REGULAR CITY COUNCIL MINUTES AND EXHIBITS 1-2

REGULAR CITY COUNCIL MEETING The Regular City Council Meeting was held by video conference on September 28, 2020 at 7:30 p.m. with Council President Hare presiding. Council members present via video or telephone were Mr. Anderson, Mr. Sudler, Mr. Neil, Mr. Slavin, Mr. Cole (arrived at 7:33 p.m.), Mr. Rocha, Mr. Taylor, and Mr. Lindell. Staff members present via video or telephone were Police Chief Johnson, Ms. Peddicord, Mrs. Mitchell, Mr. Hugg, Mr. Rodriguez (arrived at 7:34 p.m.), and Mrs. McDowell. Mayor Christiansen was absent. A moment of silence was held for Mr. Devin Wright, a Delaware State College Student who was killed at an event in Schutte Park. The invocation was given by Councilman Rocha, 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. Hare requested that item #5C, Dover Human Relations Commission Appointment, and item #6B, Silver Lake Commission Appointments, be deleted from the agenda. Mr. Neil moved for adoption of the consent agenda, as amended, seconded by Mr. Rocha and carried by a unanimous roll call vote. ADOPTION OF MINUTES - REGULAR COUNCIL MEETING OF SEPTEMBER 14, 2020 The Minutes of the Regular Council Meeting of September 14, 2020 were unanimously approved by motion of Mr. Neil, seconded by Mr. Taylor and bore the written approval of Mayor Christiansen. PROCLAMATION - CYBER SECURITY AWARENESS MONTH The City Clerk read the following Proclamation into the record: WHEREAS, we recognize the vital role that technology has in our daily lives and in the future of the City of Dover. Today many citizens, schools, libraries, businesses, and other organizations use the Internet for a variety of tasks, including keeping in contact with family and friends, managing personal finances, performing research, enhancing education, and conducting business. Critical sectors are increasingly reliant on information systems to support financial services, energy, telecommunications, transportation, utilities, healthcare, and emergency response systems; and WHEREAS, Internet users and our information infrastructure face increasing threats of malicious cyber-attacks, invasion of privacy from spyware and adware, and significant financial and personal privacy loss due to identity theft and fraud. The National Cyber Security Alliance's 2020 Cybersecurity Awareness Month theme, "Do Your Part. #BeCyberSmart." Empowers individuals and organizations to own their role in protecting their part of cyberspace, with a particular emphasis on the key message for 2020: "If you connect it, protect it; and

CITY COUNCIL MEETING OF SEPTEMBER 28, 2020 PAGE 2 WHEREAS, monitoring your accounts, being conscientious of what you share online, keeping computer software up to date, creating unique passwords and changing them regularly, installing anti-virus programs and firewalls, and using mobile devices safely are ways you can protect yourself from phishing, viruses, malware, financial loss, and loss of sensitive data; and WHEREAS, the STOP. THINK. CONNECT.™ Campaign serves as the national cybersecurity public awareness campaign, implemented through a coalition of private companies, nonprofit, government organizations, and academic institutions working together to increase the public's understanding of cyber threats and empowering Americans to be safer and more secure online; and WHEREAS, Delaware's DigiKnow Campaign is aimed at increasing the understanding of cyber threats and empowering the public to be safer and more secure online. Maintaining the security of cyberspace is a shared responsibility in which each of us has a critical role, and awareness of computer security essentials will improve the security of the City of Dover information infrastructure and economy. NOW, THEREFORE, I, ROBIN R. CHRISTIANSEN, MAYOR OF THE CITY OF DOVER, DELAWARE, do hereby proclaim October 2020 as Cybersecurity Awareness Month in the City of Dover and urge all citizens to learn about cyber security and put that knowledge into practice. Mr. Andy Siegel, Director of Information Technology for the City of Dover, pointed out that Cybersecurity Awareness Month occurs annually in October and that there was a lot of good technical cybersecurity tips and a monthly newsletter available on the Information Technology webpage. He reminded everyone that cybersecurity is a shared responsibility for everybody, not just something that IT does, but that it is everybody's responsibility to keep everybody safe. PROCLAMATION - EXTRA MILE DAY The City Clerk read the following Proclamation into the record: WHEREAS, the City of Dover is a community, which acknowledges that a special vibrancy exists within the entire community when its individual citizens collectively "go the extra mile" in personal effort, volunteerism, and service; and WHEREAS, the City of Dover encourages its citizens to maximize their personal contributions by giving of themselves wholeheartedly and with total effort, commitment, and conviction to their individual ambitions, family, friends, and community; and WHEREAS, the City of Dover chooses to shine a light on and celebrate individuals and organizations who "go the extra mile" in order to make a difference and lift up fellow members of their community; and WHEREAS, the City of Dover recognizes the mission of the Extra Mile America Foundation to create 550 Extra Mile cities in America and is proud to support "Extra Mile Day".

CITY COUNCIL MEETING OF SEPTEMBER 28, 2020 PAGE 3 NOW THEREFORE, I, ROBIN R. CHRISTIANSEN, MAYOR OF THE CITY OF DOVER, DELAWARE do hereby proclaim November 1, 2020 to be Extra Mile Day in the City of Dover and encourage each individual in the community to take time on this day to not only "go the extra mile" in his or her own life, but to also acknowledge all those who are inspirational in their efforts and commitment to make their organizations, families, community, country, and world a better place. PROCLAMATION - FIRE PREVENTION WEEK The City Clerk read the following Proclamation into the record: WHEREAS, the City of Dover is committed to ensuring the safety and security of all those living in and visiting our City, and fire is a serious public safety concern both locally and nationally. The National Fire Protection Association's 2020 Fire Prevention Week theme, "Serve Up Fire Safety in the Kitchen" effectively serves to educate the public on cooking hazards, the dangers of unattended cooking, and precautions individuals can take to prevent cooking-related fires; and WHEREAS, cooking is the leading cause of home fires and home fire injuries in the U.S. It is vital for residents to identify places in their home where fires can start and eliminate those hazards, and have a planned and practiced home fire escape plan; and WHEREAS, working smoke alarms cut the risk of dying in reported home fires in half; therefore, residents should install smoke alarms in every sleeping room, outside each separate sleeping area, and on every level of the home. Residents should listen for the sound of the smoke alarm and if it sounds, respond by going outside immediately to the designated meeting place. NOW, THEREFORE, I, ROBIN R. CHRISTIANSEN, MAYOR OF THE CITY OF DOVER, DELAWARE, do hereby proclaim October 4 - 10, 2020 as Fire Prevention Week in the City of Dover and urge all residents to check their kitchens for fire hazards, use safe cooking practices and to support public safety activities and efforts of the City of Dover's fire emergency services. PROCLAMATION - HALLOWEEN TRICK-OR-TREAT The City Clerk read the following Proclamation into the record: WHEREAS, the children of the City of Dover enjoy the fun and festivities associated with the observance of the Halloween Trick-or-Treat custom of emerging from their homes as ghosts, witches, princesses, cartoon characters, caped crusaders, or action heroes and traveling with friends and family door to door throughout the neighborhood to gather treats; and WHEREAS, Trick or Treat is a time for children to co-mingle interact and relieve stress they can no longer do at school or in other social engagements. We feel it is important to honor the tradition of Trick-or-Treating, we all have a duty to each other; and WHEREAS, Children ages 12 and under may participate in Trick-or-Treating in small groups, ages will be strictly enforced. Parents must accompany their children throughout their journeys in celebrating Halloween Trick-or-Treat and to practice social distancing and wear face coverings as

CITY COUNCIL MEETING OF SEPTEMBER 28, 2020 PAGE 4 stated in the Governor's guidelines. Motorists are urged to drive with extra caution and to be ever watchful of our youngsters making their rounds; and WHEREAS, it is requested that residents indicate their willingness to welcome children by keeping their porch or exterior lights on and that youngsters call only on homes which are lighted. NOW, THEREFORE, I, ROBIN R. CHRISTIANSEN, MAYOR OF THE CITY OF DOVER, DELAWARE, do hereby proclaim that the Halloween Trick or-Treat observance be held on the 31st day of October 2020, between the hours of 5:00 p.m. and 8:00 p.m. in the City of Dover and urge all residents, both young and old, to make this a happy and safe occasion for our children. PROCLAMATION - HISPANIC HERITAGE MONTH The City Clerk read the following Proclamation into the record: WHEREAS, throughout our history, our Nation has been enriched by the storied pasts of all who call the United States of America home. During National Hispanic Heritage Month, we honor all American citizens of Hispanic descent and celebrate their rich and vibrant traditions of faith, family, hard work, and patriotism. America's Hispanic community has woven unique threads into the fabric of our country with their spirit, energy, and leadership and Hispanic Americans have played an important role in shaping our national character. We are grateful for the innumerable contributions they make to our society, which are vital to our thriving Nation; and WHEREAS, as a Nation, we are bound by our shared ideals. America's Hispanic community has the same dreams, values, trials, and triumphs of people in every corner of our country, and they show the same grit and determination that have carried us forward for centuries. During National Hispanic Heritage Month, let us renew our commitment to honor the invaluable ways Hispanic Americans contribute to our common goals, to celebrate Hispanic culture, and to work toward a stronger, more inclusive, and more prosperous society for all; and WHEREAS, the 2020 National Hispanic Heritage Month theme, "Hispanics: Be Proud of Your Past, Embrace the Future," invites all Hispanics in the City of Dover community to embrace their backgrounds, be proud of who they are and where they came from. NOW, THEREFORE, I, ROBIN R. CHRISTIANSEN, MAYOR OF THE CITY OF DOVER, DELAWARE, do hereby proclaim September 15 through October 15, 2020, as Hispanic Heritage Month in the City of Dover and urge all citizens to observe this month with appropriate ceremonies, activities, and programs. PROCLAMATION - COMMUNITY PLANNING MONTH The City Clerk read the following Proclamation into the record: WHEREAS, change is constant in every community and affects all of us, and community planning can help manage change in a way that provides better choices for how people work and live. Community planning provides an opportunity for all residents to be involved in making choices that

CITY COUNCIL MEETING OF SEPTEMBER 28, 2020 PAGE 5 determine the future of their community and requires public officials and citizens who understand, support, and demand excellence in plan development and implementation; and WHEREAS, the American Planning Association and its professional institute, the American Institute of Certified Planners, endorse National Community Planning Month as an opportunity to highlight the contributions that sound planning and plan implementation make to the quality of our communities and environment; and WHEREAS, the 2020 National Community Planning Month theme, "Planning Is Essential To Recovery," highlights the importance of community planning to help existing businesses thrive, while continuing to build our community. NOW THEREFORE, I, ROBIN R. CHRISTIANSEN, MAYOR OF THE CITY OF DOVER, DELAWARE, do hereby proclaim the month of October 2020 as COMMUNITY PLANNING MONTH in the City of Dover, and encourage all citizens to join me in recognizing the participation and dedication of the staff of the City of Dover Department of Planning and Inspections, members of the City of Dover Planning Commission and the valuable contributions made by other community and regional planners and our partner agencies at the State and County levels. We extend our heartfelt thanks for the continued commitment to public service by these professionals and private citizens. PUBLIC HEARING - RESOLUTION NO. 2020-11 APPROVING ISSUANCE OF CERTAIN BONDS OR NOTES BY ROBBINS HOSE COMPANY NO. 1 OF DOVER, DELAWARE A public hearing was duly advertised for this time and place to consider Resolution No. 2020-11Approving the Issuance of Certain Bonds or Notes by Robbins Hose Company No. 1 of Dover, Delaware. Mrs. Donna Mitchell, City Manager, advised that the Fire Department proposes to issue up to $757,900 of bonds or notes for the purpose of financing a portion of the costs of a new 2020 Pierce Enforcer Pumper/Rescue. She noted that the apparatus was approved during the last fiscal year and is scheduled to be delivered in October. Mrs. Mitchell also noted that the loan would have a tax- exempt interest rate. Council President Hare declared the hearing open. There being no one present wishing to speak during the public hearing, Council President Hare declared the hearing closed. By motion of Mr. Neil, seconded by Mr. Lindell and, by a unanimous roll call vote, Council adopted Resolution No. 2020-11, as follows: A RESOLUTION APPROVING ISSUANCE OF CERTAIN BONDS OR NOTES BY THE ROBBINS HOSE NO. 1 OF DOVER, DELAWARE

CITY COUNCIL MEETING OF SEPTEMBER 28, 2020 PAGE 6 WHEREAS, the Robbins Hose Company No. 1 of Dover, Delaware (the "Company") is a fire company organized and existing under the laws of the State of Delaware; and WHEREAS, the Company has provided and continues to provide firefighting services to an area within the City of Dover, Delaware (the "City"); and WHEREAS, the Company has advised the City that the Company proposes to issue up to $757,900.00 of bonds or notes of the Company (the "Bonds") for the purpose of financing a portion of the costs of a new 2020 Pierce Enforcer Pumper/Rescue thereon for the Company (the "Project"); and WHEREAS, it is the intent of the Company that the interest on the Bonds qualify for exclusion from gross income of the owners thereof for federal income tax purposes pursuant to Sections 103 and 150 of the Internal Revenue Code of 1986, as amended (the "Code"); and WHEREAS, pursuant to Sections 103 and 147 of the Code, interest on the Bonds will not qualify for exclusion from gross income of the owners thereof for federal income tax purposes unless the issuance of the Bonds is approved by the applicable elected representative of a governmental unit with which the Company has entered into an agreement, after a public hearing to consider the issuance of the Bonds has been conducted, following reasonable public notice; and WHEREAS, the City and the Company previously entered into an Agreement (the "Agreement") pursuant to which the Company agreed, among other things, to provide exclusive firefighting services to the City; and WHEREAS, notice of the requisite public hearing was published in the Delaware State News, a newspaper of general circulation in the City, and on September 28, 2020, the City Council of the City of Dover conducted a public hearing on behalf of the Company for the purpose of considering the issuance of the Bonds; and NOW, THEREFORE, BE IT RESOLVED that the Issuer hereby resolves and declares its intent under Treasury Regulations § 1.150-2 to issue its bonds (the "Bonds") to finance the capital costs of the Project, together with costs of issuance and reasonably required reserves, subject to the following conditions: 1. The maximum principal amount of Bonds expected to be issued to finance the Project is $757,900.00. 2. Pending issuance of the Bonds, the Issuer may finance the Project with other funds which will be reimbursed with the proceeds of the Bonds, provided that (a) the Bonds shall not be used to reimburse any expenditure paid more than 60 days prior to the present date; (b) the Bonds shall not be issued more than 18 months after the later of (i) the date of the first expenditure to be reimbursed with the proceeds of the Bonds, or (ii) the date the Project is placed in service; and (c) in no event may the Bonds be issued more than three years after the date of the first expenditure to be reimbursed

CITY COUNCIL MEETING OF SEPTEMBER 28, 2020 PAGE 7 with the proceeds of the Bonds; and provided further that the limitations of this paragraph 2 shall not apply to qualified "preliminary expenditures" as permitted by Treasury Regulations § 1.150-2(f). 3. Issuance of the Bonds shall be subject to documentation acceptance to the officers of the Issuer providing for payment of principal, interest, and redemption price of the Bonds. BE IT FURTHER RESOLVED that the Council of the City of Dover, Delaware, for the sole purpose of qualifying the interest payable on the Bonds of the Company for exclusion from the gross income of the owners thereof for federal income tax purposes pursuant to Section 103 of the Code, does hereby approve the issuance of bonds or notes by the Company in a maximum aggregate principal amount of up to $757,900.00 for the purpose of financing a portion of the costs of the Project, provided, that such bonds or notes shall be an obligation of the Company and shall never be a debt of the City and the City shall not be liable for any payment on such bonds or notes. ADOPTED: SEPTEMBER 28, 2020 CO UNCI L COMMI T T E E O F T H E W H O L E REPO RT - SEPTEMBER 15, 2020 The Council Committee of the Whole was held by video conference on September 15, 2020 at 6:00 p.m., with Council President Hare presiding. Council members present via video or telephone were Mr. Anderson, Mr. Sudler, Mr. Neil, Mr. Cole (arrived at 6:50 p.m.), Mr. Rocha, Mr. Taylor, and Mr. Lindell. Mr. Slavin was absent. Civilian members present via video or telephone for their Committee meetings were Mr. Contant (Legislative, Finance, and Administration), Mr. Caldwell (arrived at 6:12 p.m.) and Col. Dix (Ret.) (Parks, Recreation, and Community Enhancement). Ms. Maucher (Utility) and Mr. Shevock (Legislative, Finance, and Enhancement) were absent. UTILITY COMMITTEE The Utility Committee met with Council President Hare presiding in the absence of Chairman Cole. Adoption of Agenda The agenda was adopted by unanimous consent. Update #2 on Development of Provisions and Ordinances for Wireless Communications Facilities - Proposed WCF Ordinance and Proposed Small Wireless Communications Facility (SWCF) Design Manual Mrs. Dawn Melson-Williams, Principal Planner, reviewed the presentation titled "Wireless Communications Facilities - Update on Development of Provisions and Ordinances".

CITY COUNCIL MEETING OF SEPTEMBER 28, 2020 PAGE 8 Staff recommended the review of the Proposed Draft Ordinance and the Preliminary Draft Design Manual and forwarding them to City Council for a First Reading and establishment of Public Hearing dates with Planning Commission and City Council. The draft Ordinance will need formatting into proper Ordinance format and review by the City Solicitor. Preliminary Draft Small WCF Design Manual continues to be refined. Responding to Mr. Taylor's questions regarding safety and violations, Mrs. Melson-Williams provided the following information: • There is not really a recommended distance between the WCF for safety reasons that they have found in their research. They are based on some of the needs of technology and some spacing for proximity to have the system work. The ordinance itself deals more with height, and then if it is not in the right-of-way and it is on a property, than distance from property lines. • Most of what they anticipate coming into the City are the Small Wireless Facilities. They tend to like to locate them on existing poles, whether that is a light pole or a certain available utility pole that exists in the right-of-way. Currently the ordinance does not have a spacing parameter as written. • With it being a zoning ordinance, the violation of one of these ordinances could be a Code Enforcement matter. There are also some provisions that if it is something that becomes attached to a City-owned pole that the Master Licensing Agreements with that franchisee could dictate how they go about removal of unauthorized placements. • Regarding whose responsibility it is to fix the towers in the event one was to fall, there are some provisions related to that in the ordinance itself. There is a section about maintenance and care of facilities and there also would be provisions in the Master Licensing Agreements that deal with that situation. It may depend on how the pole was actually hit to make it fall. • Section 23.93 of the ordinance is about construction and repairs in the right-of-way. Work in the right-of-way typically has to be coordinated with the Electric Department and Public Works. Item number two talks about in the event of damage, so it does place a responsibility on the Small Wireless Communication Facility for the costs associated with repair, unless it was related to a City issue that caused the demise of the pole. Responding to Mr. Anderson, Mrs. Melson-Williams stated that if a company does not pay the annual fees there are a couple of ways where annual fees are triggered. She stated that some of that information is found in the Master Licensing Agreements, use of right-of-way, which is proposed potentially as another annual fee. Mrs. Melson-Williams noted that there are probably provisions in the ordinance that deal with the lack of payment, but they need to sort out that whole process works.

CITY COUNCIL MEETING OF SEPTEMBER 28, 2020 PAGE 9 Responding to Mr. Sudler regarding private poles, Mrs. Melson-Williams provided the following information: • The term "private," could be a pole that, while located within the City right-of-way, the pole itself is proposed by ownership of a third party, or they could have the placement of a facility. This process sets up how they deal with each of those, so it depends on where it is and what it is. • A lot of the poles that they would find on what they will call "private property" may be owned by the industry group, and they enter an agreement with a property owner, either to acquire the land or to lease the space. They could be leasing space on an existing water tower, so they have a number of leases on the City facilities, whereas the private entity of the Wireless Communication Facility owner is in some type of ownership or lease agreement with another property owner or object owner. Mr. Sudler suggested holding a workshop during this process to inform the citizens of Dover about how it affects the private-owned poles so that they could have a better understanding as well. Responding to Mr. Sudler regarding the process of private owners leasing the space, Mrs. Melson-Williams stated that a lot of times the Wireless Facility owner will go out looking for a place and that it really is a private matter. She noted that the City does not get involved unless it is a City-owned right-of-way, or a City-owned building, structure, or pole that they want to be attached to. Mrs. Melson-Williams noted that it is really out of the City's hands and that it is like making any other real estate deal. Mr. Neil moved to forward the Proposed Draft Ordinance and the Preliminary Draft Design Manual to City Council for a First Reading and establishment of Public Hearing dates with Planning Commission and City Council, as recommended by Staff. The motion was seconded by Mr. Taylor and unanimously carried. By consent agenda, Mr. Neil moved for approval of the Committee’s recommendation, seconded by Mr. Rocha and carried by a unanimous roll call vote. (The First Reading of the ordinance will take place during the latter part of the meeting.) Approving the Form and Content of a Model Master License Agreement for Small Wireless Communication Facilities Attached to City of Dover Assets Mr. Matthew Harline, Assistant City Manager, reviewed the background and analysis of the form and Content of a Model Master License Agreement for Small Wireless Communication Facilities Attached to City of Dover Assets. Staff recommended the approval of the Model Master License Agreement and authorizing the City Manager to sign agreements with individual carriers.

CITY COUNCIL MEETING OF SEPTEMBER 28, 2020 PAGE 10 Mr. Neil moved to recommend approval of Staff's recommendation. The motion was seconded by Mr. Lindell and unanimously carried. By consent agenda, Mr. Neil moved for approval of the Model Master License Agreement (Exhibit #1) and authorizing the City Manager to sign agreements with individual carriers. The motion was seconded by Mr. Rocha and carried by a unanimous roll call vote. Mr. Neil moved for adjournment of the Utility Committee meeting, seconded by Mr. Taylor and unanimously carried. Meeting adjourned at 6:38 p.m. LEGISLATIVE, FINANCE, AND ADMINISTRATION COMMITTEE The Legislative, Finance, and Administration Committee met with Chairman Lindell presiding. Adoption of Agenda Mr. Lindell requested that item #1 - Equalized Payment Plan Program (also known as Budget Billing) - Options of the Legislative, Finance, and Administration Committee be removed. Mr. Neil moved for approval of the agenda, seconded by Mr. Rocha and unanimously carried. Equalized Payment Plan Program (also known as Budget Billing) - Options This item was removed from the agenda. Proposed Amendments to the Purchasing Policy Mrs. Donna Mitchell, City Manager, reviewed the proposed amendments to the purchasing policy. Staff recommended approval of the recommended changes. Responding to Mr. Neil, Mrs. Mitchell clarified that Tyler Munis is the new system and HTE is the former system. She indicated that changing systems would require an amendment to the document. Mrs. Mitchell noted that it is a policy document and that the reason that they are making the administrative changes is to change the wording to match the new system. Responding to Mr. Anderson regarding minority contractors, Mrs. Mitchell stated that the 3% minority vendor’s preference would apply to all purchasing and that they can require at least one of the vendors under consideration be a minority vendor or have a letter of justification be a part of the process.

