CCW Packet - MM

CITY OF DOVER, DELAWARE COUNCIL COMMITTEE OF THE WHOLE MEETING Tuesday, September 14, 2021 at 6:00 PM City Hall Council Chambers, 15 Loockerman Plaza, Dover, Delaware AGENDA Public comments are welcomed on any item and will be permitted at the appropriate time. When possible, please notify the City Clerk (736-7008 or email at cityclerk@dover.de.us) should you wish to be recognized. VIRTUAL MEETING NOTICE This meeting will be held in City Hall Council Chambers with electronic access via WebEx. Public participation information is as follows: Dial: 1-408-418-9388 Link: https://rb.gy/0xl3wg Event number: 179 927 2299 Event password: DOVER (if needed) If you are new to WebEx, get the app now at https://www.webex.com/ to be ready when the meeting starts. CALL COUNCIL COMMITTEE OF THE WHOLE MEETING TO ORDER ADOPTION OF THE AGENDA UTILITY COMMITTEE ADOPTION OF THE AGENDA ACTIONABLE ITEMS 1. Evaluation of Proposals – Utility Locating Services Contract (Jason Lyon, Director of Water and Wastewater) (Staff Recommendation: Award a three (3) year contract with the option for two (2) one (1) year extensions to W Locco, LLC as per the proposal submitted in response to RFP #21-0043COD) • 1

COUNCIL COMMITTEE OF THE WHOLE MEETING - September 14, 2021 PAGE 2 UTILITY COMMITTEE - ACTIONABLE ITEMS (CONTINUED) 2. Annual Review and Approval of Governing Policy For Energy Commodity Risk Management (Lori Peddicord, Controller/Treasurer) (Staff recommendation: Approval of the Proposed Amendments) 3. Annexation Request - 633 Persimmon Tree Lane, Owned by Dover Indoor Tennis, Inc. (Dawn Melson-Williams, Principal Planner/ Dave Hugg, Planning and Community Development Director) ADJOURNMENT OF THE UTILITY COMMITTEE LEGISLATIVE, FINANCE, AND ADMINISTRATION COMMITTEE ADOPTION OF THE AGENDA (ACTIONABLE AND INFORMATIONAL ITEMS) ACTIONABLE ITEMS 4. Proposed Resolution #2021-22 Application for Wastewater Matching Planning Grant (Staff Recommendation: Adopt resolution as submitted so staff may complete application for a Wastewater Matching Planning Grant) 5. Evaluation of Bids - Master Electrician Contract (Paul Waddell, Electric Director) (Staff Recommendation: Awarding #22-0001EL Master Electrician Contract to Towles Electric for three years with a City option to extend it an additional two years (five years total) as per the pricing included in the bid submittal) 6. Property Tax Disability Exemption (Patricia Marney, Customer Service Director) (Staff Recommendation: Amend Code Section 102-183 to include disabled property owner exemptions and to incorporate language and requirements set by Kent County. The changes herein will be effective for the tax billing year beginning July 1, 2022. Applications for exemption to be filed by citizens by May 31, 2022) 7. Fiscal Year 2022 State Law Enforcement Assistance Fund (SLEAF) Grant - City Camera Expansion - License Plate Reader Cameras (Thomas Johnson, Police Chief) (Staff Recommendation: Approval of both grants and the intended purchases) 8. Criminal Justice Council (CJC) Grant - City of Dover Treatment Improvement Project (Thomas Johnson, Police Chief) (Staff Recommendation: Approval of the new grant program and the intended purchases) 9. Proposal to Give Employees a $100 Bonus With Proof of Full Vaccination from American Rescue Plan Act (ARPA) funds (Kim Hawkins, Human Resources Director) (Staff Recommendation: Authorize staff to administer a program to give incentives to becoming fully vaccinated including a $100 bonus and/or restoration of COVID leave) • 2

COUNCIL COMMITTEE OF THE WHOLE MEETING - September 14, 2021 PAGE 3 LEGISLATIVE, FINANCE, AND ADMINISTRATION COMMITTEE - ACTIONABLE ITEMS (CONTINUED) 10. Update on Diversity & Inclusion Committee for 2020-2021 (Kim Hawkins, Human Resources Director, Jamee Boone, President of Eddee Boone Consulting, LLC, and Michelle Taylor, President and Chief Executive Officer of United Way of Delaware) (Staff recommendation: Enter into an agreement with United Way for consulting in Diversity and Inclusion) 11. Proposed Ordinance #2021-19 - Amending Appendix B - Zoning, Article 3 - District Regulations, Section 19 - Manufacturing Zone (M); Article 4 - Zoning Bulk and Parking Regulations, Section 4.16 - M, IPM Zones; and Article 5 - Supplementary Regulations, Section 3 - Supplementary Regulations Applying to Nonresidential Buildings, except in IPM Zone (Dave Hugg, Planning and Community Development Director) (Staff recommendation: Adoption of Ordinance #2021-19) 12. Approval for Submission of Innovative Readiness Training (IRT) Grant at Schutte Park (Matt Harline, Interim City Manager) RECESS OF THE LEGISLATIVE, FINANCE, AND ADMINISTRATION COMMITTEE PARKS, RECREATION, AND COMMUNITY ENHANCEMENT COMMITTEE ADOPTION OF THE AGENDA ACTIONABLE ITEMS MAYOR AND COUNCIL REPORTS - JUNE 2021 13. Council President Sudler 14. First District 15. Second District 16. Third District 17. Fourth District 18. At-Large 19. Mayor Christiansen ADJOURNMENT OF THE PARKS, RECREATION, AND COMMUNITY ENHANCEMENT COMMITTEE • 3

COUNCIL COMMITTEE OF THE WHOLE MEETING - September 14, 2021 PAGE 4 LEGISLATIVE, FINANCE, AND ADMINISTRATION COMMITTEE INFORMATIONAL ITEMS 20. Update on City Manager/City Clerk Selection Committee Progress (Councilman Gerald, Rocha, Sr.) 21. Update on Mayor's State of General Emergency Executive Declaration (Mayor Robin R. Christiansen) ADJOURNMENT OF THE LEGISLATIVE, FINANCE, AND ADMINISTRATION COMMITTEE ADJOURNMENT OF THE COUNCIL COMMITTEE OF THE WHOLE THE AGENDA ITEMS AS LISTED MAY NOT BE CONSIDERED IN SEQUENCE. PURSUANT TO 29 DEL. C. §10004(e)(2), THIS AGENDA IS SUBJECT TO CHANGE TO INCLUDE THE ADDITION OR THE DELETION OF ITEMS, INCLUDING EXECUTIVE SESSIONS, WHICH ARISE AT THE TIME OF THE MEETING • 4

D Item 1. CITY OF DOVER, DELAWARE ACTION FORM PROCEEDING: Council Committee of the Whole (Utility) DEPARTMENT OF ORIGIN: Water & Wastewater SUBMITTED ON: August 27, 2021 PREPARED BY: Jason A. Lyon, P.E., Director of Water & Wastewater and Paul Waddell, Electric Director REVIEWED BY: Matthew C. Harline, Interim City Manager / Lori Peddicord, Finance Director/Controller SUBJECT: Evaluation of Proposals – Utility Locating Services Contract TIMETABLE: Contract to be executed on December 6, 2021. Existing contract will expire on December 5, 2021. RELATED PROJECT: N/A REFERENCE: N/A EXPENDITURE REQUIRED: As Needed AMOUNT BUDGETED: N/A FUNDING SOURCE (Dept./Page in CIP & Budget): Funding is provided within the operations budget. FY 22 budget includes $16,700 in each of the Contractual Services accounts for Water Engineering (400-40-26-99-000-53031) and Wastewater Engineering (402-41-26-99-000- 53031) and $33,000 in Electric Engineering (410-42-26-99-000-53031). The total budget is $66,400. STAFF RECOMMENDATION: Staff recommends awarding a three (3) year contract with the option for two (2) one (1) year extensions to W Locco, LLC as per the proposal submitted in response to RFP #21-0043COD. BACKGROUND AND ANALYSIS: The City of Dover is a member of the Utilities Service Protection Center of Delmarva, Inc., also known as Miss Utility. This is an organization that receives excavation requests from all parties and notifies the facility owners of locating requests in our service area. Currently, the City of Dover utilizes W Locco, LLC as our sole locating contractor. Over the last three (3) fiscal years (FY19-FY21), the average cost for using W Locco, LLC is $62,952; based upon the proposal this cost would be approximately $62,088, based on hourly rate option. •5

Proposals were solicited and advertised according to City Policy by the City’s Contract and Procurement Manager D Item 1. under RFP #21-0043COD and submissions were received from three (3) contractors. The proposals were evaluated based on work experience with locating water, wastewater, electric and fiber lines; safety record; ability to meet response time; cost; geographical knowledge of Dover; ability to handle all aspects of ticketing and contractors and ability to sustain locators. The proposer evaluated the highest was also the one with the lowest cost proposal. The contractor will be responsible for locating underground utilities owned by the City of Dover and will be liable for damaged utilities due to incorrect locating. Additionally, the contractor will manage the Miss Utility ticket process, which includes receiving the tickets directly from Miss Utility, marking the involved utilities, and entering the information on the web-based reporting system. Dover will be responsible for providing the contractor with periodic updated prints and files of newly installed utilities. The proposal had two (2) methods of billing, the first is price per ticket, and the second is hourly rate. Staff concluded that the hourly rate would be the cheaper option. Historical data indicates that W Locco can process roughly thirty (30) tickets per day. The proposed contract from W Locco is for a period of three (3) years with two, one (1) year extensions and has a static hourly rate for the first three (3) years, if the City extended the contract, there would be a 2% increase for year four (4) and zero increase for year five (5). The following is a summary of the average proposal score for the three (3) proposers: Company Name Location Average Score W. Locco Georgetown, DE 79.0 ProComm E.L.S., LLC Baltimore, MD 74.0 Century Engineering* Dover, DE 69.5 *=Century Engineering claimed Local Vendor Preference, which entitles a 3% reduction on the evaluation of prices, which is one aspect of the evaluation criteria. •6

D Item 2. City of Dover, Delaware Governing Policy For Energy Commodity Risk Management Effective: TBD 24, 20 Approved by: City of Dover Council (Last Revision August 24, 2020) • 7

D Item 2. TABLE OF CONTENTS PURPOSE OF THE RISK MANAGEMENT POLICY ..................................................................4 A. Introduction ....................................................................................................................4 B. Scope of Policy ................................................................................................................4 C. Objectives and Risk Philosophy ...................................................................................5 D. Policy Administration....................................................................................................6 DISCUSSION OF RISKS ...............................................................................................................6 MANAGEMENT AND CONTROLS .............................................................................................7 A. Utility Committee of The City Council .......................................................................7 B. Executive Risk Management Committee ....................................................................8 1. City Manager ................................................................................................................. 9 2. Director of the Utility .................................................................................................. 10 3. Controller...................................................................................................................... 10 4. TEA Client Services Manager .................................................................................... 10 MARKETING AND TRADING PRACTICES ............................................................................11 A. Standards of Conduct ..................................................................................................11 B. Products, Activities and Limitations .........................................................................12 C. Contract Documentation and Confirmations...........................................................13 D. Training..........................................................................................................................13 E. New Product Protocol .................................................................................................13 RISK LIMITS AND RISK MEASUREMENTS ...........................................................................14 A. Limits..............................................................................................................................14 1. Delegation Authority .................................................................................................. 14 2. Volume Limits ............................................................................................................. 14 3. Locational Limits ......................................................................................................... 14 B. Stress Testing and Back Testing .................................................................................14 C. Instances of Exceeding Risk Limits............................................................................15 CREDIT POLICY ..........................................................................................................................15 A. Measuring Credit Risk .................................................................................................15 B. Analysis and Extension of Credit Limits ..................................................................15 C. Instances of Exceeding Credit Limits ........................................................................16 REPORTING .................................................................................................................................16 A. Risk Reporting ..............................................................................................................16 B. Credit Reporting ...........................................................................................................18 C. Hedge Effectiveness Reporting ..................................................................................18 INFORMATION TECHNOLOGY SYSTEMS ............................................................................18 2 • 8

D Item 2. POLICY DISTRIBUTION AND COUNSEL ...............................................................................18 A. Distribution Outside The City ....................................................................................19 B. Designated Counsel .....................................................................................................19 APPENDIX A – Approved Products .............................................................................................20 APPENDIX B – Approved Counterparties and Threshold Tables ................................................21 APPENDIX C – Business Risks ....................................................................................................26 APPENDIX D – Glossary ..............................................................................................................28 APPENDIX E – Swap Transaction Representative .......................................................................30 3 • 9

D Item 2. PURPOSE OF THE RISK MANAGEMENT POLICY A. Introduction The City of Dover (“City”) and its customers are routinely exposed to commodity risk, counterparty risk, process risk, budget risk, and regulatory risk – herein referred to collectively as Energy Commodity Risk - in the normal conduct of serving its electric load requirements. Volatility of energy commodity prices and volumetric uncertainty (either supply/generation or load obligations) impose a substantial and direct risk to the City’s financial and operating performance. By authority of its charter, the City has responsibility for overseeing the City’s electricity operations, including the management of its cost of serving Dover’s customers with primary operational management authority vested in the City Manager (Dover City Charter §40). By agreement (the “EMA”) dated May 6, 2011 and approved by the City, the City has engaged The Energy Authority, Inc. (“TEA”) to assist the City with Asset Management and Strategic Planning Services, Risk Management Services, and Energy Management Services. This Policy for Energy Commodity Risk Management (“Policy”) is established the explicit understanding that the City has retained and delegated responsibilities to TEA to provide Risk Management Services. Additionally, the City has issued this Policy for dealing with the philosophy, framework and delegation of responsibilities necessary to govern activities related to Dover’s energy commodity risk management. As set forth herein, the City has established an organizational structure, delegated responsibility and established internal controls and procedures to ensure that all transactional and oversight activities are conducted in compliance with this Policy and in accordance with the City’s normal reporting, legal, financing and regulatory requirements relating to energy assets and transactions. B. Scope of Policy This Policy covers all transactions entered into by the City of Dover designed to meet the City’s electric load requirement and the management of risk related to these transactions. In the event of conflict between this Policy and the EMA, the more restrictive document shall control. 4 • 10

D Item 2. This Policy is separate and distinct from enterprise risk management policies and procedures addressing the City’s safe operation of its generating stations and energy infrastructure, insurance requirements, permit compliance, employee matters regulatory compliance with laws and regulations of the State of Delaware and Federal Agencies such as EPA, FERC, NERC and CFTC or other potential risks to the City beyond the purchase and sale of fuel and electric power and its ancillary products. Unless otherwise explicitly stated in this Policy, or other policies approved by the Utility Committee, this Policy applies to all power and fuel procurement and related business activities that may impact the risk profile of the City. This policy documents the framework by which management and staff will:  Identify and quantify risk  Develop and execute procurement strategies  Create a framework of controls and oversight  Monitor, measure, and report on the effectiveness of the risk management C. Objectives and Risk Philosophy The objectives of the Policy are to identify Energy Commodity price and credit risk exposures and give the City a framework for the quantification and management of these exposures. The Policy will identify the reports needed to convey how the identified risk exposures can potentially impact the City’s overall cost of providing electricity service to its customers and report on the risk management of the transactions associated with City’s electric load requirements. Under the Policy, risk management activities will be conducted consistent with the City’s overall objective of appropriate risk management. There are several objectives of the Policy which, when taken and executed together, serve to manage the City’s energy commodity price exposures. Specifically, the Policy:  Establishes framework for developing credit limits for counterparties and quantifies and manages the credit exposures related to potential counterparty abrogation  Quantifies the impact of the energy commodity price and credit risk exposures on City’s financial results  Manages the impact of the above exposures in line with the City’s identified level of risk tolerance  Provides clear delineation of responsibilities and authority, outlines a separation of duties, and ensures reporting of risk is timely and accurate.  Ensures that the impact of any action affecting the City’s position is consistently quantified, monitored and authorized. 5 • 11

D Item 2. The City’s risk management activities will be conducted consistent with its overall objective of appropriate risk mitigation and never for purposes of speculation. D. Policy Administration This Policy has been approved by the Executive Risk Management Committee and The Utility Committee of the Dover City Council Committee of the Whole. The Utility Committee must approve modifications to the Policy, with the exception of the appendix information which can be modified with the approval of the Executive Risk Management Committee. DISCUSSION OF RISKS This Policy covers the management of all material energy market risks faced by the City. A comprehensive list of risks that are or could be relevant to the City is shown in Appendix C of the Policy. Among the most critical of these risks are commodity risk, counterparty risk, process risk, volume risk, and budget risk. These risks are measured by the limit structure and controls outlined in the Policy. Commodity risk represents the potential adverse impacts to the value of the City’s portfolio due to changes in the market or government policy. Commodity risk encompasses volatility risk, forward price risk, basis risk, correlation risk and liquidity risk. Volatility risk is incurred by sudden changes to the cost and value of market instruments. Forward Price Risk is the impact of future prices differing from historical prices as well as the potential for changing prices to result in mark-to-market exposure. Basis risk is incurred whenever prices differ between procurement and consumption location for power or fuel products. Correlation Risk is a reflection that multiple assets may experience varying degrees of similar movement which may change over time. Liquidity Risk is experienced when a commodity may be less available to buy or sell due to counterparties being unable or unwilling to transact a commodity in a normal timeframe. Counterparty risk represents the potential losses the City could incur due to delivery risk and receivable risk. Delivery risk stems from a supplier or trading counterparty that is unable or unwilling to perform on its commitments including but not limited to delivery or receipt of commodities which would require the City to procure alternative supply at market prices. Receivable Risk includes the City’s risk associated with a counterparty’s timeliness of payment for services rendered. Process risk represents the risks associated with process problems including, but not limited to, inaccurate data capture, untimely trade execution or incorrect settlement. 6 • 12

D Item 2. Controls over process risks are embedded in the organizational structure of TEA through the design processes and operating procedures. Volume Risk represents the potential for unforeseen changes from projections of excess or shortfall of capacity or energy from the actual needs. When variances are large coupled with large costs to transact and adverse moves in market prices this risk could be realized. In management of this risk, the City must be aware of the fact that unexpected variations in volume are often highly correlated with price movements. Budget Risk represents the potential to deviate outside of tolerable bounds of the City’s budget. Deviations from budget can be caused by forecast error or unforeseeable adverse changes in market prices. Regulatory Risk arises from participation in regulated markets. With the Independent System Operator (ISO) implementation of Federal Energy Regulatory Commission (FERC) Order 741, the City faces increasing regulatory risk when participating in wholesale energy markets. The TEA Compliance department works in conjunction with the TEA Risk Control department to help the City manage regulatory risk. Regulatory risk is managed by:  Annual Compliance Training for all employees participating in regulated markets;  Integration of the appropriate compliance culture within the Trading department through ongoing interaction between Compliance and Trading;  An independent monitoring and exposure measurement on transactions that could trigger an increase in regulatory risk. MANAGEMENT AND CONTROLS This Policy articulates the management and organization of the City and TEA to serve as a control framework outlining delegation of duties and responsibilities. A. Utility Committee of The City Council The Utility Committee of The City Council Committee of the Whole (The Committee) has a responsibility to provide approval of this Policy. With this approval, The Committee also assumes additional duties. The Committee will understand the risks the City is and could be exposed to due to their energy commodity risk management activities. In this role, the Committee will have a responsibility to also understand the City’s policies and procedures, internal controls and systems which are used to help manage the City’s energy commodity risks. 7 • 13

