gaddis presiding. Members present were Mr. Fleming, Mrs. Herbert, and Ms. Paige. Ms. Mullen and Mr. Rocha were absent. ADOPTION OF AGENDA Mrs. Herbert moved for approval of the agenda, seconded by Ms. Paige and unanimously carried. Discussion of Revisions to the DHRC Strategic Plan Mr. Gaddis provided a handout titled "City of Dover Human Relations Commission Strategic Plan 2019-2021" for members to review individually. I. Introduction Mr. Gaddis asked members if they had any additions, corrections, comments, observations, or amendments. II. Mission There was no discussion. III. Vision Responding to Mr. Gaddis, Mrs. Herbert stated that she did not think the proposed strategic plan needed to be changed, but that she was thrilled with the vision section because it was one clean sentence that says what they want to do and it is something members could remember.

CITY COUNCIL MEETING OF NOVEMBER 25, 2019 PAGE 3 IV. Long-Term Objectives Mrs. Herbert asked if the Commission needed to include in the plan how they would accomplish the objectives "promote" and "develop." She expressed concern with the intake form in III. Vision - Mission Component - A.2 of the proposed City of Dover Human Relations Commission Strategic Plan 2019-2021, noting that she was under the impression that the intake form was something that someone with a problem would give to the Commission. Mrs. Herbert advised that she did not know they were assessing the community based on the intake form. Mr. Gaddis asked Mrs. Herbert if she would suggest putting a period after conflict and leaving the rest out since that would be an indication of how the Commission would be going to accomplish the objectives. Responding, Mrs. Herbert stated she would because members have discussed that intake forms were to let members know that somebody had an issue. She noted that it would be better to leave it open ended as to how they were going to do that. Mr. Gaddis agreed with Mrs. Herbert because members should not be trying to figure out how to accomplish these objectives until the new strategic plan is adopted by Council. He stated that after it is adopted by Council, then they will figure out how to do it. Mr. Gaddis stated he would agree with removing those four words. Mr. Fleming stated that he understood the reasoning, but thought one of the reasons members wanted an intake form mentioned was so that people would understand that they are bringing the intake form back. He noted that members would not necessarily limit the ways to measure and monitor community relations solely through an intake form, but he thought members wanted to say or mention the intake form so that people know what it is and may know where to get one if they were having problems. Mrs. Herbert stated that the Commission needs an intake form, but that it was putting the cart before the horse, that first members have to outline what they are going to do, and then have an intake form and put it out. She noted that they should just leave it and then the intake form should stand by itself somewhere. Mr. Fleming stated that he agreed and that he just wanted the term in there so everyone would know what it is and would be able to dispense one if they were requested. Mrs. Herbert noted that it would go along with their work, once they have developed a strategic plan then members would present it to different groups and people and tell them how to use it. Mr. Gaddis stated if members mention an intake form, it sounds like it is the only way, and if they take out those four words, it leaves it open ended and members can hope to develop various ways. Mr. Fleming stated that he agreed and understood. Mr. Fleming moved to recommend striking the words "using an intake form," from the proposed City of Dover Human Relations Commission Strategic Plan 2019-2021, III. Vision - Mission Component - A.2, seconded by Mrs. Herbert and unanimously carried. Mr. Fleming suggested placing the phrase "one of the means of establishing a process would be the use of the intake form," or "an intake form," in the proposed City of Dover Human Relations Commission Strategic Plan 2019-2021, III. Vision - Mission

CITY COUNCIL MEETING OF NOVEMBER 25, 2019 PAGE 4 Component - C.1. Mrs. Herbert agreed it was the right area for the intake form but stating "such as an intake form," because it is not going to be the first thing members put out. She stated C.1 could include "such as an intake form and information provided by our other partners," or just leave it out and wait until they have an intake form. Ms. Paige suggested placing the intake form in the proposed City of Dover Human Relations Commission Strategic Plan 2019-2021, III. Vision - Mission Component - C.2. Mrs. Herbert noted that the Commission handles incidences through C.2. Mr. Fleming stated that he would prefer not to include the intake form in C.2 with the State. Mrs. Herbert stated that the State handles just two things: discrimination and housing. She noted that the State gave her a long list of other places to refer things that do not come under those categories. Ms. Paige stated she was thinking along the lines of someone calling the Commission to try to state a complaint. One of her responses would be, "would you please complete an intake form," because sometimes the person can get a better idea when they put it in writing or even see if they are really serious about it if they put it on an intake form or a complaint form, and then it would appear to her as though they could review the forms and see whether or not members may need to make a referral or whether it is something that they could handle themselves. Mr. Fleming asked if C.1 could read as "Determine when a diversity, inclusion, and/or human relations issue exists and establish a process for responding to complaints, such as an intake form, and take action to resolve or improve the situation." Responding to Mrs. Herbert, Mr. Fleming stated to use the intake form as an example. Ms. Paige noted that the NAACP does not deal with complaints if the person does not complete an intake form. Mr. Fleming stated that he just wanted to see the intake form mentioned somewhere so that when Council approves the strategic plan they will understand that it is one of the ways the Commission gathers information. Mrs. Herbert stated that the intake form could fit in a part where it lists using such tools as verbal referrals, intake forms, and written complaints. Mr. Gaddis stated that it could be placed in proposed City of Dover Human Relations Commission Strategic Plan 2019-2021, III. Vision - Mission Component - C.1 and read as, "Develop a means such as an intake form, written complaint or a verbal complaint, in order to determine when a diversity, inclusion, and/or human relation issue exists, and establish a process for receiving and responding to complaints and take action to resolve or improve the situation." Mr. Gaddis noted that would leave the Commission wide open. Responding to Mrs. Herbert, Mr. Gaddis stated that it does not mean the Commission is restricted solely to what they have said and that it would go under C.1.