CITY COUNCIL MEETING OF SEPTEMBER 28, 2020 PAGE 11 Mr. Hare moved to recommend approval of the recommended changes and a review of the suggestion made by Mr. Anderson regarding minority vendors. The motion was seconded by Mr. Anderson and unanimously carried. By consent agenda, Mr. Neil moved for approval of the recommended changes to the Purchasing Policy (Exhibit #2), as recommended by the Committee. The motion was seconded by Mr. Rocha and carried by a unanimous roll call vote. Proposed Ordinance #2020-11 - Chapter 46 - Fire Prevention and Protection, Article II - Fire Department, Division 1 - Generally and Division 2 - Officers Mr. Tim Mullaney, Jr., President of Dover Fire Department, reviewed the background regarding proposed ordinance #2020-11 - Chapter 46 - Fire Prevention and Protection, Article II - Fire Department, Division 1 - Generally and Division 2 - Officers. Staff recommended the adoption of Ordinance #2020-11. Fire Chief Ronald Rhodes, Sr. stated that this was going to help them move forward to answer calls and continue to recruit new members. He noted that it expands their boundaries a little bit to help out and that he agreed with all of the changes. Responding to Mr. Sudler, Fire Chief Rhodes stated that they would like to have the first engine on the street within the first six minutes from the time of dispatch. Regarding any mile constraint in the new proposed policy that would make a potential firefighter employee ineligible due to traffic safety concerns, Fire Chief Rhodes stated that depends on the time of day. He noted that, by law, they are allowed to proceed as an emergency vehicle, but they still have to follow the same rules as an emergency vehicle when it comes to stop signs, red lights, and speed. Responding to Mr. Sudler regarding retention rate for firefighter employees, Fire Chief Rhodes stated that their membership is, as far as demographics are concerned, getting older. They have an influx that once they complete high school, they go to college or move out of the district. He noted that they have some support out of the Wesley College students and that with COVID, they lost two of those guys until they just recently came back. He noted that the membership is a ride along program where they can come up and participate in their duty crews. There are also times that they have to sound the general alarm and reduce the number of times that responders will have to respond. Mr. Taylor stated that the appeals of suspension could potentially be a liability issue for the City. He noted that if someone feels as though the decisions that are being made are disingenuous, and they are appealing to the exact same people who they are accusing of being disingenuous, he believes that is a recipe for disaster. Mr. Mullaney stated that they have a specific appeal process within their constitutional bylaws and any member that feels as though the punishment that they have been provided for whatever infraction, whether it was the President or the Fire Chief,

CITY COUNCIL MEETING OF SEPTEMBER 28, 2020 PAGE 12 because those are the only two that can issue those types of disciplines, there is an in depth process that they need to follow. Mr. Mullaney stated that it is in line with just about every other fire department throughout the State, in all big cities, with the exception of the City of Wilmington. Mr. Mullaney stated that the process that they have spells out what the actual firefighter can do in any circumstance. He advised that it goes through a process that has been in place for longer than he has been a member. Mr. Mullaney noted that he did not remember anybody appealing a suspension to the City, because they are attached to the City in a sense, however, the Volunteer Fire Department falls within that membership and that is where those members appeal to. Mr. Mullaney stated that he understood the concern of liability. He noted that the number of people that are provided any type of discipline had their right to appeal it, and most choose not to. Mr. Mullaney stated that if any member had an issue with any type of discipline that they were provided, that they would follow the bylaws and, if they needed to, take the Fire Department to court over that. Mr. Mullaney stated that in recent past, they had one incident where that did occur, the Fire Department was on their own in that sense. He noted that the City did not cover any legal fees. Mr. Taylor stated that he understood the explanation, but it did not satisfy his concern. Responding to Mr. Lindell, Mr. Mullaney stated that the Fire Company is incorporated, and they are their own legal entity as far as that is concerned. Mr. Lindell stated that would address the concerns. Mr. Hare stated that a lot of this is internal Fire Department procedure and that the Fire Department does respond to fires that are in City limits, and if there is someone that lives outside of City limits and they are able to come in, that works. Mr. Hare stated that if the Fire Department gives a two-week suspension to someone for a violation, they are the ones that know better whether that person should be suspended. Mr. Hare noted that he trusts the Fire Department, the Chief, and President, and that if they need these changes to try to attract more members and continue doing it, that was is fine. Mr. Rocha, regarding the appeal of suspension issue, noted that this is protection or an option for the suspended member. He stated that he could not see how that would hinder recruitment and did not see why they should take it out without giving the suspended member an option to make an appeal to City Council. Responding to Mr. Rocha regarding the verbiage of Section 46-73. - Qualifications. - (a), Mr. Mullaney stated that it is not correct to assume that only a male can be nominated for the position. He noted that they had a female Line Officer this current year. He noted that could have been an oversight. Mr. Neil moved to recommend adoption of Ordinance #2020-11, pending the change of language to make it gender neutral. The motion was seconded by Mr. Hare.

CITY COUNCIL MEETING OF SEPTEMBER 28, 2020 PAGE 13 Mr. Sudler stated that he felt as though their oversight as City Council has been somewhat diminishing slowly and that he was not comfortable with that. He stated that he cannot support anything that removes oversight, which City Council has been entrusted to do. Mr. Hare asked if Mr. Neil, Fire Chief Rhodes, and Mr. Mullaney were okay with leaving the option for the suspended fire person to appeal to City Council, if they chose. Responding, Mr. Mullaney stated that this was not solely his or the Fire Chief's decision, noting that the amendments were voted on by their membership and put forth because that is what the general membership wanted, which would include the members that would have been suspended and have the potential to be suspended now and in the future. Mr. Mullaney noted that if the Committee takes an action now based on what they feel is best, and they would like to retain that verbiage, that is something that he will certainly take back to the company at their next company meeting to inform them of that change. Mr. Lindell noted that if membership is unhappy with keeping that in there, they can have further discussion on it without delaying the other changes that are needed to maintain the strength of their Volunteer Fire Department. Mr. Neil withdrew his original motion of adoption of Ordinance #2020-11, pending the change of language to make it gender neutral. Mr. Neil moved to recommend adoption of Ordinance #2020-11, pending the change of language to make it gender neutral and adding Section 46-46 - Appeal of suspension, back into the original document. The motion was seconded by Mr. Hare and unanimously carried. By consent agenda, Mr. Neil moved for approval of the Committee’s recommendation, seconded by Mr. Rocha and carried by a unanimous roll call vote. (The First Reading of the ordinance will take place during the latter part of the meeting.) Proposed Amendments - Dover Human Relations Commission (Anderson, Rocha, and Sudler) Mr. Anderson, Mr. Sudler and Mr. Rocha reviewed the background of the proposed amendments to the Dover Human Relations Commission (DHRC). Responding to Mr. Hare, Mr. Anderson stated that he agreed that if both parties to a dispute are outside of the City, it should go to the State Human Relations Commission. He noted that if one party is in the City and one party is not in the City, or owns property or a business in the City, then that is City jurisdiction. Mr. Anderson stated that if both parties voluntarily agree to undergo mediation, then there would be no issue, and if they do not agree, then the jurisdiction would switch to the State Human Relations Commission.

CITY COUNCIL MEETING OF SEPTEMBER 28, 2020 PAGE 14 Responding to Mr. Hare regarding if the DHRC would start working on their purpose as outlined in the Dover Code and involve segments of the community, understanding, appreciating the benefits of inter group relations, Mr. Anderson stated that yes, that is part of what meditation does. He noted that the strategic plan is based upon those factors and that they are endorsing to fulfill the vision that is outlined by the Code. Mr. Hare stated that the Chair would see the intake form after it has been vetted by Mr. Rodriguez to know whether it is in their jurisdiction. He noted that he did not think the Commission should address complaints against the City, City Council, or other City offices. Mr. Rocha responded that it would be under the purview of the Ethics Commission. Mr. Sudler stated that his only addition is to make sure that any complaint that is received goes to the Chair, in addition to legal counsel, simultaneously, because they do not want a Chairperson to be unaware of anything that was submitted. Mr. Sudler stated that even if it is not necessary, it is out of respect for the Chair. He suggested that the Chair should be made aware of the scenario and why it did not have merit to go forward so that they can explain to the constituent. Mr. Hare stated that he did not disagree with Mr. Sudler, but he did not think that it was the Chair's position. He stated that if someone in the City files a human relations complaint, it should go to the City Clerk's Office and the Council person whose district it is in, then they should be advised of the complaint. Mr. Hare stated that it goes to Mr. Rodriguez, then if that person has a question, they will be advised that their Council person knows about it, it is being vetted, and it will go to DHRC. Responding to Mr. Taylor, Mr. Sudler stated that if there is a complaint made against an officer or any first responder it would be handled by internal affairs. Mr. Sudler noted that the Dover Police Department has their own internal complaint form and it would probably be forwarded to the City Solicitor for advice. Mr. Sudler noted that people would file with the City Clerk's office, or members would have some intake forms, but then they would have to give it directly to the City Clerk's office. They would have to file, stamp, and see if it was within their purview, if it was not, it would go to the proper department. Mr. Lindell stated that one of the issues that is preventing the Commission from maturing as an organization is the way the membership is broken down and chosen. He noted that they have had two vacancies for a while and had constant turnover. Mr. Lindell stated that there was a lot of frustration about not having a lot of direction from Council as far as what needs to happen. Referring to the DHRC minutes of May 27, 2015, Mr. Lindell advised that Mr. James McGiffin, Jr., former Council member, added the idea of interviewing people, surveys, and creating focus groups on diversity. He stated that those are the types of things he would like to see the Commission focus on. Mr. Lindell noted that he would like to get this done right and take the time to do it and he would start with talking to Mr. Rodriguez to see what

CITY COUNCIL MEETING OF SEPTEMBER 28, 2020 PAGE 15 they can and cannot do and what conflicts with the State Human Relations Commission. He stated that across the Committees, they need to bring younger people into the fold. Mr. Sudler agreed with Mr. Lindell and stated that a part of getting it right is taking the first step. He noted that this would be a great opportunity to get mediation training for the current commissioners to get them started and it really would not cost too much of their time or taxpayers' money. Mr. Sudler stated that this is the echo that they heard in Dover Park with Dover Human Relations Commissioner Reverend Rita Mishoe Paige and three to four State and Delaware Central branch City NAACP members and members of the community. Mr. Neil stated that they have to start now, and they can enhance later. He noted that this Commission basically has helped them spread the word that they are doing things right, and for that reason, he is going to support this recommendation. Responding to Ms. Lachelle Paul, Mr. Rocha stated that the description of the DHRC’s mission is in the strategic plan. Ms. Paul expressed her concerns regarding the racial tension issues, not just in the City of Dover, but all over the country. She noted that the community could actually become a part of helping bridge the gap so that they can work on things that are more important than the racial tension. Mr. Sudler moved to recommend approval of the recommendations, seconded by Mr. Anderson. Responding to Mr. Taylor, Mrs. Mitchell stated that they have a social media employee policy that all employees have to sign off on every year. She noted that she did not know if they give it to committee members or Council members, but she would check into that. Mr. Lindell requested that the motion include their due diligence with legal opinions and that when it goes to Council, it is off the consent agenda so Councilman Slavin has a chance to respond, if he so desires. Mr. Anderson and Mr. Sudler both concurred with the addition to the motion. Mr. Anderson moved to recommend restoration of the intake form, allowing the Commission to participate in non-binding mediation, and encouraging participation in community education. Additionally, allowing the recommendations to be reviewed by the City Solicitor's Office before the Council meeting, and that the item not be on the consent agenda when it is considered by City Council. The motion was seconded by Mr. Sudler and unanimously carried.

CITY COUNCIL MEETING OF SEPTEMBER 28, 2020 PAGE 16 During the Council Meeting, Mr. Lindell, Chair of the Legislative, Finance, and Administration Committee, advised that Councilman Anderson, Councilman Rocha, and Councilman Sudler brought this item before the Committee to revise and make some amendments and adjustments to the Dover Human Relations Commission, specifically reevaluating their purpose when it comes to non-binding mediation, to solve potential issues of discrimination in a non-binding fashion. He noted that it was the consensus of the Legislative, Finance, and Administration Committee to move forward. Mr. Lindell noted that City Solicitor Rodriguez was requested to provide a legal opinion on the proposed changes and how they would impact the State Human Relations Commission and other entities. He noted that the legal opinion had been provided. Mr. Slavin observed that when they create a body like the Dover Human Relations Commission at the local level, they want to make sure that the City’s ordinances are not in conflict with any portion of the state law that guides the State Human Relations Commission. He also encouraged keeping the lines of communication open with the State Human Relations Commission and Ms. Ramona Fullman, who is the Executive Director. Mr. Sudler offered to serve as a liaison between the State Human Relations Commission and the Dover Human Relations Commission, since he had experience on both committees. Mr. Anderson moved for approval of the restoration of the intake form, allowing the Commission to participate in non-binding mediation, and encouraging participation in community education, as recommended by the Committee. The motion was seconded by Mr. Sudler and unanimously carried. Status of Other Post-Employment Benefits (OPEB) and Pension Funds Mrs. Donna Mitchell, City Manager, reviewed the Status of Other Post-Employment Benefits (OPEB) and Pension Funds. Staff advised that it was an information update only. Proposed Ordinance #2020-05 Amending Chapter 22 - Buildings and Building Regulations, Article IX - Lodginghouses and Article X - Rental Dwellings Mr. Dave Hugg, Director of Planning and Community Enhancement, and Council President Hare reviewed the background of Proposed Ordinance #2020-05 Amending Chapter 22 - Buildings and Building Regulations, Article IX - Lodginghouses and Article X - Rental Dwellings. Staff advised that it was an information update only. Mr. Contant asked if they could walk through how this ordinance would actually be enforced and what actions would be taken. He expressed his concerns regarding some of the nuisance laws that they have had with rental properties which were never actually used because there was an issue with enforcement.

CITY COUNCIL MEETING OF SEPTEMBER 28, 2020 PAGE 17 Mr. Hare reviewed the process, history, and background information regarding proposed ordinance #2020-05. He noted that, for the most part, it would be complaint-driven but they would have to have a rental permit. Mr. Contant asked how they would prove what actually happened if the violation took place on the weekend, especially when they are dealing with short term rentals. He noted that they already know they do not have enough inspectors. Mr. Contant asked, based on subsequent fines, if the property owner does not pay, what is the City going to do. Mr. Hare stated that if it is an Airbnb and someone files a complaint, they will be able to go there on Monday and speak to the owner that lives there and say they have received a complaint. Mr. Contant stated that the property in question that started all of this was not listed on Airbnb. He asked how the City would address the people who are skirting around the typical channels of finding short term tenants. Responding, Mr. Hare stated that they can always have the inspectors contact the owners to obtain a copy of their lease because they are getting complaints, then they tell the owner what the issues are and if they are not going to address them it goes on from there. Mr. Contant stated that he was fairly certain that there was no lease agreement in the case that started all of this. He asked how the City was going to use the ordinance to effectively enforce this on the house that does not appear to be following proper channels for renting anyway. Responding, Mr. Hare stated that they can revoke the rental permit until the owner comes in and addresses the questions, and they can start getting violations, then the violations will build up. He noted that if there is a notice put up that the house cannot be occupied because there are a certain amount of violations, they cannot occupy the house if they are not the owner because there would be no rental permit. Mr. Hugg stated that the ordinance did the following things: • It enlarges the kinds of violations that could be brought against the property. Using the property for a rental purpose without a rental license is a code violation on its own. They ultimately have the power to prevent people from occupying that house if need be. • Before that, there are a series of fines and penalties that if they are not paid, they roll over as an addition to taxes and either they get paid or the property moves through the default process. • It strengthens the ability of the Police Department to use the provisions that are in the disorderly premises law. Mr. Hugg stated that it gives them more tools to bring to bear, but the most important thing it does is, it would say to the person who owns the property of Stewart Court, because they do not live there, they have no right to operate it as any kind of temporary, short-term use. The only available option to them would be to get a

CITY COUNCIL MEETING OF SEPTEMBER 28, 2020 PAGE 18 regular City of Dover rental license with inspection and meet those code requirements. Mr. Hare noted that they could be a bed and breakfast too. Mr. Hugg stated they could, but they would have to get a conditional use permit and they would have to have the proper underlying zoning, so that would be quite difficult for them, but it is an option that they could pursue if they really wanted to. Mr. Taylor stated that it appears that they are going to spend $500 to $1,000 in man hours trying to collect $100 and that they need to streamline this process. Mr. Hare stated that he thought it would be considerably more than $100. Mr. Taylor stated that it states in the packet material that the annual licensing fee is $50 and penalties for violations are $100 for the first offense, $300 for the second offense, and $500 for any subsequent offense leading up to 24 months of the license being suspended. Mr. Taylor noted that if it is the weekend and they have to determine whether or not there was a violation that Monday or Tuesday, code enforcement is already short when it comes to personnel. Mr. Hare stated that if the ordinance was passed, then the property would need to be an owner-operated Airbnb or a bed and breakfast property, or a leased rental property. He noted that the violations would not matter because they can revoke the rental permit. Mr. Hare advised that the fines are strictly what is in there now, but if the ordinance is adopted and the property has to be either an Airbnb, a bed and breakfast, or a leased rental property, they are not going to waste time with code enforcement or the police. Mr. Hugg noted that then it could no longer be occupied by anybody but the owner, so if they revoke the rental permit, no one can occupy the property legally. Mr. Neil noted that enforcement would be complaint driven and the complaint would be referred to the police and they are going to be the initial contact because a complaint had been made about noise or something else by a neighbor. He stated that if there are no problems to be found, there is no action that the police or code enforcement are going to have to take. Mr. Neil noted that having these rules and regulations in place basically gives them some teeth to take action when there is a complaint. Mr. Taylor stated that he did not disagree with Mr. Neil but noted that if they are talking about police reform, they do not want the police responding to every single complaint and this would fall well within that. He noted that it sounded civil and they want the police officers to be more proactive and start handing things off and not responding to this. Mr. Taylor expressed his concerns regarding man hour costs. Mr. Hare stated he thought they were missing the point and that this was not about the police. He advised that the police do not even need to be involved. Mr. Hare stated that this is about the proper licensing of properties for proper usage. He noted that the Airbnb, hotel, and bed and breakfast owners in the City say they agree, and they were wondering why some of these properties did not have to meet the requirements that they have to meet.

CITY COUNCIL MEETING OF SEPTEMBER 28, 2020 PAGE 19 Mr. Lindell asked why they were adding more enforcement mechanisms on top of the licensing when there were already ordinances that they should be enforcing. Mr. Cole agreed with Mr. Lindell and indicated that he was confused when they talked about Dover being good for business. Responding to Mr. Cole, Mr. Hare stated that they did not disagree but that the Airbnb operators and hotel and bed and breakfast owners in the City do not have a problem with the regulations. He noted that they were asking why some of those properties did not have to meet the same regulations that they do. Mr. Hare stated that these houses of people need to meet one of those three requirements. Responding to Mr. Rocha, Mr. Hare stated that the penalties for violations of $100 for the first offense are if they are operating without a licensing fee. Mr. Rocha asked for an example of the City revoking the license. Mr. Hare stated that if someone wanted to rent as an Airbnb or bed and breakfast, once they meet the requirements, they can get a license. He noted that if that person is not going to do any of that and rent their house, they get a license for $50.00 and do whatever they want. Mr. Hare advised that if someone contacted the owner and asked for the lease for the rental property and they did not have it, then they have a revoked rental license and they have to get one of the other options. Mr. Anderson stated that he had concerns with the ordinance in the beginning, but with the revision made, he supported it. He stated that all they were doing was clarifying the law to make sure that these fit in with the law just like everyone else. Mr. Anderson noted that the revisions that are being made resolved his concerns regarding people's rights to use their property. Mr. Lindell moved to recommend that Mr. Hugg draft the ordinance with the proposed changes from the various groups that he has talked to for an up or down vote at the next Committee meeting, or when he has it drafted and completed. The motion was seconded by Mr. Anderson and unanimously carried. By consent agenda, Mr. Neil moved for approval of the Committee’s recommendation, seconded by Mr. Rocha and carried by a unanimous roll call vote. Mr. Anderson moved for adjournment of the Legislative, Finance, and Administration Committee meeting, seconded by Mr. Neil and unanimously carried. Meeting adjourned at 9:02 p.m.

CITY COUNCIL MEETING OF SEPTEMBER 28, 2020 PAGE 20 PARKS, RECREATION, AND COMMUNITY ENHANCEMENT COMMITTEE The Parks, Recreation, and Community Enhancement Committee met with Chairman Anderson presiding. Adoption of the Agenda Mr. Neil moved for approval of the agenda, seconded by Mr. Rocha and unanimously carried. Presentation - Delaware's State University - The Acquisition of Wesley College Dr. Tony Allen, President of Delaware State University (DSU), reviewed the presentation titled, "Delaware's State University - The Acquisition of Wesley College,". Responding to Mr. Taylor, regarding safety, retirees, and vision, Dr. Allen provided the following information: • Delaware State University, since spring of 2020 has kept 200 students on campus and about 100 of those students would otherwise be homeless and the remaining from very vulnerable communities. They knew bringing back their students would be important, but the only way to do that safely was to have a full testing protocol and overall protocols that they know work as it relates to mandatory mask wearing and social distancing, and even how they learn in the classroom. • They entered a deal with Testing for America, a consultancy full of scientists that built their testing protocol and have raised significant money for them to make sure that they can afford those tests. • They have tested 7,000 times and their positivity rate is less than half a percent. They test their students twice a week and if a student tests positive, they have a residence hall fully dedicated to their isolation and quarantine. Their instruction is a virtual model and even though they are on campus, about 85% of their classes they take in a virtual fashion. • As it relates to Wesley College, they have talked about their plans and he is familiar with some of their protocols, but they do not mirror one another. Some of that has to do with the fact that in this year, by protocol, they have to operate as separate institutions, but he has exposed them to Testing for America. They have reported a couple of cases on campus to date, but they are monitoring that closely and know that folks who are responsible for each of their campuses talk regularly.