D Item 2. The Committee will approve any amendments to the Policy or limits within. The Executive Risk Management Committee will update the Committee periodically regarding the Policy and its functions. It will be the Committee’s responsibility to:  Discuss guidelines and strategic policies that govern the process by which the Energy Risk Management Committee assesses and manages risks  Review and approve the Policy at least annually  Approve new members of the Executive Risk Management Committee  Acknowledge the risk inherent in transactions covered under this Policy B. Executive Risk Management Committee An Executive Risk Management Committee (“ERMC”) has been formed to provide executive management oversight for the City’s energy commodity risk management activities. The ERMC is charged with the creation, amendment and administration of this Policy, including acquiring any approvals required by the Committee, and will ensure that all energy commodity risk management activities of the City are performed consistent with this Policy. The ERMC will meet at least monthly to review compliance and conduct its business as described in this Policy. The ERMC shall be comprised of the following voting members: The City Manager, The Electric Director, The City’s Controller and TEA’s Client Service Manager. When the City Council or City Manager has appointed an interim for any of the EMA’s position, they shall immediately become the new representative on the ERMC. The City’s ERMC will make decisions following the process outlined in this Policy. TEA’s Client Services Manager may include representatives from other areas within TEA in the monthly ERMC meetings who will attend in person or by conference call, Internet, or other electronic means, as non-voting advisors. Other City employees and TEA staff may also be asked to attend meetings from time-to-time, as the ERMC deems necessary. The responsibilities of the ERMC shall include:  Establish scope and frequency for management reporting to the Utility Committee based on agreement between the Utility Committee and ERMC.  No less than annually, review the City’s Energy Commodity Policies and Procedures for correctness and completeness.  Review and approve any new risk report or change to an existing risk report provided by TEA to monitor risks outlined in this Policy.  Understand and approve any models, methodologies, and assumptions used for measuring risks such as volume risk, process risk, counterparty risk and commodity risk. 8 • 14

D Item 2.  Monitor the City’s risks and ensure they are within the limits and are being managed according to what is indicated within the City’s Policy and associated procedures  Understand the City’s risk management objectives and risk tolerances.  Review and approve the risk management and trading strategy programs and associated risk. Each program should be reviewed to ensure alignment with Policy objectives and compliance with risk limits within this Policy.  Periodically review any risk management program approved in light of recent market changes, and ensure continued compliance with its established guidelines  Review and approve new products, markets, trading counterparties and credit limits  Review all violations and exceptions to this Policy and report such to the Committee.  Approve the individuals or companies that engage in the City’s commodity transactions and are subject to the limits within this Policy.  Ensure that the individuals or companies authorized to transact on behalf of the City as well as manage its risks, are appropriately trained and qualified.  Ensure independence and segregation of duties between front, middle and back office at TEA.  Recommend changes to this Policy to the City’s Utility Committee for approval and ensure the Utility Committee understands the City’s overall compliance with this Policy and associated procedures.  The ERMC will meet at least monthly to review risks identified and reported on by the Policy, this meeting shall be chaired by The City Manager. Minutes of each meeting of the ERMC shall be recorded and reflect any decisions and follow-up action items to be performed. These minutes will be reviewed and approved by the members of the ERMC in a timely manner. Each member of the ERMC has a unique role as defined below: 1. City Manager The City Manager is independent of all commercial functions and carries the responsibility of establishment and maintenance of risk management for the City. The City Manager will be a voting member of the ERMC and act as a chair of the ERMC. Other responsibilities include:  Ensure this Policy is maintained.  Oversee reviews of the City’s energy commodity risks, limits, risk measurement methodologies and models, and programs and recommend changes to the ERMC.  Ensure potential transactions and their impacts on the City’s risks and limits defined within this Policy. 9 • 15

D Item 2.  Develop and monitor the implementation of the Policy, and oversee other risk management processes and procedures established by this Policy or otherwise by the ERMC.  The City Manager shall name an alternate to be approved by The Committee. 2. Electric Director The Director of the Utility has oversight for all trading, hedging, pricing, structuring, and market and operational risk management activities associated with the City. The Director of the Utility will be a voting member of the ERMC. Other responsibilities include:  Review the effectiveness of transaction processing systems and procedures relating to risk measurement.  Recommend operational risk and business risk assessment guidelines.  The Director of the Utility shall nominate an alternate to be approved by The Committee. 3. Controller The Controller is independent of all commercial functions and carries the oversight responsibilities associated with the City’s accounting practices. The Controller will be a voting member on the ERMC. Other responsibilities include:  Perform financial accounting including accounting for hedging and derivatives activities.  Comply with tax rules and make appropriate tax elections.  Record realized and unrealized gains and losses.  Reconcile general ledger, cash transactions and margin accounts.  Implement tax-hedge accounting policies and other regulatory tax requirements.  Develop and maintain documentation outlining standard procedures for conducting business.  Invoice counterparties and resolve billing disputes.  Perform daily/weekly/monthly transaction checkout with counterparties.  Develop and maintain documentation outlining standard procedures for conducting business.  The Controller shall nominate an alternate to be approved by the Committee. 4. TEA Client Services Manager 10 • 16

D Item 2. The TEA Client Service Manager roles and responsibilities are defined Exhibit B of the EMA between the City and TEA. The TEA Client Service Manager will be a voting member on the ERMC. Other responsibilities include:  Monitor risk reports between ERMC meetings.  Report to the Committee and the ERMC on the City’s adherence to all limits and functions within this policy.  Engage the ERMC in discussions regarding events or developments that could expose the company to potential losses.  Recommend to the ERMC specific risk limits consistent with the City’s risk management objectives, risk tolerance, and risk management policy.  Coordinate and distribute independent market fundamental analysis.  Provide advisory support and recommendations as specified in Article 5 of the EMA.  Update RMC on training of TEA employees.  TEA shall nominate an alternate to be approved by the Committee. Alternates may vote, but only in the absence of the voting member for whom they serve. A person may serve for an alternate for more than one official, but they can only cast one vote. A quorum for a meeting shall be any combination of three voting members and alternates. A simple majority of votes is necessary to approve any action of the ERMC, but at least two voting members must approve the action. Members and alternates may attend by electronic means and count as present for the purpose of quorum and for a majority for a decision. MARKETING AND TRADING PRACTICES A. Standards of Conduct Individuals authorized to transact for the City shall not misrepresent, conceal or withhold information regarding energy commodity trading and risk management transactions to any person responsible for the accurate recording and/or reporting of such transactions; participate in any such transaction or similar activity for the benefit of any party other than the City; or hold or be a beneficiary of any financial interest in any entity with which the employee is engaged in trading or other business activity (other than ownership of an interest in a mutual fund managed by another party). Further, no employee authorized to place or execute such transactions may engage in 11 • 17

D Item 2. trading power or energy commodities derivative instruments for his or her personal account. It is the expressed intent of this Policy to prohibit the acquisition of risk beyond that encountered in the efficient optimization of the City’s generation and load portfolio and execution of procurement strategies. As such, speculative transactions are prohibited. In the course of developing operating plans and conducting management activities, the City recognizes that expertise must be employed by TEA staff, and it is not the intent of this Policy to restrain the legitimate application of analysis and market expertise in executing procurement strategies intended to minimize costs within the constraints of this Policy. If any questions arise as to whether a proposed transaction(s) constitutes speculation, TEA shall conduct an analysis of the transaction and the ERMC shall review the transaction(s) to determine whether the transaction(s) would constitute speculation and document its finding in the meeting minutes. B. Products, Activities and Limitations Pursuant to achieving the City’s core objectives for the purpose of energy commodity risk management, the following limitations shall apply.  Permissible instruments will be restricted to the products and instruments specified in Appendix A – Approved Products of the Policy; o All physical forward transactions shall be governed by the Edison Electrical Institutive (EEI), North American Energy Standards Board (NAESB), or similar agreements with counterparties approved by the City. o The City reserves the right to enter into financial hedge transactions to effectuate Policy objectives, but does not authorize TEA to enter into financial hedge transactions on its behalf. Any such financial transactions that the City may enter into shall be governed by ISDA agreements with counterparties as approved by the City.  The maturity for each permissible instrument will be restricted to the maturity limits specified in the risk limits section of the Policy.  Transaction volumes for each risk management transaction will be restricted to the amounts specified in the Risk Limits section of the Policy.  Risk management transactions will be outlined in the City of Dover Hedge Program which will be approved by the ERMC. Risk management transactions will include the following: o Managing the forward price of purchased power for delivery to the City as needed to meet its electric load requirements. o Managing the forward price of natural gas and fuels as needed to generate power to meet the City’s electric load or generation requirements. 12 • 18

D Item 2. o Unwinding of hedges to accommodate changes in expected load requirements, or for economic reasons subject to explicit constraints set by the ERMC. C. Contract Documentation and Confirmations No over-the-counter transaction may be executed until an EEI, NAESB, or similar agreement has been authorized by the City, approved by the ERMC and fully executed by the parties. Written confirmations will be required from counterparties, as defined in the Master Service Agreement between the City and counterparty. Contemporaneous with any commitments and prior to receipt of written confirmations, verbal commitments shall be memorialized internally as to instrument structure, quantity, relevant time horizon, price and any other relevant terms; such internal documentation shall be time stamped and correlated to the ultimate written confirmation to or from the counterparty. Both the internal documentation as well as the written confirmation from the counterparty shall be provided to TEA’s Risk Control Group immediately upon receipt for verification. In the event that there is a material failure to provide timely documentation or confirmations, then at the City Manager’s sole discretion, the offending individual’s or counterparty’s authorization may be suspended. Similarly, if the failure to provide timely documentation or confirmations is due to the failure of counterparty, then at the discretion of the City Manager, a moratorium may be imposed on transactions with that counterparty. In such cases, the City Manager shall notify the ERMC of the issues leading to the suspension or moratorium. Nothing herein shall inhibit any ERMC Member from bringing control issues to the TEA’s Client Services Manager prior to a decision on materiality or the imposition of a suspension of trading privileges or counterparty moratorium. D. Training The ERMC will ensure that all City employees and/or TEA Staff that will execute transactions on behalf of the City will have appropriate training in the markets in which the transactions occur. E. New Product Protocol 13 • 19

D Item 2. As required to manage the City’s energy commodity risk the ERMC shall approve new products provided the requirements of the New Product Approval Procedure are met. RISK LIMITS AND RISK MEASUREMENTS A. Limits The limit structure is designed to quantify the types of risk in the City’s energy commodity portfolio. The City will manage and report on its energy commodity market risk using Delegation of Authority Limit, a Volume Limit and a Locational Limit. 1. Delegation Authority The Utility Committee delegates the following approval authority limits to the Dover ERMC. The ERMC may not delegate these authorities to individuals authorized to commit Dover to financial obligations. Position Maturity Limit Term Limit Notional Value Limit Dover ERMC 5 years 5 years 20,000,000 TEA 1 month 1 month 1,000,000 This limit structure is not intended for use when transacting day-ahead and real time in the PJM market. 2. Volume Limits No transaction shall be executed that exceeds the City’s electric load requirements other than operation of generation consistent with PJM activities. If there is an adjustment to the City’s electric load requirements and the existing transactions greater than 100% of the adjusted electric load requirements the ERMC will review and approve the offsetting strategy deployed in sufficient proportion to mitigate the encroachment. 3. Locational Limits Non-Commodity Transactions must support the requirement of one of the City’s generation units, native load or transaction locations. B. Stress Testing and Back Testing 14 • 20

D Item 2. The City’s positions shall be periodically stress tested and models shall be back tested. The processes around these tests are outlined in the Stress Testing and Back Testing Procedure. C. Instances of Exceeding Risk Limits Should the City or TEA enter into a transaction that causes the portfolio to exceed any above mentioned limits the Electric Director shall, in addition to notifying the ERMC, also notify the Chair of The Committee as soon as practicable and shall provide periodic reports to the Chair on the status the transactions for as long as the City is exceeding its limits. The ERMC will review and determine whether any liquidation or offsetting of transactions is warranted. The incident will be documented as a Policy Exception by the Electric Director . CREDIT POLICY Credit Risk is the risk due to the uncertainty in a counterparty’s ability to meet its contractual obligations. The primary objective of this credit policy is to manage, to the extent commercially reasonable, the credit risks associated with transactions covered in this Policy while still allowing the City to achieve its objectives. A. Measuring Credit Risk The status of credit risk will be measured and reported through reports provided by TEA. The current credit exposure will be reported at the agreement level via a Counterparty Credit Report provided by TEA. This information will be made available to TEA trading personnel so that it can be checked prior to executing transactions for the City. Those responsible for risk oversight at the City and TEA will have access to this information no less frequently than once per day. The ERMC will monitor overall credit utilization and any credit exceptions at least monthly. When measuring the current credit risk, netting will be applied to the exposure if the City’s contract with a counterparty includes provisions for netting. B. Analysis and Extension of Credit Limits Physical and financial commodity transactions will be executed with counterparties approved by the ERMC with credit available to support the transactions. The creditworthiness of a counterparty will be determined by both qualitative and quantitative factors. Factors shall include, but not limited to:  A company’s debt credit ratings provided by the rating agencies. 15 • 21

D Item 2.  Financial data such as an analysis of the income statement, balance sheet, and cash flow, as well as liquidity and capital structure.  Subjective factors such as company’s fuel diversity, overall size, risk management policy and internal controls, geographic diversity, and market intelligence. A credit limit is the amount of unsecured credit granted to a counterparty. Unsecured credit exposure includes amounts owed by the counterparty, whether billed or not, and the mark-to-market differences in value in excess of any collateral which the counterparty has provided the City. Any net exposure above the collateral threshold will require the posting of additional collateral by a counterparty. Further information on the City’s procedure for establishing credit is contained in the Counterparty & Credit Review Process. Collateral thresholds, term limitations and credit exposure limits will be subject to the maximums indicated in Appendix B, based upon the lower of the S&P and Moody’s credit ratings. At no time will the City incur a credit exposure with any counterparty greater than $60,000,000 other than PJM. C. Instances of Exceeding Credit Limits The City and TEA are restricted by the credit limits approved by the ERMC. The ERMC can suspend trading with a counterparty, if that counterparty’s credit limit has been reached or exceeded. The City or TEA traders shall not exceed the Counterparty Credit Limit by executing transactions with any counterparty without approval of the ERMC. The ERMC will determine when it’s appropriate to require additional collateral if a counterparty’s credit exposure exceeds its credit limit. Collateral includes standing letter of credit, cash, and prepayments. All credit exceptions will be documented and reported to the ERMC and the Committee as Policy Exceptions. REPORTING A. Risk Reporting Preparation of timely reports is critical to monitoring risk. TEA will furnish the required reports on a regular frequency for the City in a format acceptable to the ERMC. 16 • 22

D Item 2. In addition, the ERMC and its designees will be provided access to the City’s risk reports as updated daily via TEA’s secure Web Portal. Reports required on a monthly basis and for periodic meetings of the ERMC include the following:  Profit and Loss Report The Profit and Loss (P&L) Report shows the daily realization of transactions at either the transaction price or the market price as transactions roll from unrealized to realized. This report should show volumes, transaction prices and market prices of realized physical and financial power and fuel transactions.  Mark to Market Report The Mark to Market (“MTM”) Report conveys the potential transaction exposure, of all existing forward transactions executed, if the energy commodity portfolio was liquidated at the most recent market settlement prices. This report should show volumes, transaction prices and market prices of unrealized physical and financial power and fuel transactions.  Daily Activity Report The Activity Report presents a summary of the day’s trades executed in the bilateral energy market.  Cost of Service Report The City’s exposure to energy price risk shall be monitored and reported on a Cost-of- Service basis. All calculations are at the wholesale level. The Cost-of-Service recognizes all prior (expired) months within the Power Year on the basis of actual (incurred) costs, and recognizes all forward (pending) months within the Power Year on the basis of expected forward power and fuel prices and expected forward load-following risks. As defined below, the Cost-of-Service is an aggregation of Forward Energy Commodity Portfolio Cost, the Load Following Cost Expectation and the City’s Budget Target for Purchase Power Expense. o The Net Purchased Power Cost shows the net cost of all physical and financial transactions related to the City’s anticipated commodity requirements for power and fuel and is based on the price of all hedge transactions plus the forward market price of all unhedged transactions valued at current forward prices for energy commodities, customer-level cost per MWH of all physical and financial transactions related to Dover’s actual plus anticipated energy. o The expected fixed costs defined as load-serving entity (LSE) capacity costs, transmission costs and TEA management fees. o The Expected Load-Following Cost for a specified power year is defined as the expected cost (or revenue) associated with intra-month load variations due to weather or other events affecting demand. The ERMC will update the Expected 17 • 23

D Item 2. Load Following estimate while lack of necessary market information persists no less than annually. o The Budget Target for Purchase Power Expense represents the City’s view of expected purchase power expense. B. Credit Reporting  Counterparty Credit Report The Counterparty Credit Report conveys the exposure to all counterparties with which the City has credit exposure resulting from its energy commodity risk management activities.  CFTC Reporting The City understands that transacting over the counter (OTC) swaps carries an additional Commodity Futures Trading Commission (CFTC) reporting function. Once required by the CFTC, the City will report on how the City generally meets its financial obligations associated with entering into non-cleared swaps in a manner acceptable to the CFTC. C. Hedge Effectiveness Reporting If the City’s transactions require a hedge effectiveness test, those testing results will be reported to the ERMC no later than one month after the end of the financial reporting period. The report will include a summary of testing methodology, assumptions of the testing and the outcome of results with a pass or fail by transaction. INFORMATION TECHNOLOGY SYSTEMS TEA’s Middle Office will maintain a set of records for all transactions executed in association with City procurement activities. The records will be maintained in US Dollars and transactions will be separately recorded and categorized by type of transaction. The system of report shall be auditable. The following safeguards for data security and backup will be installed:  Transaction data stored in the system of record will be replicated daily to ensure data redundancy;  The TEA Energy Trading Risk Management database will be backed up at least daily. POLICY DISTRIBUTION AND COUNSEL 18 • 24

D Item 2. A. Distribution Outside The City The City’s Policy is restricted to the use of the City and TEA organizations. It shall not be distributed outside these organizations without the consent the ERMC. B. Designated Counsel Questions about the interpretation of any matters of this Policy should be referred to ERMC. The ERMC will provide clarification and explanation on any updates to this Policy. All legal matters stemming from this Policy will be referred to the City’s Legal Counsel. 19 • 25

D Item 2. APPENDIX A – Approved Products The following shall constitute a list of approved products to be utilized by TEA to manage the City’s energy commodity portfolio:  Physical Power  Physical Natural Gas  Physical Residual Fuel Oil (#2)  Physical Power Options  Environmental Products  Capacity  Financial Power  Financial Options  PJM Demand Bids and Generation Offers  PJM InSchedules  PJM Transmission Products o Financial Transmission Rights o Annual Auction Revenue Rights  PJM Tier 2 Synchronized Reserves 20 • 26

D Item 2. APPENDIX B – Approved Counterparties and Threshold Tables This Appendix establishes approved counterparties and their Collateral thresholds. Collateral thresholds, term limitations and credit exposure limits that are subject to the following maximums based upon the lower of the S&P and Moody’s credit ratings: Credit Thresholds from Dover Extended to the Counterparty Exelon Generation Company, LLC Threshold I S&P I Moody's $ 60,000,000 AAA Aaa $ 50,000,000 A- to AA+ A3 to Aa1 $ 40,000,000 BBB+ Baa1 $ 30,000,000 BBB Baa2 $ 20,000,000 BBB- Baa3 $ - Below BBB- Below Baa3 AEP Energy Partners, Inc. Threshold I S&P I Moody's $ 10,000,000 BBB- and Above Baa3 and Above $ - Below BBB- Below Baa3 BP Energy Company Threshold I S&P I Moody's $ 60,000,000 AA- to AAA Aa3 to Aaa $ 45,000,000 A+ A1 $ 30,000,000 A A2 $ 15,000,000 BBB to A- Baa2 to A3 $ - Below BBB Below Baa2 Calpine Energy Services, L.P. Threshold I S&P I Moody's $ 25,000,000 AAA Aaa $ 15,000,000 AA- to AA+ Aa3 to Aa1 $ 10,000,000 A- to A+ A3 to A1 $ 5,000,000 BBB+ Baa1 $ 3,000,000 BBB- to BBB Baa3 to Baa2 $ - Below BBB- Below Baa3 21 • 27