CITY COUNCIL MEETING OF NOVEMBER 25, 2019 PAGE 5 Mr. Fleming moved to recommend amending the proposed City of Dover Human Relations Commission Strategic Plan 2019-2021, III. Vision - Mission Component - C.1 to read as, "Develop a means such as an intake form, written complaint or a verbal complaint, in order to determine when a diversity, inclusion, and/or human relation issue exists, and establish a process for receiving and responding to complaints and take action to resolve or improve the situation,". The motion was seconded by Mrs. Herbert and unanimously carried. Mr. Gaddis stated that he had a correction in proposed City of Dover Human Relations Commission Strategic Plan 2019-2021, III. Vision - Competency Transparency and Accountability - D.5 that "see" should read as "seek." Mr. Fleming noted that he thought somewhere in the proposed City of Dover Human Relations Commission Strategic Plan 2019-2021, there was a place that indicated that the Commission would be allowed to meet groups and go places other than just meeting at City Hall, but he was not sure. Mrs. Herbert responded, stating that she thought they were allowed to attend events, festivals, and things but as individual members and if they got together as members to do actual work it had to be at City Hall. Ms. Janella Tauchus, Administrative Assistant, stated that it cannot appear as if members are talking about City or DHRC business outside of their official meetings because it is in the City's code. Mr. Gaddis stated that they have to get the proposed City of Dover Human Relations Commission Strategic Plan 2019-2021 passed by Council before members decided how they are going to accomplish things. Mr. Gaddis referenced the proposed City of Dover Human Relations Commission Strategic Plan 2019-2021, III. Vision - Competency Transparency and Accountability - D.1 and stated that it would mean that members would be allowed to develop activities. Mrs. Herbert noted that there was a typographical error in III. Vision - Mission Component - Objectives - B.3. Responding, Mr. Fleming stated that his concern was not with needing a way to get permission to do anything before members did it, but being able to do a variety of things members deem necessary to promote D.1. Mrs. Herbert stated that she was confused because when Ms. Mullen wanted to put on an event she was told she could not. Mr. Fleming moved to recommend revising the proposed City of Dover Human Relations Commission Strategic Plan 2019-2021, III. Vision - Mission Component - Objectives - B.3 to include, "and create programs and events," seconded by Ms. Paige and unanimously carried. Mr. Gaddis emphasized that the Commission put in the phrase, "a link to Ordinance 2013-15, Sec. 58-36 Powers and Duties," so that citizens are aware that there is a Commission and what they are allowed to do, supposedly by Council.

CITY COUNCIL MEETING OF NOVEMBER 25, 2019 PAGE 6 V. Implementation and Organizational Structure Mr. Gaddis reviewed V. Implementation and Organizational Structure and recommended eliminating the words "long-term," because the proposed strategic plan does not have long-term objectives. Mr. Fleming noted that they also need to take out long-term in front of strategic objectives. Responding to Mr. Fleming, Mrs. Herbert suggested also striking "short-term", feeling that they should not have any kind of timeline. Mr. Gaddis stated he was tempted to take out the word "goals" as well, since they have goals. He noted that they will include priorities and initiatives. Mrs. Herbert stated that they would also have to go with shorter periods of time. Mr. Gaddis stated he had a problem with that and Mrs. Herbert agreed. By unanimous consent, members moved to recommend eliminating the words, "long-term," and "short-term," from the proposed strategic plan. Mrs. Herbert moved to recommend that the last sentence of the first paragraph of City of Dover Human Relations Commission Strategic Plan, 2015-2018 - V. Implementation and Organizational Structure read "These work plans will include priorities and initiatives." The motion was seconded by Mr. Fleming and unanimously carried. Mrs. Herbert stated that the old plan called for some professional experiences or skills that some of the members do not have to correctly measure performance. She noted that their performance measures are a very tricky thing. Mr. Gaddis suggested removing "long term," from the second paragraph. Mr. Fleming noted that "objections" in the second paragraph should be "objectives." Mr. Gaddis noted that the committee system had not worked for as long as he has been on the Commission. He noted that the previous chairman appointed him chair of the Governmental Policy, Programs, and Practices Committee and could not get anybody to work with him and he also tried unsuccessfully on his own. Mrs. Herbert stated that it suggests that people should be brought in from the community, but since the Commission cannot get enough people to fill their Commission it would be difficult. Mr. Gaddis stated that he has only been in Dover since 2008 and he does not know enough people. Mrs. Herbert stated that it seems to go around to the same people, that there is a small group of people in the community that do some of the stuff, but questioned if the Commission has to have that section on the strategic plan. Responding to Mr. Gaddis, Mrs. Herbert clarified that she questioned the section regarding implementation and organizational structure. She noted that she can see the Commission having the organizational structure, but the issue is what Council wants them to do. She noted that the strategic plan should mention that they are an advisory board, not a decision making board, but that they will meet on a regular

CITY COUNCIL MEETING OF NOVEMBER 25, 2019 PAGE 7 basis to develop, implement, and monitor work for specific strategic objectives assigned to the committee. Mr. Fleming stated that he agreed with Mrs. Herbert and suggested including the sixth paragraph of proposed City of Dover Human Relations Commission Strategic Plan, 2015-2018 - V. Implementation and Organizational Structure and to eliminate the rest, specifying what committees there may be. He noted that they could make that decision if and when the time comes. Mrs. Herbert agreed with Mr. Fleming and stated that the other part that disturbs her is that at least three members of the Dover Human Relations Commission (DHRC) are included. She stated that she was looking at three members at the meeting and believed it was too specific. Mrs. Herbert stated that they need to say they can implement people to work on strategic goals if necessary. She noted that suggestions they make would not necessarily be controlled by the City Council, but knows that their presentation would be. Mrs. Herbert stated she could see members doing a festival if they got permission to do it or starting things like Community Day. She noted that the current strategic plan sounds like it was written in a college handbook and taken from it. Mr. Gaddis stated or a bureaucracy. Mr. Gaddis stated that he thought the first paragraph makes sense, as revised, once the Commission adopts priorities and initiatives. He asked if the second paragraph could be eliminated. Mrs. Herbert asked if they could keep paragraph one and two and leave out the rest. She noted that they would be saying it suggests that the committee structure be utilized to make these improvements. Mrs. Herbert asked if they have to say how many people and who has to be on it. Mr. Gaddis suggested eliminating the third and fourth paragraphs on page five of V. Implementation and Organizational Structure, and eliminating everything on page six. Mrs. Herbert stated that they have to add that the functional committees are advisory, not decision making. She noted that Council will insist that be in there, to make sure we know. Mr. Gaddis suggested adding that statement to the second paragraph. Responding to Ms. Paige, Mrs. Herbert stated that they would leave that particular sentence and strike everything else. Mrs. Herbert noted that she thought they had too many words, that it is confusing and they are trying to get it down to the basics. She stated that they will have certain things it has to set up and they know that there will be times when they have to have functional committees. Mrs. Herbert stated they need to understand that they are advisory, not decision making. Mrs. Herbert recommended keeping the last sentence on page five. Mr. Gaddis agreed. Responding to Mr. Gaddis, Mrs. Herbert recommended eliminating the third paragraph on page five because it is telling members exactly how many members to have and who. She noted they would be very fortunate to get enough people to make a committee.