CITY COUNCIL MEETING OF SEPTEMBER 28, 2020 PAGE 21 • To his knowledge the acquisition will not affect the pensioners. On DSU's front, there will be no effect. On the Wesley College front, they have to do a little more due diligence. As they go through the acquisition, those faculty and staff remaining with the new DSU will have full access to the benefits that they normally provide their employees and effectively their retirees. • It is still vision, not yet on paper, but he believes that the Wesley College at Delaware State University could be a theme college, and that theme could be around health and behavioral sciences. Their health and behavioral science are made up of public and allied health, for instance, nursing, social work, psychology, and a lot of translational research as well. Bringing more folks downtown, one, is important, both as it relates to their students, faculty, and staff. • Early College High School could actually find a better home in Downtown Dover. That is about 425 students who are good and across the state, they actually recruit a third from New Castle County, a third from Kent and a third from Sussex. • When they build capacity, they are thinking about downtown as it relates to economic and cultural vitalization. If they can build a corridor where it really is a unique opportunity for more young people to be engaged in downtown activities, more opportunities for experiential learning, across a number of platforms to go on, and things that they want to have happen. Responding to Mr. Lindell, regarding Wesley College's employees, Dr. Allen stated that they are still very early in this process. He noted that Wesley College and DSU's leaders have begun to spend a lot of time together in the last month and actually have an outside consultant helping them think through what the configuration will look like. He stated he could not surmise what the final configuration will look like, but that they think there is a lot of brand equity in the Wesley name. Dr. Allen stated that preserving the name is important to them and they believe that there are a number of very well developed and healthy programs that they can take advantage of. He noted that over the last six years, they have basically stayed flat from a faculty perspective, even though they have grown significantly from the student perspective. Dr. Allen stated as they bring on even more students, it is clear that they will need to bring some significant level of faculty and staff to support the new configuration. Responding to Mr. Rocha, Dr. Allen stated that as the merger moves forward, local students graduating from high school will be able to attend with a lower state tuition, which is a unique opportunity. Dr. Allen advised that they have the Inspire Scholarship and they are able to keep their in-state tuition cost’s low with the four- year support from the State that pays for half of the student's tuition if they can start out with a 2.75 GPA and maintain it throughout their time at the university.

CITY COUNCIL MEETING OF SEPTEMBER 28, 2020 PAGE 22 Responding to Mr. Anderson regarding community, economic and workforce development, Dr. Allen stated that they have been working with many organizations such as the City and NCALL to bring more business downtown. He stated that they opened an entrepreneurship center at Delaware State University. Dr. Allen advised that, on the workforce development front, he had a conversation with Barclays Bank about their technology center at the Sheraton, which is a wholesale facility that can have many certifications for the up-skilling of under-skilled people in and around the City. He noted that their idea was to bring that facility downtown, which would be a significant growth prospect for them. Dr. Allen stated that they already provide about a hundred certifications throughout the university, but their visibility is not what they think it should be. Being able to have a more visible place that is attractive and welcoming to all of the citizens of Dover is something they are very interested in, and they believe they have the tools and the facility. He stated that they just need to make sure that they have the right location. Presentation - Wilmington Hope Commission and Bobby Wilson Due to the absence of Mr. Bobby Wilson, Mr. Anderson requested that this item be deferred to the next Parks, Recreation, and Community Enhancement meeting. (This presentation was deferred by Committee on July 14, 2020.) Mr. Hare moved to defer this item to the next Parks, Recreation, and Community Enhancement meeting scheduled for October 13, 2020. The motion was seconded by Mr. Sudler and unanimously carried. Presentation - Vines Community Project Reverend Carol Harris, Vines Community Project, reviewed the background information of the Vines Community Project and noted the following information: • In 2017, the Vines Community Project was brought together with herself and the Delaware National Guard because in 2016 the National Guard realized the number of addictions and substance use had increased, specifically in the State of Delaware. The Epic Vision of the Vines Community Project states "Education and prevention for individuals and communities." • Their very first initiative was to teach Dover citizens how to dispose of medication. They distributed Deterra bags throughout the City. Deterra bags melt the medication into a bag and deactivate whatever medication there is. After the Deterra bags, they began several Narcan training and distribution into the communities and into the hands of their citizens. • They wanted to target their young people and seniors. They wanted to empower their seniors because they did a survey of seniors that frequent the Modern Maturity Center and other senior centers and were finding medication missing. They were getting Deterra bags into the hands of seniors and helping them have the power to report things, especially if they have healthcare workers in their homes, or strangers in and out the homes. They

CITY COUNCIL MEETING OF SEPTEMBER 28, 2020 PAGE 23 were trying to teach them how to secure their medication, particularly any narcotic prescriptions that they had. They started the plan to secure the young people, and that has taken the crux of their attention in the last year and a half. • The Vines Community Program began their Purple Ambassador Program that allowed them partner with the early college high school and Delaware State University. With the high schoolers, they empowered them to know the warning signs amongst their friends or people that were using. They could notice behavioral signs, see things that were diminishing amongst their friends, know the signs of addiction and/or use, and that would empower them on how they report, how they get help. They had to reduce the stigma that was attached to what their students called "ratting." • Delaware State University social work students became mentors to their high school ambassadors and counseling and empowerment groups were formed. The students made purple commitments, which meant that if they had parties, they had to be purple (clean) parties and if there was any ambassador amongst them, that ambassador would have the tools and would know what to do if there was somebody that was high or in danger and they would know how to report. • They used two different curriculums; Dr. Gilbert Botvin's Life Skills Training and the Prime for Life curriculum. They found that their middle schoolers were the most compromised amongst their student population. In turn they developed mentorship so that their high schoolers would then become mentors to their middle schoolers, and then COVID hit. They have not yet been able to make that connection. They are working on how they can do that virtually, because they do want to begin to empower their middle schoolers, and eventually, elementary schoolers. • They have maintained partnership with the Dover Police Department and its Angel program and have been active with Help is Here Delaware and they are partners with North Node. Responding to Mr. Taylor, Rev. Harris stated that, initially, they did all the work that they needed to do out of pocket through the Coalition membership or the donations of their citizens through their time and financial donations. She noted that this year was the first year that they have received some grant funding and they have received some funds from the City to help. Rev. Harris stated that going forward they just need manpower and mentorship. She noted that they needed people talking about the cause and staying educated and informed with the numbers. Mr. Taylor stated that this should be labeled as a healthcare issue and not a criminal justice crisis. He noted that he would direct some of his discretionary funds to the Vines Community Project.

CITY COUNCIL MEETING OF SEPTEMBER 28, 2020 PAGE 24 Responding to Mr. Sudler, Rev. Harris stated that because of COVID, a lot of AA meetings have been shut down and, although a lot of places are trying to have virtual meetings, when someone is in the cycle of addiction, those personal, one-on-one meetings are so very meaningful for people to get eyes on you. Rev. Harris provided her email address, carol_harris@bayhealth.org, and Vines Community Project email, vinescommunityproject@gmail.com. Library Reopening Plan Mr. Brian Sylvester, Library Director, reviewed the background and analysis regarding the library reopening plan. Staff recommended opening a temporary computer lab beginning September 28th with a partial capacity re-opening on October 26th. If the Committee is in agreement, the Committee should direct staff to proceed and revisit the reopening plan October 20th. Responding to Mr. Rocha, Mr. Sylvester stated that the number of people they would allow in the room would depend slightly on the number of computers that they are able to set up in that space. If they combine both of the two meeting rooms, there is a receiving wall in the middle. Mr. Sylvester stated there are only 10 support drops, so if they can run multiple computers off of a single network drop, there is space to fit 12 to 15 computers with social distancing. He noted that if they are limited by the number of network drops and can only run one computer off of each of them, then they would only offer nine because they would need one of those network drops for a printer. Mr. Cole expressed his concerns with the opening. He stated that he would like to see the library keep offering some type of services, whether it be the passport or book pickup. Mr. Cole stated that he would like to see a structured plan that meets the Centers for Disease Control and Prevention (CDC) and Delaware of Public Health (DPH) guidelines. He noted that there are some school districts doing a hybrid version, but as far as opening the library, they need to really look at some very structured types of policies. Mr. Sylvester stated that the Delaware Division of Libraries has put out statewide guidelines for reopening libraries, which does touch on some of those specifics, but they do not contain any very, very concrete detail. He noted that they are trying to offer guidance that applies to very large libraries and very small libraries, so it is almost a one size fits all approach. Mr. Sylvester stated that they can certainly use that as a stepping off point for a more detailed plan if that is the direction the Council would like to take. Responding to Mr. Anderson, Mr. Sylvester stated that the County Library intended to reopen Monday of that week, but that plan actually got delayed until early October. He stated that he did not know the exact date, but that was due to the number of staff vacancies that they currently have. They did not feel that they could safely operate

CITY COUNCIL MEETING OF SEPTEMBER 28, 2020 PAGE 25 the facility the way they needed to with social distancing and the other types of restrictions that are in place, so it seems that they will not be opening that library until, at the minimum, they have filled two or three of those positions. Mr. Sudler stated that the better safety measure would be to open up around phase three. Responding to Mr. Lindell, Mr. Sylvester stated that the Delaware Division of Libraries (DDL) does not have a recommended date for reopening written in their guideline. He stated that verbally they have been told that they believe libraries should reopen when the Governor moves them into phase three. As to whether or not that would be a full reopening or opening at 60%, they have not really weighed in on that at least in writing. Mr. Lindell stated that he would not vote to reopen the library until they are actually in Council Chambers in person. Mr. Anderson stated that with this particular plan, people are being crushed economically and socially by not being able to have access because of the digital divide. He stated that the more they delay, the more they are harming people, when everything else is open, even senior centers, athletic fields, recreation departments, and schools going hybrid. Mr. Anderson stated that there is no reason that a 50,000 square foot type library cannot open two rooms for a dozen people. Mr. Taylor stated that he agreed with Mr. Anderson, but that his concern was that they open at this particular point and they go back to where they were before COVID- 19. He stated that he did not want a situation where people cannot go into the library and be comfortable to sit down at the computer because their homeless population was using it again as a rest area. Mr. Taylor stated that if Mr. Sylvester was able to assure him that was not going to happen, then he had his vote wholeheartedly, but if he was not able to provide him with enough information that relieves that concern, he did not support the reopening right now. Responding to Mr. Taylor, Mr. Sylvester stated that a number of the renovations were made to the facility specifically to address security concerns. He advised that he was hoping to resume their relationship with Sunstate Security and would like for them to be on site when they offer the computer lab to provide the necessary security to ensure that they are offering a safe space, not just in COVID terms, but also in terms of public safety. Mr. Sylvester noted that they have made changes to the layout, removed furniture, sightlines, and all of these steps were taken specifically with the goal of improving safety. He advised that if there were more changes that Council would like them to make, he would be more than happy to bring people into the building to see what they have done and give them recommendations for further steps. Mr. Sylvester stated that they have their Acceptable Behavior Policy, which are the rules and guidelines for being in the facility. He noted that he was presenting some recommended policy changes to the Library Advisory Commission.

CITY COUNCIL MEETING OF SEPTEMBER 28, 2020 PAGE 26 Mr. Hare stated that if they decide to open the computer rooms, it should be by appointment. He also advised that they should ensure that someone that is going to be sanitizing the computer after each use. Mr. Neil noted that the library was still providing activity packets for parents to pick up for their young kids and curbside book services. He stated that as long as there is COVID, people coming into the library becomes a problem. Mr. Lindell stated that they need to be prepared and that they need to continue with those preparations so that when they hit phase three, they can hit the ground running. Mr. Sylvester advised that there are cleaning protocols in place and that he could create and provide documentation that describes that in more detail. He stated that their custodial work is by contract with Atlantic. Mr. Cole stated that everybody has made some good points, but overall, they are all in the same boat, they want to see this move forward if things can be opened in a structured, safe manner. Mr. Cole asked if they could revisit this and if Mr. Sylvester could provide them with that information. Mr. Cole moved to recommend not moving forward until there is a clear vision of guidelines and protocols in place, seconded by Mr. Lindell and unanimously carried. By consent agenda, Mr. Neil moved for approval of the Committee’s recommendation, seconded by Mr. Rocha and carried by a unanimous roll call vote. Police Athletic League (P.A.L.) Update Mrs. Donna Mitchell, City Manager, provided an update regarding the Police Athletic League (P.A.L.). Mrs. Mitchell stated that they could probably operate the P.A.L. Program out of the Pear Street Warehouse once they move the inventory to the electric department. She noted that the P.A.L. Program would be a good use for that facility because it would make a good gymnasium or could possibly be outfitted in a recreation center kind of way for the at-risk community that is close by. Mrs. Mitchell advised that the concept of moving that electric inventory to the power plant would occur during the decommissioning. She stated that the issue is that it is longer down the road than what they originally thought with the clean-up program. They are going to have to go through Delaware Department of Natural Resources and Environment Control (DNREC) to make sure they do not have any environmental issues and all those things must be taken care of. Mrs. Mitchell advised that it is not going to be something that they could do probably in the next year and there will also be some facility improvements that will need to be made to convert that warehouse space for a good space for the P.A.L. Program.

CITY COUNCIL MEETING OF SEPTEMBER 28, 2020 PAGE 27 Mr. Hare moved for adjournment of the Parks, Recreation, and Community Enhancement Committee meeting. The motion was seconded by Mr. Hare and unanimously carried. Meeting adjourned at 10:31 p.m. Mr. Cole moved for adjournment of the Council Committee of the Whole meeting. The motion was seconded by Mr. Neil and unanimously carried. Meeting adjourned at 10:31 p.m. Mr. Slavin moved for acceptance of the Council Committee of the Whole Report, seconded by Mr. Sudler and unanimously carried. REAPPOINTMENTS RECOMMENDED BY COUNCIL PRESIDENT HARE - DOVER HUMAN RELATIONS COMMISSION - THREE YEAR TERMS TO EXPIRE FEBRUARY 2023 Council President Hare recommended the following reappointments to the Dover Human Relations Commission for three (3) year terms to expire February 2023: At-Large - Sara Herbert First District - Paul Fleming Third District - Alan Gaddis Third District - Wanda Mullen Fourth District - Rita Mishoe Paige By consent agenda, Mr. Neil moved for approval of the reappointments, as recommended by Council President Hare. The motion was seconded by Mr. Rocha and carried by a unanimous roll call vote. ANNUAL COMMITTEE APPOINTMENTS/REAPPOINTMENTS (DEFERRED DURING THE ANNUAL MEETING OF MAY 11, 2020) - RECOMMENDED BY MAYOR CHRISTIANSEN Mayor Christiansen recommended the following appointments/reappointments to the Dover Fourth of July Celebration Committee, terms to expire May 10, 2021: Dover Fourth of July Celebration Committee Andrea Maucher - President/Vice-Chair (Reappointment) Brett Scott - Vice-President Jeffrey C. Dill - Treasurer (Reappointment) Justin Strickland - Secretary Carolyn D. Courtney - Staff Liaison (Reappointment) By consent agenda, Mr. Neil moved for approval of the appointments/reappointments, as recommended by Mayor Christiansen. The motion was seconded by Mr. Rocha and carried by a unanimous roll call vote.

CITY COUNCIL MEETING OF SEPTEMBER 28, 2020 PAGE 28 APPOINTMENTS/REAPPOINTMENTS RECOMMENDED BY MAYOR CHRISTIANSEN Mayor Christiansen recommended the following appointments/reappointments: Dover Housing Authority - Todd M. Stonesifer (to fill the unexpired term of Mark Harmon - term to expire August 15, 2021) Public Advisory Committee of the Dover/Kent County MPO - Two Year Terms to Expire July 2021 (current terms expired July 2019) Jonathan Contant (Reappointment) Karen E. McGloughlin (Reappointment) By consent agenda, Mr. Neil moved for approval of the appointments/reappointments, as recommended by Mayor Christiansen. The motion was seconded by Mr. Rocha and carried by a unanimous roll call vote. UPDATE ON IN-PERSON MEETINGS Mrs. Donna Mitchell, City Manager, provided an update on beginning in-person meetings, as follows: • Central Services/Facilities Management surveyed the Council Chambers and determined that the Council members’ desks can be spaced six feet apart for social distancing. • The dais can seat three people at each level and be six feet apart. • One Council member would be displaced due to their proximity to a Clerk’s Office staff member. • The seats in the audience can be taped off to ensure that occupants are six feet apart, which will leave 11 seats that can be occupied. Of those 11 seats, some will be necessary for people that were displaced at the dais or the one Council member. • PPP would be made available. • DoverTV does not provide a way of calling-in, as Webex does. • To open the building to the public, you would have to turn people away if you had a greater number of people than you had seats for. • Conducting meetings through Webex in the Council Chamber would require members to bring their laptops. Mr. Taylor asked if they would be able to do any kind of live stream on Facebook or Twitter and if that would assist them with the technological difficulties. Responding, Mrs. Mitchell advised that she was still trying to get the technology issues resolved and to find out where those work arounds might be. She noted that they cannot display the WebEx meeting on the monitors for the public to be able to call in. Mr. Neil stated that his concern was two-fold, one of which is checking the temperatures of attendees to avoid exposure to COVID-19 and the other is transparency because the number of people who will be able to attend the meetings will be limited. He noted that WebEx does not limit the number of attendees or participants. Mr. Neil suggested continuing with virtual meetings until these problems are worked out, noting that they were probably better off for transparency and for exposure, both theirs as well as others, to continue with WebEx until they have more clarification over the situation

CITY COUNCIL MEETING OF SEPTEMBER 28, 2020 PAGE 29 with COVID-19. Mr. Sudler asked if it was feasible to outsource the broadcast to Comcast until they can sort things out. Responding, Mrs. Mitchell stated that she would check into it. She also advised that they were planning to have staff members there to take temperatures and log people in and out, which would require additional staff. Mrs. Mitchell noted that both she and City Solicitor Rodriguez have concerns about turning people away from public meetings. She reiterated that it is not an issue with WebEx meeting. Mrs. Mitchell recommended proceeding cautiously until they get all those issues resolved. Mr. Cole stated that he was in favor of in-person meetings as long as there are clear protocols and procedures in place. Mr. Anderson stated that he would love to see them find a way to start meeting again in the Council Chambers. He suggested having people who wish to come to the meeting call ahead. They can be placed on a list and when the list is full, they can be told to attend via WebEx. Mr. Taylor suggested collaborating with one of their community partners, such as Capital School District, and maybe having the meetings at Dover High School. He noted that church meets there every Sunday and he did not think it would be a problem for the City to meet there once or twice a month. Mr. Taylor advised that there is plenty of spacing on the stage, as well as plenty of seating, and their technology department is really up to speed. Mrs. Mitchell advised that she would look into all of the options mentioned. Mr. Hare requested that Mrs. Mitchell provide any costs associated with the options. FIRST READING - PROPOSED ORDINANCE #2020-13 Council President Hare reminded the public that copies of the proposed ordinance were available at the entrance of the Council Chambers, on the City's website at www.cityofdover.com under "Government," or by contacting the City Clerk's Office at 736-7008 or cityclerk@dover.de.us. Since the ordinance amends Appendix B - Zoning, a public hearing is required. Staff recommended referral of the amendments to the Planning Commission on October 19, 2020 and that a public hearing be set for the Council Meeting of November 9, 2020, at 7:30 p.m., at which time the Final Reading and Council action will take place. Mr. Neil moved to refer the amendments and set a public hearing before City Council for November 9, 2020 at 7:30 p.m., as recommended by staff. The motion was seconded by Mr. Anderson and unanimously carried. In accordance with Section 1-9 of the Dover Code, Council acknowledged the First Reading of the Zoning Ordinance Amendments as read by the City Clerk, by title only, as follows: #2020-13 Amending Appendix B - Zoning, Article 3 - District Regulations, Section 20B - Industrial Park Manufacturing Zone - Industrial Aviation and Aeronautics Center (IPM3); Article 5 - Supplementary Regulations, Section 21 - Public Utility Infrastructure and a new Section 23 - Wireless Communications Facilities; Article 12 - Definitions; Chapter 98 - Streets, Sidewalks, Storm Sewers and Other Public Places; and Appendix F - Fees and Fines

CITY COUNCIL MEETING OF SEPTEMBER 28, 2020 PAGE 30 (Legislative, Finance, and Administration Committee) FIRST READING - PROPOSED ORDINANCE #2020-11 Council President Hare reminded the public that copies of the proposed ordinance were available at the entrance of the Council Chambers, on the City's website at www.cityofdover.com under "Government," or by contacting the City Clerk's Office at 736-7008 or cityclerk@dover.de.us. Final action by Council on the proposed ordinance will take place during the Council Meeting of October 12, 2020. In accordance with Section 1-9 of the Dover Code, Council acknowledged the First Reading of the proposed Ordinance as read by the City Clerk, by title only, as follows: #2020-11 Amending Chapter 46 - Fire Prevention and Protection, Article II - Fire Department, Division 1 - Generally and Division 2 - Officers (Legislative, Finance, and Administration Committee) CITY MANAGER'S ANNOUNCEMENTS Mrs. Donna Mitchell, City Manager, announced the following: • The Dover Park project survey, the Schutte Park Skate Park survey, and the Dog Park survey are due Friday, October 9, 2020. • There will be an outdoor workshop at Dover Park October 1, 2020 from 5:00 p.m. to 6:30 p.m. • A Schutte Park virtual workshop is scheduled for September 29, 2020 at 6:30 p.m. COUNCIL MEMBERS' ANNOUNCEMENTS Mayor Christiansen relayed that the 911 system was down statewide and beyond the state. He noted that it appears to be a problem with the communication towers and they were well on their way to a solution. Mayor Christiansen advised that if anybody had an emergency, they could text 911 on their cell phone or call 736-7111. Members of Council wished Councilman Sudler a happy birthday. Mr. Sudler reported that he had been contacted by a few of his Hamlet and Woodcrest constituents who were concerned about the possible deletion of the budget plan for electric services. He noted that he had a few seniors who are on fixed incomes and they want to know if there would be a budget plan alternative for them, especially since a lot of them have been eligible and have been utilizing the budget plan program. Responding, Mrs. Mitchell advised that the budget billing plan was not being eliminated at this time; however, the new billing software system does not allow for it, so they are looking into a way to get it into the new software. She noted that they would not be eliminating anything until they have a solution. Mr. Taylor, noting Hispanic Heritage Month, stated that it is a very rich culture and that he looked forward to celebrating the culture’s faith, family, great food, and great music.