D Item 2. EDF Trading North America, LLC Threshold I S&P I Moody's $ 18,000,000 Fixed Fixed PSEG Energy Resources & Trade, LLC Threshold I S&P I Moody's $ 20,000,000 BBB- and Above Baa3 and Above $ - Below BBB- Below Baa3 Sequent Energy Management, L.P. Threshold I S&P I Moody's $ 5,000,000 Fixed Fixed Conectiv Threshold I S&P I Moody's Unspecified * Above BBB+ Above Baa3 $ - Below BBB- Below Baa3 * Conectiv does not have a defined credit threshold, so for planning purposes, a $10,000,000 threshold is imposed as a conservative limit Macquarie Energy, LLC Threshold I S&P I Moody's $ 25,000,000 AAA Aaa $ 20,000,000 AA- to AA+ Aa3 to Aa1 $ 15,000,000 A- to A+ A3 to A1 $ 10,000,000 BBB+ Baa1 $ 5,000,000 BBB Baa2 $ - BBB- or below Baa3 or below Morgan Stanley Capital Group Threshold I S&P I Moody's $ 25,000,000 AAA Aaa $ 20,000,000 AA- to AA+ Aa3 to Aa1 $ 15,000,000 A- to A+ A3 to A1 $ 10,000,000 BBB+ Baa1 $ 5,000,000 BBB Baa2 $ - BBB- or below Baa3 or below 22 • 28

D Item 2. NextEra Energy Marketing, LLC Threshold I S&P I Moody's $ 30,000,000 AAA Aaa $ 25,000,000 AA- to AA+ Aa3 to Aa1 $ 20,000,000 A- to A+ A3 to A1 $ 15,000,000 BBB+ Baa1 $ 10,000,000 BBB Baa2 $ - BBB- or below Baa3 or below Deutsche Bank Threshold I S&P I Moody's $ 25,000,000 AAA Aaa $ 20,000,000 AA- to AA+ Aa3 to Aa1 $ 15,000,000 A- to A+ A3 to A1 $ 10,000,000 BBB+ Baa1 $ 5,000,000 BBB Baa2 $ - BBB- or below Baa3 or below Barclays Bank Threshold I S&P I Moody's $ 25,000,000 AAA Aaa $ 20,000,000 AA- to AA+ Aa3 to Aa1 $ 15,000,000 A- to A+ A3 to A1 $ 10,000,000 BBB+ Baa1 $ 5,000,000 BBB Baa2 $ - BBB- or below Baa3 or below Credit Thresholds from the Counterparty Extended to Dover AEP Energy Partners, Inc. Threshold I S&P I Moody's $ 10,000,000 BBB- and Above Baa3 and Above $ - Below BBB- Below Baa3 BP Energy Company 23 • 29

D Item 2. Threshold I S&P I Moody's $ 30,000,000 AA to AAA Aa2 to Aaa $ 25,000,000 AA- Aa3 $ 20,000,000 A+ A1 $ 15,000,000 A A2 $ 5,000,000 BBB to A- Baa2 to A3 $ - Below BBB- Below Baa3 Calpine Energy Services, L.P. Threshold I S&P I Moody's $ 10,000,000 AA- to AAA Aa3 to Aaa $ 7,500,000 A- to A+ A3 to A1 $ 5,000,000 BBB+ Baa1 $ 3,000,000 BBB- to BBB Baa3 to Baa2 $ - Below BBB- Below Baa3 Exelon Generation Company, LLC Threshold I Fitch I Moody's $ 60,000,000 AAA Aaa $ 50,000,000 A- to AA+ A3 to Aa1 $ 40,000,000 BBB+ Baa1 $ 30,000,000 BBB Baa2 $ 20,000,000 BBB- Baa3 $ - Below BBB- Below Baa3 Conectiv Threshold I Fitch I Moody's Unspecified * Above BBB+ Above Baa3 $ - Below BBB- Below Baa3 *Conectiv does not have a defined credit threshold, so for planning purposes, a $10,000,000 threshold is imposed as a conservative limit PSEG Energy Resources & Trade, LLC Threshold I S&P I Moody's $ 12,000,000 * Fixed Fixed *Threshold is $12,000,000 as long as Dover maintains a Debt Service Coverage greater than 1.25% and Total Net Assets of at least $50,000,000 and Total Net Assets do not decline by more than 25% on a fiscal year end basis. Morgan Stanley Capital Group Threshold S&P Moody's 24 • 30

D Item 2. $ 25,000,000 AAA Aaa $ 20,000,000 AA- to AA+ Aa3 to Aa1 $ 15,000,000 A- to A+ A3 to A1 $ 10,000,000 BBB+ Baa1 $ 5,000,000 BBB Baa2 $ - BBB- or below Baa3 or below Macquarie Energy, LLC Threshold I Fitch I Moody's $ 25,000,000 AAA Aaa $ 20,000,000 AA- to AA+ AA3 to Aa1 $ 15,000,000 A- to A+ A3 to A1 $ 10,000,000 BBB+ Baa1 $ 5,000,000 BBB Baa2 $ - BBB- or below Baa3 or below NextEra Energy Marketing, LLC Threshold I Fitch I Moody's $ 23,000,000 AAA Aaa $ 18,000,000 AA- to AA+ AA3 to Aa1 $ 13,000,000 A- to A+ A3 to A1 $ 8,000,000 BBB+ Baa1 $ 3,000,000 BBB Baa2 $ - BBB- or below Baa3 or below EDF Trading North America, LLC Threshold I S&P I Moody's $ 18,000,000 Fixed Fixed Deutsche Bank Threshold I Fitch I Moody's $ 25,000,000 AAA Aaa $ 20,000,000 AA- to AA+ AA3 to Aa1 $ 15,000,000 A- to A+ A3 to A1 $ 10,000,000 BBB+ Baa1 $ 5,000,000 BBB Baa2 25 • 31

D Item 2. $ - BBB- or below Baa3 or below Barclays Bank Threshold I Fitch I Moody's $ 25,000,000 AAA Aaa $ 20,000,000 AA- to AA+ AA3 to Aa1 $ 15,000,000 A- to A+ A3 to A1 $ 10,000,000 BBB+ Baa1 $ 5,000,000 BBB Baa2 $ - BBB- or below Baa3 or below APPENDIX C – Business Risks Business Risks Topology Commodity Counterparty Process Volume Budget Regulatory - Risk Risk Risk Risk Risk Risk Receivables Market Load Market Market Price Risk - Risk Deadline Risk Uncertainty Uncertainty Uncertainty Performance Reporting Load Load Volume Risk Supply Risk Risk Risk Uncertainty Uncertainty M2M/Forward Generation Forecast Forecast Curve Risk Uncertainty Error Error Liquidity Risk Basis Risk Correlation Risk 26 • 32

D Item 2. 27 • 33

D Item 2. APPENDIX D – Glossary Back Office – That part of a trading organization which handles transaction accounting, confirmations, management reporting, and working capital management. Bilateral Transaction - Any physical or financial transaction between two counterparties, neither of whom is an Exchange or market entity (e.g. MISO). Capacity – The real power output rating of a generator or system, typically in megawatts, measured on an instantaneous basis. Commodity - A basic good used in commerce that is interchangeable with other commodities of the same type. Commodities are most often used as inputs in the production of other goods or services. The quality of a given commodity may differ slightly, but it is essentially uniform across producers. When they are traded on an exchange, commodities must also meet specified minimum standards, also known as a basis grade. Financial Bilateral Transaction – A Bilateral Transaction that is non-physical and is defined by a Source Point, Sink Point, and Delivery Point that may be any CP Nodes as specified by the Midwest ISO. Financial Forward – An agreement regarding a position in a specified commodity, a specified price, and a specified future settlement date, that does not result in physical delivery of the commodity. Rather one party in the agreement makes a payment to the other party on the basis of the commodity price at the future date. Front Office – That part of a trading organization which solicits customer business, services existing customers, executes trades and ensures the physical delivery of commodities. Hedging Transaction - A transaction designed to reduce the exposure of a specific outstanding position or portfolio; “fully hedged” equates to complete elimination of the targeted risk and “partially hedged” implies a risk reduction of less than 100%. Mark-to-Market Value – A measure of the current value of unrealized positions; includes both Open Positions and Closed Positions. Middle Office – That part of a trading organization that measures and reports on market risks, develops risk management policies and monitors compliance with those 28 • 34

D Item 2. policies, manages contract administration and credit, and keeps management and the Board informed on risk management issues. Policy – Dover’s Governing Policy for Energy Commodity Risk, as amended and approved by The Utility Committee. Portfolio – A collection of transactions. Realized Gains/(Losses) – The amount earned (or lost) from a transaction, considered to be realized once the time for performance has lapsed (e.g. delivery of power in the case of physical transactions or expiration of an option in the case of financial transactions). Term – The total duration of a contract, defined as the number of days between the beginning flow date and ending flow date, inclusive. Unrealized Gains/ (Losses) – The amount expected to earn (lose) on a specific transaction(s); however, the time for performance has not lapsed. The total value of Unrealized Gains/ (Losses) is the Mark-to-Market value. 29 • 35

D Item 2. APPENDIX E – Swap Transaction Representative Purpose: To ensure that the City of Dover, a Special Entity under the Dodd-Frank Financial Reform Act, selects a qualified representative (“Representative”) to provide advice and guidance when entering into swap transactions with Swap Dealers or Major Swap Participants. Definitions: Special Entity: As defined in 7 U.S.C. 6s(h)(2)(C) and further interpreted in 17 C.F.R. 23.401(c). The City of Dover is a Special Entity as defined by 17 C.F.R. 23.401(c)(2). Swap Dealer: As defined in 7 U.S.C. 1a(49) and further interpreted in 17 C.F.R. 1.3(ggg) Major Swap Participant: As defined in 7 U.S.C. 1a(33) and further interpreted in 17 C.F.R. 1.3(hhh) Representative: As defined in this policy and 17 C.F.R. 23.450 Policy: Selection: The City of Dover shall endeavor to seek and employ an individual or entity that will voluntarily act as a Representative for all energy commodity swap transactions between XXXX and any Swap Dealer or Major Swap Participant. The Representative must meet the following qualifications identified in 17 C.F.R. 23.450(b): (i) Has sufficient knowledge to evaluate the transaction and risks; (ii) Is not subject to a statutory disqualification; (iii) Is independent of the swap dealer or major swap participant; (iv) Undertakes a duty to act in the best interests of the Special Entity it represents; (v) Makes appropriate and timely disclosures to the Special Entity; (vi) Evaluates, consistent with any guidelines provided by the Special Entity, fair pricing and the appropriateness of the swap; and (vii) In the case of a Special Entity as defined in § 23.401(c)(2) or (4), is subject to restrictions on certain political contributions imposed by the Commission, the Securities and Exchange Commission, or a self-regulatory organization subject to the jurisdiction of the Commission or the Securities and Exchange Commission; provided however, that this paragraph (b)(1)(vii) of this section shall not apply if the representative is an employee of the Special Entity. The Representative and the City of Dover shall enter into a legal agreement that binds the Representative to comply with items (i) through (vii) in this policy. At no longer than any 12 month interval, the City of Dover shall review the performance of the Representative to ensure compliance with items (i) through (vii) in this policy. 30 • 36

D Item 3. PETITION TO ANNEX AND REZONE PROPERTY Before the Dover City Council Committee of the Whole – Utility Committee September 14, 2021 File Number: AX-21-03 Ordinance Number: 2021-16 Applicants: Dover Indoor Tennis, Inc. c/o Daniel D. Brengle Owner of Record: Dover Indoor Tennis, Inc. Property Address: 633 Persimmon Tree Lane, Dover DE Tax Parcel ID #: ED-00-058.00-01-32.00-000 Lot Size: 3.1707 acres (138,115.69 SF) Present Zoning: AR (Agricultural Residential Zone) Proposed Zoning: RC (Recreation and Commercial Zone) 2019 Comprehensive Category 2: Priority Annexation Areas Plan Designation: 2019 Comprehensive Residential Low Density* Plan Land Use Category: *Seeking a Minor Variation to revise Land Use Designation to Commercial - Entertainment Present Use: Tennis Club Proposed Use: Tennis Club Utility Availability: Electric: 633 Persimmon Tree Lane is currently served by City of Dover Electric. Water and Sanitary Sewer: 633 Persimmon Tree Lane is not currently served by the City of Dover Water or Sanitary Sewer. Water service is available; however, it is approximately 150 feet away from the southwest property line of this parcel on the southern side of Persimmon Tree Lane. The Developer would be required to extend the water main to their property. Sanitary • 37

Sewer is available; however, it is approximately 350 feet away D Item 3. from the southwest property corner, on Kurt Drive. The developer would be responsible for extending the sanitary sewer main from Kurt Drive to the property. Installation of utilities will require DelDOT approval. The property owner is responsible for any and all costs associated with extending and providing service to the proposed development including extending and tapping the water main, extending and tapping the sewer main, paying impact fees and obtaining permits. Staff Recommendation: The Electric Department has no objection to the annexation. The Department of Water and Wastewater has no objection to the annexation. • 38

City of Dover Application No.: AX-21-03 D Item 3. Department of Planning & Inspections RC Site Ln e e Tr olla on nd C H m Cir t rs im im mon Pe P ers Kurt Dr RG-2 MH Jonathan D rD ve Ct Wea Moll y Primr r r P rim ton Dr Sut os r os e t D ll MH eC hele Mic M Dr Dr cG in nis Farra Dr r Tile: Lands of Dover Indoor Tennis Inc. Ordinance #: 2021-16 Addresses: 633 Persimmon Tree Lane Parcel ID: ED-00-058.00-01-32.00-000 Legend Existing Zoning: AR Agricultural Residential Zone Proposed Zoning: RC Recreational and Commercial Zone Owner: Date: Dover Indoor Tennis Inc. 07/30/2021 - D Dover Boundary D Zoning Subject Property « D Dover Parcels 0 195 390 780 Feet D Kent County Parcels 39

D Item 4. CITY OF DOVER, DELAWARE ACTION FORM PROCEEDING: Council Committee of the Whole (L & F) DEPARTMENT OF ORIGIN: Water & Wastewater SUBMITTED ON: August 27, 2021 PREPARED BY: Jason A. Lyon, P.E., Director of Water & Wastewater REVIEWED BY: Matthew C. Harline, Interim City Manager / Lori Peddicord, Finance Director/Controller SUBJECT: Resolution Application for Wastewater Matching Planning Grant TIMETABLE: Partial application to be submitted by September 15, 2021. Once adopted by Council, this will be forwarded to Clean Water State Revolving Fund Program. RELATED PROJECT: N/A EXHIBITS: Exhibit A: Resolution 2021-22; Exhibit B: Project Preliminary Budget REFERENCE: N/A EXPENDITURE REQUIRED: TBD by RFP. Minimum of 1:1 match with grant funds. AMOUNT BUDGETED: $125,000 (match) FUNDING SOURCE (Dept./Page in CIP & Budget): 402-41-26-99-000-53031 STAFF RECOMMENDATION: Adopt resolution as submitted so staff may complete application for a Wastewater Matching Planning Grant. BACKGROUND AND ANALYSIS: The State of Delaware has allotted matching funds to update and prepare wastewater facility master plans. The Fiscal Year 2022 budget includes funds in the Wastewater Division to update the 2009 Wastewater Master Plan. In general, the forthcoming Wastewater Master Plan Update will provide a complete re-evaluation of the City wastewater system, including hydraulic analysis of the transmission system and our pump stations and associated force mains. The plan will update the projected long-term wastewater impacts of the City, and the condition of each pump station. This update will also provide an evaluation of existing operational practices, including public outreach to customers. This update will provide a twenty (20) year capital outlook on improvements for the wastewater system. This update will work in conjunction with the adopted 2019 City of Dover Comprehensive Plan. The cost to prepare the plan as described above has not been determined to date and will require competitive proposals. The grant requires matching funds in the amount $50,000 or equal to the amount requested. Funds in the amount of $125,000 were budgeted in the Wastewater Department operational budget for this purpose. The application process for the grant requires the City Council to adopt a resolution endorsing the application for a Water Facility Planning Grant. • 40

D Item 4. 1!\ober MAYORANDCO CIL PROPOSED COUNCIL RESOLUTION NO. 2021-22 1 A RESOLUTION PROPOSING APPLICATION FOR WASTEWATER MATCHING 2 PLANNING GRANT 3 4 WHEREAS, the Mayor and Council of the City of Dover, Delaware, herein called the “Applicant”, has, 5 after adequate consideration, of the various aspects of available data as it relates to the wastewater 6 infrastructure, determined that improvements to the City of Dover wastewater infrastructure may be 7 necessary; and 8 9 WHEREAS, the Applicant has determined that a new Wastewater Master Plan is desirable and in the 10 public interest, and to that end it is necessary that actions be taken immediately; and 11 12 WHEREAS, the State of Delaware has authorized the making of grants to aid in financing a Wastewater 13 Master Plan and related services in connection therewith; and 14 15 WHEREAS, the Applicant has examined and duly considered the Guidelines for said grants and the 16 Applicant deems it to be in the public interest and to the public benefit to file an application for a grant 17 under these Guidelines, and to authorize other action in connection therewith. 18 19 NOW, THEREFORE, BE IT RESOLVED BY the Mayor and Council of the City of Dover, Delaware, 20 the governing body of said Applicant, as follows: 21 22 1. That the said Project is essential to and is in the best interest of the Applicant and to the end 23 that the said Project may be carried out as promptly as practical, it is desirable that action 24 hereto be undertaken immediately. 25 26 2. That the City Manager of the City of Dover (currently Matthew C. Harline and hereafter 27 referred to as “City Manager”), or his designated representative, be hereby authorized to file 28 on behalf of the Applicant, an application (in the format required by the State of Delaware 29 and in conformity with the request hereto) for a matching grant to be made from the State of 30 Delaware Clean Water State Revolving Fund (CWSRF) Non-Federal Administrative 31 Account to the Applicant to aid in defraying the cost of the Project described above. 32 33 3. That if such a grant is made, the Applicant agrees to pay all the remaining cost of the 34 approved Project, over and above the amount of the State grant. 35 36 4. That said City Manager, or his designated representative, is hereby authorized to accept any 37 State grant that may be offered, to furnish such information and to take other action as may 38 be necessary to enable the Applicant to qualify for the grant; and 39 40 P.O. Box 475 ❖ Dover, Delaware ❖19903 Community Excellence Through Quality Service • 41

Item 4. Proposed Council Resolution No. 2021-22 –Wastewater Matching Planning Grant Page 2 41 5. That said City Manager, or his representative designated as the Authorized Representative of 42 the Applicant for the purpose of furnishing to the State of Delaware such information, data, 43 and documents pertaining to the application for the grant as may be required; and otherwise 44 to act as the authorized representative of the Applicant in connection to the application and in 45 connection with any requirements of the State grant which may be made. 46 47 6. That certified copies of this Resolution be included as part of the Application to be submitted 48 to the State of Delaware. 49 50 ADOPTED: * 51 S:\RESOLUTIONS-PROCLAMATIONS-TRIBUTES\2021\DRAFT\RESOLUTION NO 2021-22 APPLICATION FOR WASTEWATER MATCHING PLANNING GRANT FY22 CAF.DOCX 52 53 54 ROBIN R. CHRISTIANSEN ROY SUDLER, JR. MAYOR COUNCIL PRESIDENT Actions History 09/14/2021 - Scheduled for Introduction – Legislative, Finance, and Administration Committee P.O. Box 475 ❖ Dover, Delaware ❖19903 Community Excellence Through Quality Service • 42