CITY COUNCIL MEETING OF NOVEMBER 25, 2019 PAGE 8 Mrs. Herbert moved to recommend striking the third paragraph under the City of Dover Human Relations Commission Strategic Plan, 2015-2018 - V. Implementation and Organizational Structure on page five in its totality. The motion was seconded by Mr. Fleming. Ms. Paige asked if that gives the Commission the right to include outsiders and where they are able to do that. Responding, Mrs. Herbert stated that they should be able to make up their functional committees as they see fit. She noted that City Council has not told them that they cannot and they have said add advisors, et cetera, and that is not going to be easy. Mrs. Herbert stated that the more words they put in, the harder it is going to be to create their committees. Mr. Gaddis suggested finding outside people to help them and if they get caught and City Council objects, fine. He noted that this is the way some things actually do work. Mr. Gaddis noted the members know people and to fake it. The motion to recommend striking the third paragraph under the City of Dover Human Relations Commission Strategic Plan, 2015-2018 - V. Implementation and Organizational Structure on page five in its totality was unanimously carried. Mr. Gaddis stated that Mrs. Herbert suggested and members agreed to move the last sentence of paragraph four into paragraph two. Mr. Gaddis asked if there was anything in paragraph four worth keeping besides the last sentence. Responding, Mrs. Herbert stated that most of the paragraph is repetitive in telling members they have to meet. Mrs. Herbert moved to recommend moving the last sentence of paragraph four to be the last sentence in paragraph two. Mr. Gaddis stated that he thought they already agreed on that. (City Clerk's Office Note: There was no second to Mrs. Herbert's motion to recommend moving the last sentence of paragraph four to be the last sentence of paragraph two; therefore, this amendment must be reconsidered.) Mr. Fleming moved to recommend striking the fourth paragraph under the City of Dover Human Relations Commission Strategic Plan, 2015-2018 - V. Implementation and Organizational Structure on page five, seconded by Mrs. Herbert and unanimously carried. Mr. Gaddis requested members to turn to page six of the City of Dover Human Relations Commission Strategic Plan, 2015-2018. Mrs. Herbert asked if they would strike "long term strategies," in the first sentence. She also asked if the first sentence on page six of the City of Dover Human Relations Commission Strategic Plan 2015-2018 was saying that as a whole group they can just do something. Mr. Gaddis stated that it was sticky, and that they have had a couple of meetings "as a committee of the whole" and everything has been recorded thanks to the Freedom of Information Act (FOIA). Mrs. Herbert stated that she assumed that it would mean they would have to do their work at City Hall.

CITY COUNCIL MEETING OF NOVEMBER 25, 2019 PAGE 9 Mr. Gaddis stated that they struck down paragraph four on page five of the current strategic plan referring to functional committees and paragraph three referring to establishing three member committees. He stated that they will be at the Commission and they will be acting as a whole and on a needed basis, maybe separated into committees, but that they are not mandating committees. Mrs. Herbert stated that if they decided there was a strategic objective and that they needed to act as a whole they could ask their parishioners if they could do that or they can leave the sentence and stick it around somewhere in paragraph two. Mr. Gaddis stated that they could eliminate the sentence entirely. Mrs. Herbert noted that she thought that might be the best solution to start with. Mr. Fleming moved to recommend striking that top sentence of page six of the current strategic plan, seconded by Ms. Paige and unanimously carried. Mr. Gaddis reviewed the second paragraph of page six of the current strategic plan. Mr. Fleming recommended eliminating the word additionally and additional. Mr. Gaddis suggested removing functional, as well. Mrs. Herbert asked if the additional committees that they know do not work would be eliminated and noted that if they are eliminating those committees they do not need the paragraph. Mr. Fleming recommended striking the word additional within the paragraph. Mr. Gaddis concurred, noting that if there is a particular issue that two or three members are able to deal with they could act as a committee to advise the commission as a whole. Mr. Fleming suggested striking the remainder of the section, starting at the word "based." Mrs. Herbert concurred. Mr. Fleming moved to recommend the corrections to that paragraph and to strike additionally, additional, and the remainder of the section starting at the word, "based." The motion was seconded by Mrs. Herbert. Mrs. Herbert requested Mr. Fleming to read the section, as revised. She asked, since they were removing the committees that they know do not work, if there was a way they can do it where instead of saying not identified in the plan, just say in order to respond to an emergent human relations issue, the commission may from time to time create a committee. Responding, Mr. Fleming said they can. The motion to recommend making the corrections to the second paragraph of page six of the current strategic plan and to strike additionally, additional, and the remainder of the section starting at the word "based" was unanimously carried. Noting that the revisions to the Strategic Plan were incomplete, Mr. Neil moved to refer it back to the Dover Human Relations Commission for completion. The motion was seconded by Mr. Slavin and unanimously carried.