CITY COUNCIL MEETING OF SEPTEMBER 28, 2020 PAGE 31 Mr. Taylor reminded everyone of the Council Committee of the Whole meeting the following evening, noting that agenda items include a COVID-19 Safety Update by Bob Clark, president of Wesley College; a presentation by Partners in Public Safety Solutions regarding Social Professional/Law Enforcement Collaborative’s, and an update on body cameras. Mr. Neil noted that Sundown marked the end of Yom Kippur, the day of atonement and High Holy days for the City of Dover citizens of the Jewish faith. He wished them a happy New Year with Shana Tova. May you be inscribed in the book of life. Mr. Anderson congratulated the Kent County library system on opening their computers to the public. He noted that he thought it was very important and that he hoped Dover did that soon because the digital divide was real and it was hurting the citizens. Mr. Anderson stated that the though they needed to start looking at the internet as a public utility and start moving in that direction for this to be a true 21st century city when it comes to economic development, security, and a lot of other issues. He requested Mr. Cole, Chairman of the Utility Committee to look more closely at that in the near future. Mr. Rocha offered his sincere condolences to the family of Devin Wright, the student at Delaware State University that, because of the unfortunate shooting at Schutte Park, lost his life. Mr. Neil moved for adjournment, seconded by Mr. Rocha and unanimously carried. Meeting adjourned at 8:24 p.m. TRACI A. McDOWELL CITY CLERK All ordinances, resolutions, motions, and orders adopted by City Council during their Regular Meeting of September 28, 2020 are hereby approved. ROBIN R. CHRISTIANSEN MAYOR /TM S:\AGENDAS-MINUTES-PACKETS-PRESENTATIONS-ATT&EXH\Council-Minutes\2020\09-28-2020 REGULAR CITY COUNCIL MINUTES.wpd Exhibits Exhibit #1 - Model Master License Agreement Exhibit #2 - Amended Purchasing Policy

EXHIBIT #1 Regular Council Meeting of 09/28/2020 WIRELESS POLE ATTACHMENT LICENSE AGREEMENT Between THE CITY OF DOVER and [PROVIDER] 1

TABLE OF CONTENTS Article 1 Definitions ................................................................................................................................. 4 Article 2 Scope of Agreement ................................................................................................................... 5 Article 3 Term of Agreement .................................................................................................................... 6 Article 4 Specifications ............................................................................................................................. 6 Article 5 Attachment Fees ........................................................................................................................ 7 Article 6 Process for Permitting New Attachments .................................................................................. 7 Article 7 Eastments and Rights-of-Way for Licensee's Attachments ....................................................... 7 Article 8 Maintenance and Transfers ........................................................................................................ 8 Article 9 Unauthorized Attachments......................................................................................................... 9 Article 10 Attachments Not Removed at End of Term ............................................................................... 9 Article 11 Recovery of Space by Owner .................................................................................................. 10 Article 12 Abandonment of Poles ............................................................................................................. 10 Article 13 Rights of Other Parties ............................................................................................................. 10 Article 14 Assignment of Rights ............................................................................................................... 11 Article 15 Waiver of Terms or Conditions ............................................................................................... 11 Article 16 Insurance .................................................................................................................................. 12 Article 17 Service of Notices .................................................................................................................... 12 Article 18 Supplemental Agreements ....................................................................................................... 13 Article 19 Default ..................................................................................................................................... 13 Article 20 Indemnification ........................................................................................................................ 14 Article 21 Force Majeure .......................................................................................................................... 15 Article 22 Miscellaneous Provisions......................................................................................................... 15 2

APPENDICES Exhibit A: Schedule of Fees Exhibit B: Supplemental Materials Exhibit B-1: Application for Permit Exhibit B-2: Permit for Attachment Exhibit B-3: Notice of Discontinuance of Attachment to Poles 3

WIRELESS POLE ATTACHMENT LICENSE AGREEMENT THIS WIRELESS POLE ATTACHMENT LICENSE AGREEMENT (the “Agreement”) is effective this ___ day of _______, 2020 by and between the City of Dover, Delaware and NAME OF LICENSEE, organized under the laws of the State of Delaware and authorized to engage in business in the State of Delaware. WHEREAS, Licensee desires to locate certain of its wireless communications facilities for the purpose of providing wireless service on Poles owned and managed by the City; WHEREAS, the City desires to protect and manage the use of the aforesaid Poles, ensure public safety within public rights-of-way, and obtain financial compensation for Licensee’s use of the City’s Poles; and WHEREAS, the City wishes to minimize the adverse visual effects and the number of such Facilities through proper design, siting, screening, material, color and finish and by encouraging providers of wireless communications services to collocate their Facilities on existing structures; and NOW, THEREFORE, in consideration of the mutual covenants, terms, and conditions herein contained the parties hereto do hereby mutually covenant and agree as follows: ARTICLE 1 DEFINITIONS 1. Accessory Equipment—any equipment, excluding the antenna, serving or being used in conjunction with a wireless communications facility or wireless support structure. The term “Accessory Equipment” includes but is not limited to utility or transmission equipment, power supplies, generators, batteries, cables, equipment buildings, cabinets and storage sheds, shelters or similar structures. 2. Antenna – An apparatus designed for the purpose of emitting radiofrequency (RF) radiation, to be operated or operating from a fixed location pursuant to Federal Communications Commission authorization, for the provision of wireless service and any commingled information services. 3. Attachment – The attachment of Licensee’s facilities to poles owned or controlled by the City of Dover. 4. City – The City of Dover, Delaware. 5. Cost or City’s Cost – Reasonable costs reasonably incurred as a direct result of Licensee’s application to attach to and use of City Poles. The City intends that the costs of outside contractors and consultants shall be at fair market value. 6. Effective Date – The date that is the later of the dates on which each of the parties have executed this Agreement. 7. Emergency—a condition that (1) constitutes a clear and immediate danger to the health, welfare, or safety of the public, or (2) has caused or is likely to cause City’s facilities in the rights-of-way to be unusable and result in loss of the services provided. 4

8. Facility or Facilities – An installation mounted onto or supported by a Pole owned by the City that sends and/or receives licensed or unlicensed radio frequency signals, and consists of several wireless components, including but not limited to accessory equipment, panels, omnidirectional or directional Antenna(s); structures to support transmitters, receivers, antennas; wireless network components; riser cable; conduits; equipment cabinets; accessory equipment; and other ancillary equipment. The term “Facility” includes strand mounted installation suspended between two Poles. 9. Licensee – NAME OF LICENSEE. 10. Make Ready Construction Work -- Work necessary to enable an authority pole or utility pole to support attachment of Licensee’s facilities, which may include modification or replacement of Poles or modification of City equipment. 11. NESC – The most recent edition of the National Electric Safety Code. 12. Permit – The written authorization granted by the City allowing Licensee to make attachments to City-owned poles and/or for the use of the rights-of-way in the City for the purpose of constructing, operating and/or maintaining facilities therein. 13. Person – Firms, associations, partnerships (including limited partnerships), limited liability companies, joint ventures, trusts, corporations and other legal entities, including public or governmental bodies, agencies or instrumentalities, as well as natural persons. 14. Pole – means a street light pole or utility pole owned and operated by the City of Dover. 15. Pre-Existing Attachment – Any attachment existing prior to the effective date of this agreement. 16. Rights-of-Way – The surface and space in, on, above and below any real property in which the City of Dover has an interest in law or in equity, including, but not limited to, any public street, boulevard, avenue, road, highway, easement, freeway, lane, alley, court, sidewalk, parkway, river, tunnel, viaduct, bridge, park, green space or any other place. 17. Unauthorized Attachment -- An Attachment placed after the Effective Date without a Permit having been issued or that is otherwise materially noncompliant with the requirements of this Agreement. ARTICLE 2 SCOPE OF AGREEMENT 2.1. Subject to the provisions of this Agreement, the City agrees to issue to Licensee, for the Attachment of Licensee’s Facilities to the City’s Poles for the purpose of providing any and all lawful services, a revocable, non-exclusive license hereinafter referred to as “License” authorizing the attachment of Licensee's Facilities to the City's Poles. This Agreement governs the fees, charges, terms and conditions under which the City issues such Permit(s) to Licensee. This Agreement is not in and of itself a license, and before making any Attachment to any Pole, Licensee must apply for and obtain all necessary Right-of- Way authorizations and Permit(s) for each Attachment it desires to make to any Pole. 2.2. This Agreement supersedes all previous wireless attachment agreements between the City and Licensee for the attachment of Licensee’s facilities to the Poles of the City. This Agreement shall govern all existing Licenses, Permits, and other forms of permission for Attachments of Licensee’s facilities to the City’s Poles as well as all Permits issued subsequent to execution of this Agreement. 5

2.3. No use, however extended, of the City's Poles or payment of any fees or charges required under this Agreement shall create or vest in Licensee any ownership or property rights in such Poles except as expressly provided by this Agreement. 2.4. Nothing contained in this Agreement shall be construed to require the City to construct, retain, extend, place, or maintain any Pole or other facilities not needed for the City's own service requirements, except City shall reasonably accommodate requests by Licensee to replace or modify a Pole when necessary to support attachment of Licensee’s facilities. 2.5. Nothing contained in this Agreement shall be construed as a limitation, restriction, or prohibition against the City entering into agreements with other parties regarding the Poles covered by this Agreement as long as such agreements do not conflict with rights granted to Licensee under this Agreement or any license issued hereunder. 2.6. Nothing contained in this Agreement shall be construed to require the City to permit Attachments to the City’s Poles where there is insufficient capacity or where access is not possible for reasons of safety, reliability and generally applicable engineering requirements. At the time of Licensee’s application for attachment, the City may reserve space on its Poles for its core utility service pursuant to a plan that reasonably and specifically projects a need for the space in the provision of the City’s core business needs. The City shall allow Licensee to attach to such reserved space until the City has a need for that space, at which time, Licensee shall vacate the reserved space within sixty (60) days’ of receiving written notice from the City and the City shall provide Licensee an opportunity to maintain its Attachment, at Licensee’s expense. ARTICLE 3 TERM OF AGREEMENT 3.1. This Agreement shall continue in force and effect for a period of ten (10) years commencing on the Effective Date. Unless terminated in accordance with the terms contained herein, the Agreement will automatically renew for three five (5) year renewal periods. In addition to termination in accordance with Article 20 of this Agreement, the Agreement is subject to termination by either Party upon sixty (60) calendar days’ written notice prior to the end of any term. ARTICLE 4 SPECIFICATIONS 4.1. Licensee’s Attachments on the City’s Poles covered by this Agreement shall be placed and maintained at all times in accordance with applicable provisions of the City of Dover Code, the requirements, specifications, rules and regulations of any governing authority having jurisdiction, the National Electrical Safety Code, latest edition and subsequent revisions thereof, and this Agreement. 4.2. Each Attachment shall be identified at all times by an identifying marker stating the name of Licensee and the contact information for Licensee in case of emergency. The marker shall, at a minimum, (a) be reasonably durable under the typical weather conditions in the area and (b) have coloring unique to Licensee. Within ten (10) days of the Effective Date, if the City elects to require tagging by Licensee, the City shall provide Licensee information concerning the type and color of tag to be used by Licensee in satisfying the requirements of this Section 4.2. 4.3. Licensee acknowledges that this Agreement is not an exclusive contract for Pole attachment rights. Licensee’s use of the City’s Poles shall not interfere with the rights or operations of other existing users. 6

Unless otherwise authorized by law, Licensee shall not move, remove, adjust or change the attachments of others without the specific written consent of the owner of said attachments and of the City. ARTICLE 5 ATTACHMENT 5.1. Licensee shall pay an annual fee in the amount detailed in Appendix F of the City of Dover Code and Exhibit A to this Agreement for each Pole to which Licensee has one or more Attachments (the “Attachment Fee”). 5.2. On or about the first day of December, the City shall invoice Licensee, in advance, the Attachment Fees and other charges due the City. Licensee shall pay any invoice within sixty (60) days Licensee shall, at its own expense, make Attachments in such manner as not to interfere with the service of the City or others who are attached to the City’s Poles nor shall Licensee make any changes to the attachments of others unless authorized by Engineering Plans. When Construction Work is complete, Licensee shall notify the City. ARTICLE 6 PROCESS FOR PERMITTING NEW ATTACHMENTS 6.1. To obtain a Permit, Licensee must submit Exhibit B-1 Application for Permit (the “Application”) following the procedures in the Ordinance. Licensee shall at the same time pay the non-refundable Application Fee stated in Exhibit A. Licensee’s Application shall be accompanied by Licensee’s construction plans and drawings, which will, at a minimum, contain the information specified in applicable provisions of the Code of the City of Dover. Application fees will not be refunded if Licensee chooses not to proceed, however, such fees paid will be credited toward the Make Ready Engineering Fee in those instances where engineering work continues and/or Licensee proceeds with attaching its facilities. 6.2. Licensee must make its Attachments to the City’s Poles within one hundred eighty (180) days of receipt of a Permit. Such timeframe may be extended by the City provided Licensee makes a written request for such extension and is diligently pursuing its work. If Licensee’s work for any Attachment is not complete within the one hundred eighty (180) day period or its extension, then the City may terminate its approval for Licensee’s Attachment and Licensee shall have no further right to place that Attachment except by following the procedures specified above for new Attachments. 6.3. No later than forty-five (45) days after Licensee adds the last Attachment for the Permit Application, Licensee shall send to the City a certification signed by an authorized representative of the Licensee that is a licensed engineer in the State of Delaware that the Attachments are of sound engineering design and fully comply with the Ordinance, this Agreement and the NESC and were constructed substantially as provided in the drawings approved by the City. ARTICLE 7 EASEMENTS AND RIGHTS-OF-WAY FOR LICENSEE’S ATTACHMENTS 7.1 The City does not warrant or assure to Licensee any City Right-of-Way privileges, uses or easements. Licensee shall be responsible, where required by law, for obtaining its own governmental permits, Right-of-Way access authorizations and lawful easements from the owner(s), any lien holders, and other appropriate parties. Under no circumstances shall the City be liable to Licensee or any other party in the event Licensee is unable to obtain the necessary Right-of-Way authorizations for placing and/or maintaining its Attachments on the City’s Poles. Accordingly, the City’s acceptance of Licensee’s 7

application and issuance of a Permit shall never be construed as granting any such City Right-of-Way privileges, uses or easements. ARTICLE 8 MAINTENANCE AND TRANSFERS 8.1 The City shall, at its own expense, maintain its Poles in a serviceable condition in accordance with industry standards and practices and shall replace, reinforce, or repair Poles as necessary to keep all Poles compliant with such standards, codes and practices, as they become actually known by the City to be unserviceable. 8.2 If the City requests, Licensee shall become a member of the National Joint Use Notification System (the “NJUNS”) and maintain the capability of receiving messages from NJUNS and shall utilize such capability. 8.3 Licensee shall ensure that all employees, contractors or employees of contractors who work on the City’s Poles are properly trained and working on the City’s Poles safely. Licensee shall specifically warn, by reasonable means, each and every employee of the inherent dangers of making contact with the City’s electrical conductors and/or electrical equipment before employees are permitted to perform work on or near the City’s facilities. Licensee shall require, as a part of its process for qualifying contractors, that said contractors notify their employees of the inherent dangers of making contact with electrical facilities. 8.4 The City disclaims any warranty or representation regarding the condition and safety of the City’s Poles. Licensee expressly assumes responsibility for determining the condition of all Poles to be climbed or otherwise worked on by its employees, agents, contractors, or employees of contractors whether for the placement of Attachments, maintaining or rearranging Attachments, or for other reasons. Except for performing transfer work from unserviceable Poles to replacement Poles, Licensee shall not permit its employees or contractors to work on Poles that are unserviceable until the City has corrected the unserviceable condition or has otherwise determined that the Pole is serviceable. Licensee will notify the City if any of Licensee’s employees, agents, contractors, or employees of contractors become aware of unserviceable Poles or other condition, whether hazardous or otherwise, that requires the attention of the City for evaluation and possible correction. 8.5 Permit(s) shall remain valid for any Attachment transfers to new Poles when replacement or relocation is necessary. 8.6 The City shall provide Licensee with sixty (60) days’ advance written notice, or as much notice as practicable in cases of emergency, of the need to transfer Licensee’s attachments due to Pole replacement or relocation. If Licensee fails to transfer its attachments within this period, the City may transfer Licensee's Attachment(s) at the time of the Pole replacement or relocation and Licensee shall pay the City's Cost upon invoice. In the event the City does such work, except for gross negligence or willful misconduct, the City shall not be liable for any loss or damage to Licensee's facilities, which may result therefrom or for any liability, loss or damage to Licensee or any other party claiming actual damages. 8.7 Where Licensee elects to transfer Licensee’s Attachment(s), Licensee shall advise the City when the transfer is complete in the manner specified in the Ordinance. In the event of extraordinary circumstances and upon written request by Licensee, the City may elect to grant an extension of the sixty (60) day period to Licensee. The City will not unreasonably withhold consent of a request for extension of time. 8

8.8 If the transfer is not completed by the end of the sixty (60) day period or the extended time period granted by the City, the Unauthorized Attachment Discovery Fee shall apply and the Unauthorized Attachment Daily Fee shall also apply from the date on which the sixty (60) day period or the extended time period expired and shall continue until the City receives notification that Licensee has transferred its Attachment. These fees are established in Exhibit A to this Agreement. In addition, if Licensee does not transfer its Attachments within the sixty (60) day period or the extended time period and the delay forces the City to make a special return trip to the job site to remove the old Pole, then the Cost incurred by the City to return to the job site and remove the old Pole will be paid by the Licensee. 8.9 During the repair and restoration of utility power as a result of a storm event or from other damages to the City’s facilities, the City may re-attach downed cables and/or conductors of the Licensee in a temporary fashion to the City’s Poles. The City will notify the Licensee through the NJUN’s ticket system, email, or letter of such instances. Licensee is required to take immediate action to permanently restore such cables and/or conductors within 30 days of the City’s temporary placement. The City may invoice Licensee a per-Pole charge for each cable or conductor re-attached to each Pole by the City as shown in Exhibit A. ARTICLE 9 UNAUTHORIZED ATTACHMENTS 9.1 An Unauthorized Attachment is an Attachment placed after the Effective Date without a Permit having been issued or that is not part of the work performed pursuant to Article 5 or Article 6 or Article 7. When discovered, the City will notify Licensee of any Unauthorized Attachment. 9.2 Licensee agrees to pay the City an Unauthorized Attachment Discovery Fee, per Unauthorized Attachment, in the amount stated in Exhibit A. Licensee shall, within ten (10) days after being notified, remove such Unauthorized Attachment or will submit Application for a Permit following the provisions of Article 5. 9.3 If Licensee fails to remove the Unauthorized Attachment or to submit Application within the ten (10) day period, then Licensee shall also pay to the City an Unauthorized Attachment Daily Fee as specified in Exhibit A, which shall continue each day until a Permit is issued or the Unauthorized Attachment is removed and the City has been notified in writing. 9.4 At any time after the ten (10) day period, the City may remove the Unauthorized Attachment without liability and Licensee shall pay the City’s Cost of such removal and the Unauthorized Attachment Daily Fee shall terminate as of the date of the removal. ARTICLE 10 ATTACHMENTS NOT REMOVED AT END OF TERM 11.1 Licensee shall not make additional Attachments to the City’s Poles after the Agreement has expired or has been terminated in accordance with the terms and conditions contained herein. Licensee shall remove its existing Attachments from the Poles of the City within ninety (90) days of the expiration of this Agreement, unless Licensee and the City agree in writing to extend such timeframe for removal. Attachments made after the expiration or termination of this Agreement will be considered Unauthorized Attachments. 9

ARTICLE 11 RECOVERY OF SPACE BY OWNER 12.1 The City may, at any time, require the space occupied by Licensee’s Attachments on the City’s Poles for core business purposes relating to its provision of electric service, including service to street lights. In the event that the City requires space occupied by Licensee’s Attachments, the City shall provide Licensee with ninety (90) days’ advance written notice that rearrangement of Licensee’s Attachments is required. Licensee shall rearrange its Attachments to other available space on such Poles at Licensee’s expense or remove such Attachments within this time period. In the event Licensee is unable to rearrange its attachments and removal becomes necessary, the City shall work in good faith with Licensee to ensure continuity of Licensee’s service and to identify and facilitate permitting of an alternate location. If the work is not completed within the specified time period, the City may declare the Attachment as an Unauthorized Attachment, invoking the provisions of Article 9 or rearrange or remove the Attachment at Licensee’s expense. Costs of replacing existing Poles or placing new Poles to accommodate the City’s business needs shall be borne by the City. ARTICLE 12 ABANDONMENT OF POLES 13.1 The City may abandon a Pole upon sixty (60) days’ notice to Licensee. Licensee must remove or transfer all Attachments from any abandoned Pole within the same sixty (60) days unless granted additional time by the City. The City will not unreasonably withhold consent of such request for additional time. If the City has no Attachment(s) on said Pole and Licensee has not removed or transferred its Attachments therefrom, the City may elect to (1) revoke Licensee’s Permit for that Pole and declare the Attachment to be an Unauthorized Attachment, (2) remove Licensee’s Attachment at Licensee’s expense, with no liability falling on the City except in the case of gross negligence or willful misconduct, or (3) transfer ownership of the Pole to Licensee, at which point Licensee shall assume responsibility for all liability relating to such Pole. In the event the City abandon’s a pole and requires removal of Licensee’s attachment, the City shall work in good faith with Licensee to ensure continuity of Licensee’s service and to identify and facilitate permitting of an alternate location. 13.2 Licensee may, at any time, discontinue use of a Pole by removing therefrom any and all Attachments it may have thereon. Billing of all recurring fees shall cease when the City has been notified of such removal in writing in accordance with the form provided as Exhibit B-5 of the Ordinance. 13.3 Following such removal, all Permits issued for the removed Attachment shall be considered voided and no Attachment shall again be made to such Pole until Licensee submits a Permit Application and receives a new Permit as provided in Article 5 of this Agreement and the Ordinance. ARTICLE 13 RIGHTS OF OTHER PARTIES 14.1 Nothing herein shall be construed to limit the right of the City, by contract or otherwise, to confer upon others, not parties to this Agreement, rights or privileges to use the Poles covered by this Agreement. Rights granted to third parties shall not infringe upon the rights of the Licensee in this Agreement or any license issued hereunder. 14.2 If Licensee’s new Attachment requires rearranging any other user’s Attachment on the City’s Pole(s), Licensee shall give notice thereof to such user prior to making its own Attachment and shall 10

cooperate with the other user in the rearrangement of facilities. Licensee hereby acknowledges that it shall bear the expense of rearrangement of Attachment(s) necessary to accommodate Licensee’s use, provided such Costs are reasonable. Licensee does not have the right to rearrange the facilities of other users except with written permission from such user or unless otherwise permitted by law. Any Attachment privileges granted to Licensee hereunder shall be subject to any rights or privileges heretofore granted by the City to any user previously attaching. 14.3 If other users require the rearrangement of Licensee’s Attachments in order to attach their facilities under the authority of Make Ready Construction plans approved by the City for their work, Licensee agrees to reasonably cooperate with such user in scheduling and performing the work and the other user shall bear the expense of such rearrangement, provided that any cost charged to the other user shall be reasonable. ARTICLE 14 ASSIGNMENT OF RIGHTS 15.1 Licensee shall not permit any other user to use its Attachment(s) and may not sublicense any of its rights under this Agreement to any other user without providing notice of such sublicense to the City pursuant to Article 18 of this Agreement and obtaining the prior written approval of the City. 15.2 Licensee shall not assign or otherwise dispose of this Agreement, or of any of its rights or interests hereunder without the prior written approval of the City. Provided, however, Licensee may assign or transfer this Agreement and the rights and obligations hereunder to any entity controlling, controlled by, or under common control with Licensee without the consent of the City, but shall provide written Notice to the City within sixty (60) days detailing the assignment including the relationship. No such permitted assignment shall relieve Licensee, the permitted assignee, or any other party liable to the City from any obligations, duties, responsibilities, or liabilities to the City under this Agreement and the use is in strict compliance with Section 1.1. This Agreement shall be binding upon the successors and/or assigns of both parties. 15.3 Nothing contained herein is intended to interfere with Licensee’s leasing fibers or capacity in its facilities, if such use is in strict compliance with the provisions of Section 1.1. The renting or leasing of fibers or capacity in its facilities specifically does not give Licensee’s customer the right to any kind of access to the City’s Poles and Licensee’s customer is specifically prohibited from climbing or otherwise working on the facilities that are attached to the City’s Poles unless Licensee’s customer is working as a contractor for Licensee under the terms of a written agreement. ARTICLE 15 WAIVER OF TERMS OR CONDITIONS 16.1 The failure of either party to enforce or insist upon compliance with any of the terms or conditions of this Agreement including any applicable requirements of the Code of the City of Dover shall not constitute a waiver or relinquishment of any such terms or conditions, but the same shall be and remain at all times in full force and effect. 11