D Item 4. • 43

COMMITTEE ACTION FORM D Item 5. PROCEEDING: Council Committee of the Whole - Legislative, Finance and Administrative Committee DEPARTMENT OF ORIGIN: Electric DATE SUBMITTED: August 9, 2021 PREPARED BY: Paul Waddell, Electric Director SUBJECT: Evaluation of Bids – Master Electrician Contract REFERENCE: N/A RELATED PROJECT: N/A REVIEWED BY: Matthew Harline, Interim City Manager / Lori Peddicord, Controller EXHIBITS: Exhibit A – Draft Contract for Master Electrician Services EXPENDITURE REQUIRED: As required AMOUNT BUDGETED: N/A FUNDING SOURCE (Dept./Page in CIP & Budget): Funding will be from applicable Contractual Services budgets. TIMETABLE: Award upon Council Approval RECOMMENDED ACTION: Staff recommends awarding #22-0001EL Master Electrician Contract to Towles Electric for three years with a City option to extend it an additional two years (five years total) as per the pricing included in the bid submittal. BACKGROUND AND ANALYSIS The Electric Department maintains contracts with several entities to perform specialized work outside the City’s capabilities. This contract will be awarded on a time and material basis and the City will only pay for services rendered by the contractor. This award would be for any Master Electrician work that cannot be performed by City employees. This would include work done inside residences and businesses beyond the meter pans, panel upgrades, overhead to underground conversions and work related to improvements inside City facilities. Expenditures have averaged approximately $8,671 per year for the last 5 fiscal years and the current fiscal year. This contract was previously awarded to another company several months ago but the contract was terminated. The Request for Proposal was solicited and advertised per the City Purchasing Policy by the Procurement Manager, posted on the City website and sent directly out to six contractors the City knew were capable of the work proposed. The City received a complete bid package from only one contractor. Towles Electric was the only bidder to submit a package and therefore there are no bid evaluation tabs. The staff recommends awarding the contract to Towles Electric for the term of three years with the option to extend for two (2) one (1) year extensions. Towles is new contractor for the City although we have interacted with them while they were working on projects for other entities. Towles is not a DBE, but they are a local company. Proposed quote was $785.50 for labor and material to convert one 100/200 amp service panel from overhead to underground feed (estimated at four hours of work) for the first year with an approximate 5% rate increase per year. They would be available to other departments for electrical work if it is beyond the capability and or availability of our maintenance staff. • 44

Exhibit A D Item 5. AGREEMENT FOR PROFESSIONAL SERVICES THIS AGREEMENT is made as of the _____ day of September in the year 2021, between The City of Dover, a Delaware Municipal Corporation, whose address is 15 Loockerman Plaza, Dover, Delaware 19901 (hereinafter referred to as the CITY), and Towles Electric, Inc, whose address is, PO Box 1012, Dover DE 19903 (hereinafter referred to as the CONTRACTOR). NOW, THEREFORE, in consideration of the mutual benefits accruing to the parties to this Agreement, and for other good and valuable considerations, the parties agree as follows: 1. SERVICES The CONTRACTOR shall perform the following services: SEE REQUEST FOR PROPOSAL FOR MASTER ELECTRICIAN, RFP NO.: 22-0001EL AND THE SUBMITTED PROPOSAL FORM. Nothing herein shall limit the CITY's right to obtain proposals or services from other professionals for similar projects at any time the CITY so chooses. 2. INDEMNIFICATION The CONTRACTOR, and any agent or subcontractor, shall defend, indemnify and hold harmless the CITY and its officials, officers, board members, council members, commissioners, representatives, employees, agents, and contractors, against any and all liability, costs, damages, fines, taxes, special charges by others, penalties, payments (including payments made under any Workers' Compensation Laws or under any plan for employees' disability and death benefits), and expenses (including reasonable attorney fees of the CITY and all other costs and expenses of litigation). Claims arising in any way, including any act, omission, failure, negligence or willful misconduct, in connection with the work, construction, maintenance, repair, presence, use, or operation by the CONTRACTOR, or the CONTRACTOR’s officers, directors, employees, agents, and sub-contractors, shall be responsible for Claims. Such Claims include, but are not limited to, the following: a. Intellectual property infringement, libel and slander, trespass, unauthorized use of television or radio broadcast programs and other program material, and infringement of patents; b. Cost of work performed by the CITY that was necessitated by the CONTRACTOR’s failure, or the failure of the CONTRACTOR’s officers, directors, employees, agents, or sub- contractors, to perform work, or maintain CITY facilities in accordance with the requirements and specifications of this Agreement, or from any other work authorized under this Agreement; c. Damage to property, injury to or death of any person arising out of the performance or nonperformance of any work or obligation undertaken by the CONTRACTOR, or CONTRACTOR’s officers, directors, employees, agents, and sub-contractors, pursuant to this Agreement; A-1 • 45

Exhibit A D Item 5. 3. PROCEDURE FOR INDEMNIFICATION a. The CITY shall give notice promptly to the CONTRACTOR of any claim or threatened claim, specifying the factual basis for such claim and the amount of the claim. If the claim relates to an action, suit or proceeding filed by a third party against the CITY, the notice shall be given to the CONTRACTOR by the CITY no later than ten (10) calendar days after written notice of the action, suit or proceeding was received by the CITY. b. Failure to timely give the required notice will not relieve the CONTRACTOR from its obligation to indemnify the CITY unless the CITY is materially prejudiced by such failure. c. The CITY will have the right at any time, by notice to the CONTRACTOR, to participate in or assume control of the defense of the claim with counsel of its choice, which counsel must be reasonably acceptable to the CONTRACTOR. The CONTRACTOR agrees to cooperate fully with the CITY. If the CITY so assumes control of the defense of any third-party claim, the CONTRACTOR shall have the right to participate in the defense at its own expense. If the CONTRACTOR does not so assume control or otherwise participate in the defense of any third-party claim, it shall be bound by the results obtained by the CITY with respect to the claim. d. If the CITY assumes the defense of a third-party claim as described above, then in no event will the CITY admit any liability with respect to, or settle, compromise or discharge, any third-party claim without the CONTRACTOR’s prior written consent, and the CONTRACTOR will agree to any settlement, compromise or discharge of any third-party claim which the CITY may recommend which releases the CITY completely from such claim. e. Municipal Liability Limits. No provision of this Agreement is intended, or shall be construed, to be a waiver for any purpose by either entity of any applicable State limits on municipal liability. f. Disclaimer. The CITY makes no express or implied warranties with regard to its structures, fixtures, materials, or other equipment, all of which are hereby disclaimed. The CITY makes no other express or implied warranties, except to the extent expressly set forth in this Agreement. The CITY expressly disclaims any implied warranties of merchantability or fitness for a particular purpose g. Duty to Competent Supervision and Performance. The CONTRACTOR shall ensure that its employees, servants, agents, and subcontractors have the necessary qualifications, skill, knowledge, training, and experience to protect themselves, their fellow employees, employees of the CITY, and the general public, from harm or injury while performing work permitted pursuant to this Agreement. In addition, the CONTRACTOR shall furnish its employees, servants, agents, and subcontractors with competent supervision and sufficient and adequate tools and equipment for their work to be performed in a safe manner. h. Duty to Inform. The CONTRACTOR further warrants that it understands the imminent dangers (INCLUDING SERIOUS BODILY INJURY OR DEATH FROM FALLING) inherent in the work necessary to perform the work expected under this agreement by the CONTRACTOR’s employees, servants, agents, contractors or subcontractors, and accepts as its duty and sole responsibility to notify and inform the CONTRACTOR’s employees, servants, agents, contractors or subcontractors of such dangers, and to keep them informed regarding same. A-2 • 46

Exhibit A D Item 5. 4. INSURANCE A. Prior to the commencement of any work and until completion and final payment is made for the work / final acceptance of the work for the Project No. 21-0004PW, the Contractor will provide and maintain the following minimum levels of insurance at Contractor’s own expense. The cost of the required insurance shall be included in the Contractor’s proposal price and no adjustment shall be made to the contract price on account of such costs unless such approval is provided. The term Contractor shall include Subcontractors and Sub-Subcontractors of every tier. Contractor shall furnish Certificates of Insurance evidencing and reflecting the effective date of coverage as outlined below. In no event shall Work be performed until the required evidence of Insurance is provided in accordance with these Contract Documents and is approved by the City of Dover. If found to be non-compliant, the City of Dover may purchase the required insurance coverage(s) and the cost will be borne by the Contractor through direct payment/reimbursement to the City of Dover or the City of Dover may withhold payment to the Contractor for amounts owed to them. a. All insurance shall be procured from insurers permitted to do business in the State in which the project is taking place and having an A.M. Best Rating of at least “A- , Class VIII”. b. Contractor shall not have a Self Insured Retention (SIR) on any policy greater than $50,000, which is the responsibility of the Contractor. If Contractor’s policy(ies) has a Self Insured Retention exceeding this amount, approval must be received from the City of Dover prior to starting work. In the event any policy includes an SIR, the Contractor is solely responsible for payment within the SIR of their policy(ies) and the Additional Insured requirements specified herein shall be provided within the SIR amount(s). c. All insurance required herein, with the exception of the Professional Liability Insurance, shall be written on an “occurrence” basis. Claims-Made coverage must include: i. The retroactive date must be on or prior to the start of work under this contract; and ii. The Contractor must purchase “tail coverage/an extended reporting period” or maintain coverage for a period of three years, subsequent to the completion of their work / final payment. d. The Contractor’s insurance carrier (s) shall agree to provide at least thirty (30) days prior written notice to the City of Dover in the event coverage is canceled or non-renewed. In the event of cancellation or non-renewal of coverage(s), it is the Contractor’s responsibility to replace coverage to comply with the Contract requirements so there is no lapse of coverage for any time period. In the event the insurance carriers will not issue or endorse their policy(s) to comply with the above it is the responsibility of the Contractor to report any notice of cancellation or non-renewal at least thirty (30) days prior to the effective date of this notice. A-3 • 47

Exhibit A D Item 5. e. Contractor shall provide the City of Dover with Certificates of Insurance, evidencing the insurance coverages listed below, ten days prior to the start of work and thereafter upon renewal or replacement of each coverage. The Contractor shall not begin any work until the City of Dover has reviewed and approved the Certificate of Insurance. The required insurance shall not contain any exclusions or endorsements, which are not acceptable to the City of Dover. Failure of the City of Dover to demand such certificate or other evidence of full compliance with these insurance requirements or failure of the City of Dover to identify a deficiency from evidence that is provided shall not be construed as a waiver of Contractor's obligation to maintain such insurance. With respect to insurance maintained after final payment in compliance with a requirement below, an additional certificate(s) evidencing such coverage shall be provided to the City of Dover with final application for payment and thereafter upon renewal or replacement of such insurance until the expiration of the time period for which such insurance must be maintained. f. Owner/Client and the City of Dover, (including the City of Dover’s Parent, Subsidiaries, and Affiliates) shall be added as ADDITIONAL INSUREDS on all liability policies (except Workers’ Compensation and Professional Liability Policy, where applicable), for ongoing operations and completed operations (using ISO Endorsements CG 2010 and CG 2037, or their equivalents) on a primary noncontributory basis. Coverage to include ongoing and completed operations. Each of the Additional Insured’s respective directors, officers, partners, members, employees, agents and representatives shall also be afforded coverage as an Additional Insured. Coverage should be provided for a period of three years subsequent to the completion of work/final payment. If you are operating in a state that has implemented the “Anti-Indemnity” Additional Insured Endorsements, you are required to provide the state specific additional insured endorsements for ongoing and completed operations. These states include but are not limited to: Montana, New Mexico, Oregon, Colorado, Kansas, California, Louisiana, and Texas. The City of Dover reserves the right to require Contractor to name other parties as additional insureds as required by the City of Dover. There shall be no “Insured versus Insured Exclusion” on any policies (other than “Named Insured versus Named Insured”); all policies will provide for “cross liability coverage” as per standard ISO policy forms. g. Waiver of Rights of Subrogation: Contractor shall waive all rights of recovery against Owner/Client, the City of Dover and all the additional insureds for loss or damage covered by any of the insurance maintained by the Contractor. h. The amount of insurance provided in the required insurance coverages, shall not be construed to be a limitation of the liability on the part of the Contractor. i. The carrying of insurance described shall in no way be interpreted as relieving the Contractor of any responsibility or liability under the contract. A-4 • 48

Exhibit A D Item 5. j. Any type of insurance or any increase in limits of liability not described above which the Contractor requires for its own protection or on account of statute shall be its own expense. k. Contractor shall promptly notify the City of Dover and the appropriate insurance company(ies) in writing of any accident(s) as well as any claim, suit or process received by the Contractor arising in the course of operations under the contract. The Contractor shall forward such documents received to his insurance company(ies), as soon as practicable, or as required by their insurance policy(ies). REQUIRED COVERAGES - the following may be provided through a combination of primary and excess policies in order to meet the minimum limits set forth below: 1. Worker’s Compensation and Employers’ Liability Insurance. Statutory worker’s compensation benefits and employers’ liability insurance with a limit of liability no less than that required by Delaware law at the time of the application of this provision for each accident. This policy shall be endorsed to include a waiver of subrogation in favor of the City of Dover. The Contractor shall require subcontractors and others not protected under its insurance to obtain and maintain insurance that includes: a. Workers’ Compensation Coverage: Statutory Requirements b. Employers Liability Limits not less than: Bodily Injury by Accident: $100,000 Each Accident Bodily Injury by Disease: $100,000 Each Employee Bodily Injury by Disease: $500,000 Policy Limit c. Includes coverage for sole proprietors, partners, members or officers who will be performing the work. 2. Commercial General Liability Insurance. Policy will be written to provide coverage for, but not limited to, the following: premises and operations, products and completed operations, personal injury, blanket contractual coverage, broad form property damage, independent contractor’s coverage with Limits of liability not less than the following: a. Occurrence Form with the following limits: i. General Aggregate: $2,000,000 ii. Products/Completed Operations Aggregate: $2,000,000 iii. Each Occurrence: $1,000,000 iv. Personal and Advertising Injury: $1,000,000 b. Products/Completed Operations Coverage must be maintained for a period of at least three (3) years after final payment / completion of work (including coverage for the Additional Insureds as set forth in these Insurance Requirements). c. The General Aggregate Limit must apply on a Per Project basis. d. No Exclusions for residential construction with respect to the work to be A-5 • 49

Exhibit A D Item 5. completed by the Contractor. (If Applicable) e. Coverage for “Resulting Damage”. f. No sexual abuse or molestation exclusion. g. No amendment to the definition of an “Insured Contract”. h. The definition of an “Insured Contract” must be amended to provide coverage for all work on or within 50 feet of a railroad, if applicable. A stand alone Railroad Protective Liability policy may be required based on the scope of this project. 3. Automobile Liability Insurance. a. Coverage to include All Owned, Hired and Non-Owned Vehicles (or “Any Auto”), if you do not have any Owned Vehicles you are still required to maintain coverage for Hired and Non-Owned Vehicles as either a standalone policy or endorsed onto the Commercial General Liability policy above. b. Per Accident Combined Single Limit $1,000,000 c. For Contractor(s) involved in the transportation of hazardous material, include the following endorsements: MCS-90 and ISO-9948. 4. Commercial Umbrella Liability: a. Policy(ies) to apply on a Following Form Basis of the following: i. Commercial General Liability, ii. Automobile Liability, and iii. Employers Liability Coverage. b. Minimum Limits of Liability Occurrence Limit: $10,000,000 c. Aggregate Limit (where applicable): $10,000,000 5. Professional Liability Insurance: (IF DESIGNATED BY CONTRACTOR’S SCOPE OF WORK) a. Minimum Limits of Liability Per Claim Limit: $2,000,000 Aggregate Limit: $2,000,000 b. The Definition of “Covered Services” shall include the services required in the scope of this contract. c. Coverage shall be extended to cover “Green Building”, if applicable. A-6 • 50

Exhibit A D Item 5. 6. Privacy Liability: (IF DESIGNATED BY CONTRACTOR’S SCOPE OF WORK) a. Subcontractor shall maintain coverage for third party liability arising out of breach of privacy, inclusive of confidential and proprietary business information, HIPAA violations and other breaches of personally identifiable information and/or protected health information, that may arise from their work with this contract. b. Minimum Limits of Liability: Per Claim: $1,000,000 Aggregate: $1,000,000 c. Privacy Breach Notification and Credit Monitoring: $250,000 Per Occurrence. 7. Qualification; Priority; Contractors’ Coverage. The insurer must be authorized to do business under the laws of the State of Delaware. Such insurance will be primary. All contractors and all of their subcontractors who perform work on behalf of Contractor shall be responsible for carrying, in full force and effect, worker’s compensation and employer’s liability, and automobile liability insurance coverage. 8. Certificate of Insurance; Other Requirements. At the execution of this Agreement and prior to each insurance policy expiration date during the term of this Agreement, Contractor will furnish the City of Dover with a Certificate of Insurance with the CITY named as an additional insured. The Certificate shall reference this Agreement and worker’s compensation and property insurance waivers of subrogation required by this Agreement. The City of Dover shall be given thirty (30) calendar days advance notice of cancellation or nonrenewal of insurance during the term of this Agreement. 9. Limits. The limits of liability set out in this Agreement may be increased by mutual consent of the parties, which consent will not be unreasonably withheld by either party, in the event of any factors or occurrences, including substantial increases in the level of jury verdicts or judgments or the passage of state, federal or other governmental compensation plans, or laws which would materially increase the City of Dover’s exposure to risk. 10. Deductible/Self-insurance Retention Amounts. Contractor shall be fully responsible for any deductible or self-insured retention amounts contained in its insurance program or for any deficiencies in the amounts of insurance maintained. 5. CODES, LAWS, AND REGULATIONS The CONTRACTOR will comply with all applicable codes, laws, regulations, standards, and ordinances in force during the term of this Agreement. 6. PERMITS, LICENSES, AND FEES The CONTRACTOR will obtain and pay for all permits and licenses required by law that are associated with the CONTRACTOR’s performance of the Scope of Services. 7. ACCESS TO RECORDS A-7 • 51