CITY COUNCIL MEETING OF NOVEMBER 25, 2019 PAGE 10 Discussion - Intake Form Mr. Fleming moved to defer this item to the next scheduled DHRC meeting, due to time constraints, seconded by Ms. Paige and unanimously carried. Proposed Revisions to DHRC Brochure - Mission Statement Mr. Fleming moved to defer this item to the next scheduled DHRC meeting, due to time constraints, seconded by Ms. Paige and unanimously carried. Mr. Fleming moved for adjournment, seconded by Mrs. Herbert and unanimously carried. Meeting adjourned at 7:03 p.m. Mr. Neil moved for acceptance of the Dover Human Relations Commission Report, seconded by Mr. Slavin and unanimously carried. COUNCIL COMMITTEE OF THE WHOLE REPORT - OCTOBER 29, 2019 The Council Committee of the Whole met on October 29, 2019 at 6:03 p.m., with Councilman Slavin presiding in the absence of Council President Hare. Members of Council present were Mr. Anderson (arrived at 6:09 p.m.), Mr. Sudler, Mr. Neil, Mr. Cole (departed at 6:38 p.m. and returned at 6:41 p.m.), Mr. Polce (arrived at 6:35 p.m.), and Mr. Taylor. Mr. Lindell and Mr. Hare were absent. Mayor Christiansen was also present. Civilian members present for their Committee meetings were Mr. Garfinkel (Safety Advisory and Transportation), Mrs. Doyle and Mrs. Haass (Utility), and Mr. Contant and Mr. Shevock (Legislative, Finance, and Administration). Mr. Shelton was absent. SAFETY ADVISORY AND TRANSPORTATION COMMITTEE The Safety Advisory and Transportation Committee met with Chairman Taylor presiding. Adoption of Agenda Mr. Neil moved for adoption of the agenda, seconded by Mr. Garfinkel and unanimously carried. Six Month Review of St. Francis as the City's Emergency Medical Services (EMS) Provider Mr. Joe Leonetti, Senior Director of Operations for Support Services; Mr. Scott Bundek, Chief of EMS; Mr. Mike O'Connor, Captain of the Dover Division; and Mr. Dan Senate, President and CEO of Saint Francis, were present and reviewed a presentation entitled "Saint Francis EMS 6 Month Report to City Council - Dover Division".

CITY COUNCIL MEETING OF NOVEMBER 25, 2019 PAGE 11 Mr. Neil asked how many calls they normally respond to annually outside of the City of Dover. Responding, Mr. Bundek advised that there had been four instances that he could think of within the last six months. Mr. Sudler, noting the additional 180 hours of training, asked how many hours were spent on cultural diversity, communication, or sensitivity training. Mr. Bundek stated that they have communication as part of the actual curriculum and sensitivity toward the patients; however, it was not necessarily diversity training. He advised that they were working with Trinity Health Mid-Atlantic on a diversity and inclusion plan. Mr. Sudler asked what concerns or suggestions they may have heard from constituents through their outreach within the community. Mr. Bundek responded that they started working with Luther Towers residents weekly to check blood pressure and perform diabetic screening. He stated that it was such a good community outreach that they have extended it to Luther Village and they would like to include some of the community centers. Mr. Anderson requested an update on the status of the new West Side EMS station. Responding, Mr. Bundek advised that Kent County Levy Court is building a new facility for the paramedic service and St. Francis has discussed with Kent County the possibility of locating one of their units or collocating a unit with them at that facility when it is constructed. He stated that it was his understanding that the building has been designed and that they are just waiting for site plan approvals to move forward. Mr. Garfinkel asked if they were still experiencing unusual or problematic wait times at Bayhealth. Mr. Bundek advised that they worked with the emergency department staff on that issue and they have been able to reduce the amount of time that the ambulance is out of service waiting for a bed. He noted that their average turnaround time for August was 13 minutes and 26 seconds and for September it was 15 minutes and 17 seconds. Mr. Bundek stated that their goal was to be less than 20 minutes and they are well below that. He advised that they have a very good relationship with the emergency department director and they keep those lines of communication open. Mr. Taylor asked which training academy St. Francis uses when they are not running their own. Mr. Bundek advised that prior to starting their field training program, new hires would be paired with a field training officer and they would spend between 8 and 12 weeks riding with a senior EMT. He also advised that they have several instructors who are certified through the Delaware State Fire School that can provide the EMS curriculum directly to their staff and they run monthly training as well as individual specialty classes. Mr. Neil moved for adjournment of the Safety Advisory and Transportation Committee meeting, seconded by Mr. Garfinkel and unanimously carried. Meeting adjourned at 6:45 p.m.

CITY COUNCIL MEETING OF NOVEMBER 25, 2019 PAGE 12 UTILITY COMMITTEE The Utility Committee met with Chairman Cole presiding. Adoption of Agenda Mr. Neil moved for adoption of the agenda, seconded by Mr. Anderson and unanimously carried. Waiver for Annexation Requirement 1140-1290 South Bay Road - Water Service Request Mrs. Sharon Duca, Director of Public Works, reviewed the background and analysis regarding the Waiver for Annexation Requirement 1140-1290 South Bay Road - Water Service Request. Staff recommended waiving the annexation requirement of 1140-1290 South Bay Road in order to receive water service from the City of Dover. Mayor Christiansen clarified that the contamination was a result of the aqueous film forming foam (AFFF) that was used by Dover Air Force base fire department, not the Dover fire department. Mr. Neil suggested extending an invitation for the properties to apply for annexation, noting the reduced water and electric rates. Mrs. Donna Mitchell, City Manager, advised that they could be invited to annex once this project was completed; however, sewer was not available nearby and it would be cost prohibitive to try to extend it to those properties. Responding to Mr. Anderson, Mrs. Mitchell stated that the water is on the other side of the highway and they would have to go under the highway to get water to these properties. She advised that it was her understanding that Dover Air Force Base would be paying for the project and Staff was pro-actively asking for the waiver to prepare for the base to move forward. Mr. Polce noted that Dover Air Force Base is designated as a super fund site and the federal government would be responsible for the remediation costs. Mayor Christiansen advised that the federal government has paid for these projects for other bases in similar situations and he did not think that Dover taxpayers would be impacted. Responding to Mr. Anderson, Mrs. Mitchell stated that she was not asking for a project, only the waiver of the annexation requirement in case the base needs to move forward quickly.