ARTICLE 16 INSURANCE 17.1 Licensee shall obtain and maintain throughout the period during which this Agreement shall remain in effect the following minimum insurance: A. Workers’ compensation insurance covering all employees of Licensee. Contractors, employees of contractors, subcontractors and employees of subcontractors who shall perform any of the obligations of Licensee hereunder, shall be required by Licensee to take out and maintain such insurance, whether or not such insurance is required by the laws of the state governing the employment of any such employee. If any employee is not subject to the workers’ compensation laws of such state, such insurance shall extend to such employee voluntary coverage to the same extent as though such employee were subject to such laws. B. Public liability and property damage liability insurance covering all operations under this Agreement limits for bodily injury or death not less than $1,000,000 for one person and $500,000 for each accident for property damage, not less than $2,000,000 for each accident and $2,000,000 aggregate for accidents during the policy period. C. Automobile liability insurance on all self-propelled vehicles used in connection with this Agreement, whether owned, non-owned or hired; public liability limits of not less than $1,000,000 for one person and $2,000,000 for each accident; property damage limit of $1,000,000 for each accident. 17.2 The policies of insurance shall be in such form and issued by such insurer as shall meet the reasonable satisfaction of the City. 17.3 Licensee shall furnish to the City, at least annually or at the request of owner, a certificate evidencing compliance with the foregoing requirements. This certificate will list the City as an additional insured and will provide that in the event of cancellation of any of the said policies of insurance, the insuring company shall give all parties named as insureds thirty (30) days prior notice of such cancellation. 17.4 To the extent allowed by applicable law, Licensee shall be permitted to self-insure and will provide the City with proof of self-insurance. ARTICLE 17 SERVICE OF NOTICES 18.1 It is expressly agreed and understood between the City and Licensee that any notice required to be given to either the City or Licensee pursuant to this Agreement shall be in writing and sent by certified mail and shall be deemed received upon actual delivery or refusal of delivery as evidenced by the records of the US Postal Service or delivery service. 18.2 Notices shall be sent addressed as follows: If to Licensee: _____________________________ _____________________________ _____________________________ _____________________________ 12

With copy to: _____________________________ _____________________________ _____________________________ _____________________________ If to the City: City of Dover 860 Buttner Place, Dover, DE 19904 or to such other address as either party may designate by Notice to the other party from time to time in accordance with the terms of this Article. ARTICLE 18 SUPPLEMENTAL AGREEMENTS 19.1 Neither the City nor Licensee is under any obligation, express or implied, to amend, supplement or otherwise change or modify any of the provisions of this Agreement. However, if the City agrees to amend, supplement or otherwise change or modify any of the provisions of this Agreement, then any such amendment, supplement, change or modification, to be enforceable, must be evidenced by written documentation duly executed by both parties. Without any such duly executed, written documentation of any amendment, supplement, change or modification, any oral discussions relating thereto shall not be binding upon the City or Licensee. 19.2 Nothing in the foregoing shall preclude the parties to this Agreement from preparing such supplemental operating routines or working practices as they mutually agree to be necessary or desirable to effectively administer the provisions of this Agreement. ARTICLE 19 DEFAULT 20.1 The following shall be an event of Default: A. If Licensee defaults in the payment of any fees or other sums due and payable to the City under this Agreement and such default continues for a period of thirty (30) days after Notice of such default has been given by the City to Licensee or, B. With regard to Licensee in a matter that does not involve safety, and with regard to the City in any matter, if either party shall violate or default in the performance of any obligations contained herein (other than the payment of fees and other sums) for a period of sixty (60) days after Notice of such violation or default has been given by the non-defaulting party to such defaulting party or, in the case of a default not curable within thirty (60) days, if such defaulting party shall fail to commence to cure the same within thirty (30) days and proceed diligently until corrected, or, C. In a matter that does involve safety, (i) if Licensee shall violate or default in the performance of any obligations contained herein and fails to commence to cure the same 13

immediately upon Notice and thereafter proceed to pursue diligently until corrected or (ii) if the correction takes longer than thirty (30) days. 20.2 In the event of Default, the City may at any time thereafter for so long as the default condition exists upon Notice of Default do any one or all of the following: (1) Declare this Agreement to be terminated in its entirety; (2) Terminate the Permits covering the Pole or Poles in respect to which such default or non- compliance shall have occurred; (3) Refuse to issue any more Permits for City poles; or, (4) Stop all Make Ready Construction Work and retain any monies that have been paid, or any combination thereof. 20.3 Whenever the City finds that Licensee is allegedly in Default of this Agreement, a written notice shall be given to Licensee. The written notice shall describe in reasonable detail the alleged Default so as to afford the Licensee an opportunity to remedy the violation. Licensee shall have sixty (60) days subsequent to receipt of the notice in which to correct the Default before the City may exercise any of the above-referenced remedies. 20.4 If Licensee defaults in the performance of any work, which it is obligated to do under this Agreement, the City may elect to do such work after providing thirty (30) days prior written notice to Licensee, and Licensee shall reimburse the City of the City’s reasonable Cost. If the City elects to do such work, except for gross negligence or willful misconduct, the City shall not be liable for any loss or damage to Licensee's facilities, which may result therefrom or for any liability, loss or damage to Licensee or any other party claiming actual damages. 20.5 The remedies set forth in this Article are cumulative and in addition to any and all other remedies the City may have at law or in equity. ARTICLE 20 INDEMNIFICATION 21.1 Licensee shall indemnify, defend and hold harmless the City, its elected and appointed officials, agents and employees against any and all claims for liability, injury, loss, cost, damage, fine or expense arising in whole or in part from, incident to, caused by, or resulting from the installation, presence, operation, use, maintenance or removal of Licensee’s Attachments on Poles (each a “Claim”). The obligation to indemnify, defend and hold the City harmless shall include, but not be limited to, the obligation to pay judgments, liabilities, damages, penalties, attorneys’ fees, expert fees, courts costs and all other costs and expenses of litigation. 21.2 No provision of this Agreement is intended, or shall be construed, to be a waiver for any purpose by the City of the provisions of the Delaware Tort Claims Act or any other law limiting municipal liability. 21.3 The City shall indemnify, defend and hold harmless Licensee, its directors and employees against any and all claims for liability, injury, loss, cost, damage, fine or expense arising in whole or in part from, incident to, caused by, or resulting from the gross negligence or willful misconduct of the City or the City’s agents or contractors relating to said Poles. The obligation to indemnify, defend and hold the Licensee harmless shall include, but not be limited to, the obligation to pay judgments, liabilities, damages, penalties, attorneys’ fees, expert fees, courts costs and all other costs and expenses of litigation. 21.4 Neither party will be liable under this Agreement for consequential, special, punitive or indirect damages, whether under theory of contract, tort (including negligence), strict liability, or otherwise. 14

ARTICLE 21 FORCE MAJEURE 22.1 Neither Party shall be liable for any delay or failure in performance of any part of this Agreement resulting from Force Majeure, defined herein as acts of God, acts of civil or military authority, epidemics, war, acts of public enemies, terrorist acts, riots, insurrections, fires, explosions, earthquakes, nuclear accidents, floods, power blackouts, or unusually severe weather. In the event of any such excused delay in the performance of a party’s obligation(s) under this Agreement, the due date for the performance of the original obligation(s) shall be extended by a term equal to the time lost by reason of the delay. In the event of such delay, the delaying party shall perform its obligations at a performance level no less than that which it uses for its own operations. ARTICLE 22 MISCELLANEOUS PROVISIONS 24.1 Neither party, by mere lapse of time, shall be deemed to have waived any breach by the other party of any terms or provisions of this Agreement. The waiver by either party of any such breach shall not be construed as a waiver of subsequent breaches or as a continuing waiver of such breach. 24.2 Should any court of law or administrative or governmental entity with jurisdiction declare any provisions of this Agreement to be illegal, void or unenforceable, such provisions shall be deemed to be severed from the remaining provisions of this Agreement and the remaining provisions of the Agreement shall remain in full force and effect. 24.3 Nothing contained in this document, or in any amendment or supplement thereto or inferable herefrom, shall be deemed or constructed to (1) make Licensee the agent, servant, employee, joint venturer, associate, or partner of the City, or (2) create or establish any partnership, joint venture, agency relationship or other affiliation or association between the City and Licensee. The parties hereto are and shall remain independent contractors. Neither party shall have the right to obligate or bind the other party in any manner to any third party. It is understood that this document enables only a license in favor of Licensee strictly in accordance with its written provisions. 24.4 Each party represents that it has the full power and authority to enter into this Agreement and to convey the rights herein conveyed. 24.5 This Agreement is deemed executed in and shall be construed under the laws of the State of Delaware. SIGNATURE PAGE TO FOLLOW 15

WITNESS our hands and official seals, this day of , 2020. THE CITY OF DOVER By: ___________________________ Print Name: ___________________________ Print Title: ___________________________ Date: ___________________________ [LICENSEE] By: ___________________________ Print Name: ___________________________ Print Title: ___________________________ Date: ___________________________ 16

EXHIBIT A SCHEDULE OF FEES Application Fee: $500.00 per application (up to five [5] for new Attachments Attachments), and $100 per additional attachment in the same application Make Ready Engineering TBD To be provided for Each Permit Fee: request based on level of effort. Electric Fee: $ Per Attachment. Attachment Fee per Pole Per $50.00 Year: Other Fees: Unauthorized Attachment Discovery Fee $1,000.00 Unauthorized Attachment Daily Fee $250.00 17

EXHIBIT B-1 PERMIT APPLICATION APPLICATION FOR PERMIT * Application Date: _____ / _____ /20 _____ To: City of Dover, Public Utilities, Electric Engineering Department, 860 Buttner Place, Dover, DE 19904 Desire to: Attach to Utility Pole(s) Remove Attachment from Utility Pole(s) Permit No. _____ Superseded Permit No. _____ No. of Poles this permit _____ Sheet 1 of _____ Application Permit Fee _____ Desire to: Lease conduit space Remove cable from conduit space Permit No. _____ Superseded Permit No. _____ Footage desired under this permit $ _____ Sheet 1 of _____ Application Permit Fee $ _____ Licensee Name: _____ Address: _____ Contact Person: _____ , Title: _____ Phone No. _____ Utility Contact Person: _____ , Title: Phone No. _____ _____ Narrative Description of proposed activity: _____ _____ _____ _____ As a condition to obtaining a License Agreement, every Licensee shall warrant that it understands the imminent dangers (INCLUDING SERIOUS BODILY INJURY OR DEATH FROM ELECTROCUTION) inherent in the work necessary to make installations on and around the City's Facilities by the Licensee's employees, servants, agents, contractors or subcontractors, and that Licensee accepts as the duty and sole responsibility to inform its employees, servants, agents, contractors or subcontractors of such dangers and to keep them informed regarding same. 18

In accordance with the terms and conditions of the Pole Agreement dated _____ / _____ /20 _____ , application is hereby made for a Permit to attach to and/or vacate Pole(s) in the locations detailed on the attached Route Map(s). Permission is hereby granted to Licensee to attach and/or vacate poles listed on the attached Field Data Summary Sheets, subject to payment of the necessary Make-Ready Work charges as set out by the City and agreed to by the Licensee. SUBMITTED: APPROVED: Attaching Entity City of Dover, Public Utilities, Electric Dept. _____ _____ By _____ By _____ Title _____ Title _____ Date _____ Date _____ * The parties may substitute a different, mutually agreeable, permit form. 19

EXHIBIT B-2 PERMIT FOR ATTACHMENT TO: DATE: JOB NUMBER: ________________________ The primary Poles designated below are hereby Permitted for Attachment: Pole Identification Number of Attachments Licensed on this Pole as of the Above Date Note: Attachments permitted automatically as a result of an NESC audit are indicated with an asterisk (*). Name: ____________________________ Signed: _______________________________ City of Dover Title: ___________________________ 20

EXHIBIT B-3 NOTICE OF DISCONTINUANCE OF ATTACHMENT TO POLES TO: City of Dover 860 Buttner Place Dover, DE 19904 LICENSEE: __________________________________ DATE: ________________ This is to notify you that Licensee’s Attachments have been removed from the following Poles and that billing for those Attachments should cease as of the indicated date. Pole Identification Date Attachment was Removed Date Billing Ceases Name: ____________________________ Signed: _______________________________ Title: ___________________________ Tel: ___________________________ Email: ___________________________ 21

EXHIBIT #2 Regular Council Meeting of 09/28/2020 CITY OF DOVER PURCHASING POLICY & PROCEDURES ISSUED BY: FINANCE & CENTRAL SERVICES AMENDED SEPTEMBER 28, 2020

Purchasing Policy & Procedures Table of Contents Section Title Page # Purchasing Flow Chart ............................................................................... 3 1 The Purpose ................................................................................................ 4 2 Ethics in Purchasing ................................................................................... 4 3 Purchasing Limits & Authority .................................................................. 4 3.1 General Guidelines...................................................................................... 4 3.2 Subdividing Purchases ............................................................................... 5 3.3 Fleet Vehicles & Associated Equipment ................................................... 5 3.4.1 Equipment Purchases $25,000 - $199,999 ................................................ 5 3.4.2 Equipment Purchases over $200,000 ......................................................... 5 3.5 Purchasing Threshold Table for Anything not Covered Under Section 4 or Section 5 ............................................................................... 6 3.6 Cooperative Purchasing ............................................................................. 7 3.7 Standard Forms .......................................................................................... 7 3.8 Inspection and Full Payment ...................................................................... 7 3.9 Warranties .................................................................................................. 7 3.10 Authorized Personnel ................................................................................. 7 3.11 Change Orders ........................................................................................... 7 4 Professional Services Guidelines ............................................................... 8 4.1 Request for Proposals ................................................................................ 8 4.2 Total Cost Less than $50,000 .................................................................... 8 4.3 Total Cost $50,000 and Over ..................................................................... 9 4.4 Subdividing the Purchases of Services ...................................................... 9 4.5 Documentation ........................................................................................... 9 4.6 Change Orders ........................................................................................... 9 5 Public Works & Utility Type Contracts & Certain Professional Services. 9 6 Exceptions .................................................................................................. 11 6.1 Sole Source Procurement ........................................................................... 11 6.2 Warehouse Stock ....................................................................................... 11 6.3 Negotiations ............................................................................................... 11 6.4 Used Materials and Equipment .................................................................. 11 6.5 Continuity of Service ................................................................................. 11 6.6 Emergency ................................................................................................. 11 6.7 Minority Owned Vendor Preference ......................................................... 12 6.8 Local Vendor Preference ........................................................................... 12 7 Receiving ................................................................................................... 12 8 Credit Card Purchases ................................................................................ 13 9 Invoices and Payments ............................................................................... 13 10 Green Procurement .................................................................................... 14 11 Debarment of Vendors for Consideration of Awards ................................ 15 12 Committees/Commissions ......................................................................... 16 Appendix A Standards of Ethical Conduct and Ethics Commission .............................. 17 Appendix B Invitation to Bid and Request for Proposal Procedures ............................. 28 Appendix C Sample Bid Bond ....................................................................................... 31 Appendix D Sample Performance Bond ........................................................................ 32 Appendix E Glossary ..................................................................................................... 34 Appendix F Quotation Worksheet (for Purchases between $5,000 and $24,999) ......... 40 2

Purchasing Flow Chart Less Than Department Process Invoice Yes $5,000 Stamp, Code, Signature and Key into Tyler/Munis (Quotes Optional) No $5,000 to (See Legend 3 Written Department Yes Quotes Process P.O. $24,999 Below) P.O. Required and Key into Tyler/Munis CM, Treasurer, & Procurement Attach all quotes to No Manager (Above requisition in $10,000) Approve Tyler/Munis P.O. Sealed $25,000 & Bid or Pre-Solicitation Meeting Over Final Bid or Yes RFP – 3 with Procurement RFP P.O. Required Vendors Manager Discuss Procedures & Specifications CAF Review – Bid Bid Opening Public City Manager& Award Advertising Controller/Treasure r Committee/Council Approval Department Process CM, Treasurer, & (See Legend Below) P. O. Procurement Lowest & Best Bid Manager Approve P.O. . LEGEND: Requires Council Approval if: Sole Source Procurement Not low bid Bids that exceed amount budgeted Projects $100,000 and greater Vehicles/Equipment $200,000 and greater Professional Services $50,000 and greater (non-Public Works & Utilities) Professional Services $50,000 and greater (Public Works & Utilities) 3

CITY OF DOVER PURCHASING POLICY SECTION 1 - THE PURPOSE The purpose of the adoption of a purchasing policy is to establish the authority, limits and procedures relating to the purchasing of materials, supplies, equipment, construction, Public Works type contracts, and professional services. SECTION 2 - ETHICS IN PURCHASING Public employees and elected officials must discharge their duties impartially to assure competitive access to governmental procurement by responsible contractors. Moreover, they should conduct themselves in such a manner as to foster public confidence in the integrity of City procurement. Dover Code Article II Section 30 (Appendix A), establishes standards of ethical conduct among public officials and employees. Vendors participating in the City procurement will be disqualified from the procurement if the employee, official or vendor is found to be in violation of the City’s ethical standards and a referral of the matter will be presented to the Ethics Commission. Failure to familiarize oneself with the provisions of this policy and appendices will not be accepted. SECTION 3 - PURCHASING LIMITS & AUTHORITY 3.1 GENERAL GUIDELINES: This section outlines the purchasing limits and guidelines for materials and supplies based on the purchase amount. No department or employee shall obligate City funds until the procedures of this section have been complied with. No employee or official shall have purchases shipped directly to their home. For this policy, the purchase amount is considered the purchase order total. Warehouse stock must be reduced to the item’s reorder level prior to using open market purchases as authorized by this policy. While purchasing goods and services for the City, the procedures and guidelines which are described in this purchasing policy are to be strictly followed. All purchasing related records must be kept for the period prescribed in the State Bureau of Archives Retention Schedule. These records may include, but are not limited to, request for proposals, vendor proposals, analysis of proposals, change orders and a copy of the purchase order(s). The Information Technology Department is to provide a technical review of all specifications for computer software and hardware purchases regardless of cost. The applicable Information Technology personnel should be consulted on all bid evaluations for computer hardware, software, or other related equipment. No agreement or contract shall be entered into, nor expense incurred by any division, which will result in an obligation more than the appropriation made to the division. It is the division’s responsibility to see that funds are in the proper accounts before obligating or expending funds. If the funds are not in the proper account, the transaction will not be 4

processed. The department must request a transfer of funds through Tyler/Munis. Override of funds availability must be approved by the Controller/Treasurer and the City Manager. 3.2 SUBDIVIDING PURCHASES: Multiple purchase orders issued by a department for the same items during the same time frame in an attempt to negate the purchasing policy restrictions will be considered a clear violation of the purchasing policy; also considered subdividing purchases. 3.3 FLEET VEHICLES & ASSOCIATED EQUIPMENT: Purchase of fleet vehicles and associated equipment shall not require Council approval when the purchases have been approved in the budget for the then current fiscal year. However, no vehicle designated as a replacement for any vehicle then currently owned by the City of Dover shall be purchased or ordered for purchase unless and until the then currently city-owned vehicle has been mechanically evaluated and determined by Fleet Maintenance to be no longer reliable for use in its then current capacity. All items within the amount budgeted must have a vehicle/equipment replacement request completed and forwarded to the City Manager for approval. Council approval is always required when the purchase is from sole source procurement, when the vendor is not the low bidder, or when the purchase price is higher than the budgeted amount for that vehicle and the overage cannot be made up through savings on other vehicles and equipment. To qualify as low bidder, the bid must meet the bid specifications. The City Purchasing Agent is authorized to purchase vehicles and equipment through the State of Delaware and other cooperative contracts when in the best interest of the City. 3.4.1 EQUIPMENT PURCHASES $25,000 - $199,999: Budgeted equipment specifically identified in the Capital Improvement Plan does not need Council approval unless the purchase is sole vendor, sole source procurement, or not low bid. The purchase does not require construction or ancillary services. Equipment purchases $200,000 or greater requires Council approval. 3.4.2 EQUIPMENT PURCHASES $200,000 AND OVER: Cooperative Purchasing will not be permitted for any vehicles or equipment valued $200,000 and over. Sealed bids will be required. 5