Exhibit A D Item 5. The CONTRACTOR will maintain accounting records, in accordance with generally accepted accounting principles and practices, to substantiate all invoiced amounts. Said records will be available for examination by the CITY during the CONTRACTOR’s normal business hours. Said records will be maintained for a period of three (3) years after the date of the invoice. 8. CONTINGENT FEES PROHIBITED The CONTRACTOR warrants that he or she has not employed or retained any company or person, other than a bona fide employee working solely for the CONTRACTOR, to solicit or secure this Agreement and that he or she has not paid or agreed to pay any person, company, corporation, individual, or firm, other than a bona fide employee working solely for the CONTRACTOR any fee, commission, percentage, gift, or other consideration contingent upon or resulting from the award or making of this Agreement. In the event of a breach of this provision, the CITY shall have the right to terminate this Agreement without further liability and at its discretion, deduct from the contract price, or otherwise recover, the full amount of any such fee, commission, percentage, gift or consideration paid in breach of this Agreement. 9. PAYMENT It is understood and agreed by and between the parties hereto that this Contract is for TIME AND MATERIAL ONLY and as needed by the City. All requests for payment shall be accompanied by supporting documentation which will include proof of the work performed in accordance to the Contract Documents and other CITY required supporting documentation. Any reimbursement for expenses shall include receipts or copies of the invoices. No other costs or services shall be billed to the CITY. 10. INDEPENDENT CONTRACTOR The CONTRACTOR is an independent contractor and as such will be responsible for paying his own Federal income tax and self-employment tax, or any other taxes applicable to the compensation paid under this agreement. 11. ASSIGNMENT Neither party shall have the power to assign any of the duties or rights or any claim arising out of or related to the Agreement, whether arising in tort, contract, or otherwise, without the written consent of the other party. These conditions and the entire Agreement are binding on the heirs, successors, and assigns of the parties hereto. 12. NO THIRD-PARTY BENEFICIARIES This Agreement gives no rights or benefits to anyone other than the CONTRACTOR and the CITY. 13. JURISDICTION The laws of the State of Delaware shall govern the validity of this Agreement, its interpretation and performance, and any other claims related to it. In the event of any litigation arising under or construing this Agreement, venue shall lie only in Kent County, Delaware. 14. TERM AND TERMINATION All or part of this Agreement may be terminated by the CITY for its convenience on thirty (30) days A-8 • 52

Exhibit A D Item 5. written notice to the CONTRACTOR. In such event, the CONTRACTOR will be entitled to compensation for services competently performed up to the date of termination. In the event of termination not the fault of the CONTRACTOR, the CONTRACTOR shall be compensated for with Reimbursable Expenses then due and all Termination Expenses. 15. CONTACT PERSON The primary contact person under this Agreement for the CONTRACTOR shall be Name: Nicholas V. Sebastian, Phone No.:302-674-4984, Address: PO Box 1012, Dover DE 19903. The primary contact person under this Agreement for the CITY shall be Paul Waddell, Electric Director, Electric Department, 302-736-7088, pwaddell@dover.de.us. 16. APPROVAL OF SERVICE PERSONNEL The CITY reserves the right to approve the contact person and the persons actually performing the services on behalf of the CONTRACTOR pursuant to this Agreement. If the CITY, in its sole discretion, is dissatisfied with the contact person or the person or persons actually performing the services on behalf of the CONTRACTOR pursuant to this Agreement, the CITY may require the CONTRACTOR assign a different person or persons be designated to be the contact person or to perform the services hereunder. IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the respective dates under each signature. (CONTRACTOR) CITY OF DOVER By: Nicholas V. Sebastian By: Matthew Harline___________________ Title: President Title: Interim City Manager_______________ Signature: Signature: Date: Date: A-9 • 53

ACTION FORM D Item 6. PROCEEDING: Council Committee of the Whole - Legislative, Finance & Administration Committee DEPARTMENT OF ORIGIN: Customer Service Department / Tax DATE SUBMITTED: 8/23/2021 PREPARED BY: Patricia Marney, Customer Service Director SUBJECT: Property Tax Disability Exemption REFERENCE: n/a RELATED PROJECT: n/a REVIEWED BY: Matt Harline, Interim City Manager EXHIBITS: Exhibit A - Kent County Code – Chapter 191, Exhibit B - Kent County Application, Exhibit C – Code Amendments sec. 102-183 and sec. 102-184 EXPENDITURE REQUIRED: Rough estimate of $3,500 lost revenue. AMOUNT BUDGETED: n/a FUNDING SOURCE (Dept./Page in CIP & Budget): n/a TIMETABLE: Implementation to begin in 2022. STAFF RECOMMENDATION: Staff recommendation is to amend code section 102-183 to include disabled property owner exemptions and to incorporate language and requirements set by Kent County. The changes herein will be effective for the tax billing year beginning July 1, 2022. Applications for exemption to be filed by citizens by May 31, 2022. BACKGROUND AND ANALYSIS The City and Kent County Exemptions are intended to be for people who are deemed 100% disabled as per the Social Security Administration rules and regulations or “by filing letters from government agencies that the applicant is totally disabled.” Kent County regulations include restrictions for income, ownership and period of residency. Staff is recommending the amendment of code section 102-183 to include language for disabled property owner exemptions as well as the deletion in its entirety of code section 102-184. The changes recommended will bring the City in line with Kent County’s code for disability and senior exemptions as well as simplify the process for citizen application as well as administration processing. The City tax reduction would remain $50,000 (in assessed value), while the County offers $25,000 in assessed value in tax relief. Proposed Changes Summarized  Increase the age of participation from sixty (60) to sixty-five (65). This would mean some owners who currently get the property tax exemption would lose it for up to four years.  Allow Citizens to participate in either the senior program or disability program once reaching the age of sixty-five (65).  Match the income qualifications to the county. Single - $18,000.00 Married - $24,750.00. This will be adjusted annually based on Social Security cost-of-living adjustments.  Change the residency requirement to five (5) years. This would mean some owners who currently get the property tax exemption would lose it for up to four years.  Require all outstanding taxes and fees due to the City be paid in full prior application approval.  Include appeals language to give Citizens the ability to appeal any decision made regarding their application. • 54

Exhibit A § 191-1 § 191-4 D Item 6. ARTICLE I Disabled Property Owner and Senior Citizen Exemption [Adopted 3-15-1988 by Ord. No. 88-02] § 191-1. Authority. This article is adopted pursuant to the powers conferred upon the Levy Court of Kent County, Delaware, in Article VIII, Section 1 of the Constitution of the State of Delaware, as amended, and in 9 Del. C. § 8141, as amended. § 191-2. Title. This article shall be known as the "Program Providing Partial Tax Relief for Totally Disabled Property Owners and Property Owners 65 Years of Age and Older." § 191-3. Qualifications for participation. A. To qualify under this article an applicant must be either: (1) Totally disabled and able to document said disability by meeting the definition of "totally disabled" as defined by social security disability or by filing certified copies of award letters from government agencies indicating that the applicant is totally disabled; or (2) Sixty-five years of age or older at the beginning of the tax year for which application is made. B. However, an individual may only apply for inclusion in this program under one of the two provisions above. § 191-4. Residency requirement. [Amended 4-15-1997 by Ord. No. 97-04; 2-24-1998 by Ord. No. 98-02; 8-26-2003 by Ord. No. 03-20; 4-12-2005 by Ord. No. 05-04] The applicant shall have maintained his/her principal place of residence in the State of Delaware for the five years immediately preceding the tax year for which application is being made. In addition, the dwelling for which the exemption is sought must be the principal place of residence of the applicant at the time of application and must have been the principal place of residence for the 12 months immediately preceding the tax year for which application is being made. If an applicant is totally disabled and incurred his or her disability as a result of and while in the service of any branch of the United States armed services, the foregoing residency requirements :1 • 55

Exhibit A § 191-4 § 191-8 D Item 6. are waived for said applicant, other than the requirement that the dwelling for which the exemption is sought must be the principal place of residence of the applicant at the time of the application. § 191-5. Ownership of property. [Amended 10-9-2007 by Ord. No. 07-27] Title to the property for which the exemption is sought must be in the name of applicant or in the name of the applicant and the applicant's spouse, or in the name of a revocable grantor trust, as reflected in the official records of the County. In the event that the ownership of the residence dwelling is shared by the applicant and spouse, or revocable grantor trust, with others who do not qualify for participation in this program, then the exemption permitted in § 191-9 shall apply only to the proportionate share of the residence dwelling owned by the applicant and spouse or revocable grantor trust. § 191-6. Eligible property. Property considered eligible for inclusion under this article shall be only the residence dwelling owned by an eligible applicant and, if applicable, up to one acre of land upon which it is located. Land which has been included under the State of Delaware Farmland Assessment Act shall not be eligible for partial tax relief under this program. § 191-7. Income limits. [Amended 4-15-1997 by Ord. No. 97-04; 4-9-2002 by Ord. No. 02-09; 10-10-2006 by Ord. No. 06-371; 11-29-2011 by Ord. No. 11-21; 10-24-2017 by Ord. No. 17-17] The total adjusted gross annual income of a single applicant shall not exceed $18,000. The combined total adjusted gross annual income of an applicant and spouse residing together in the subject dwelling shall not exceed $24,750. An additional $3,100 per year may be added to the maximum adjusted gross annual income for each additional dependent residing in the dwelling of a qualified applicant for whom the applicant is the sole means of support. For the purposes of this article, the word “dependent” shall be defined by the Internal Revenue Services. 1. Editor's Note: This ordinance also provided an effective date of 6-1-2007. :2 • 56

Exhibit A § 191-8 § 191-13 D Item 6. § 191-8. Income exclusions. Social security, Railroad Retirement Tier I and, if disabled, pension income directly related to the applicant's disability shall be excluded from the calculation of gross annual income. § 191-9. Exemption limit. [Amended 4-15-1997 by Ord. No. 97-04; 4-12-2005 by Ord. No. 05-04] An applicant who otherwise qualifies under this article shall be entitled to an exemption from all real property taxes on the first $25,000 of assessed value of the applicant's eligible property as defined in § 191-6. This exemption shall not apply to local ditch taxes or sewer, trash or other fees. If a totally disabled property owner incurred his or her disability as a result of and while in the service of any branch of the United States armed services, an additional $5,000 of assessed value of the applicant's eligible property shall be exempt from all real property taxes. § 191-10. Filing for exemption. [Amended 11-29-2011 by Ord. No. 11-21] Applicants or their legal agents must file for exemption in the office of the Board of Assessment of Kent County in the manner determined no later than April 30 prior to the tax year for which the exemption is sought and must verify their eligibility, in writing, every year thereafter to continue to qualify for the exemption. § 191-11. Determination of eligibility. A. Based on the information submitted by the applicant and on County records, the Board of Assessment shall determine whether the application qualifies for the exemption permitted by this article. B. No application shall be approved unless all taxes, user fees, sewer service charges, I&E liens and all other taxes and fees then due to or collectible by Kent County have been paid in full by the application submission deadline date. [Added 11-29-2011 by Ord. No. 11-21] § 191-12. Termination of eligibility. Eligibility under this article shall terminate automatically when the applicant fails to meet any of the conditions stated herein. :3 • 57

Exhibit A § 191-13 § 191-14 D Item 6. § 191-13. Appeals. [Amended 11-29-2011 by Ord. No. 11-21] An applicant may appeal the disposition of an exemption claim in the same manner as is provided for appeals from assessments. The deadline for filing written appeals shall be May 30 prior to the tax year for which the exemption is sought. In calendar year 1988, a later deadline date may be established by the Board of Assessment. Appeal hearings will be scheduled at the convenience of the Board. § 191-14. Administration. The Board of Assessment, with concurrence of the Levy Court, shall establish written procedures providing for the administrative implementation of this article. :4 • 58

PARCEL NUMBER: _________________________________ Exhibit B KENT COUNTY LEVY COURT BOARD OF ASSESSMENT Item 6. ANNUAL ELDERLY/DISABILITY TAX EXEMPTION APPLICATION This application is for Tax Year 2021 (June 1 thru May 31) and must be completed in full and returned to the Kent County Board of Assessment, 555 Bay Rd., Dover, DE 19901 by April 30, 2021. This is an annual application. Failure to complete and return this application by April 30, 2021 will cause your exemption to be denied for the 2021 tax year. Applicant’s Full Name & Address: Spouse/Additional Owner Full Name & Address: ______________________________________________ ______________________________________________ ______________________________________________ ______________________________________________ ______________________________________________ ______________________________________________ ______________________________________________ ______________________________________________ Social Security Number: __________________________ Social Security Number: _______________________ Driver’s License/State ID Number: ________ __ Driver’s License/State ID Number: ___ ______ Date of Birth: ____________________________________ Date of Birth: __________________________________ Phone Number: __________________________________ Phone Number: _______________________________ _______________________________________________________________________ HAVE YOU LIVED ON THE PROPERTY FOR AT LEAST 1 YEAR PRIOR TO APPLICATION? YES NO HAVE YOU BEEN A DELAWARE RESIDENT FOR AT LEAST 5 YEARS? YES NO ARE YOU: SINGLE MARRIED IS YOUR INCOME LESS THAN $18,000? YES NO IS YOUR INCOME LESS THAN $24,750? YES NO (Do not include Social Security income.) (Do not include Social Security income.) DO YOU FILE FEDERAL INCOME TAXES? YES NO DO YOU FILE FEDERAL INCOME TAXES? YES NO IF YOU FILE FEDERAL INCOME TAXES, PLEASE INCLUDE A IF YOU FILE FEDERAL INCOME TAXES, PLEASE INCLUDE A COPY OF YOUR 2020 RETURN WITH THIS APPLICATION. COPY OF YOUR 2020 RETURN WITH THIS APPLICATION. DISABILITY ONLY: PLEASE HAVE YOUR PHYSICIAN COMPLETE THE PHYSICIANS STATEMENT OF DISABILITY I/We swear or affirm that this information is true and correct to the best of my/our knowledge and belief and further understand that a false declaration in this application will subject me/us to the penalties provided by law for perjury. Applicant Signature: __________________ Date: Spouse/Owner Signature: Date: You will be notified if your application is denied. NO APPLICATION SHALL BE APPROVED UNLESS ALL TAXES, USER FEES, SEWER SERVICE CHARGES, I&E LIENS AND ALL OTHER TAXES AND FEES THEN DUE TO OR COLLECTIBLE BY KENT COUNTY HAVE BEEN PAID IN FULL FOR ALL PARCELS OWNED BY THE APPLICANT BEFORE THE APPLICATION DEADLINE DATE. MAILING OF THIS APPLICATION IS A COURTESY. WE CANNOT ACCEPT RESPONSIBILITY FOR DELAYS OR LOSS OF APPLICATION DUE TO MAIL SERVICE. IT IS THE SOLE RESPONSIBILITY OF THE APPLICANT TO ENSURE THEY RECEIVE THE APPLICATION AND IT IS RETURNED BY THE DEADLINE. Do not write in this box. Approved Denied Kent County Levy Court Elderly/Disability Tax Exemption Application Form Page 1 of 2 • 59

Exhibit B KENT COUNTY BOARD OF ASSESSMENT ELDERLY/DISABILITY TAX EXEMPTION REQUIREMENTS Persons 65 years of age and older by May 31st and/or persons totally (100%) disabled, and able D Item 6. to document their total disability, may qualify to receive a reduction in the amount of their taxable assessment which would reduce or eliminate their property tax liability. Listed below are requirements which must be met to qualify: A. If applying for the Elderly exemption, please provide copy of State of Delaware driver’s license or State Identification card for proof of age. Applicant must be 65 years of age by May 31st. If you have previously provided a copy of your identification, your application will say “ON FILE”. Another copy is not necessary. B. The applicant(s) must currently reside on the property and have resided on the property as their principal place of residence for 12 months immediately prior to application. This 12 month requirement is waived for veterans who are 100% disabled as a result of their military service but they must currently reside on this property as their principle place of residence. C. The applicant must have been a resident of the State of Delaware for the 5 years immediately preceding the tax year for which an exemption is sought. This 5 year requirement is waived for veterans who are 100% disabled as a result of their military service but they must currently reside on this property as their principle place of residence. D. Title to the property for which the exemption is sought must be in the name of the applicant (or the applicant and the applicant’s spouse), or a revocable grantor trust with the applicant listed as a trustee, as reflected in the official records of the county. E. Total adjusted gross annual income of a single applicant shall not exceed $18,000. Combined total adjusted gross annual income of the applicant and spouse residing together in the same residence shall not exceed $24,750. (Additional $3,100 may be added for each additional dependent residing in the dwelling of a qualified applicant for whom the applicant is the sole means of support. The word “dependent” shall be defined by the Internal Revenue Service.) a. If you file income taxes, include a true copy of your 2020 State of Delaware income tax form & Federal Form 1040 with your application DISABILITY ONLY - ATTACH DOCUMENTATION OF ANY DISABILITY INCOME APPEARING ON TAX FORMS. F. DISABILITY ONLY – Applicant must provide a Physician Statement of Disability signed by a licensed physician certifying applicant is 100% disabled. Social Security award letter or Veterans Administration award letter stating 100% disability can replace the Physician Statement of Disability. Once a physician has provided documentation of 100% PERMANENT disability, this document is not required annually. G. Completed application and subsequent verification forms must be received by the Board of Assessment, 555 Bay Road, Dover, DE 19901 no later than April 30th, 2021. REMEMBER:  Social Security, Railroad Retirement Tier I, and if disabled, pension income directly related to the applicants disability are excluded from adjusted gross income; NO APPLICATION SHALL BE APPROVED UNLESS ALL TAXES, USER FEES, SEWER SERVICE CHARGES, I&E LIENS AND ALL OTHER TAXES AND FEES THEN DUE TO OR COLLECTIBLE BY KENT COUNTY HAVE BEEN PAID IN FULL FOR ALL PARCELS OWNED BY THE APPLICANT BEFORE THE APPLICATION DEADLINE DATE. MAILING OF THIS APPLICATION IS A COURTESY. WE CANNOT ACCEPT RESPONSIBILITY FOR DELAYS OR LOSS OF APPLICATION DUE TO MAIL SERVICE. IT IS THE SOLE RESPONSIBILITY OF THE APPLICANT TO ENSURE THEY RECEIVE THE APPLICATION AND IT IS RETURNED BY THE DEADLINE. Refer questions to the Assessment Office - 302-744-2401 - Monday through Friday 8:00 AM to 5:00 PM Kent County Levy Court Elderly/Disability Tax Exemption Application Form Page 2 of 2 • 60

Exhibit C D Item 6. Amend Code to include disabled property owners; delete code sec. 102-184 Sec. 102-183. Tax exemption for disabled property owners and senior citizens. (a) Authority. This section is adopted to implement 22 Del. C. § 1001 et seq., granting exemptions from municipal taxation on real property for persons 65 years of age or over. Compliance must be made with such chapter 10 and this section in order to qualify for such exemption. (b) Qualifications for participation. (1) Totally disabled and able to document said disability by meeting the definition of “totally disabled” as defined by social security disability or by filing certified copies of award letters from government agencies indicating that the applicant is totally disabled; or (2) Sixty-five (65) years of age or older at the beginning of the tax year for which the application is made. (3) An individual may only apply for inclusion in this program under one of the two provisions above. (c ) Program Qualifications. The exemption shall be for real property owners 60 sixty-five (65) years of age or over unless total disability documentation is provided. If qualified, their real property shall be exempt from municipal taxation to the extent of the first $50,000.00 of assessed valuation. This exemption shall be subject to the following: (1) Owner resides alone. If the income of a property owner who resides alone exceeds the sum of $15,851.00 (2008) $18,000.00 (2021) for the income tax year immediately preceding the date of making an application for the exemption, then the exemption shall not be granted. The maximum income limit stated in the preceding sentence shall increase each year by the same percentage as the cost-of-living adjustment granted to recipients of Social Security retirement benefits. (2) Spouses reside together. If the income of a property owner and spouse who reside together exceeds the sum of $22,192.00 (2008) $24,750.00 (2021) for the income tax year immediately preceding the date of making an application for the exemption, then the exemption shall not be granted. The maximum income limit stated in the preceding sentence shall increase each year by the same percentage as the cost-of-living adjustment granted to recipients of Social Security retirement benefits. (3) Exclusion from income. In computing income of the property owner in order to determine entitlement for the deduction, Civil Service Retirement System (CSRS) benefits up to 150 percent of the Social Security maximum benefit, Social Security benefits and railroad pensions shall not be considered as income. (4) Location, use of property. The real property must be located within the limits of the city and must be used exclusively for residential purposes. The residence may not be a rental unit. (5) Residence. The real property must be the legal residence of, and be occupied in whole or in part by, the property owner for five years immediately preceding the tax year for which the application is being made. (6) Owner of record. The property owner must be the owner of record of said real property as of December 31 of the calendar year immediately preceding the date of making application for the exemption. (7) Time when age attained. The property owner must have attained the age of 60 sixty-five (65) years by March 1 of the year in which the exemption application is filed. Created: 2021-06-28 21:17:32 [EST] (Supp. No. 34, Update 2) Page 1 of 2 • 61