CITY COUNCIL MEETING OF NOVEMBER 25, 2019 PAGE 13 Mr. Neil moved to recommend approval of Staff's recommendation to waive the annexation requirement of 1140-1290 South Bay Road in order to receive water service from the City of Dover. The motion was seconded by Mr. Sudler and unanimously carried. By consent agenda, Mr. Neil moved for approval of the Committees recommendation, seconded by Mr. Lindell and carried by a unanimous roll call vote (Polce and Slavin absent). Water/Wastewater Rate Study Results and Recommendations Mr. Jason Lyon, Assistant Public Works Director, reviewed the background and analysis for the Water/Wastewater Rate Study Results and Recommendations. Mr. Eric Callocchia, Executive Consultant, and Mr. Nicholas Short, Analyst, with NewGen Strategies & Solutions reviewed a presentation on the Water/Wastewater Rate Study Results and Recommendations. Mr. Anderson expressed concern with the flat rate doubling instead of keeping it stable and asked what the revenue differences were. Responding, Mr. Callocchia stated that the revenue difference was zero because they designed the rate structures to raise the same amount of revenue. He noted that the logic was twofold. First, there is an incentive to conserve water under this rate structure, adding that the tier cutoff of 6,100 is the City's much larger customers that are using millions of gallons a year. Mr. Callocchia advised that they get a pricing signal from that tiered structure that if they cut their use a little bit they can save some money. Mr. Callocchia advised that the second part is that the City's system is built for peak demands on the water side and there needs to be peak capacity available mostly on the residential side in the morning when people are waking up and in the evening when people are going to sleep or showering. He noted that on the commercial side some of the industrial users use a whole lot of water during the day and the system needs to meet that peak demand through the size of the pipes supporting those large customers. Mr. Callocchia stated that the City had built a water tank to support a specific customer, so the City now owns and maintains that infrastructure because of those larger users. He noted that there is both a pricing signal to conserve for those customers and there is a pricing signal that they are costing this system a certain amount of money and the City wants to, if not directly allocate that, account for that cost allocation in the rate structure. Recalling the Inflow and Infiltration (I & I) issue approximately 15 years ago which resulted in a concerted plan to move forward, Mr. Slavin asked if there had been any improvements to lowering the percentage, what the current percentage was, and what the delta was between what the City bills and what the City gets billed for wastewater. Responding, Mrs. Mitchell advised that the City is transmitting more water and sewer to the County than is being billed to the customer. She noted that the difference between the bill and what is collected from the customers is what the

CITY COUNCIL MEETING OF NOVEMBER 25, 2019 PAGE 14 I & I was intended to cover, and it did when it was first started; however, rainy seasons resulted in a deficit. Responding to Mr. Slavin, Mrs. Mitchell advised that they smoke tested the system to see where illegal connections were. She also noted that they have tried to put $1M a year from that I & I in the Capital Improvement Plan (CIP); however, one of the pitfalls is that whenever there is an emergency repair or something breaks, the funds for the repairs are taken from the I & I or from water quality because the rest of the money is dedicated to specific projects and the money is not always there for the capital needs. Mr. Slavin asked what the current percentage was between what we bill and what we get billed for. Mrs. Mitchell advised that she did not know the current percentage but would e-mail it to all members of Council. Mr. Slavin also asked Mrs. Mitchell to provide what that trend looks like over the last three or four years, if the data is available. (City Clerk's Office Note: Mrs. Mitchell responded with the following information: In FY18 the Kent County Treatment Fees from our Customers totaled $2,813,867 or 71% of the Kent County Charges for Treatment of $3,985,933 which is a shortfall of $1,172,066. In FY19 the Kent County Treatment Fees from our customers totaled $2,902,852 or 60% of the Kent County Charges for Treatment of $4,816,650 which is a shortfall of $1,913,798. Please note, the Treatment Fees are billed to our customers based on their water usage, not what is transferred to Kent County for treatment. Kent County bills us on what is transferred, which includes stormwater getting into the sewer mains. The I & I Surcharge we implemented in 2011 is meant to cover this gap plus the CIP budget. It came in at about $1.8 million in revenue for both years. However, depending on budget availability, we attempt to budget approximately $1 million for I & I projects each year. In FY18 the $1.8 million of receipts was not sufficient to cover the shortfall plus the project budget, the same goes for FY19. This gap is weather dependent and would not be this big during dry years.) Mr. Slavin stated that he thought the presentation addressed two things that are at the root cause of this issue. One is deferred maintenance and how during leaner economic times we just stall a lot of typical maintenance projects to the system and now that bill has come due and it needs to be addressed. The other is that the model puts them in alignment with their thinking that services should pay for themselves. Mr. Slavin stated that the model would be utility based rather than tax based because they are not getting enough money to cover these costs on the utility side and they are taking it out of the tax side. He reminded members that a large portion of the City is untaxed and shifting these costs to utility based will help to address the issue. Mr. Slavin stated that the third cause is that they did make some concessions to Calpine when they came online and they are obviously one of the biggest users of water in the city. Responding to Mr. Slavin, Mrs. Mitchell advised that Calpine does not receive a discounted rate.