3.5 PURCHASING THRESHOLD TABLE: PURCHASING THRESHOLDS Less than $5,000 $5,000 to $24,999 $25,000 & Over Open market; Department Head Department Head solicit no less than Formal Invitation to Bid (ITB) or Request for discretion to obtain quotes three (3) written quotations; if fewer Proposal (RFP); no less than three (3) potential than three (3) quotations, justification vendors email addresses supplied to must be included within the Procurement/Inventory by requesting requisition in Tyler/Munis Department Purchases will be made by Quotations and support Pre-Solicitation Meeting recommended of the designated personnel documentation are to be attached to respective Department & Procurement requisition in Tyler/Munis; use the Manager to discuss appropriate procedures and quotation worksheet in Appendix F specifications Approved invoices are to be Requires requisition and purchase Public sealed bid or sealed proposal procedures entered in Tyler/Munis for order through Tyler/Munis as outlined in Appendix B payment Purchases under existing City All purchases will be made by Public Advertising at least once a week for two contracts shall be made in soliciting Department utilizing a (2) consecutive weeks in publication with accordance with the terms of such Purchase Order circulation in each county of the State; contract additional advertising discretionary Supplies available from Award shall be made to the lowest Public Bid/Proposal Opening; time and date of warehouse stock should not be and the best quotation; vendor public bid opening shall be stated in the notice procured from third party vendors references may be checked for bids; delivered to Procurement/Inventory, 710 William Street, Dover, DE 19904 Item numbers, quantities, unit Item numbers, quantities, unit cost, Faxed bid is not acceptable for this category; cost, and extension must be and extension must be completed on sealed bids may be emailed to completed on every purchase every purchase order for materials or bids@dover.de.us or as agreed to with the order for materials or paying for paying for contracted labor at hourly Department Head contracted labor at hourly rates rates Approval assigned at Department Fax and email quotations are Lowest and/or most responsive bid will be Head Level acceptable accepted; vendor references may be checked to verify ability to meet contract requirements Departmental approval assigned by Bid Bond or certified check in the amount Department Head; Electronic equivalent to ten percent (10%) of the bid Approval – Asst. City Manager, City amount for items/contracts over $25,000; can Manager & Controller/Treasurer be waived by Purchasing Agent and Department Head Purchase Order to include: Performance Bond required for construction Unit Cost $; account number; project work number if applicable; brief description of item or service when not identifiable; quotes from each vendor in comments NOTE – Changes to Purchase Orders Purchases exceeding $25,000 shall require are to be completed through the Council approval for sole source procurement, financial systems. Purchase Orders greater than budget and not low bidder. received with manual changes to Committee/Council Action Forms to include: amounts/unit cost will not be budget $, P. O. $ or unit cost $, account number, processed by the Finance Department project number, page number in budget, bid/RFP number if applicable, if unit cost was bid include cost comparison, if blanket bid or proposal is for recurring services provide average annual cost for past three years for the service and description and recommended action 6

3.6 COOPERATIVE PURCHASING: The City of Dover is permitted to use cooperative contracts to purchase material once it has been determined that the procedures outlined within this policy will not be violated. To use cooperative purchasing the quantities and timing of the materials must be coordinated with the partnering entity to insure cost savings through economies of scale. Any deviation from this policy for cooperative purchasing must be approved by the City Manager and Treasurer prior to entering into any purchase agreement. 3.7 STANDARD FORMS: All purchasing related forms and bid documents are developed and standardized for the City of Dover by Procurement/Inventory. No substitutions of the City of Dover Purchase Order form or other standardized forms will be permitted. Where applicable, unit(s) of measure and unit cost must be included in the purchase order. Purchase orders with the quantity of one (1) will not be accepted unless the quantity is truly one (1). 3.8 INSPECTION AND FULL PAYMENT: Upon receiving materials and equipment and upon completion of construction, the City of Dover shall cause a detailed inspection. Full payments for the purchases will be made only upon the Department Head's complete satisfaction as to the fulfillment of all the conditions of the contract. The department will authorize final payment for materials and equipment upon completion of construction. 3.9 WARRANTIES: The department requesting the material or service shall monitor and maintain all warranties. 3.10 AUTHORIZED PERSONNEL: Only authorized personnel can purchase goods for the City of Dover. The authorized signature must appear on the invoice(s). The original Authorized Signature Form must be kept in the Finance Office – Accounts Payable. This form must be updated if a new employee will be signing invoices and purchase orders. The form can be found in Public Docs. 3.11 CHANGE ORDERS: If, after a purchase order is awarded, it becomes necessary to add items/work because of unforeseen findings or a scheduled change, a change order can be issued without Council approval as follows: A) For purchases of $5,000 - $24,999 the Procurement Manager is authorized to sign purchase order changes up to and including 15% of the original purchase amount when the total dollar value of the purchase does not exceed $25,000 and the amount of the item is still within the amount budgeted for that item. 7

B) For purchases of $25,000 or greater, the City Manager and Controller/Treasurer are authorized to approve change orders as follows: 15% of the original purchase amount when the purchase is made on a unit cost basis, the purchase is within the approved (project) budget and/or the approved Council Action Form. SECTION 4 - PROFESSIONAL SERVICES GUIDELINES Professional Services are normally solicited by use of a Request for Proposal. This section provides the guidelines and procedures for the procurement of professional services that are not covered by Section 5 – Public Works & Utility Type Contracts and Certain Professional Services. Examples of the professional services covered under this section are: consulting for rate studies, audit services, financial services, and computer related consulting. These are only examples, and the scope of the provisions of this section is not limited to these examples. 4.1 REQUEST FOR PROPOSALS: Evaluation of proposals must adhere to the following guidelines: 1. Determine what proposals are acceptable and unacceptable 2. A determination that a proposal is unacceptable shall be in writing, state the basis for the determination and be retained in the procurement file 3. The offeror shall not be afforded an opportunity to modify its offer Negotiation with individual offerors: 1. The department can negotiate with individual offerors after their proposals are opened 2. The department shall develop formalized procedures to be consistently applied to each offer 3. Disclosure of one offerors price to another is prohibited 4. The department must send a written request for best and final offers setting forth the date, time, and place for submission of best and final offers 5. The department must inform the offerors that if they do not submit a notice of withdrawal or a best and final offer, their immediate previous offer will be construed as their best and final Final Award: 1. The contract shall be awarded within 90 days of the closing date 2. The department shall award a contract to the offeror whose proposal is determined in writing to be most advantageous to the City 3. The determination shall explain the basis of the award 4. Procurement/Inventory shall notify each unsuccessful offeror in writing of the award 4.2 TOTAL COST LESS THAN $50,000: Professional services covered under this section may be obtained using open market prices. It is the Department Head’s discretion to require written proposals from the service providers. The decision to award the contract for professional service shall be based on performance track records, fees, time schedule and known quality of work. Fax and email proposals are acceptable for this category. 8

4.3 TOTAL COST $50,000 AND GREATER: For procuring professional services covered under this section, the department shall use the "Request for Proposal" method and in conjunction with the Procurement/Inventory Manager or authorized purchaser send requests for proposals to available service providers. The request for proposal will clearly include the following: 1. scope of work 2. schedule for work 3. request to provide fees, expenses, and payment schedules 4. last date for submitting the proposal 5. evaluation method 6. address, contact person, and phone number The services procured under this provision must have the approval of the department head. A purchase order must be issued to include, but not limited to the above, the total amount, providing details and a reference of the professional services agreement number, if any, and the location. Email proposals are acceptable for this category. For professional services with fees and expenses totaling more than $50,000, the City Council’s approval is required. 4.4 SUBDIVIDING THE PURCHASES OF SERVICES: The City of Dover departments shall NOT subdivide the purchase or the contract for professional services to avoid the requirements of this purchasing policy. 4.5 DOCUMENTATION: If a firm/consultant under contract to the City of Dover issues a bid/proposal as part of their contract, the original documents must be provided to the City. The final determination for all awards shall rest with the City. 4.6 CHANGE ORDERS: The same procedures as outlined in paragraph 3.10 will apply to professional services regarding change orders. SECTION 5 - PUBLIC WORKS & UTILITY TYPE CONTRACTS AND CERTAIN PROFESSIONAL SERVICES "Public Works Contract" means any contract for the construction, reconstruction, alteration or repair of any public building, road, street, highway, water utility, wastewater utility, electric utility or other public improvement, the cost of which will be paid with public funds. Any project materials and supplies purchased by the City, and not a Contractor or Service Provider, are to be procured under Section 3 of this policy. "Certain Professional Services" means those services within the scope of the practice of architecture, professional engineering, professional land surveying, landscape architecture and geology. All Public Works and Utility contracts entered for less than $100,000 that are specifically identified in the Capital Improvement Plan do not need Council approval unless the purchase is sole vendor, sole source procurement, or not low bid. Procurement $100,000 or greater requires Council approval. 9

Public Works & Utilities Less than $50,000 - $99,999 $100,000 & Over $50,000 Open market Solicit three (3) written quotations – Formal Bidding – Purchaser MANDATORY $0 - $24,999 quotations optional Bids/Contract Admin. discretionary Public Advertising $25,000-$49,999; Solicit three (3) Specifications and/or plans Specifications and/or plans phone quotes (attach to requisition in discretionary Tyler/Munis) Specifications and/or plans Bid bond discretionary Bid Bond discretionary discretionary Public Opening discretionary Public Opening Formal Contract discretionary Formal Contract Performance Bond discretionary Performance Bond Purchase Order to include: Unit Cost $; Account number; project number if applicable; Brief description of item or service when not identifiable; Quotes from each vendor attached to requisition in Tyler/Munis Committee/Council Action Forms to include: Budget $, or Unit Cost $; Account number; project number; page number in budget; Bid/RFP number if applicable. If unit cost bid includes cost comparison. If blanket bid or proposal is for recurring services, provide average annual cost for past three years for the service. Description and recommended action. Footnote – When a project is partially or wholly funded by the State of Delaware: prevailing wage rates apply to projects over $45,000 for repairs, alterations, rehabs, demolition, or reconstruction or $500,000 for new construction. Public Works & Utilities – Certain Professional Services Less than $50,000 $50,000 & Over Open Market Formal RFP Process Use same procedure as Section 4.2 Public Advertising; use same procedure as Section 4.3 Professional Services for Public Works & Utilities includes services within the scope of practice of architectural, professional engineering, professional land surveying, landscape architectural services and geology. PRE-QUALIFICATION OF BIDDERS Prequalification of Bidders is permitted to screen potential vendors in which such factors as financial capability, reputation and management are considered to develop a list of qualified vendors. The vendors should provide background information on their company, implementation methods, and references. Once the list of qualified vendors is established a Request for Proposal will be developed to include clear specifications, expectations and clearly outlined evaluation criteria. A price range may be requested but is not necessary. Detailed information will be provided during the RFP process. 10

SECTION 6 – EXCEPTIONS 6.1 SOLE SOURCE PROCUREMENT: Sole source procurement is not permissible unless a requirement is available from only a single supplier/manufacturer. A requirement for a propriety item does not justify sole source procurement if there is more than one potential bidder or offeror for that item. The following are examples of circumstances which could necessitate sole source procurement: • Where the compatibility of equipment, accessories, or replacement parts is the paramount consideration; items of comparable quality and equal function are not to be considered under sole source procurement • Where the sole supplier’s item is needed for trial use or testing If the purchase is over $25,000 it must be presented to Council for approval. Sole suppliers/manufacturers must be justified in writing by the Department Director and be approved by the City Manager. 6.2 WAREHOUSE STOCK: Items placed on annual or multi-year contracts for warehouse stock shall not be subject to Council approval as these items are purchased as individual units and not in blocks. Increases in unit prices greater than 15% shall be communicated to the respective Department. 6.3 NEGOTIATIONS: Negotiations are authorized during the Request for Proposal evaluation process, when sole source has been pre-approved or when a material specification or scope of work change occurs after the award of a competitively bid contract. 6.4 USED MATERIALS AND EQUIPMENT: For the purchase of used or surplus materials or equipment, the provisions of this policy may not apply. Purchases of $25,000 or greater must be presented to Council for their approval. 6.5 CONTINUITY OF SERVICE: When there is an abrupt discontinuation of service due to breakdown, accident, or other similar event and it is necessary to obtain materials or equipment to continue service to the citizens, the provisions of this policy may be waived by the City Manager. For no other reason should a purchase order be issued for this exception. 6.6 EMERGENCY: An emergency condition is a situation which creates a threat to public health, welfare, or safety such as may arise. The existence of such condition creates an immediate and serious need for supplies, services, or construction that cannot be met through normal procurement methods and the lack of which would seriously threaten one or more of the following: 1. The functioning of the City government 2. The preservation or protection of property 3. The health or safety of any person Emergency procurement shall be limited to those supplies, services, or construction items necessary to meet the emergency. The Mayor or City Manager will be responsible for deciding as to the existence of the emergency. 11

6.7 MINORITY OWNED VENDOR PREFERENCE: Minority owned vendor preference shall be three percent (3%) of the value of the award. The vendor must identify qualification and claim to the preference on the submitted bid documents. The vendor must provide authoritative proof of minority ownership such as identification in the certification directory maintained by the State of Delaware, Office of Management and Budget, Office of Supplier Diversity, to qualify for this preference. This preference is to be considered as a stand-alone and cannot be added to any other preference that may be allowed. This preference shall not apply to sub-contractors. 6.8 LOCAL VENDOR PREFERENCE: Local vendor preference shall be considered for materials, equipment, construction contracts, and utility contracts. Local vendor preference shall be three percent (3%) of the value of the award. A local vendor is a vendor with a “remit to” address or physical store location in the local area as identified below. The term local vendor is defined as a gradually increasing range with preference assigned as follows: Rule 1: Vendor located within the city limits of the City of Dover Rule 2: Vendor located within Kent County (if no vendor qualifies under Rule 1) Rule 3: Vendor located within the State of Delaware (if no vendor qualifies under Rules 1 & 2) If no vendor qualifies under rules 1, 2, or 3 no local vendor preference shall be awarded. The vendor must identify qualification and claim to the preference on the submitted bid documents. This preference shall not apply to sub-contractors. SECTION 7 - RECEIVING 7.1 No employee shall pick up or receive goods without his or her supervisor's authorization. In the case of a special project, stock material deliveries may be made to the job site but should be coordinated through Procurement/Inventory. Procurement/Inventory will take charge of the delivery ticket for file and paying of the invoice for stock material only. Packing slips (proof of receipt) when appropriate are to be attached to the invoice or payment will not be disbursed until these conditions are met. If only an invoice is provided by the vendor, then the employee receiving the item shall sign the invoice as proof of receipt. Proof of receipt must have who received the item and the date the item was received. 7.2 While taking delivery of items the individual accepting the item will sign any one of these documents: Receiving/payment copy of the purchase order, vendor's invoice, delivery slip or packing ticket. The person receiving the goods and signing the receipt document must verify the quantity and item description/part number with the purchase order or any other document and must check the condition of the items/packages to make reasonably sure that there are no problems with the delivery. If problems are observed, the notes must be made on the receiving documents or the delivery must be returned. Partial delivery is acceptable. The original receipt of all documents must be forwarded to Procurement/Inventory for stock material only. 7.3 No City employee will sign for any item or service, which is not received. 7.4 Payment for the goods will be made only to the extent the goods are received by the City. 12

SECTION 8 - CREDIT CARD PURCHASES 8.1 The City does not encourage credit card purchases. 8.2 The City has a very limited number of credit cards for stores where the purchases are more easily made with a credit card or where vendors do not bill the City and credit cards are necessary. 8.3 The employee using a store credit card must make sure of the purchase price, quantity, quality and the necessity of the item. The person must sign as required and turn in the purchaser's copy of the credit card receipt to their department for processing and send to Accounts Payable upon receipt of credit card statement. 8.4 The credit card must be used only by authorized personnel and cannot be used for personal business. 8.5 All credit cards shall be handled through the Finance Department as outlined in Procedure F346. 8.6 The City does not encourage use of personal credit cards for business purchases. Where use of a personal credit card is necessary to complete City of Dover business in a timely and/or efficient manner, the employee is not authorized to approve their own reimbursement request. The reimbursement request must be approved by other authorized personnel. SECTION 9 - INVOICES AND PAYMENTS 9.1 For payment purposes, the original invoices must carry the following: approval stamp, authorized signature, G/L# and date. All employee travel expenditures are to be processed with a purchase order including other reimbursements. Purchases over $5,000 must also include a purchase order. Each department will be entering their own invoices and requisitions into Tyler/Munis. Batches will be released and/or approved by departments before Accounts Payable will review and process payments to vendors. Delay in submission of invoices will result in delay of payment to vendors. All supporting documentation must be attached to invoice(s) in Tyler/Munis. Departments are responsible for ensuring invoice processing is completed, approved, and submitted for payment prior to forwarding vendors to Finance for payment inquiries. 9.2 Vendors must be registered in Tyler/Munis for invoices $600.00 or more per calendar year. A completed new vendor form and IRS Form W-9, both available in public documents/forms/accounts payable, must be forwarded to Finance to have the vendor established in Tyler/Munis. All purchases less than $600.00 per calendar year will be considered a one-time vendor and not require a W-9. 9.3 It is the City's policy to pay the invoices on time and, therefore, the payment documents must be process in Tyler/Munis as soon as possible. 13

SECTION 10 – GREEN PROCUREMENT 10.1 The City of Dover is committed to using and purchasing energy efficient/environmentally preferable products in the most cost effective and environmentally responsible manner possible. Purchasing energy efficient products reduces energy costs without compromising quality. Purchases should be based on: 1. Consideration on the impact to the environment, economy, and human health and well-being. 2. Consideration of specification compliance, delivery time and price. 3. Preference given to environmentally preferable materials when they perform satisfactorily and can be obtained at a reasonable price. 10.2 The US Government in Executive Order 12873 defined environmentally preferable products as “products or services that have a lesser or reduced effect on human health and the environment when compared with competing products or services that serve the same purpose.” This should include items that are energy efficient, conserve water, reduce toxins, conserve natural resources, have recycled content, or minimize waste. 10.3 The Procurement Manager shall establish a price preference of up to ten percent (10%) for recycled and other environmentally preferable products. This price preference must be established in advance of any bid and must be included in the bid specifications, cover letter or evaluation criteria. This percentage may be modified from time to time at the discretion of the Procurement Manager with the objective of maximizing the City’s purchase of environmentally preferable products. 10.4 LIFE CYCLE COST ANALYSIS: The requesting department shall perform lifecycle costing analysis on equipment that has the potential to reduce operating, maintenance or energy costs over the useful life of the equipment. Based on said analysis, the contracting agency shall incorporate specifications in the contract for equipment that has the lowest total cost of ownership and operation over the useful life of the equipment. The use of lifecycle costing analysis may be waived by the department head, in writing, if the equipment is not appropriate for lifecycle costing analysis. 10.5 ENERGY EFFICIENT PRODUCTS: A) The City shall purchase Energy Star products, as designated by the federal Environmental Protection Agency, when such products are available. The department may include non-Energy Star rated equipment as an alternate in the bid documents to enable lifecycle costing analysis to be performed as part of the analysis of responsive bids. The department shall be required to award a contract that includes the procurement of Energy Star rated equipment unless they can demonstrate, in writing, to the satisfaction of the City Manager, that the interests of the city would be better served by procuring non-Energy Star rated equipment. B) Prior to initiating a request for procurement of any product, the department shall review the specifications for such product to determine whether an Energy Star product is available. If an Energy Star product is available, the department is required to include in its bid specifications the requirement that the product be an Energy Star product unless it can be demonstrated, in writing, to the satisfaction of the department head, that a product with an Energy Star rating meets at least 1 of the following criteria: 14

1. The product is not available competitively 2. The product is not available within a reasonable time frame 3. The product does not meet appropriate performance standards SECTION 11 – DEBARMENT OF VENDORS FOR CONSIDERATION OF AWARDS 11.1 Any vendor who fails to perform as outlined in the established contract may be subject to suspension or debarment. Once a problem with a vendor/contractor is discovered, the Department responsible for the contract will document the problem and all attempts at resolution. The vendor/contractor will be held in breach of contract. The responsible Department must submit a recommendation of debarment to the City Manager and the Procurement Manager. If enough cause is determined, the City Manager (with advice from the City Solicitor, if necessary) and/or the Procurement Manager will provide reasonable notice to the Vendor and allow a reasonable time for that vendor to be heard. The City Manager shall have the authority to debar a vendor/contractor for cause from consideration for award of contracts. The debarment shall not be for a period of more than three years. 11.2 The causes for debarment include: A) Conviction of or civil judgment for commission of a fraud or a criminal offense in connection with obtaining or attempting to obtain or performing a public or private contract or subcontract B) Conviction under state or federal statutes of embezzlement, theft, forgery, bribery, falsification or destruction of records, receiving stolen property, or any other offense indicating a lack of business integrity or business honesty C) Conviction under state or federal antitrust statutes arising out of the submission of bids or proposals D) Violation of contract provisions, as set forth below, of a character which is regarded by the City Manager to be so serious as to justify debarment action: i. Deliberate failure without good cause to perform in accordance with the specifications or within the time limit provided in the contract ii. A recent record of failure to perform or of unsatisfactory performance in accordance with the terms of one (1) or more contracts; if failure to perform or unsatisfactory performance caused by acts beyond the control of the contractor shall not be a basis for debarment E) Any other cause the City Manager determines to be as serious and compelling as to affect responsibility as a City contractor, including debarment by another governmental entity for any cause listed in this article F) For violation of the ethical standards set forth in Section 2 of this policy or Dover Code, Chapter 30 11.3 The City Manager is authorized to suspend a person from consideration for award of contracts pending his/her decision if there is probable cause to believe that the person has engaged in any activity which might lead to debarment. The suspension shall continue until the debarment decision has been made. The City Manager shall notify the person to be debarred in writing and set forth the basis for the action. A copy of the notification shall be sent to the Mayor and Council. The written notification shall be delivered to the person 15

to be suspended either in person or by certified mail. The decision shall state the basis for the action taken. 11.4 Before the award of any contracts utilizing federal funds, the department must exclude any vendors listed on the Federal Government’s Excluded Parties Listing located atwww.sam.gov. SECTION 12 - COMMITTEES/COMMISSIONS 12.1 All City of Dover appointed Committees and Commissions are required to follow the City of Dover purchasing policy, unless otherwise directed by City Council. 12.2 The Committee Chair or designated City staff member is authorized to purchase materials. 12.3 A list of the names of the individuals authorized to make purchases along with each authorized individuals’ signature are to be submitted to the Finance Department. 12.4 A proposed work plan or budget will be required prior to disbursement of funds. 12.5 The Finance Department will give each Committee Chairperson a purchasing orientation and provide a copy of the Purchasing Policy. EFFECTIVE DATE Adopted by City Council December 8, 2008 Amended by City Council February 28, 2011 Amended by City Council October 22, 2018 Amended by City Council September 28, 2020 16