Exhibit C D Item 6. (8) Filing applications. Applications for exemption shall be filed in accordance with regulations adopted by the city council and for cause shown. The city assessor, city manager or his/her designee may accept and act upon applications received after any established application filing date; May 31st. (9) Refund. The city assessor, city manager or his/her designee is empowered to refund taxes paid by a qualified applicant who is entitled to an exemption and successfully files for the same. (10) Evidence. Determination of eligibility (a) The city assessor's office shall be authorized to require any applicant to submit evidence documentation substantiating income reported for receipt determination of eligibility of the exemption. (b) No application shall be approved unless all property taxes and outstanding city charges have been paid in full by the application submission deadline. ( c ) The city assessor, city manager or his/her designee may deny applications where requested income verification and appropriate documentation is not submitted by the applicant. (11) Denial; appeals; termination of eligibility. (a) Denial of exemptions by the city assessor, city manager or his/her designee and any other complaints regarding the exemption process may be appealed by the taxpayer directly to the board of assessment appeals. The board of assessment appeals shall have the power to affirm, overrule or remand the decision of the city assessor, city manager or his/her designee. (b) Termination of eligibility; eligibility under this article shall terminate automatically when the applicant fails to meet any of the conditions stated herein. (12) Interest; retroactive exemptions. Qualified disabled property owners and senior citizens who fail to exercise their property tax exemption application shall not be entitled to any interest payments on said exemption amount; nor shall unexercised property tax exemptions be retroactive beyond the current tax year. (13) Penalties. Penalties assessed to delinquent property tax accounts that are eligible for a disabled property owners and senior citizen exemption that has have not been exercised shall not be excused. (14) Council review. City council will review these numbers at the conclusion of each reassessment. (Code 1981, § 19.5-52; Ord. of 3-12-2001; Ord. of 5-23-2005; Ord. of 4-28-2008(1); Ord. NO. 2010-06, 3-22-2010; Ord. No. 2012, 3-12-2012) Charter reference(s)—Tax exemptions, subpart B, § 3. State law reference(s)—Tax exemptions, Del. Const. art. VIII, § 1. Created: 2021-06-28 21:17:32 [EST] (Supp. No. 34, Update 2) Page 2 of 2 • 62

Exhibit C D Item 6. . (Delete code and combine with code section 102-183 – Tax exemption for senior citizens Sec. 102-184. Tax exemption for disabled citizens Individuals who are determined to be disabled under the law applicable to the Social Security Administration are qualified to apply for the property tax exemption. (Ord. of 4-28-2008(1)) Created: 2021-06-28 21:17:32 [EST] (Supp. No. 34, Update 2) Page 1 of 1 • 63

ACTION FORM DItem 7. PROCEEDING: Council Committee of the Whole – LF&A AGENDA ITEM NO.: DEPARTMENT OF ORIGIN: Police DATE SUBMITTED: 7/26/21 PREPARED BY: Capt Christopher Hermance / Administrative Division Commander SUBJECT: FY22 SLEAF Grant – City Camera Expansion – License Plate Reader Cameras REFERENCE: N/A RELATED PROJECT: Citywide Cameras – On-going APPROVALS: Matt Harline, Interim City Manager / Lori Peddicord, Controller/Treasurer EXHIBITS: None FY22 Fund 209: $50,000 budgeted EXPENDITURE REQUIRED: $48,000 PROJECT BUDGET: for SLEAF Revenues (33180) Recurring grant program expenses included in FUNDING SOURCE (Dept./Page in CIP & Budget): FY22 Budget TIMETABLE: Grant purchases will be made in accordance with the City’s Purchasing Policy. RECOMMENDED ACTION: Approve both grants and the intended purchases. BACKGROUND SLEAF Grant for $48,000: The State Attorney General’s Office meets quarterly to review law enforcement agencies’ grant requests and consider funding for the requests submitted based on the funds available in the State Law Enforcement Assistance Fund (SLEAF) account. At this quarter’s meeting on June 9th, 2021, $48,000 was awarded to the Police Department for the expansion of the city-wide camera program, specifically for the purchase of additional license plate reader cameras (LPRs). The additional cameras will help our investigations unit solve the crimes in the city and will provide deterrence for future crimes. There have been multiple shootings, both inside and outside of the city limits of Dover and we have recently created a multi-agency task force to combat this. The LPRs will benefit the Dover Police and other agencies as well. The grant funds will add four pole locations for LPR cameras; eight LPR cameras to existing pole locations; or a combination of the two options. New camera/pole locations cost about $12,000 per location and an additional LPR camera at an existing location costs about $6,000 per camera. ACTION REQUESTED The Council Committee of the Whole approve the application for this grant and the purchases identified. • 64

SLEAF Grant 21-030 D Item 7. Department Grant Application Analysis Form For Use in Evaluating Grant Opportunities General Information Department: Police Staff Contact: Capt Hermance Grant/Project Title: City of Dover Camera Network Expansion Brief Grant/Project Description: State Aid to Local Law Enforcement Fund (SLEAF) - $48,000 Violent crimes are continuing to be on the rise within the city of Dover and we don’t anticipate any slow-down any time soon. We are proposing to add additional license plate reader (LPR) cameras to our existing city-wide camera network, to provide more surveillance in the city’s more areas of concern and to monitor vehicles entering and exiting these areas. The additional cameras will help our investigations unit solve the crimes in these areas and provide deterrence for future crimes. There have been multiple shootings, both inside and out of the city limits of Dover and we have recently created a multi-agency task force to combat this. These LPRs would benefit not only the Dover Police, but other agencies as well. The funds from this grant will be used to add four pole location for LPR cameras; add eight LPR cameras to existing pole locations; or add a combination of the two options. A new camera/pole location costs approximately $12,000 per location and an additional LPR camera at an existing location costs approximately $6,000 per camera. Application Information Due Date: 5/30/21 New [8J Related Grants: Recurring • Fund To Combat Violent Crimes Grant: V-11-21 Anticipated Award Date: 6/9/21 Anticipated Notification Date: 6/9/21 Start Date: 6/9/921 End Date: 6/30/22 Award Amount: $48,000.00 Cash Reimbursement • Approx. reimbursement turn-a-around time Council Approval Needed: Yes No • Which apply? Match amount • (Council approval is needed for grant projects > $25,000, when match amounts equal or Project shortage • exceed $25,000, or when expressly required by the granting authority.) Other grant requirement • Grant/Project Costs Budget Category Award Amt Match Amt Match Source Contractual 0.00 0.00 Equipment/Supplies $48,000.00 $0.00 Not Applicable Indirect Cost (ie, vehicle repairs, mileage, IT, telephone) 0.00 0.00 Personnel 0.00 0.00 Additional Personnel/Overtime (Police Extra Duty) 0.00 Travel/Training 0.00 0.00 Capital Voicemail System 0.00 0.00 Other (ie, informant/buy money) 0.00 0.00 Total $48,000.00 $ 0.00 GRANT TOTAL $48,000.00 Award + Match • 65

D Item 7. Department Grant Application Analysis Form For Use in Evaluating Grant Opportunities Other Information 1. Are any of this project’s costs included in the City budget? The cost for the maintenance of the citywide camera system is included in the budget. However, the grant funds cover the cost of the new equipment/installation and three-years warranty period. 2. Are there any long-term costs or commitments? The cost for the camera maintenance, if applicable will be required after the three-year warranty period expires. 3. How will this program/project be funded after the grant expires? The maintenance costs will be included in the future years’ budget. 4. What is the maximum amount of funds available from this funding source? Not Applicable 5. If the Department receives only a portion of the amount requested, how will the project be funded? Not applicable. SLEAF grants are funded up front. 6. Are there other departments in the City eligible for this funding? No. 7. Are other departments in the City willing to collaborate on this project? Not Applicable. 8. Will this project duplicate or compete with other services or programs provided by the City or other local agency? No. • 66

COMMITTEE ACTION FORM D Item 8. PROCEEDING: Council Committee of the Whole – LF&A DEPARTMENT OF ORIGIN: Police DATE SUBMITTED: 7/26/21 PREPARED BY: Capt Christopher Hermance / Administrative Division Commander SUBJECT: Criminal Justice Council (CJC) Grant – City of Dover Treatment Improvement Project REFERENCE: N/A RELATED PROJECT: N/A APPROVALS: Matt Harline, Interim City Manager / Lori Peddicord, Controller/Treasurer EXHIBITS: None FY22 Fund 207: $150,000 budgeted EXPENDITURE REQUIRED: $321,000 (3 years) PROJECT BUDGET: for CJC Revenues (33150) Recurring grant program expenses included in FUNDING SOURCE (Dept./Page in CIP & Budget): FY22 Budget TIMETABLE: Grant purchases will be made in accordance with the City’s Purchasing Policy. RECOMMENDED ACTION: Approve the new grant program and the intended purchases. BACKGROUND The Criminal Justice Council administers Federal pass-through grant programs from the USDOJ for the State of Delaware law enforcement agencies. There is $150,000 budgeted in FY22, the initial year of the grant, which includes computers for two mental health professionals. Actual expenditures for FY22 for this program are estimated at $110,000, with the remaining funds available through FY24. In recent years, the City of Dover has been experiencing startling increases in homicides, violent crimes and weapons seizures and most of the crime is drug related. It is not surprising that the large increases in drugs seizures also associate to large increases in drug overdoses and deaths. The Delaware arrest data is alarming and shows the vast majority of the victims and suspects involved in these cases have at least one prior drug related arrest and/or felony conviction. These profiles support the argument that additional measures need to be taken on an individual case-by-case basis to be effective in the prevention of violent crime before it happens. As a result, the CJC is working in conjunction with police departments across the state, to facilitate a collaborative effort employing contract part-time personnel from a Mental Health Services provider to divert low level drug offenders to a community-based, harm-reduction intervention for law violations in lieu of the normal criminal justice system cycle. The three-year program being implemented at Dover PD will include the hiring assignment of two mental health professionals to and work with the Community Policing Unit. The program will establish a pre-arrest diversion program to divert individuals at the point of contact, reducing harm related to arrest and the creation or expansion of a criminal history. ACTION REQUESTED Approval by the Council Committee of the Whole the application for this grant and the purchases identified. • 67

D Item 8. Department Grant Application Analysis Form For Use in Evaluating Grant Opportunities General Information Department: Police Staff Contact: Capt Hermance Grant/Project Title: City of Dover Treatment Improvement Project Brief Grant/Project Description: Criminal Justice Council (CJC) 3-Year Grant Program: $321,000 The Dover Police Department’s primary mission is to keep the community safe and secure for its residents, businesses and visitors. This will be accomplished through a collaborative effort employing contract personnel from a Mental Health Services provider to divert low level drug offenders to a community-based, harm-reduction intervention for law violations in lieu of the normal criminal justice system cycle. The Dover Police Department will hire two contract mental health professionals who will be assigned to and work with the Community Policing Unit to establish a pre-arrest diversion program which will divert individuals at the point of contact, reducing harm related to arrest and the creation or expansion of a criminal history. Application Information Due Date: 7/9/21 New ~ Related Grants: Recurring • Anticipated Award Date: 7/14/21 Anticipated Notification Date: 7/14/21 Start Date: 7/1/21 End Date: 6/30/24 Award Amount: $321,000 Cash • Reimbursement Approx. reimbursement turn-a-around time Council Approval Needed: Yes No • Which apply? Match amount • (Council approval is needed for grant projects > $25,000, when match amounts equal or Project shortage • exceed $25,000, or when expressly required by the granting authority.) Other grant requirement • Grant/Project Costs Budget Category Award Amt Match Amt Match Source Contractual $260,370.00 $0.00 Not Applicable Equipment/Supplies 13,380.00 0.00 Not Applicable Indirect Cost (ie, vehicle repairs, mileage, IT, telephone) 0.00 0.00 Personnel 0.00 0.00 Additional Personnel/Overtime (Police Extra Duty) 47,250.00 0.00 Not Applicable Travel/Training 0.00 0.00 Capital Voicemail System 0.00 0.00 Other (ie, informant/buy money) 0.00 0.00 Total $ 321,000.00 $ 0.00 GRANT TOTAL $ 321,000.00 Award + Match • 68

D Item 8. Department Grant Application Analysis Form For Use in Evaluating Grant Opportunities Other Information 1. Are any of this project’s costs included in the City budget? No. 2. Are there any long-term costs or commitments? The Police Department is working with state officials to obtain the additional funding from the State of Delaware for the continuation of services performed by the contract medical professionals. 3. How will this program/project be funded after the grant expires? As mentioned previously, it is hopeful that the State of Delaware will continue the funding for this program in future budgets. 4. What is the maximum amount of funds available from this funding source? Not Applicable 5. If the Department receives only a portion of the amount requested, how will the project be funded? Not Applicable, the funds were approved on the CJC Grant. 6. Are there other departments in the City eligible for this funding? No. 7. Are other departments in the City willing to collaborate on this project? Not Applicable. 8. Will this project duplicate or compete with other services or programs provided by the City or other local agency? No. • 69

ACTION FORM D Item 9. PROCEEDING: Council Committee of the Whole - Legislative, Finance and Administrative Committee DEPARTMENT OF ORIGIN: Human Resources DATE SUBMITTED: 8/23/21 PREPARED BY: Kim Hawkins, Human Resources Director at the request of Councilman David Anderson SUBJECT: Proposal to Give Employees a $100 Bonus with Proof of Full Vaccination from American Rescue Plan Act (ARPA) Funds RELATED PROJECT: REVIEWED BY: Matthew Harline, Interim City Manager / Lori Peddicord, Finance Director/Controller EXPENDITURE REQUIRED: $100 per vaccinated employee, approximately $40,000 if all employees are vaccinated AMOUNT BUDGETED: none FUNDING SOURCE (Dept./Page in CIP & Budget): This could be funded by ARPA funds. TIMETABLE: Program could be initiated immediately STAFF RECOMMENDATION: Staff recommends the Council authorize staff to administer a program to give incentives to becoming fully vaccinated including a $100 bonus and/or restoration of COVID leave. BACKGROUND AND ANALYSIS To encourage City of Dover employees (full and part-time and any seasonal employees), Councilman David Anderson has requested that Council consider awarding each fully vaccinated employee a $100 bonus. This CAF attempts to capture his request. If the proposal is adopted, the City of Dover will provide a $100 cash bonus to employees who completes the full COVID-19 vaccine regimen per the Center for Disease Control guidelines (e.g. two shots of the Pfizer-BioNTech or Moderna vaccine, or one shot of the Johnson and Johnson vaccine). The vaccinate will optimize employee’s well-being as well as that of our fellow co-workers and those we serve. The bonus is available to those who have already received the vaccine and those who will receive the vaccine in the near future. In order to receive the bonus, each employee would voluntarily provide a copy or permit viewing of their vaccination card to their Supervisor/Department Head. The departments will provide Human Resources and the Payroll Specialist a summary each payroll of those employees eligible for the $100 bonus. Payroll will process the payments in the normal bi-weekly payroll processing. For those with firmly held, practice or observed religious beliefs and/or medical reasons that prevent them from receiving the vaccine, will be required to provide written medical support from their treating physician or a written letter indicating their firmly held religious beliefs prohibit them from receiving the vaccine. These employees will be eligible for the $100 bonus if they get tested and test negative for the COVID-19 virus for ten consecutive weeks. Results will need to be shared with the person who approves their timecards. Failure to provide this option could increase the City’s risk of an Americans with Disabilities Act claim or claim that we are violating First Amendment rights. Weekly testing will be available at the Library every Friday starting September 17. Staff had discussed the option of restoring the balance of the 80 hours of COVID-19 leave that expired at the end of June for those who had been vaccinated. Staff recommends restoring this leave for vaccinated employees, or those who get vaccinated and making this retroactive to the expiration of the previous COVID leave on June 26, 2021 or the time they became fully vaccinated, whichever is later. As with the $100 bonus people requesting religious or medical exemption would be granted leave if the agreed to COVID-19 testing. • 70

D Item 10. MEMORANDUM TO: All Members of City Council and Mayor CC: Matt Harline, Interim City Manager FROM: Kim Hawkins, Human Resources Director DATE: September 3, 2021 RE: Diversity and Inclusion (D&I) Update On August 30th at the Department Head Meeting the enhanced focus on Diversity and Inclusion by the City Council request from Council was discussed. We started from the report that Ivy Consulting (Ivy) provided to the City after conducting a study among the city staff. The Department Heads expressed some of their insight to the goals, strategies and tactics provided by Ivy, as well as skepticism. There were several people of color that felt the study results had some preordained conclusions and that their input was misused to help support those conclusions. Despite this, the Department Heads also unanimously expressed their support of addressing the culture of the organization, but they sought clear direction on how diversity is being defined, what success will look like and how does the City work in unison to implement the recommendations. A culture of silos has been created within our organization and would need to be overcome to achieve any great level of success. During the meeting, Interim City Manager Matt Harline advised that he was going to ask Council to approve contracting with consultant Jamee Boone, with the United Way, to assist Dover in implementing the goals, strategies, and tactics. Mr. Harline met Ms. Boone and Michelle Taylor, President & CEO of the Delaware United Way, through the collaboration between the Greater Kent Commission and the Delaware Racial Justice Collaborative (DRJC) – which is a United Way project. Once Ms. Boone’s services are retained, she could help the City leadership implement the recommendations from the Ivy report. The Human Resources Department and City Manager’s Office will be the direct point of contact and lead implementer and be the chief advocates for the culture change. As you are aware, the report has three (3) goals. Goal 1 has two (2) strategies with seven (7) tactics; Goal 2 has three (3) strategies and nine (9) tactics; Goal 3 has four (4) strategies and 15 tactics. With this number of goals, strategies and tactics, a strategic plan containing both short- and long- term goals should be created. It is recognized that some of the recommendations will be more 1 • 71

D Item 10. easily achieved then others. D&I is a business matter that requires the support and assistance from the City Council, the entire Leadership team, Managers and Employees. Support comes in many forms, financial, hands on assistance, dedication, and perseverance. Recognizing that one of those resources will be monetary, long-term planning will be necessary for budgeting purposes. Achievements and efforts towards future achievements are explained below. Achievements Recruitment/Turnover: From March 2021 – August 2021, 23 employees were hired. Seven (7) are female (30%); eight (8) are minority (race) (35%). During the same time frame, 22 employees exited the organization. Eight (8) are females (37%) and eight (8) are minority (race) (36%). In essence, our recruitment efforts are equal to our turnover. Of the 22 employees exiting the organization, eight (8) employees retired. Posters: Diversity and inclusion posters have been placed throughout the City. A saying from one of posters that seems to draw some attention is, “Diversity is being invited to the party and Inclusion is being invited to dance.” I will often hear this being stated among the employees. Unconscious Bias Training: At the end of August and the beginning of September all civilian employees were required to complete unconscious bias training. The training was being conducted by the vendor that provides the Employee Assistance Program through our health care program. Police Officer receive training of this subject during their annual in-service training. Understanding Bias Factors in Personnel Management Training: The Institute for Public Administration via the University of Delaware is sponsoring a 90-minute virtual training course of September 9 titled, Understanding Bias Factors in Personnel Management. The training is just $20. This training opportunity was forwarded to all Department Heads and Supervisors and they were encouraged to enroll. Employee led Diversity and Inclusion Committee: This spring former City Manager, Randy Robertson named a group of minority employees to be an employee lead Diversity and Inclusion Committee. Hollie Ford in Human Resources (HR) helped select the committee in consultation with department heads. After his departure the Committee expressed some reservations about its direction and has been reformulated with greater diversity. This Committee would work with Ms. Boone to lead the Diversity and Inclusion improvements – referred to as Diversity, Equity, and Inclusion by the DRJC. As mentioned before, it is important to share that some members of the Committee and other diverse employees (race) have expressed that comments made to Ivy was taken out of context and doesn’t necessarily capture the comments that diverse employees expressed to Ivy. But the commitment to the recommended actions is strong. Interviews: Every interview to fill vacant positions is conducted by a diverse panel. Interview questions consist of at least two (2) questions related to diversity and inclusion. Human Resources develops the questions based on the position. Members of the Employee Diversity and Inclusion Committee serve as resources for creating a diverse interview panel. 2 • 72