CITY COUNCIL MEETING OF NOVEMBER 25, 2019 PAGE 15 Mr. Neil expressed concern with the rates and asked if the flat rate could be raised in increments of fifty cents over time while holding the cost of water at $3 per thousand gallons. He thought the increase would have a psychological effect because they have raised the rates and implemented a lodging tax. Mrs. Mitchell recommended against incrementally increasing the flat rate. She noted that they recently increased the flat rate for electric to help cover those fixed costs because those fixed costs are always going to be there and she suggested the same for water and sewer. Mrs. Mitchell advised that she was working on a power cost adjustment (PCA) credit for electric to smooth this out for the customers. She noted that she has recommended deferring setting the rates until January so that she can finalize the PCA, as well as obtain public input. Mrs. Mitchell advised that the power savings was $3.3M last year, in addition to the rate stabilization reserve savings from last year. She noted that the County's rate increase was 23%, not 10%, so their costs were going up the same ratio and it validated where this rate increase should be if they are using their costs of service and the City is using its cost of service. Mrs. Mitchell noted that she would like to come back in January with a full presentation of the rates with a PCA credit and an example of what the total utility bill will look like for the customer. Referring to slide nine and the fund balance, Mr. Polce asked if those numbers were aggregated by the assumption of the $22.8M that they set aside over the next five fiscal years for spending. Mr. Callocchia stated that it was and that it assumes the increased expenditures with no increase in revenues. Responding to Mr. Polce, Mrs. Mitchell stated that the goal in the capital plan is $22.8M in allocations in the next five fiscal years. She noted that it would have to be split up because some of it is being funded through impact fee reserves in the current plan, some of it is being financed, and some of it is cash. The million dollars set aside each year for I & I and water quality is actually cash money that is funded every year for developing and bidding projects. Mrs. Mitchell advised that the cost of projects that are engineered and designed are embedded. If the costs are substantial they will be financed through the State Revolving Fund Loan. Mr. Slavin moved to recommend authorizing the City Manager to bring forward the revised rates to City Council for approval in January 2020, as recommended by staff. The motion was seconded by Mr. Sudler. Referring to the regional comparisons, Mr. Anderson asked if there was a reason that Tidewater was not included. Mr. Callocchia stated that private companies were not included because they do not have the same requirements, they bill at a different structure, and they are for profit and they wanted to compare apples to apples. Mr. Anderson requested that the Tidewater information be provided.

CITY COUNCIL MEETING OF NOVEMBER 25, 2019 PAGE 16 Mr. Anderson concurred with Mr. Neil about phasing the increases because the flat rate increase, together with the property tax increases, would be upsetting to seniors in particular. Mr. Slavin stated that it was reckless to hint that they were being reckless in paying for needed improvements to an infrastructure system. Mr. Short stated that the financial model is dynamic and very, very detailed and they would be able to provide a phase in over three or five years. Mr. Anderson stated that he would like to see how it would work and noted that he definitely believes that they need to pay for the infrastructure. The only question he had was what is the best way to achieve that and he was not sure that an immediate flat rate increase is the best way, particularly with the tax increases. The motion to recommend authorizing the City Manager to bring forward the revised rates to City Council for approval in January 2020, as recommended by staff, was unanimously carried. By consent agenda, Mr. Neil moved for approval of the Committees recommendation, seconded by Mr. Lindell and carried by a unanimous roll call vote (Polce and Sudler absent). Mr. Neil moved for adjournment of the Utility Committee meeting, seconded by Mrs. Haass and unanimously carried. Meeting adjourned at 7:42 p.m. LEGISLATIVE, FINANCE, AND ADMINISTRATION COMMITTEE The Legislative, Finance, and Administration Committee met with Councilman Slavin presiding in the absence of Chairman Lindell. Adoption of Agenda Mr. Sudler moved for adoption of the agenda, seconded by Mr. Neil and unanimously carried. Authorization to Purchase - Replacement of 1997 Pierce Rescue Mrs. Donna Mitchell, City Manager, reviewed the background and analysis for Authorization to Purchase - Replacement of 1997 Pierce Rescue. Mr. Slavin asked if the City only buys Pierce trucks. Responding, Fire Chief Ronald Rhodes advised that bids were sent to Pierce, E-One, and Seagrave and Pierce was the only company that returned a bid. Recalling a previous purchase, Mr. Slavin asked if it was because the specifications that were issued were only for a Pierce truck. Chief Rhodes responded that the specifications were generic with just minimum classifications. Mr. Slavin recalled that when they received only one bidder previously, it was because the specific items on the truck were only manufactured by Pierce. Responding to Mr. Slavin, Mrs. Mitchell concurred and noted that they also had a bid protest as a result of that.

CITY COUNCIL MEETING OF NOVEMBER 25, 2019 PAGE 17 Chief Rhodes advised that anyone could have bid this truck. He noted that they did request compartments to be a certain size to fit certain equipment. Responding to Mr. Slavin, Chief Rhodes speculated that it may be because Robbins Hose Company is a Pierce house. Mayor Christiansen stated that Dover's equipment is standardized and that this was a legitimate bid and the other companies chose not to bid. Responding to Mr. Polce, Chief Rhodes stated that the old Pierce Rescue would be put out on bid for sale and the revenues from the sale would go toward new hose air packs and equipping the truck. Mr. Polce requested further information about the financing. Mrs. Mitchell advised that the City will issue a letter of request for quotes from the local banks for interest rates and they will select the lowest rate to finance the truck. Mr. Taylor asked if there was really a need for a $755,000 truck right now, especially with the proposed water rate increase and a tax rate increase. Chief Rhodes advised that the last new piece of apparatus they bought was in 2011 and their fleet is getting very old. He noted that they were on a 15-year replacement plan and the equipment is going on 20 years old. Chief Rhodes stated that his maintenance costs to keep the fleet running was approximately $90,000 and is probably over $100,000 now. Chief Rhodes explained that they are moving away from specialized equipment and eventually they will be able to decrease their fleet. Mr. Sudler moved to recommend approval of the purchase of the 2020 Pierce Rescue/Pumper, as recommended by Staff. The motion was seconded by Mr. Neil. Mr. Contant, noting the 15-year replacement plan, asked what the life expectancy of this truck was. Chief Rhodes advised that most of their apparatus is 15 to 20 years old and they are at almost 1,200 fire calls to date for this year. Mr. Slavin asked if the City ever asks for a best and final offer from any of the bidders. Responding, Mrs. Mitchell advised that they do not because it is usually sealed bids. Mr. Slavin requested a review of the purchasing policy in the future. The motion to recommend approval of the purchase of the 2020 Pierce Rescue/Pumper, as recommended by Staff, was unanimously carried. By consent agenda, Mr. Neil moved for approval of the Committees recommendation, seconded by Mr. Lindell and carried by a unanimous roll call vote (Polce and Sudler absent). Mr. Slavin suggested looking at how equipment purchases are presented in the budget documents, noting that citing the dollar amounts budgeted next to the specific equipment tips the City's hand to bidders. He thought that there may be a way to do it where they can maintain transparency without showing exactly what they are willing to pay for each piece of equipment in advance.