APPENDIX A STANDARDS OF ETHICAL CONDUCT AND ETHICS COMMISSION ARTICLE II – STANDARDS OF ETHICAL CONDUCT Chapter 30, Section 30-20. - Established. High ethical standards among public officials and employees are essential to gain and maintain the confidence of the people, because such confidence is essential to the conduct of free government. Public officials and employees are agents of the people and hold office for the benefit of the public. They are bound to observe in their official acts the highest standards of morality and to discharge faithfully and impartially the duties of their offices, regardless of personal considerations, recognizing that the public interest must be their primary concern. Their conduct in both their official and private affairs should be above reproach. These standards of ethical conduct are adopted in order to secure this desired high level of public trust, ensure the impartiality of public officials and employees, and impose standards of accountability. (a) General responsibilities of officials and employees. (1) Officials and employees have the common obligation of serving the public. In performing their duties, they shall treat the public and each other with respect, concern, and responsiveness, recognizing that their common goal of exceptional public service can only be achieved by working together. Disputes that arise among public servants shall be resolved at the lowest possible level; keeping in mind that public money spent on resolving these disputes is money not spent on important public needs. (2) Officials and employees shall treat their position as a public trust, with a fiduciary duty to use the powers and resources of public office only to advance the public interest and not to obtain personal benefits or pursue private interests. (3) Officials and employees shall conduct themselves in a manner that justifies the confidence placed in them by the people, at all times maintaining the integrity and discharging ethically the high responsibilities of public service. (4) Full disclosure of real or potential conflicts of interest shall be a guiding principle for determining appropriate conduct. At all times, reasonable efforts shall be made to avoid undue influence and abuse of office in public service. (5) No official or employee may request or receive, and no person may offer any money, thing of value or promise thereof, other than any city pay received, that is conditioned upon or given in exchange for promised performance of an official act. (b) Appearance of violation. Each city employee and official shall endeavor to pursue a course of conduct which will not raise suspicion among the public that he is engaging in acts which are in violation of his public trust and which will not reflect unfavorably upon the city and its government. (c) Private interest; gifts. No city employee or official shall have any interest in any private enterprise, nor shall he incur any obligation of any nature which is in substantial conflict with the proper performance of his duties in the public interest. No city employee or 17

official shall accept other employment, any compensation, gift, payment of expenses or any other thing of monetary value under circumstances in which such acceptance may result in any of the following: (1) Impairment of independence of judgment in the exercise of official duties; (2) An undertaking to give preferential treatment to any person; (3) The making of a governmental decision outside official channels; or (4) Any adverse effect on the confidence of the public in the integrity of the government of the city. (d) Interest in private enterprise. No city employee or official shall acquire a financial interest in any private enterprise which he has reason to believe may be directly involved in decisions to be made by him in an official capacity on behalf of the city. (e) Prohibitions relating to conflicts of interest. No councilman or other official or employee, whether paid or unpaid, shall engage in any business or transaction or shall have a financial or other personal interest, direct or indirect, which is incompatible with the proper discharge of his official duties in the public interest or would tend to impair his independence of judgment or action in the performance of his official duties. Personal as distinguished from financial interest includes an interest arising from blood or marriage relationships or close business or political association provided, that upon request from any person with official responsibility with respect to the matter, any such person who has such a personal or private interest may nevertheless respond to questions concerning any such matter. (1) Restrictions on exercise of official authority. a. Prohibited participation. No city employee or official may participate on behalf of the city in the review or disposition of any matter pending before the city in which he has a personal or private interest, provided that, upon request from any person with official responsibility with respect to the matter, any such person who has such a personal or private interest may nevertheless respond to questions concerning any such matter. A personal or private interest in a matter is an interest which tends to impair a person's independence of judgment in the performance of his duties with respect to that matter. b. Impairment of judgment. A person has an interest which tends to impair his independence of judgment in the performance of his duties with respect to any matter when: i. Any action or inaction with respect to the matter would result in a financial benefit or detriment to accrue to the person or a close relative to a greater extent than such benefit or detriment would accrue to others who are members of the same class or group of persons; or ii. The person or a close relative has a financial interest in a private enterprise which enterprise or interest would be affected by any action or inaction on a matter to a lesser or greater extent than like enterprises or other interests in the same enterprise. c. Statutory responsibility. In any case where a person has a statutory responsibility with respect to action or inaction on any matter where he has a personal or 18

private interest and there is no provision for the delegation of such responsibility to another person, the person may exercise responsibility with respect to such matter, provided that, promptly after becoming aware of such conflict of interest, he files a written statement with the ethics commission, fully disclosing the personal or private interest and explaining why it is not possible to delegate responsibility for the matter to another person. (2) Restrictions on representing another's interest before the city. a. Prohibited. No city employee or official may represent or otherwise assist any private enterprise with respect to any matter before the city. b. Exception. This subsection shall not preclude any city employee or official from appearing before the city or otherwise assisting any private enterprise with respect to any matter in the exercise of his official duties. (3) Restriction on contracting with the city. a. Prohibited. No city employee or official shall benefit from any contract with the city, nor solicit any contract, and shall not enter into any contract with the city (other than an employment contract). b. Ownership of enterprise. No private enterprise in which a city employee or official has a legal or equitable ownership of more than ten percent (more than one percent in the case of a corporation the stock of which is regularly traded on an established securities market) shall enter into any contract with the city (other than an employment contract) unless such contract was made or let after public notice and competitive bidding. (f) Postemployment restrictions. No person who has served as a city employee or official shall represent or otherwise assist any private enterprise on any matter involving the city, for a period of two years after termination of his employment or elected or appointed status with the city, if he gave an opinion, conducted an investigation or otherwise was directly and materially responsible for such matter in the course of his official duties as a city employee or official, nor shall any former city employee or official disclose confidential information gained by reason of his public position, nor shall he otherwise use such information for personal gain or benefit. (g) Unauthorized disclosure of confidential information. No person shall disclose any information required to be maintained confidential by the ethics commission under section 30-3(b), 30-73 or 30-74. (h) Abuse of office. (1) Political contributions. No elected city official shall agree to sponsor legislation, or to influence in any manner the formulation or passage of legislation, in exchange for political contributions or promises thereof. (2) Substantial interest. No elected city official shall vote for, or promote in any manner whatsoever, legislation affecting any subject matter in which he has a substantial interest. Any such interest shall be disclosed by said elected official prior to a vote on any such legislation and said elected official shall vote "abstain" when called upon to vote. 19

(3) Use of city property. No city official or employee shall request or permit the use of city-owned vehicles, equipment, materials, or property for personal convenience or profit, except when such services are available to the public generally or are provided for the use of such official or employee in the conduct of official business as a matter of municipal policy. (4) Personal gain. No city official or employee shall utilize the influence of his office or position for personal pecuniary gain, or to avoid the legal consequences of his personal conduct. (i) Criminal sanctions. (1) Penalties. Any person who knowingly or willfully violates any provision of this section shall be guilty of a misdemeanor, punishable for each such violation by imprisonment of not more than one year and by a fine as provided for in Appendix F—Fees and Fines. (2) Time limitations. A prosecution for a violation of this section shall be subject to the time limitations of 11 Del. C. § 205. (j) Contracts voidable by court action. In addition to any other penalty provided by law, any contract entered into by any city agency in violation of this chapter shall be voidable by the city agency; provided that in determining whether any court action should be taken to void such a contract pursuant to this subsection, the city agency shall consider the interests of innocent third parties who may be damaged thereby. Any court action to void any transaction must be initiated within 30 days after the city agency involved has, or should have, knowledge of such violation. (k) Private gain. No city employee or official shall use his public office to secure unwarranted privileges, private advancement or gain. (l) Confidential information; prohibited activity. No city employee or official shall engage in any activity beyond the scope of his public position which might reasonably be expected to require or induce him to disclose confidential information acquired by him by reason of his public position. (m) Disclosure of information. No city employee or official shall, beyond the scope of his public position, disclose confidential information gained by reason of his public position, nor shall he otherwise use such information for personal gain or benefit (n) Ex parte communications. No official or employee shall encourage, make or accept any ex parte or other unilateral application or communication that excludes the interests of other parties in a matter under consideration when such application or communication is designed to influence official decision or conduct of the official or other officials, employees or agencies in order to obtain a more favored treatment or special consideration to advance the personal or private interests of himself or herself or others. The purpose of this provision is to guarantee that all interested parties to any matter shall have equal opportunity to express and represent their interests. Any written ex parte communication received by an official or employee in matters where all interested parties should have equal opportunity for a hearing shall be made part of the record by the recipient. 20

Any oral ex parte communication received under such conditions should be written down in substance by the recipient and also made a part of the record. A communication concerning only the status of a pending matter is not regarded as an ex parte communication. (o) Sexual favors. No city employee or official, in the course of his public responsibilities, shall use the granting of sexual favors as a condition, either explicit or implicit, for an individual's favorable treatment by that person or a city agency. ARTICLE III. - ETHICS COMMISSION Sec. 30-71. - Established; composition; removal; terms of office; vacancies; chairperson; quorum; compensation; legal counsel. (a) Established; composition; removal. The city ethics commission is hereby established to administer and implement this chapter. The ethics commission shall consist of five members appointed by the mayor and confirmed by the city council. No member of the commission shall hold any elected or appointed office under the government of the United States or the state, county, or city. Members of the ethics commission may be removed by the mayor, with the concurrence of the city council, for substantial neglect of duty, gross misconduct in office or a violation of this chapter. (b) Terms of office; vacancies. A member of the ethics commission shall be appointed for a term of office of five years and until his successor has been appointed and has qualified. The members shall be appointed for staggered terms of office, and until their successors have been appointed. When a vacancy occurs in the membership of the ethics commission, it shall be filled by appointment for the unexpired portion of the term in the same manner as the original appointment. (c) Chairperson; quorum. The ethics commission shall elect a chairperson from among its membership. Three members of the ethics commission shall constitute a quorum and, if a quorum is present, a vacancy on the ethics commission shall not impair the right of the remaining members to exercise all the powers of the ethics commission. Disciplinary hearings may be conducted and sanctions may be imposed only by the affirmative action of at least three members; otherwise, the ethics commission may delegate authority to the chairperson to act for the ethics commission between meetings. (d) Compensation. Members of the ethics commission shall receive no compensation. (e) Legal counsel. The city solicitor shall provide legal counsel to the ethics commission and shall be the legal representative of the ethics commission in connection with its duties hereunder, on a case-by-case basis, or determine that outside counsel is needed and obtain such outside counsel for a particular matter. Sec. 30-72. - Powers and duties. (a) The powers and duties of the ethics commission shall be: (1) Standards of ethical conduct. To recommend to the mayor and council, from time to time, such rules of conduct for public employees and officials as it shall deem appropriate. 21

(2) Advisory opinions. To issue written advisory opinions, upon the request of any city employee or official, as to the applicability of this chapter to any particular factual situation. (3) Referrals to solicitor. To refer to the city solicitor for investigation any alleged violation of this chapter and, after notice and hearing, to recommend such disciplinary action as it may deem appropriate to such appropriate official or agency as the ethics commission shall determine, or to take such other disciplinary action as authorized by section 30-73(o) or other provisions of the city Charter or this Code. The ethics commission may dismiss, without reference to the city solicitor, any complaint which the ethics commission determines is frivolous or fails to state a violation. (4) Report of crimes. To report to the appropriate federal, state or city authorities any substantial evidence of a violation of any criminal law which may come to its attention in connection with any proceeding, whether advisory or disciplinary. (5) Records. To maintain a file of its proceedings, waiver decisions and advisory opinions with a view toward achieving consistency of opinions and recommendations subject to the confidentiality requirements of sections 30-74 and 30-73(s). (6) Procedures. To follow the procedural rules specified in section 30-73 and to establish such other procedural rules as shall be consistent with the rules prescribed therein. (7) Witnesses, evidence. To subpoena witnesses, compel their attendance and testimony, administer oaths and affirmations, take evidence and require, by subpoena, the production of books, papers, records or other evidence needed for the performance of the ethics commission's duties or exercise of its powers. (8) Assistance to city personnel. To provide assistance to any city employee, official or agency in administering the provisions of this chapter. (9) Provide information. To prepare any necessary reports and studies to advance the purpose of this chapter, to provide any necessary materials explaining the duties of individuals covered by this chapter, and to supply instructions and public information materials to facilitate compliance with, and enforcement of, this chapter. (10) Request city agencies for assistance. To request appropriate city agencies to provide such professional assistance as it may require in the discharge of its duties. Sec. 30-73. - Rules of procedure; complaints; hearings; dispositions. (a) Any person, either personally or on behalf of an organization or governmental body, may file a sworn complaint for the ethics commission with the city clerk. The complaint must be in writing, be signed, and show the address of the person who submitted it. The complaint must state that, to the best of the person's knowledge, information, and belief formed after reasonable reflection, the information in the complaint is true. The complaint must describe the facts that constitute the violation of the standards of ethical conduct in sufficient detail so that the ethics commission and the person who is the subject of the complaint can reasonably be expected to understand the nature of any offense that is being alleged. The commission may request any additional information deemed necessary to screen the complaint or to render a decision. No complaints shall be accepted or 22

considered which relate to actions that took place more than one year prior to the date of filing. The individual filing the sworn complaint has 60 days from the date that the issue is brought to his or her attention to file a complaint. (b) After the sworn complaint has been filed, none of the parties or their representatives may communicate on an ex parte basis with any commission members pertaining to the complaint. All communications pertaining to the complaint shall be submitted to the city clerk. (c) Within seven days of receiving a sworn complaint the city clerk shall send copies of the complaint to each member of the ethics commission, the city solicitor, and the official or officials against whom such complaint has been filed. Hereinafter, the complaining party shall be referred to as the "complainant" and the official against whom a complaint has been lodged shall be referred to as the "respondent." (d) The commission recognizes that distribution to the public of a sworn complaint prior to screening by the commission as required below could harm the reputation of an innocent person and is contrary to the public interest; therefore, the public release of the complaint is prohibited until the screening process has been completed. The commission shall consult in confidence to screen the complaint within 14 days of receiving the complaint. The commission may immediately dismiss a complaint if: (1) It has no jurisdiction; or (2) The alleged violation, if true, would not constitute a violation of the standards of ethical conduct; or (3) The alleged violation is a minor or de minimis violation; or (4) The complaint is, on its face, frivolous, groundless, or brought for purposes of harassment; or (5) The matter has become moot because the person who is the subject of the complaint is no longer an officer, official or employee; or (6) The respondent had obtained an advisory opinion under section 30-74(c) permitting the conduct; or (7) The appointing authority of the respondent has already taken action as a result of finding a violation and the commission believes the action was appropriate. (e) In issues regarding standards of ethical conduct violations, the enforcement process is intended to be corrective rather than remedial unless the violation is a repeated offense. In the event the ethics commission determines a standards of ethical conduct violation has occurred, and it is minor in nature, with the concurrence of the complainant and the subject of the sworn complaint, the commission may dispense with the hearing process and conduct a more informal mediation process in lieu of a hearing. (f) If the sworn complaint is not dismissed or otherwise resolved pursuant to subsection 30- 73(d), the city clerk shall promptly contact the members of the ethics commission, the city solicitor, the complainant, and the respondent in order to ascertain a date and time when a hearing can be convened on such complaint. As soon as a date and time have been agreed upon for a hearing before the ethics commission, the city clerk shall send written notice of such scheduling and a copy of the rules of procedure to the complainant and to the respondent. No copies of the complaint shall be provided to any other parties before 23

the respondent receives the complaint. The city solicitor shall be the prosecuting attorney in all disciplinary proceedings before the ethics commission. In any such investigation or proceeding, a defendant shall be given an opportunity to be heard after notice, to be advised and assisted by legal counsel, to produce witnesses and offer evidence, and to cross examine witnesses. A transcript of any such proceeding shall be made and retained, subject to the confidentiality requirements of this chapter. (g) The commission may dismiss a complaint if the complainant does not appear at the hearing and if, in the opinion of the commission, it would be unfair to the respondent not to have the opportunity to examine the complainant. (h) As promptly as possible after the close of the hearing, the commission shall deliberate to determine if the allegations have been proven by clear and convincing evidence. Only ethics commission members who have been present for the hearing may participate in the deliberations, and any findings and recommendations must be adopted by a majority of the commission. The commission may consider, when making findings and recommendations, the severity of the offense, the presence or absence of any intention to conceal, deceive, or mislead, whether the violation was deliberate, negligent or inadvertent, and whether the incident was isolated or part of a pattern. (i) Within seven days of the conclusion of deliberations, the commission shall issue an order setting forth its findings and recommendations. In the alternative, the commission where it deems it appropriate, may issue an advisory opinion in lieu of making findings and recommendations. (j) If the respondent is an employee, the commission may, if it determines corrective action is necessary, notify the city manager or the council president and recommend that action be taken, including discipline. (k) If the respondent is a city official, the commission may propose actions to the city council that are appropriate to the finding as specified in section 30-73(o). (l) The commission shall send a written copy of its findings and recommendations to the respondent and the complainant. (m) Proceeding relating to member. A member of the ethics commission shall be ineligible to participate, as a member of the ethics commission, in any ethics commission proceeding relating to his conduct. A member of the ethics commission who has been found by the ethics commission to have violated this chapter shall be ineligible to serve again as a member of the ethics commission. (n) Self-disqualification. A member of the ethics commission may disqualify himself from participating in any investigation of the conduct of any person upon submission, in writing and under oath, of an affidavit or disqualification stating that he cannot render an impartial and unbiased decision in the case in which he seeks to disqualify himself. (o) Actions by ethics commission. With respect to any violation with which a person has been charged and which the ethics commission has determined as proved, the ethics commission may take any one or more of the following actions: (1) Reprimand. Issue a written reprimand or censure of that person's conduct. (2) Discipline. With respect to a city employee, remove, suspend, demote or take other appropriate disciplinary action with respect to that person, without regard to any 24

limits imposed by this chapter, but within the limits of the constitution, the laws of the state, the Charter of the city, and ordinances and existing collective bargaining agreements. (3) Recommend removal. With respect to an appointed official, recommend that appropriate action be taken to remove the official from the appointed position. (4) Recommend fine. With respect to an elected city official, recommend that such official be fined in an amount recommended by the ethics commission. (p) Rights of person charged. In any proceeding before the ethics commission, upon the request of any person charged with a violation of this chapter, such person shall be permitted to inspect, copy or photograph books, papers, documents, photographs or other tangible objects which will be used as evidence against that person in a disciplinary hearing and which are material to the preparation of his defense. (q) Exculpatory information. In any proceeding before the ethics commission, if the city solicitor or ethics commission at any time receives any exculpatory information concerning an alleged violation against any person, it shall forthwith make such information available to such person. (r) Subpoenas. Any person charged with a violation of this chapter may apply to the ethics commission for the issuance of subpoenas for the appearance of witnesses and for the production of documents on his behalf. The application shall be granted upon a concise showing by such person that the proposed testimony or evidence is relevant (or is reasonably calculated to lead to the discovery of relevant evidence) and is not otherwise available. The application shall be denied if not made at a reasonable time or if the testimony or evidence would be merely cumulative. (s) Confidentiality of proceedings. (1) City employee. All proceedings before the ethics commission relating to a violation of this chapter by a city employee shall be maintained confidential by the ethics commission, unless: a. Public disclosure is requested, in writing, by the person charged; or b. The ethics commission determines after a hearing that a violation has occurred. (2) City official. All proceedings before the ethics commission relating to a violation of this chapter by a city official, appointed or elected, shall be maintained confidential by the ethics commission, unless: a. Public disclosure is requested, in writing, by the person charged; or b. The ethics commission determines after a hearing that a violation has occurred. (t) Appeals; public inspection. Notwithstanding the confidentiality requirements of subsections (s)(1) and (2) of this section, the ethics commission shall make available for public inspection the record of all proceedings relating to any decision of the ethics commission which is appealed to the superior court and the ethics commission shall report to appropriate federal, state and/or city authorities any substantial evidence of a violation of any criminal law which comes to its attention in connection with any proceeding under this chapter. 25

(u) Confidentiality procedures. The chairperson of the ethics commission shall, with the approval of the ethics commission, establish such procedures as, in the chairperson's judgment, may be necessary to prevent the disclosure of any record of any proceedings or other information received by the ethics commission, except as permitted by this chapter. Sec. 30-74. - Waivers of restrictions and advisory opinions. (a) Authority of ethics commission. Notwithstanding the provisions of section 30-20, upon the written request of any city agency or of any individual who is or was a city employee or city official, the ethics commission may grant a waiver to the specific prohibitions contained therein if the ethics commission determines that the literal application of such prohibition in a particular case is not necessary to achieve the public purposes of this chapter or would result in an undue hardship on any employee or official. Any such waiver may be granted only by written decision of the ethics commission. Any person who acts in good faith reliance upon any such waiver decision shall not be subject to discipline or other sanction hereunder with respect to the matters covered by the waiver decision, provided there was a full disclosure to the ethics commission of all material facts necessary for the waiver decision. (b) Waiver information confidential; exceptions. Any application for a waiver, any proceeding and any decision with respect thereto shall be maintained confidential by the ethics commission, provided that: (1) Applicant's request. Public disclosure shall be made by the ethics commission upon the written request of the applicant; (2) Violations. The ethics commission may make such public disclosure as it determines is required in connection with the prosecution of any violation of this chapter; (3) Evidence of crime. The ethics commission shall report to appropriate federal, state and/or city authorities substantial evidence of any criminal violation which may come to its attention; and (4) Public record. In the event that a waiver is granted, the waiver decision and the record of all proceedings relating thereto shall be open to public inspection. (c) Advisory opinion authorized. Upon the written request of any city employee or official, the ethics commission may issue an advisory opinion as to the applicability of this chapter to any particular fact or situation. Any person who acts in good faith reliance upon any such advisory opinion shall not be subject to discipline or other sanction hereunder with respect to the matters covered by the advisory opinion, provided there was a full disclosure to the ethics commission of all material facts necessary for the advisory opinion. (d) Advisory opinion confidential; exceptions. Any application for an advisory opinion, any proceeding and any decision with respect thereto shall be maintained confidential by the ethics commission, provided that: (1) Applicant's request. Public disclosure shall be made by the ethics commission upon the written request of the applicant; 26

(2) Violations. The ethics commission may make such public disclosure as it determines is required in connection with the prosecution of any violation of this article; and (3) Evidence of crime. The ethics commission shall report to appropriate federal, state and/or city authorities substantial evidence of any criminal violation which may come to its attention. Sec. 30-75. - Judicial review. In the event that the ethics commission finds that any person has violated any provision of this chapter, said person shall have a right of appeal to the superior court of any such finding, and of any sanctions imposed with respect thereto, by filing a notice of appeal with the superior court within 30 days of the final action by the ethics commission in a particular case. The appeal shall be on the record without a trial de novo. If the court determines that the record is insufficient for its review, it shall remand the case to the ethics commission for further proceedings on the record. The court's review, in the absence of actual fraud, shall be limited to a determination of whether the ethics commission's decision was supported by substantial evidence on the record. The burden of proof in any such appeal shall be on the appellant. (Ord. No. 2017-14 , 12-11-2017) 27