D Item 10. Community and Employee Events/Activities: One of the comments heard in the D&I Committee and in other discussions is that City employees don’t know people outside of their department, or maybe even their division. One keyway to combat that is increased participation in events for all employees. Some examples are: 5K Run/Walk: In August, Dover Police Department’s PAL program was sponsoring a 5k Run/Walk for the benefit of the childhood cancer. Blood Drive: Human Resources spearheaded a Blood Drive. The event was planned for August 16 at the Pitts Center. Every employee who donated would be entered into a drawing for a $50 Amazon gift card. Participation was very less than expected thus forcing the on-site blood drive to be cancelled. Employees continued to be encouraged to donate at the Blood Bank. African American Festival: On June 26, members of the Employee’s Diversity and Inclusion group staffed a table at the African American Festival. Giveaways were provided. A good day was had by all. Networking Opportunities: To foster networking opportunities within the community, Dover hosted a job fair on April 29, 2021. Approximately 20 vendors attended this event. Many vendors provided positive feedback on the event. HR is working with the Department of Labor by being a sponsor of another job fair being held on September 16th at the Blue Hen Corporate Center. Dover is also planning another job fair of its own on October 18th. September/October– Month of Giving: Employees donate items to the SPCA, Food Bank (donations provided to the central distribution center in Milford) and the Ronald McDonald House. Donations will be made at three different city locations: William Street, Pitts Center and City Hall breakroom. Every employee who donates will be entered into a drawing for a $50 cash prize. Pictures of the donations will be taken and presented as a good news items that the City Manager can announce at the City Council meeting and included in the Dover Dispatcher. November - Thanksgiving Day Luncheon: The Wednesday of the week before Thanksgiving a catered luncheon will be held for all employees. A Grateful/Thankfulness Box will be at the event. December -Ugliest Holiday Sweater Contest: $100 cash prize, flyer created with pictures of those participating; judge could be City Council members March Family Picnic/BBQ Event: Activities could include a BBQ, cornhole tournament, cotton candy, popcorn machine, face painter, games/prizes, etc. May – Catered Breakfast: A Power point presentation of the employees working throughout the year. Provide an appreciation gift, perhaps a brown paper bag with different 3 • 73

D Item 10. Achievements in the Works Performance Evaluation: In the new performance evaluation for non-bargaining employees, diversity and inclusion is a category that will be evaluated. Attached please find the description and evaluating criteria for the D&I category. The new evaluation will go into production in October as training is being provided at the end of September. Please reference Exhibit A. Educational Print Material Distributed: At the August 11, 2021 Department Head meeting a one-page document titled, Assess: How Inclusive Are You as a Leader was distributed to each Department Head and a copy for each of their supervisors. Department Heads were encouraged to discuss the information on the flyer with their supervisors and their supervisors with their employees. Please reference Exhibit B. The intended goal is to have some form of educational activity at one of the bi-monthly Department Head meetings. The activity would alter between printed material and a video. Workforce Diversity Report: While doing research on diversity and inclusion, I learned of New Castle County’s Workforce Diversity Report. The report summarizes in one report employment data points and efforts. The report is completed yearly and provides a visual analysis of areas of personnel management that improved, remained stagnant or showed regression. The yearly analysis will allow for timely modification to efforts. Dover’s Human Resources Department has begun preparing a similar document. Our initial data set will be June 2021. This report will demonstrate year after year the comparison of metrics regarding diversity. The following link will direct you to New Castle’s entire report if you would like to review it in its entirety. https://nccde.org/DocumentCenter/View/14438/Workforce-Diversity-Report Training: There was several trainings recommended in the Ivy report. Ivy was contacted to obtain pricing and details of the training. Ivy indicated that in-person training could occur beginning in January 2022. Since speaking with Ivy, follow up questions have gone without response. A new vendor or venders will need to be secured. Employee Events: As part of the FY22 budget process, HR requested funding for a few employee activities. Employee activities are viewed as means of inclusion. Many times, in Exit Interview HR learns that employees desire to know their co-workers outside of their own department. Diversity and Inclusion Newsletters: Research will occur to explore opportunities for a Diversity and Inclusion newsletter that can be distributed citywide. The electronic newsletter, Dover Dispatch, should be considered for promoting and demonstrating Dover’s commitment of diversity and inclusion to the community. 4 • 74

D Item 10. Sampling of Opportunities to Explore 1. Utilizing Dover T.V. for promoting D&I to the Dover community. 2. Learn of ways to have short videos on the topic of D&I be played in lunch/breakrooms in city buildings. 3. Similar to Tailgate Safety Talks, develop D&I talks that Department Heads and Supervisors will conduct with their staff. 4. Retain a marketing firm to provide the professional marketing and branding needed for a unified message that represents the future composition of our work force. They may be about to assist Dover in reaching targeted audiences to increase the applicant pool of diverse candidates. 5. Review of the City’s social media outlets as well as the unification of the use and message. 6. Review our benefit offerings to see how we can promote them to be more attractive when compared to the private industry. In addition, promote what sets Dover apart from others. Department Submissions In preparation of this update, I solicited input from the 14 Department Heads that participated in the August 30 meeting. Indicated below are the responses I received. Chief Thomas Johnson:  All selection boards must have at least one diverse member in order to proceed o The only exception is sworn police hires which is done by staff supervisors  When all other things are close to equal, deference is made to a diversity candidate for all jobs.  Even if we have someone on the state contract list for a project, our Police Resources Manager must make a call to see if there are any minority-owned companies recently added in that category to be considered. o That is how we were able to obtain a diverse contractor for a recent flooring job.  In addition to a policy that requires a solicitation be made to historically minority staffing sources, we have plans to use much of this year’s JAG money on a marketing firm that connects our communications to minority demographic viewership.  We are having measurable success in finding women candidates and hired our first black female officer in quite some time.  We continue to experience challenges in obtaining a large pool of males, who are persons of color, to compete for police positions.  We selected and attempted to hire our first African American dispatcher. Unfortunately, the attempt was unsuccessful. o We did manage to add another female to the unit.  We have many employees who are part of the Lesbian and Gay community  2/3 of the core Police Academy staff are African American males.  1/3 of Sergeants now represent diversity and will be able to compete for the next open Lieutenant position.  The Police Chief’s advisory committee is predominately composed of persons of color including three black women.  On the inclusion side, I believe that we have a solid culture with family-like behaviors. 5 • 75

D Item 10. o I have met with every supervisor in a “no topic off limits fashion” to assess our needs. o I am in the middle of doing the same with the work groups. o We have expanded our training and maintain instructors in topics such as cultural awareness, implicit bias, and similar equity topics. o Just about every unit has some form of community meal shift o Provide hand-written birthday cards o I had a lunch in 2020 with Retired Chief Mailey to obtain his views on any racial issues that might be in the organization. o I maintain an open-door posture for visitors to the department and opportunities to experience our mission. Larry Josefowski, IT Director: Mr. Josefowski dedicated time to discuss the three (3) goals with his staff. There was good discussion, with support of all the team members. Patricia Marney, Customer Service Director:  Opened conversation about the topic during morning staff meetings and monthly supervisor meetings.  Encouraged staff to participate in the staff D&I committees.  Posted literature in the department to encourage both D&I  Provided training to key staff on the topic.  As far as inclusion – o We have a monthly birthday recognition program and birthday board. o We have had team building luncheons and have provided snacks to staff. o We celebrate each other’s life events in and outside of the office.  Promoting institutional knowledge o We share training opportunities. o We job shadow and cross train among the various segments of the department. o We give staff the opportunity to ask questions and obtain training for positions that they are not currently working in.  Job Interviews / Hiring o We share staff members with other departments to promote diverse hiring panels. o When positions are available, we look at ways to include diversity in our hiring process  Branding o During the Summer Interns time with the Department, we reviewed ways to improve our branding on outward facing material and our website. Diversity is represented by a number. Inclusion is represented by listening and valuing people. It is just good business sense to be a diverse organization. We will be more productive, profitable, and forward thinking. When employees feel included, valued, and able to reach their full potential, our organization will be able to reach its full potential. 6 • 76

D Item 10. During the August 30 meeting of Department Heads, the Department Heads in attendance, gave support for implementing the recommendations with guidance and direction on how to implement to ensure uniformity across the entire city as well as how success be viewed and measured. A recommendation of providing a summary of efforts and successes would be provided to City Council no less than every three (3) months and no more than every six (6) months. 7 • 77

D Item 10. EXHIBIT A: SAMPLE FROM THE NEW PERFORMANCE EVALUATION FORM B,e havior 0 ',e scriptors Diversity ,& Inclusion D,-f1·11t1,:,n l •.cii'l'etJ,• SIJIIJX1rl5 d irr(118m1HJli!; ·the Ci,fy's ~ -. 13(11.Po' 11100 111cl~r1 il'I IWEls; Holds si.lf ill!ld 00'5 111~00(;(,;]ble flX aJ~OIUl!J 8 Citys di'l'ersilY objl;l(!fives afTld gool5 Focil · te,; ope111118SS ill!ld 1;(18 te,; 111ci_.,.,y; Focil te,; ope111118SS d 1;(19rale<5 aich.,~11v81y; ActWElly ltslia!JS form!.iti~e ll00'5!l8CINE!s; d.lmoli<Stral8S respeci ill!ld sml)lltny tl)WJ!jl'(js demoli<Stral8S respeci ood sml)lltl;w •fo\mrds d.lmorJStrole,; respeci ood sml)lltl;w toorards 0018T'S. f'roai;wi.ly resoNes eooflict5 lliffllll1!J from cGJws. Proacu.81y resef\'105 eooflict5 ~ ! J from ,,;rs r:llffe11311~s i11 oolity IX "1110¥11)0 ts. Also assists dl'ffe1l311~S ii'! ootity IX '\'IEl"'l'O-.Jts Ol:lloo-.s oo resef\'10 eooflictl5 h1stil:s 111 e ure of ioch.1sr"3 ill!ld """'lccrnilTQ Dsmooslralias ioolusi'l'e d """'lccrnir1g Dsmooslralias ioolusi'l'e d """'lccrnir1g ~l'ro:Mors; \l'i11hJri1s c..1· rai r,r111 e,; diff8f(lril! fn:;rn ~tr.:Mors; sel3ks 11100 eq,uit.i!lbly ~lue,; ~ ~t..1viors; sel3ks afTld eq,uit.i!lbly ~lu8S ~ oo8's l)'lffl; d.lmorJStrol8s sel'IS(r.ity; illl:eooo ly perspecwes ood c.o ~!fil!JS P81'SP8C-t1"35 d C-Oooa!!J:~IJS builds nilooo~ii;,s iooiw;iool5 w d!fferoot id.I 5 Pwmot~ r13<SC:11;,et:,_ eq,uily ill!ld i11elusioo Dsmooslralias awaraooss of 8 Ot)i's ~ . DsmooslmliiJs awaral'!Elss of 8 Cifo,'s ~ . C-Orr(ll;((ln,eie,;; dsmooslralias awaral!ltlss of 13(111fo' 11100 "1ci~ i IWEIS 11100 111~ ill 13(111fo' 111rr,;J lll!lci~ i IWEIS 11100 111Cl15 ii'! I.Slc.ol'l'Seioos billl'S i irimg; m011t= lilEIW illi!J!llTlEI W itii1b"3s illi!Jl]ITlElril!V.' iii 1'135 !im~CIY8EIS 111!xi..- 8 Citys ~ -goo 15, oo,iac.tYes ill!ld C-Orr(ll;((I oo ie,; Se13ks gll!Clill!l~ from Huma11 Resoon:.es ood 1hil ir ll rof-oo I o r!Jl1!!11!Zali oos oo Yra)'5 oo irr(118m1ml dr1'10rsity, eq,uily, 11100 111cllJS!(l il'I UYlil5 ..X-- Sega l 1 8 • 78

D Item 10. EXHIBIT B: AWARENESS POSTER Harvard Assess: Business Publishing How Inclusive Are You as a Leader? Co rporate Learn ing See where you land on this chart to determine how far along you are when it comes to inclusion_ I <@) . ' § DEVELOPING EMBRACING INCLUSIVE CREATING AN AWARENESS PRACTICES INCLUSIVE CULTURE I tend to gravitate to the I reach out to people I haven't I prompt other leaders to consider same people for projects. worked with when kicklng off differnnt sources of talent for their new projects_ projects. 1often move ahead and make I m.ike a point of connecting I invite input from a varied set of decisions with input from with several members of my team people on important decisions, my short list. before making key decisions. Including some I expect will have a differnnt point of view. I tend to keep my work life and I share stories rrom my I listen carefully and am respectfully personal life separate. life outside the o ce with curious when people share their w,n my colleagues. stories. I shield my team from Issues 1am transparent about problems 1encourage my teams to take risks and and mistakes_ and admit when something support them th rough failures. goes wrong, 1get uncomfortable when I model lnclusivity in my 1speak up to comict exclusiona,y SOITll!Ofle says something words and actions_ language and behaviors. marginalizJ ng. 9 • 79

Exhibit C D Item 10. MEMORANDUM Human Resources Department Suite305 5. East Reed Street P.O. Box 475 Dover, DE 19903 Phone: (302) 736-7073 FAX: (302) 736-7093 To: Donna Mitchell, City Manager CC: Matt Harline, Assistant City Manager From: Kim Hawkins, Human Resources Director Date: June 1, 2020 Subject: Diversity and Inclusion Study When you recently asked me to provide a summary of my efforts to address the Diversity and Inclusion (D&I) Study that Ivy Planning Group presented in January, I was at first overwhelmed with attempting to put in writing all the thoughts I had and items I had researched. Then I recalled that I had prepared a brief presentation for the Council Workshop that was to have been held on March 13. Using the presentation and additional research since then, this memo is an attempt to demonstrate ideas and actionable items that can be formulated into a multi-year strategic plan. As the Ivy Planning Group indicated, this is not an HR issue, this is a business matter that requires the support and assistance from the City Council, the entire Leadership team, Managers and Employees. Support comes in many forms, financial, hands on assistance, dedication and perseverance. Ivy’s report provides recommendations for the Police Department. I have not addressed topics that are specific to the Police Department. I believe it is best for the Chief of Police to address. Many of my recommendations will be beneficial to the police department as they directly affect the entire City. Training: Training is vital for any organization to prosper. The amount of training on the topic of D&I must become a yearly mandatory training for all employees. It must be quality training that provides an opportunity for open discussion and where questions are encouraged. Each year all employees are required to view Ethics training. The time may have come in which each employee is required to attend one full or two half days of in-house training. Included in the enhanced training would be unconscious bias training. This is a critical training for two reasons. This will provide an opportunity for employees to learn what it is and techniques to break their habits. All of us have unconscious biases. This training would be beneficial for those participating on interview panels. These types of training cannot be optional. During our specific and intentional focus on diversity and inclusion, a great deal of training must be provided to Dover's Leadership team. This training will provide 1 • 80

Exhibit C D Item 10. the groundwork for improvement. Our Leaders must first feel at ease to ask questions on the topic. Once they are comfortable, they can then provide a non-threatening environment for they employees to ask questions. Open conversions will lead to an inclusive work environment. Funding must also be provided for citywide training on topics related to D & I. Supervisor Training: When an employee departs the City, we must change from having a replacement plan with a succession plan. A supervisor training program should be created in which employees would apply to the training program. A committee of five (5) employees throughout the entire organization will review the applications of the interested employees. Selection will be limited to a defined number of participants. The training will be held on a regular basis thus providing frequent opportunities to participate. The length of the training will be based on the number of training topics. The Leadership team (Department Heads) will decide which classes will be included in the Supervisory Training program. For example, topics related to human resources, budgeting (developing and managing), project management, customer service, public speaking, writing and Microsoft skills. The courses can be taught by the appropriate in-house staff. The Development Committee may desire for the participants to complete a college level course on the employee’s own time. This is where the support of supervisors will be needed to allow the employees to attend the classes during work hours as well as provide support, reinforcement and encouragement to the employees as they learn their new skill set. Interview Panels: Interview panels are to be diverse however this simple statement is not that easy to implement. Training is necessary for the layperson to understand the dynamics of interviewing as well as controlling his or her unconscious bias tendencies. A method must be established to develop a list of diverse interviewers. Branding: What makes the City of Dover, the City Dover? What are we known for? This needs to be defined. Culture: Our culture needs to be defined. Once defined, our actions must support the culture. Mentorship: A mentorship program can be developed from within the ranks of our managers and leaders. Mentors are an excellent way to build confidence, skills and engagement. Job shadowing: If an employee is interested in learning about another position, develop opportunities for job shadowing. This will not only assist the employee in deciding if this is a career path they would like to explore, it will also provide the employee an opportunity to learn more about the inter-workings of other departments. This too can assist with succession planning. It can also assist during staff vacancies. High School Student Tours and Internships: Many conversions how occurred with local high schools, vocational institutions and colleges. This opportunity must become a reality. Let’s form a Committee and make it happen. This is the new wave of recruitment. We could explore such programs as Work Based Learning with Del Tech. 2 • 81

Exhibit C D Item 10. Mentorship, Job Shadowing, Tours and Internship programs will provide leadership skills to our current employees as well and promote inclusion. For example, a 45-year-old will need to learn the characteristics of the younger generation as they are the future workforce. Communication: This must be improved by all levels without our organization. Employees are always wanting to know why something is being done. This is a part of inclusion. Employees want their thoughts and ideas heard. This is entirely different than merely expressing their displeasure with a decision. Employees must be taught the difference and how-to professionally express their opinions. Managers are often relied upon to communicate to the “employees in the office/field.” Efforts must be made to ensure they are good at communicating the message. Actions by Human Resources: Employee Survey The questions will center around benefits, relationship with his or her supervisor, citywide morale and inclusion. The employee survey will be used to benchmark our beginning point. Each year the survey can be conducted to learn of our successes and where we need to continue to develop. Pre-Boarding Even before we get to On-Boarding, HR is beginning to review the pre-boarding process. A welcome pack containing City of Dover items is under consideration. Teaching hiring managers how to communicate with new employee before their first day is being addressed. Employees are already nervous regarding their first day. By developing a relationship before the first day, the employee may feel more at easy. Invite them to the work environment to give them a tour and introduce them to their co-workers. This could create a sense of family. On-boarding An HR staff member is re-energizing our on-boarding presentation. This was attempted several years ago however several departments failed to assist in the development. Again, this goes to where all departments must assist with D & I. On-boarding could be expanded to include a mentorship program. Details would need to be determined. For example, how would mentors be selected and matched with mentees. Analytics Related to Human Capital New Castle County has a very comprehensive Diversity Report. Dover is currently in the process of developing our own similar report that will be completed on a yearly basis. Analytics will include such things are diversity within each department and the retention/turnover rate. This report will provide an understanding of the departments improving their diversity as well as details on turnover. HR currently maintains (manually) a detailed report capturing employment demographics. The data will begin being analyzed on a micro level verses a macro level. For example, what age group are we seeing the largest turnover. Tenure, gender and race will be reviewed as well. 3 • 82