CITY COUNCIL MEETING OF NOVEMBER 25, 2019 PAGE 18 Amendment to Kent Economic Partnership Service Agreement Mrs. Donna Mitchell, City Manager, reviewed the background and analysis for the Amendment to the Kent Economic Partnership Service Agreement. Staff recommended amending the current agreement to amend Article V. Duration and Extension to provide for an annual renewal with the approval of each fiscal year's budget. Mr. Neil moved to recommend approval of Staff's recommendation, seconded by Mr. Shevock and carried with Mr. Anderson abstaining. By consent agenda, Mr. Neil moved for approval of the amendment to Article V. Duration and Extension of the current Kent Economic Partnership Service Agreement to provide for an annual renewal with the approval of each fiscal years budget (Exhibit #1). The motion was seconded by Mr. Lindell and carried by a unanimous roll call vote (Polce and Sudler absent). Mr. Neil moved for adjournment of the Legislative, Finance, and Administration Committee meeting, seconded by Mr. Shevock and unanimously carried. Meeting adjourned at 8:00 p.m. Mr. Neil moved for adjournment of the Council Committee of the Whole meeting. The motion was seconded by Mr. Taylor and unanimously carried. Meeting adjourned at 8:00 p.m. By consent agenda, Mr. Neil moved for acceptance of the Council Committee of the Whole Report, seconded by Mr. Lindell and carried by a unanimous roll call vote (Polce and Sudler absent). MONTHLY REPORTS - SEPTEMBER 2019 By motion of Mr. Neil, seconded by Mr. Lindell, the following monthly reports were accepted by consent agenda: City Assessor's Report City Councils Community Enhancement Fund Report City Manager's Report City Planner's Report Controller/Treasurer's Budget Report Fire Chief's Report Police Chief's Report

CITY COUNCIL MEETING OF NOVEMBER 25, 2019 PAGE 19 QUARTERLY REVIEW - REVENUE REPORT (JULY, AUGUST AND SEPTEMBER) Members were provided the Quarterly Revenue Report as of September 30, 2019. By consent agenda, Mr. Neil moved for acceptance of the Quarterly Revenue Report as of September 2019. The motion was seconded by Mr. Lindell and carried by a unanimous roll call vote (Polce and Sudler absent). SEMI-ANNUAL INSPECTION BY CITY MANAGER - ROBBINS HOSE COMPANY In accordance with Chapter 46 - Fire Prevention and Protection, Article II - Fire Department, Division 1 - Generally, Section 46-43 - Semiannual Inspections, of the City Code, the City Manager, Mrs. Donna Mitchell, met with Fire Chief Rhodes to discuss fire company issues. Mrs. Mitchell submitted a memorandum outlining the items discussed. By consent agenda, Mr. Neil moved for acceptance of the report of the Semi-Annual Robbins Hose Company Inspection, as submitted by the City Manager. The motion was seconded by Mr. Lindell and carried by a unanimous roll call vote (Polce and Sudler absent). ELECTION OF OFFICERS - ROBBINS HOSE COMPANY - YEAR 2020 FIRE LINE OFFICERS In accordance with the City Code and the By-Laws of the Robbins Hose Company, nominations were held during the November 4, 2019 Regular Monthly Meeting and, due to there being only one nominee for each position, the following members were elected by the Secretary's Ballot with terms to expire December 31, 2020: Fire Chief - Ronald Rhodes (uncontested) Deputy Fire Chief - Michael O’Connor, Jr. (uncontested) First Assistant Fire Chief - Cole Enright (uncontested) Second Assistant Fire Chief - Benjamin Smetana (uncontested) Third Assistant Fire Chief - David Carey (uncontested) Fourth Assistant Fire Chief - Chris Jacobs (uncontested) First Fire Line Captain - Mike Nitsch (uncontested) Second Fire Line Captain - Deana Simmons (uncontested) By consent agenda, Mr. Neil moved for acceptance of the Fire Line Officers for Robbins Hose Company No. 1 for the Year 2020, as submitted, seconded by Mr. Lindell and carried by a unanimous roll call vote (Polce and Sudler absent). CITY MANAGER'S ANNOUNCEMENTS Mrs. Donna Mitchell, City Manager, announced the following: • The water main replacement for Columbia Avenue will start on December 2, 2019; • The tree lighting ceremony of will be held on December 5, 2019; • First Friday will be held on December 6, 2019; and • The downtown Christmas parade will be held on December 14, 2019 Mrs. Mitchell also wished everyone a happy Thanksgiving.

CITY COUNCIL MEETING OF NOVEMBER 25, 2019 PAGE 20 COUNCIL MEMBERS' ANNOUNCEMENTS Council President Hare wished Councilman Neil a happy birthday on November 26th. Mr. Anderson, on behalf of the City, extended deepest sympathies and prayers to Mayor Christiansen on the passing of his mother. Mr. Anderson announced that Code Purple would be collecting coats for people in need the following Wednesday at Grotta's pizza in Camden. He also announced that Small Business Saturday was the Saturday after Thanksgiving and he encouraged everyone to go downtown and support their local small businesses. Mr. Neil moved for adjournment, seconded by Mr. Slavin and unanimously carried. Meeting adjourned at 7:39 p.m. TRACI A. McDOWELL CITY CLERK All ordinances, resolutions, motions, and orders adopted by City Council during their Regular Meeting of November 25, 2019, are hereby approved. ROBIN R. CHRISTIANSEN MAYOR /TM S:\AGENDAS-MINUTES-PACKETS-PRESENTATIONS-ATT&EXH\Council-Minutes\2019\11-25-2019 Council Minutes.wpd Exhibits Exhibit #1 - Kent Economic Partnership Service Agreement, as Amended