APPENDIX B INVITATION TO BID AND REQUEST FOR PROPOSAL PROCEDURES Departments will use the chart below to determine the appropriate solicitation method. Advance coordination with the Purchaser is required. Competitive Sealed Bids VS Competitive Sealed Proposals Activity Description Competitive Sealed Bids Competitive Sealed Proposals Specifications Specific as to End results oriented by Scope of Work. performance/design Proposer must develop and provide solution. Opening Public – all data available to Public – only names of proposers are read; other bidders and the public no pricing or other data made available Evaluation Based strictly on Technical Based on quality with multi-member Criteria Specifications – NO material Evaluation Committee assigning weighted changes allowed values to various parts of each proposal Discussion None Individual discussions with each proposer to determine understanding of proposal requirements Changes None Each proposer can re-submit a Best and Final Offer that might change the solution and the price Award Lowest Responsive and Best Value Proposal – not necessarily the Responsible Bidder lowest price I. COMPETITIVE SEALED BIDS A. Preparing Specifications • The department requesting the purchases through Procurement/Inventory will prepare the complete specifications, with the assistance of the Purchaser (if requested) and submit them to Procurement/Inventory. • All specifications shall be written in such a manner as to describe the requirements to be met, without having the effect of exclusively requiring a proprietary supply, service, or construction item, or procurement from a sole source, unless no other manner of description will suffice. • Where a brand name or equal specification is used in a solicitation, the solicitation shall contain explanatory language that the use of a brand name is for describing the standard of quality, performance, and characteristics desired and is not intended to limit or restrict competition. • It is the general policy of the City to procure standard commercial products whenever practicable. In developing specifications, accepted commercial standards shall be used and unique requirements shall be avoided, to the extent practicable. 28

B. If only one responsive bid is received in response to an invitation to bid or request for proposal, an award may be made to the single bidder if the Department Director having operational authority over the funds to be expended determines that the price submitted is fair and reasonable, and that either other prospective bidders had reasonable opportunity to respond, or there is not adequate time for re-solicitation. Otherwise the bid/proposal may be rejected and new bids or offers may be solicited or the proposed procurement may be cancelled. C. Bids are to be delivered to Procurement/Inventory, 710 William Street, Dover, Delaware 19904. They will be opened in the presence of the Purchaser or her/his designee. All bids shall become public record and shall be available for public inspection after it has been determined that there is no proprietary information within the bids. Copies of bids will not be provided to competing vendors. All purchasing related records must be kept for the period described in the State Bureau of Archives Retention Schedule by Procurement/Inventory. Copies of all evaluation forms and signed contracts/award letters must be forwarded to Procurement/Inventory for retention. D. For materials, supplies, equipment, and construction work, the department requesting the solicitation will supply Procurement/Inventory with clear bid specifications. Such specifications should rigorously meet the need of the City of Dover, but not be so all inclusive as to effectively eliminate all but one vendor. E. The City reserves the right to pre-qualify bidders. This pre-qualification does not prohibit the City from determining, in its sole opinion, the most suitable bid for the product or projects. F. For purchases $25,000 and greater, vendor references may be checked. This will be done to verify the bidder's ability to perform the contract requirements, the quality of work and the ability to meet obligations in case of non-fulfillment of the contract. G. The bid notice prepared by Procurement/Inventory shall provide the specifications or details of how vendors can obtain specifications. The bid notice shall also specify the closing date, time and place for receiving the bids, opening of the bids, where potential bidders may obtain contract documents, and the fee for each contract. A fee in an amount capable of recovering the cost of preparation of the specifications may be charged when specifications are picked up by the vendor. H. A bid bond or certified check in the amount equivalent to ten percent (10%) of the bid amount should be required with each bid for construction work, materials, supplies, or equipment over $25,000. The requirement for a bid bond may be waived by the Procurement/Inventory Manager and Department Head when the bid is for items being purchased for stock. A bid bond may be required by the requesting department regardless of the dollar value of the bid. Acceptable bid security shall be limited to a bid bond in a form satisfactory to the City underwritten by a company licensed to issue bid bonds in this state or a bank certified check. If a bid does not comply with security requirements, it shall be rejected as being non-responsive. The required bid bond shall be in substantially the format as identified in APPENDIX C. The check or bid bond of the bidder to whom the contract is awarded will be forfeited to the City of Dover as liquidated damages in case the contract and performance bond are not executed within fifteen days after receiving official notification of award. 29

I. A performance bond shall be required from the successful bidder for a construction contract. Such a bond shall be for the full amount of the contract. If the contractor fails to provide such a bond or a binder within fifteen days of the award of the contract, the award of the contract or the contract shall be void. The required performance bond shall be in substantially the format as identified in APPENDIX D. Other insurance or bonds as required by State and/or Federal laws shall be furnished by the contractor. The amounts and the types of the bonds and insurance required shall be disclosed in the bid specifications. The bond shall be released by the City of Dover upon successful completion of the contract and upon a detailed inspection of the contracted work. J. The City of Dover shall have the right to reject any or all bids if deemed to be in the best interest of the City. K. All bids submitted to the City of Dover shall be such as to comply with the applicable local, state and federal requirements. II. COMPETITIVE SEALED PROPOSALS Evaluation of proposals must adhere to the following guidelines: a. Determine what proposals are acceptable and unacceptable b. A determination that a proposal is unacceptable shall be in writing, state the basis for the determination and be retained in the procurement file c. The offeror shall not be afforded an opportunity to modify its offer Negotiation with individual offerors a. The department can negotiate with individual offerors after their proposals are opened. b. Formalized procedures should be established and consistently applied to each offer c. Disclosure of one offerors price to another is prohibited d. The department must send a written request for best and final offers setting forth the date, time, and place for submission of best and final offers e. The department must inform the offerors that if they do not submit a notice of withdrawal or a best and final offer, their immediate previous offer will be construed as their best and final Final Award a. The contract shall be awarded within 90 days of the closing date b. The department shall award a contract to the offeror whose proposal is determined in writing to be most advantageous to the City c. The determination shall explain the basis of the award d. Procurement/Inventory shall notify each unsuccessful offeror in writing of the award 30

APPENDIX C SAMPLE BID BOND Bond No. _________________ KNOW ALL MEN BY THESE PRESENTS, that we, as Principal, hereinafter called the Principal and [Bonding Company] (hereinafter called the "Surety"), a corporation duly authorized to transact business in and having its principal office at _______________________, are held and firmly bound unto the City of Dover, for the sum of _____________Dollars ($ ), for payment of which sum well and truly to be made, the said Principal and said Surety bind ourselves, our heirs, executors, administrators, successors and assigns, jointly and severally, firmly by these presents. WHEREAS, the Principal has submitted a bid for [Identify project by number and brief description]. NOW, THEREFORE, if the City of Dover shall accept the bid of the Principal and the Principal shall enter into a Contract with the City of Dover in accordance with the terms of such bid, and give such bond or bonds as may be specified in the bidding or Contract Documents with good and sufficient surety for the faithful performance of such Contract and for the prompt payment of labor and material furnished in the prosecution thereof, or in the event of the failure of the Principal to enter such Contract and give such bond or bonds, if the Principal shall pay to the City of Dover the difference not to exceed the penalty hereof between the amount specified in said bid and such larger amount for which the City of Dover may in good faith contract with another party to perform work covered by said bid or an appropriate liquidated amount as specified in the Invitation for Bids then this obligation shall be null and void, otherwise to remain in full force and effect Signed and sealed this _________ day of ____________________, 20 _______. Witness of Attest: (Witness) By: (Principal) By: (Surety) IMPORTANT: Surety Companies executing BONDS must appear on the Treasury Department's most current list (Circular 570 as amended) and be authorized to transact business in the state where the project is located. 31

APPENDIX D SAMPLE PERFORMANCE BOND Bond No. _________________ KNOW ALL MEN BY THESE PRESENTS, that [Here insert the full name and address or legal title of the contractor] as Principal, hereinafter called Contractor, and [Bonding Company] (hereinafter called the "Surety"), a corporation duly authorized to transact business in and having its principal office at _______________________, are held and firmly bound unto the City of Dover, as Obligee, in the amount of [Here insert a sum equal to the total amount of the contract price] Dollars ($ ), for the payment whereof Contractor and Surety bind themselves, their heirs, executors, administrators, successors and assigns, jointly and severally, firmly by these presents. WHEREAS, Contractor has by written agreement dated ___________________, 20 _____, entered into a contract with the City of Dover for [Describe project and insert project number] in accordance with drawings and specifications prepared by [Here insert full name and address or legal title of Architect] which contract is by reference made a part hereof, and is hereinafter referred to as the Contract. NOW, THEREFORE, THE CONDITION OF THIS OBLIGATION is such that, if the Contractor shall promptly and faithfully perform said Contract then this obligation shall be null and void; otherwise it shall remain in full force and effect. The Surety hereby waives notice of any alteration or extension of time made by the City of Dover and its obligation is not affected by any such alteration or extension provided the same is within the scope of the contract. Whenever the Contractor shall be, and is declared by the City of Dover to be in default under the Contract, the City of Dover having performed the City of Dover’s obligations thereunder, the Surety may promptly remedy the default or shall promptly: 1) Complete the Contract in accordance with its terms and conditions; or 2) Obtain a bid or bids for completing the Contract in accordance with its terms and conditions, and upon determination by the City of Dover and the Surety jointly of the lowest responsive, responsible bidder, arrange for a contract between such bidder and the City of Dover, and make available as work progresses sufficient funds to pay the cost of completion less the balance of the contract price; but not exceeding, including other costs and damages for which the Surety may be liable hereunder the amount set forth in the first paragraph hereof. The term “balance of the contract price,” as used in this paragraph, shall mean the total amount payable by the City of 32

Dover to the Contractor under the Contract and any amendments thereto, less the amount properly paid by the City of Dover to the Contractor. No right of action shall accrue on this bond to or for the use of any person or corporation other than the City of Dover or successors of the City of Dover. Signed and sealed this _________ day of ____________________, 20 _______. Witness of Attest: (Witness) By: (Principal) By: __ (Surety) IMPORTANT: Surety Companies executing BONDS must appear on the Treasury Department's most current list (Circular 570 as amended) and be authorized to transact business in the state where the project is located. 33

APPENDIX E GLOSSARY “Addendum/Addenda” A written change, addition, alteration, correction, or revision to a bid, proposal, or contract document. Commonly, the name given to the document used to revise a solicitation. Addendum/addenda may be issued following a pre-bid/pre-proposal conference or as a result of a specification or work scope change to the project. “Award” The acceptance of a bid or proposal; the presentation of a purchase agreement or contract to a bidder or proposer. “Best and Final Offer” A process requested from one proposer or short-listed proposers for their best price(s) for a specific solicitation prior to determining of contract award. “Best Value” 1) A procurement method that emphasizes value over price. The best value might not be the lowest cost. Generally achieved through the Request for Proposals (RFP) method. 2) An assessment of the return that can be achieved based on the total life cycle cost of the item; may include an analysis of the functionality of the item; can use cost-benefit analysis to define the best combinations of quality, services, time, and cost considerations over the useful life of the acquired item. “Bid” The response submitted by a bidder to an Invitation to Bid (ITB). “Bid Bond” An insurance agreement, accompanied by a monetary commitment, by which a third party (the surety) accepts liability and guarantees that the bidder will not withdraw the bid. The bidder will furnish bonds in the required amount and if the contract is awarded to the bonded bidder, the bidder will accept the contract as bid, or else the surety will pay a specific amount. “Bid Protest” A written objection made against the selection methods employed or decisions made by a public agency leading to the award of a contract or purchase. “Brand Name or Equivalent” One or more manufacturers’ brand names, with identifying model numbers, used in a specification to invoke certain quality, performance, and other salient characteristics needed to meet the solicitation requirements. “Brand Name Specification” A specification using one or more manufacturers’ brand names, with identifying model numbers, to describe the acceptable items; all other items will be excluded. “Buyer” A purchaser or procurer of products and services. This title may also refer to an individual who is responsible for the procurement activities of an entity, also commonly referred to as a purchasing or procurement agent. “Capital Asset” An asset with a life cycle of more than one year with a value of more than a certain prescribed limit set by accounting standards or by governmental policy. For the City, this amount is $4,999. 34

“Certain Professional Services” means those services within the scope of the practice of architecture, professional engineering, professional land surveying, landscape architecture and geology. “Change Order” A written alteration that is issued to modify or amend a contract or purchase order. A bilateral (agreed to by all parties) or unilateral (government orders a contract change without the consent of the contractor) request that directs the contractor to make changes to the contracted scope of work or specifications. In reference to construction contracts, it relates primarily to changes caused by unanticipated conditions encountered during construction not covered by the drawings, plans, or specifications of the project. “Clarification” A communication with a proposer for the sole purpose of eliminating minor irregularities or apparent clerical mistakes in a proposal; may be initiated by either proposer or purchaser; does not give the proposer an opportunity to revise or modify its proposal, except to the extent the correction of apparent clerical mistakes results in revision. “Combination Specification” Has the features of both design specifications and performance specifications. “Commodity” A marketable item produced to fulfill a need or want, and references both goods and services. “Commodity Code” A system of words or numbers designed to identify and list commodities or services by classes or sub-classes. For the City, the commodity code is the first three numbers of stock code and the sub-commodity is the second three numbers of the stock code. A list can be printed from HTE. “Competitive Sealed Bidding” Method of acquiring goods, services, and construction for public use in which the award is made to the lowest responsive and responsible bidder, based solely on the response to the criteria set forth in the Invitation to Bid (ITB); does not include discussions or negotiations with bidders. “Contract” 1) A legally binding promise, enforceable by law. 2) An agreement between parties, with binding legal and moral force, usually exchanging goods or services for money or other consideration. 3) An obligation, such as an accepted offer, between competent parties upon a legal consideration, to do or abstain from doing some act. The essential elements of a contract are an offer and an acceptance of that offer; the capacity of the parties to contract; consideration to support the contract; a mutual identity of consent; legality of purpose; and definiteness. “Contract Modification” Any written alteration in specifications, delivery point, frequency of delivery, period of performance, price, quantity, or other provision of any contract, accomplished by mutual agreement of parties to the contract. “Depreciation” 1) An accounting term that denotes a loss or decrease in the acquired value over a specified period of time. Usually applies to a loss of value of a fixed asset (capital equipment). 2) The systematic transfer of the cost of a capital expenditure (an asset on the balance sheet) to expense (on the income statement). 3) To diminish in price or value. 4) The consumption of capital in the production process. 5) The wearing out of plant and equipment over a specified 35

time. “Designee” A duly authorized representative. “Design Specification” A type of specification that establishes the characteristics an item must possess, including details indicating how it is to be manufactured. May include engineering plans or drawings, and blueprints. It states to the contractor in prescriptive terms what the contractor must provide to the buyer. “Economic Order Quantity (EOQ)” An inventory calculation used to determine stock-level reorder point. The calculation is based on costs of acquisition, storage, handling, and inventory investment to determine the most cost-effective time and quantity to reorder. “Emergency Purchase” A purchase made due to an unexpected and urgent request where health and safety or the conservation of public resources is at risk. Usually formal competitive bidding procedures are waived. “F.O.B. Destination” Title changes hands from the supplier to the public entity at the destination of the shipment when the public entity signs for the goods; the supplier owns the goods in transit, assumes responsibility for carrier selection, and files any claims for damages incurred during this period. It does not address the responsibility for the cost of transportation (freight charges), which must be specified with the inclusion of additional language. “Functional Specification” A specification setting forth the results required from the supply or service. “Indemnify” 1: To protect against hurt or loss, to exempt from incurred penalties or liabilities. 2: To compensate or pay for damage. “Informal Bid/Proposal” A competitive bid, price quotation, or proposal for supplies or services that is conveyed by a letter, fax, e-mail, or other manner that does not require a formal sealed bid or proposal, public opening, or other formalities. Generally relegated to requirements that may be considered low value or fall under a stipulated price/cost threshold. “Invitation to Bid” A formal request to prospective vendors soliciting price quotations or bids; contains, or incorporates by reference, the specifications or scope of work and all contractual terms and conditions. “May” Denotes the permissive in a contract clause or specification. “Non-responsible” A contractor, business entity, or individual that responds to a solicitation that does not have the ability or capability to fully perform the requirements of the solicitation. A business entity or individual who does not possess the integrity and reliability to assure contractual performance. “Non-responsive” A bid that does not conform to the mandatory or essential requirements contained in the invitation to bid. 36

“Open Market Purchase” A purchase, usually of a limited monetary amount, from any available source. “Performance Bond” An instrument executed, subsequent to award, by a successful bidder that protects the public entity from loss due to the bidder’s inability to complete the contract as agreed. A risk mechanism that secures the fulfillment of all contract requirements. May be referred to as a completion bond. “Performance Specification” A type of specification that describes the desired outcome or intended use of a commodity and how the commodity will perform (e.g., number of items, distance to travel, time required). “Pre-Bid/Pre-Proposal Conference (Meeting)” A meeting held by the buyer with potential bidders/proposers prior to the opening of the solicitation for the purpose of answering questions, clarifying any ambiguities, and responding to general issues to establish a common basis for understanding all of the requirements of the solicitation. May result in the issuance of an addendum to all potential providers. In certain situations, a mandatory conference may be advisable. “Prequalification (of Bidder/Proposer)” The screening of potential suppliers/contractors in which such factors as financial capability, reputation, and management are considered to develop a list of qualified businesses who may then be allowed to submit bids/proposals. “Procurement” Purchasing, renting, leasing, or otherwise acquiring any supplies, services, or construction; includes all functions that pertain to the acquisition, including description of requirements, selection and solicitation of sources, preparation and award of contract, and all phases of contract administration. The combined functions of purchasing, inventory control, traffic and transportation, receiving, inspection, storekeeping, and salvage and disposal operations. “Professional Services” Services rendered by members of a recognized profession or possessing a special skill. Such services are generally acquired to obtain information, advice, training, or direct assistance (i.e. architectural & engineering services). “Public Works and Utilities Contract” means any contract for the construction, reconstruction, alteration or repair of any public building, road, street, highway, utility system or other public improvement, the cost of which will be paid with public funds. “Reasonable Cost” A cost that by its nature or amount does not exceed what would normally be incurred by an ordinarily prudent person in the conduct of competitive business. Often used in the context of “fair and reasonable” cost/price. “Request for Proposal (RFP)” The document used to solicit proposals from potential providers (proposers) for goods and services. Price is usually not a primary evaluation factor. Provides for the negotiation of all terms, including price, prior to contract award. May include a provision for the negotiation of best and final offers. May be a single-step or multi-step process. “Request for Quotation (RFQ)” The document used to solicit proposals from potential 37

providers (proposers) for goods and services. Price is usually not a primary evaluation factor. Provides for the negotiation of all terms, including price, prior to contract award. May include a provision for the negotiation of best and final offers. May be a single-step or multi-step process. “Responsible Bidder/Proposer” A business entity or individual who has the integrity and reliability as well as the financial and technical capacity to perform the requirements of the solicitation and subsequent contract. “Responsive Bid/Proposal” A bid or proposal that fully conforms in all material respects to the Invitation to Bid (ITB)/Request for Proposals (RFP) and all of its requirements, including all form and substance. “Restrictive Specification” Specifications that unnecessarily exclude a potential bidder or proposer from competing for a procurement. Precludes full and open competition. Specifications that are written around a specific product or service. “Shall” Denotes an imperative in contract clauses or specifications. “Small Purchase” Any procurement not exceeding a given upper monetary limit, as established by law or regulation, executive order, etc. Usually applies to purchases of small dollar amounts under a certain monetary threshold. “Single Source Procurement” A contract for the purchase of goods and services entered after soliciting and negotiating only with one source, usually because of the technology required or uniqueness of the service provided. “Sole Source Procurement” A non-competitive method of procurement used when only one supplier possesses the unique ability or capability to meet the particular requirements of the entity or because only one supplier is practicably available. The entity may require a written justification from the end user explaining why only this supplier can fulfill the requirement. “Specification” A precise description of the physical characteristics, quality, or desired outcomes of a commodity to be procured, which a supplier must be able to produce or deliver to be considered for award of a contract. See Brand Name Specification, Brand Name or Equal Specification, Combination Specification, Design Specification, Performance Specification, Restrictive Specification, Standard Specification. “Standard Specification” A specification that is to be used for all or most purchases of an item; describes all required physical and functional characteristics of a good, service or construction. “Statement of Work” A written description in the contract detailing performance expectations and deliverables between the contracting parties. After a supplier has been selected, the statement of work becomes the basis for the contract and must provide sufficient information to meet the entity’s needs and achieve successful outcomes, describe and define the expectations of the parties, set price and payment schedules, and mitigate or avoid disputes. “Term Contract” A type of contract in which a source of supply is established for a specified period for specified services or supplies; Usually characterized by an estimated or definite 38

minimum quantity, with the possibility of additional requirements beyond the minimum, all at a predetermined unit price. Source of Definitions: Dictionary of Purchasing Terms published by the National Institute of Governmental Purchasing. 39

APPENDIX F CITY OF DOVER QUOTATION WORKSHEET (To be used for purchases between $5,000.00 and $24,999.99) Department: ___________________________ Division: _________________________ Department Contact (Name & number): _______________________________________ Item/Service: ____________________________________________________________ Estimated Dollar Value: ___________________________________________________ Account Code: _________________________________ Project Code: ______________ Vendors (At least three vendors must be used. Include at least one minority or women owned vendor, if available. Use of more than one minority or women owned vendor is encouraged): 1. Go to https://business.delaware.gov/osd/ . 2. Click on “Directory of Certified Businesses” button. 3. Search by keyword i.e. Electrician, Construction, Furniture List keyword(s) used: _________________________________________________ 4. Each company displayed will have its assigned NAICS code listed. List NAICS Code(s) used: _____________________________________________ 5. Refine search by NAICS Code if necessary. 6. Were Vendors Found: YES NO If so, how many: ____________________ 7. If no vendors were found, please explain: _________________________________ ___________________________________________________________________ Vendor 1: _______________________________________________________Minority Vendor 2: _______________________________________________________Minority Vendor 3: _______________________________________________________Minority If more than three vendors are used, list them on the reverse of this form. Date sent out for quotes: __________________________ Date due back: _________________________ Date of award: _____________________ Vendor receiving the award: ________________________________________________ Was the 3% minority vendor preference applied in the evaluation? YES NO Was this a minority vendor? YES NO Total dollar amount of purchase or estimated total contract value: $_________________ 40

Purchase Order produced: YES NO PO Number: ________________________ Additional vendors used for this purchase Vendor 4: _______________________________________________________Minority Vendor 5: _______________________________________________________Minority Vendor 6: _______________________________________________________Minority Vendor 7: _______________________________________________________Minority Vendor 8: _______________________________________________________Minority Vendor 9: _______________________________________________________Minority Vendor 10: ______________________________________________________Minority Attach completed form to requisition in Tyler/Munis. 41