EXHIBIT #1 Regular Council Meeting of 11/25/2019 AGREEMENT FOR ECONOMIC DEVELOPMENT SERVICES THIS AGREEMENT, made and entered into the ____ day of ____, 2019, by and between THE CITY OF DOVER, DELAWARE, a Delaware Municipal Corporation (herein after called "City") located within Kent County and whose mailing address is City Hall - 15 Loockerman Plaza Dover, DE 19903, organized and existing pursuant to the laws of the State of Delaware and the Kent Economic Partnership, a non-profit organization (herein after called “KEP”) whose mailing address is 555 Bay Road, Dover, Delaware 19901. WITNESSETH THAT: WHEREAS, the City desires to acquire certain services from KEP in lieu of hiring additional permanent staff and expending additional City funds to accomplish these services; and WHEREAS, the KEP desires to expand the economic prosperity of Kent County in its entirety and Dover through a public-private partnership model that includes funding from private sources, other municipalities and Kent County Levy Court; and WHEREAS, KEP will in the coming year develop services and resources to serve the economic development needs of the entire Kent County community; NOW, THEREFORE, the parties hereto have agreed and do agree as follows: I. PURPOSE AND INTENT The purpose of this Agreement is to procure certain economic development-related services for the City as hereinafter described and set out; to establish the methods, procedures, terms and conditions governing payment by the City for such services; and, to establish other duties, responsibilities, terms and conditions mutually undertaken and agreed to by the parties hereto in consideration of the services to be performed and monies paid. II. SCOPE OF SERVICES In consideration for the payment of $50,000 in accordance with Section III, the KEP shall provide the following economic development related services to the City and Kent County during the term of this agreement: a. KEP Bylaws provide City with the ability to participate in decision making, including at least one seat on the KEP Board of Directors and additional representation on other KEP committees, task forces and teams; b. KEP agrees to provide City with a breakdown of how the monies paid by the City to KEP is being used; The KEP Financial Report is included in the minutes and a copy of minutes will be sent to the City Manager. c. KEP agrees to develop a system for managing, tracking and communicating leads on economic development-related activities and share access to this system with City; d. City and KEP agree to work collaboratively to create and share a database of available commercial and industrial properties, buildings and sites.

e. KEP agrees to hold regular meetings between municipal and county Planners, Town and City Managers, local commercial real estate brokers, and other groups as may be determined for the purpose of encouraging economic development in Kent County; f. City and KEP agree to hold quarterly meetings between the KEP Executive Director and the City Manager to provide status updates and get feedback; g. KEP’s Executive Director will provide a quarterly report to City detailing publicly available information on KEP activity, leads, wins and plans for the upcoming period; h. KEP will provide City with quarterly financial reports and, when requested, presentations on KEP activity to the City Council. i. KEP and City will jointly evaluate grants/loans/incentives related to economic development in Dover that will benefit both Kent County and the City. III. CITY RESPONSIBILITIES As KEP provides the economic development related services outlined above, the City will support the work of KEP in the following ways: a. City will provide a prompt response to KEP related to inquires/leads, requests for information, and all other communications; b. City will provide assistance with applying for grants/loans/incentives related to economic development activities when there is a clear benefit for Kent County and the City, as determined by the City Manager and/or City Council; c. City will provide tours of available land, properties, etc. to KEP, prospective businesses, sites selectors and/or community stakeholders for the purpose of encouraging economic development; IV. METHOD OF PAYMENT Payment for services will be made by the City in Four (4) quarterly payments of $ 12,500, with the first payment starting on October 15, 2019 and payments as follows: January 15, 2020; April 15, 2020; July 15, 2020. The maximum total amount payable by the City under this agreement is $50,000 as detailed in the SCOPE OF SERVICES (Section II of this contract), and no greater amount shall be paid. KEP will make available all receipts if requested by the City. V. DURATION AND EXTENSION This Agreement shall be renewed annually on October 1 each year as approved in the then current fiscal year budget. However, either party may terminate this contract due to non- fulfillment with 60 day’s prior written notice. VI. REQUIREMENTS

a. Non-Discrimination: KEP will not discriminate against any employee, business, prospective business or investor because of race, creed, color, religion, citizenship status, gender, age, national origin, ancestry, disability, sexual orientation, gender identity or expression, marital status, pregnancy, military veteran status, political beliefs or affiliation, genetic history, or other characteristic protected by law. These protections apply to all areas of employment, including recruitment, hiring, training and development, promotion, transfer, dismissal, layoff, compensation, benefits, social and recreational programs. b. Compliance with Law: All parties shall comply with all applicable federal, state and local laws, ordinances, codes and regulations. c. Conflicts of Interest / Political Activity: i. The elected officials, public officials, employees and agents of the City shall comply with all applicable laws and regulations relating to conflicts of interest with regard to the work and compensation covered by this Agreement. ii. The board members, officials, employees and agents of KEP shall comply with all applicable laws and regulations relating to conflicts of interest with regard to the work and compensation covered by this Agreement. iii. KEP shall not use the compensation paid through this Agreement for political activities or legislative activities. For the purpose of this Agreement, the terms “political activities” and “legislative activities” shall have the meanings ascribed to them by the Internal Revenue Service. d. KEP is not authorized or empowered to make any commitments or incur any obligation on behalf of the City, but merely to provide the services provided for herein as an independent contractor. VII. TERMINATION Either party may terminate this Agreement, with or without cause, upon 60 written notice to the other party. VIII. INDEMNITY City shall indemnify, defend, and hold harmless KEP from any and all suits, claims, demands, or actions arising from actions taken in connection with City’s agreement for economic development related services. KEP shall indemnify, defend, and hold harmless the City from any and all suits, claims, demands, or actions arising from actions taken in connection with KEP’s agreement to provide economic development related services. IX. NOTICE All notices, requests, demands and other communications, required or permitted under this Agreement shall be in writing, signed by or on behalf of the person giving such notice and shall be addressed to the following persons: CITY: KENT ECONOMIC PARTNERSHIP: Donna Mitchell, City Manager Linda Parkowski, Executive Director 15 Loockerman Plaza 555 Bay Road Dover, DE 19903 Dover, DE 19901

IN WITNESS WHEREOF, the parties hereto have executed this AGREEMENT the day and year first written above. ____________________________ _________________________________ Witness CITY OF DOVER ____________________________ _________________________________ Witness KENT ECONOMIC PARTNERSHIP