Exhibit C D Item 10. Employee Recognition HR will be working on improving the DOVER award to better align with each of the letters in the Award. Additional recognition opportunities should be explored. Department Heads needs to be encouraged to recognize individual performance. In the Supervisory Training that was conducted at Del Tech last fall, at the last training session, a blank note card was provided to each participant. We were to write a thank you card to someone. Recognition doesn’t need to be costly or grand, it just needs to be meaningful and timely. Stay Interviews: Let’s find out why current employees stay. This too was taught during the supervisory training at Del Tech. Accountability: Each Department Head must be held accountable for the diversity and inclusion within their entire department. One way they can be held responsible is to develop relationships within the local community, their professional field and within the organization. Professional Development: On the current performance evaluations there is a section for Professional Development. This section should no longer be blank for any professional level position, manager or Department Head. Professional development can be recommended to address D & I, communications, employee relations, and employee appreciation/motivation action. Performance Evaluations: As we begin to develop our Pay for Performance evaluation form, I have stressed to Segal, the consultant, that diversity and inclusion must be an evaluated category. Leaders and Managers must be held accountable for their support of D& I efforts. In addition, D&I may be incorporated in their goals. Inclusion: We must begin conducting/holding more employee events, this would include pop up events. The events must allow the employees to come together thus learning of differences and accepting of them. This is a part of developing inclusion. Currently each department has developed into silos. In a recent exit interview, the employee indicated that while there are a few employee events, since she knows no one outside of her department, when attending the events, she sits with her current co-workers. Financial support and time away from the work environment must be provided. Remember, a happy workforce is a productive workforce. The funds expanded should be reaped in efficiencies. Strategic Plan: D & I must be a part of the City’s strategic plan. It would be my recommendation that the incoming City Manager incorporate this into Dover’s strategic plan. Community Day: For our community to learn who the City of Dover really is, I am suggesting a Community Day. After all, we want to recruit members of our own community. Interactive stations can be staged throughout the City of Dover. These stations will engage the community. For example, in the City Hall parking lot, members of the Water/Wastewater division can have a station so citizens can see in a manhole, see and touch the Jet truck and observe the camera truck in action. Member of City Council can be in the Council Chambers. Members of the community can visit the Chambers to meet their Councilman and see where official business is conducted. At Schutte Park, the Electric Department can create an environment in which citizens can observe the crews climbing poles, citizens can step inside the bucket on a bucket truck and put on the climbing gear. Members of the Grounds division could provide trees to plant in the citizen’s yard, advertise the mulch give away, have the chipper truck and chipper on 4 • 83

Exhibit C D Item 10. site. Have the citizens put on PPE needed to safely operate the chipper. This is just a sampling of possible activities. With each Community Day, the departments on display can vary thus keeping the event new and exciting. Marketing: This is critical to our success. We must have a unified and professional marketing campaign. What is our unified message and look? This can be as simply has having one design for our letter head. Currently, several departments have developed an individual format. Again, this is creating silos. Any print media must include our dedication to D&I. Job and Career Fairs: HR will begin attending job and career fairs. We will be purchasing items for our display as well as “give aways.” Funding is currently available in our FY20 budget however the funding will need to continue. All Departments must be actively engaged in career fairs. This is not strictly an HR function. Who better to promote a career field then those in the career field. We must be creative in our marketing to attrack young, shy individuals to our booth. This can also overreach to high school tours and guest speaking opportunities. Community Relationships: This responsibility falls to all Department Heads. All must be actively engaged in community activity. This can range from a professional association such as the Society for Human Resources Management, the City Manager’s Association, Local League of Government, Central Delaware Chamber of Commerce or a non-profit. We must begin making a better effort to get our name out into the community. Website: As we begin our search for a City Manager, any interested applicant is going to review our website. Does it reflect a diverse entity? Ivy specifically indicated pictures of a diverse workforce must be portrayed on our webpage. Does the website reflect an organization that would attrack the best candidate? Websites are the first place most applicants go when deciding if this is a place they want to work. My suggestion is that the IT Director develop a path forward to ensure our website remains fresh and attractive. This will be achieved by seeking the input from Department Heads, Managers and recently hired individuals. Social Media: The message needs to come from one source. Again, Dover is silo’d as individual departments are posting to Facebook. The messages must be uniformed in appearance and style. As Dave Hugg has said, “We need to tell our story before others tell it for us.” A dedicated staff member would assist in achieving this goal. Social Media is free, timely and interactive. Let’s embrace it and use it to our advantage. Leadership Yearly Retreat: I would strongly encourage a yearly Leadership Retreat (off site) for all Department Heads and possibly Managers. They must be provided direction as to where the City is going and how they will assist in achieving. In addition, this will encourage staff to work together. Professional training would be incorporated into the retreat. While the Retreat would be led by the City Manager, the Chief of Police and City Appointees must attend. The direction of the City is not limited to City Manager direct reports, but to all Department Heads. This Retreat can assist in communicating the message/direction of the City to all employees. 5 • 84

Exhibit C D Item 10. Vision and Mission: The City of Dover is a place where people want to live! Through the team efforts of its elected officials, employees, and citizens, Dover is a clean and safe community with a future of balanced growth and opportunity where all citizens are heard, enjoy a high quality of life, and diversity is valued. Does this vision statement remain accurate? It must remain at the forefront of all of our actions. It must be communicated so that every employee can recite since decisions are based on it. Recruitment: Munis/Tyler is currently being implemented for recruitment and human resources related matters. This will assist in achieving Ivy’s recommendation for a HRIS system. The entire HR Staff is very appreciative of the forthcoming implementation. HR and Department Heads must do a better job at seeking out minority recruitment resources. This would be expanded beyond our extensive local minority outreach. This recommendation is suggested in response to Goal 3, Strategy 1.4 of Ivy's recommended Strategic Plan. I have not addressed actionable items regarding recruitment of police officers as this process in outside of my scope of work and would be better addressed by the Chief of Police. When we start "telling our story" it will spread through the area. Our outreach and involvement in the community and with vocational and educational organization as well as non-profit organizations will reinforce our story. Our internal advancements for our current workforce as it relates to appreciation, training and inclusion will assist in creating that diverse and inclusive workforce that will catapult our organization. I hope you will see that I have a spent a great deal of time thinking about Ivy’s recommendations. You will see that my recommendations are not novel but actionable. I look forward to developing a strategic plan that allows these recommendations to come to life. Please let me know if you have any follow up questions. 6 • 85

Item 10. Fusion Alliance ACCELERATING BUSINESS GROW TH THROUGH DIVERSIT Y, EQUIT Y & INCLUSION IN KENT COUNT Y 86 City of Dover | September 14, 2021

D Item 10. The Problem The workforce (C-Suite & Senior Leadership) does not represent the demographics of Delaware. We want to eradicate inequities that exist within workplaces. ~ f-,44 -1§-i, UJ ., 87

D Item 10. The Fusion Alliance: VISION Advancing Delaware will be recognized regionally DE&I with and nationally as a leader in the City of promoting diversity, equity and inclusion (DE&I) within the Dover workplace. Castle County NeHAMBER Cof Commerce k'"'-IOt"t1tor,g 8U$lnou G,owtt\ • 88

D Item 10. ▪ DE&I leads to greater team collaboration & creativity The ▪ Responsiveness to customer needs Research ▪ 2xs more likely to meet/exceed financial $ targets Supports the ▪ 3xs more likely to be high performing ▪ 6xs more likely to be innovative Business ▪ 6xs more likely to be agile Case ▪ 8xs more likely to have overall better business outcomes ~ Central .r::>elavvare Ch•-ll>•r • • C • - - • r c e t ·!'.3'.-3 ;J 3 ., • i =I •l A, calo at,ng Basin u Growth United Way of Delaware Reference: Deloitte Review Issue 22 • 89

DItem 10. ▪ Easy, accessible way to incorporate DE&I within the Why the City of Dover ▪ Fusion ▪ Provide infrastructure, support and resources Low-cost strategy Alliance? ▪ Community of Practice model ▪ Transforms the City of Dover business culture and landscape ~~ ~!1tral ,,-....c .r::>ela ~ - a.•r •• C•- REDITED • 90

D Item 10. Core Focus Areas Roprosentatf on Effort to create Fair and equitable of various environments to treatment, access, identities ,and respect and value and opportunity differences · all people ~~ Ch•- R E DrrED Castle County CNeHAMBER C mmerce United Way . of ,t,ng .Acc..•6f O Busl!, "Growth • . • • • I. • 91

D Item 10. How it Works Build a cohort of C-Suite The Fusion Foster awareness among Executives who lean into legislators, senior leaders DE&I, set the tone and Alliance: and staff. pace for other small & Advancing mid-size businesses. DE&I in Convert awareness to City of Dover Identify and address policies and practices action. Provide the resources, infrastructure, that promote DE&I. and expertise to guide action. ~ • New Castle County Central I:)elavvare Ch--a.•r •• C • - - • r c e CHAMBER 92 i -1'.3'.-3 ;J 3 •l Ii =i •J of Commerce A .c.elttf t,ng BwSI "Growth United Way of Delaware

I Fusion Alliance Offers Cohort Members ' D Item 10. Organizational Assessment DE&I Statement ' DE&I Strategic Plan Self-Paced Professional Development Modules Live Engagement with Consultants Resources Online DE&I Resource Library Available Benchmarks & Metrics Data Collection for Self Reflection Evaluation Tools Progress Reports ' Marketing Tools Access to a Consultant to Guide Your Journey I • 93

D Item 10. ▪ A part of the first Fusion Alliance Cohort ▪ City of Dover ▪ Contribute to building scalable prototype Engage leadership, elected officials & employees Leads the Way ▪ Appoint an Advisory Committee liaison ▪ Sign a Cohort Partner Agreement ▪ Minimum two-years commitment [09/2021 thru 06/2023] • 94

Item 10. & ~ Central ~lavvare New Castle County Ch•-a.•r •• C•--•rce CHAMBER 95 of Commerce Ac:.c.alo t,l"lg 81. SIii b G,owtl-i

Jamee E. Boone, BS, MS D Item 10. For More Michelle Taylor Information President and Chief Executive Officer United Way of Delaware Delaware Racial Justice Collaborative mtaylor@uwde.org | (302) 983-1643 • 96

ACTION FORM D Item 11. PROCEEDING: City Council Approval DEPARTMENT OF ORIGIN: Planning & Inspection DATE SUBMITTED: 8/24/2021 PREPARED BY: David Hugg SUBJECT: Text Amendment Zoning Ordinance REFERENCE: City Code, Appendix B, Article 3, Section 19 Manufacturing Zone RELATED PROJECT: REVIEWED BY: EXHIBITS: Draft Ordinance EXPENDITURE REQUIRED: None AMOUNT BUDGETED: N/A FUNDING SOURCE (Dept./Page in CIP & Budget): TIMETABLE: CCOW, 9/14; 1st Reading 9/27; PC 10/18; Final Reading 11/8 STAFF RECOMMENDATION: Adoption of Ordinance #2021-19 BACKGROUND AND ANALYSIS The City Zoning Ordinance as it relates to the Manufacturing “M” Zone sets a maximum building height as measured to the top of the roof at 35’ which results in a limitation on the clear height of the interior space below the lowest point of any ceiling member, beam, joist, truss or other structural components. Modern warehouse, flex spaces and manufacturing facilities increasingly need clear heights of 32’ to 36’ with a preference for greater clearances if possible. The current restriction significantly limits Dover’s competitive potential. The department has a large warehouse/flex manufacturing facility proposal pending that would benefit from this change. Staff has reviewed ordinances in other jurisdictions and determined that heights in the 45-70 foot range are provided. In Dover, the maximum height for much of the City’s manufacturing area is dictated by the Airport Environs Overlay Zone provisions determined by the Air Force. Where applicable, the AEOZ zone sets a maximum height of 60”, hence the recommended text change is consistent. Additionally, the ordinance (parts of which date from 1993) makes all potential uses in the “M” zone subject to a conditional use approval by the Planning Commission, adding expense, uncertainty and delay to the City’s approval processes, potentially discouraging applicants from seeking a Dover location. Staff has also reviewed other ordinances relative to the determination of permitted, conditional use and prohibited uses in comparable zones. Accordingly, the text amendment recommends striking the universal conditional use requirement but adding specific site development plan approval requirements set forth in the Zoning Ordinance. Finally, the text amendment clarifies provisions for warehousing, distribution, and logistics, makes this zone consistent with recent changes in the IPM zones, and recognizes various accessory and incidental uses now common in the industrial marketplace. • 97

DItem 11. CITY OF DOVER ORDINANCE #2021-19 1 BE IT ORDAINED BY THE MAYOR AND COUNCIL OF THE CITY OF DOVER, IN 2 COUNCIL MET: 3 4 That Appendix B – Zoning, Article 3 - District Regulations be amended by inserting the text indicated in 5 bold, blue font and deleting the text indicated in red strikeout as follows: 6 7 Section 19 – Manufacturing zone (M). 8 9 19.1 Uses permitted. No building or premises shall be used, and no building or part of a building 10 shall be erected, which is arranged, intended or designed to be used, in whole or in part, for 11 any purpose, except the following, and conditional upon approval as to use by the planning 12 commission in accordance with the provisions of article 10, section 1 and in accordance with 13 performance standards procedure as set forth in article 5, section 8 and subject to the site 14 development plan approval as set forth in article 10, section 2: 15 19.11 Manufacturing, assembling, converting, altering, finishing, cleaning, or any other 16 processing, handling, or storage of products or materials involving the use of only oil, gas 17 or electricity for fuel. cooking, baking or any other type of manufacturing or 18 industrial processing of any goods, materials, products, instruments, appliances and 19 devices, provided that the fuel used shall be oil, gas or electricity; together with 20 accessory uses incidental to the use. 21 19.12 Research, design and development laboratories. 22 19.13 Wholesale storage and warehousing, transshipment and distribution, logistics 23 support. 24 19.14 Building contractors' yards. 25 19.15 Public utilities uses. 26 19.16 Ministorage facilities, subject to the following regulations: 27 (a) No unit shall be placed within 30 feet of any other structure on the lot or a 28 residential property line. 29 (b) No outside storage, except for recreational vehicles, boats or personal automobiles 30 when completely screened from view and parked in specifically approved locations. 31 Parking for these vehicles shall not count toward the required parking set forth in 32 subsection (e) below. 33 (c) No individual unit may be used for retail, garage sale or any other commercial 34 activities. 35 (d) No storage of flammable, explosive, corrosive or other hazardous products may 36 occur in the individual unit. 37 (e) Parking must be provided at a ratio of one space for each 25 rental units, plus a 38 minimum of three spaces for an office outside of the enclosure. One row of parallel 39 parking is permitted between buildings at a ratio of one space per 25 feet. 40 (f) All other bulk requirements of this ordinance are met. • 98

Proposed Ordinance #2021-19 - Appendix B - Zoning Page 2 Item 11. 41 19.17 Railroad yards, sidings, and storage facilities. 42 19.18 Accessory uses: 43 (a) On-site offices, clinics, food service facilities, recreation facilities and child day 44 care services collocated within the permitted use and limited to exclusive use by 45 employees, and such other accessory uses and structures clearly incidental to, 46 and customary to and associated with the permitted use 47 (b) The following uses may be permitted as conditional uses if approved by the 48 Planning Commission in accordance with the provisions and procedures set 49 forth in Article 10, Section 1 and any specified requirements set forth below: 50 (1) Associated retail uses in conjunction with and accessory to a permitted use, 51 provided that the associated retail uses do not occupy more than 30 percent 52 of the gross floor area of the building or group of buildings on a lot. Parking 53 shall be provided at a rate of one parking space per 300 square feet of retail 54 space for the exclusive use of retail customers in addition to the bulk parking 55 requirements of this zoning district for a particular use. 56 (2) Outside storage which is incidental to the primary uses on the lot, within a 57 completely enclosed and secure area appropriately screened from public 58 view and not in any required setback from property lines. 59 19.2 Uses prohibited. The following uses are specifically prohibited: 60 19.21 Residences. 61 19.22 Manufacturing uses involving primary production of the following products from raw 62 materials: asphalt, cement, charcoal, and fuel briquettes; chemicals: aniline dyes, 63 ammonia, carbide, caustic soda, cellulose, chlorine, carbon black and bone black, 64 creosote, hydrogen and oxygen, industrial alcohol, nitrates (manufactured and natural) of 65 an explosive nature, potash, plastic materials and synthetic resins, pyroxylin, rayon yarn, 66 and hydrochloric, nitric, phosphoric, picric, and sulphuric acids; coal, coke and tar 67 products, including gas manufacturing; explosives; fertilizers; gelatin, glue and size 68 (animal); linoleum and oil cloth; matches; paint, varnishes and turpentine; rubber (natural 69 and synthetic); soaps, including fat rendering; [and] starch. 70 19.23 The following processes: nitrating of cotton or other materials; milling or processing of 71 flour, food, or grain; magnesium foundry; reduction, refining, smelting, and alloying of 72 metal or metal ores; refining secondary aluminum; refining petroleum products, such as 73 gasoline, kerosene, naphtha, [and] lubricating oil; distillation of wood or bones; [and] 74 reduction and processing of wood pulp and fiber, including papermill operations. 75 19.24 Operations involving stock yards and slaughter houses, grain elevators, and slag piles. 76 19.25 Storage of explosives., and Bbulk or wholesale storage of gasoline above [the]the 77 ground. 78 19.26 Dumps, except those owned and operated by the city. 79 19.27 Quarries, stone crushers, screening plants, and storage of quarry screenings, accessory 80 to such uses. • 99

Proposed Ordinance #2021-19 - Appendix B - Zoning Page 3 Item 11. 81 19.28 Junkyards, automobile dismantling plants or storage of used parts of automobiles or 82 other machines or vehicles or of dismantled or junked automobiles. 83 19.3 Site development plan approval. Site development plan approval in accordance with article 84 10, section 2 hereof shall be required prior to the issuance of building permits for the erection 85 or enlargement of all structures and prior to the issuance of certificates of occupancy for any 86 change of use. 87 19.4 Performance standards. All uses are subject to performance standards as set forth in article 5, 88 section 8.1. 89 (Ord. of 7-12-1993, § 8; Ord. of 7-10-2000; Ord. of 2-12-2001; Ord. of 7-23-2001) 90 BE IT FURTHER ORDAINED: 91 92 That Appendix B - Zoning, Article 4 – Zoning Bulk and Parking Regulations, be amended by inserting 93 the text indicated in bold, blue font and deleting the text indicated in red strikeout as follows: 94 95 Section 4.16 -M, IPM zones. 96 97 Bulk and parking regulations for industrial zones in M and IPM zones are as follows: For All Permitted Uses M IPM IPM (Planned IPM2 IPM3 (Conventional Industrial (Business and (Aviation and Planned) Park) Technology Aeronautics Center) Center) Lot area ½ acre 2½ acres 2½ acres 10 acres 1 acre average; 60,000 sq. ft. minimum Lot width (ft.) 100 200 ~ 150 100 100 Lot depth (ft.) 150 ·- 300 250 100 100 Front yard (ft.) 40 60 60 60 40 - Side yard (ft.) 20 40 40 40 20 Rear yard (ft.) - 20 40 40 40 20 Side or rear yard 50 100 100 100 50 which adjoins a residential zone (ft.) Off-street parking space: Per 800 sq. ft. 1 1 1 1 1 of floor area Per employee, 1 1 1½ 1 1 per largest working shift (if greater than the requirement under the floor area calculation) Maximum permitted: • 100

Proposed Ordinance #2021-19 - Appendix B - Zoning Page 4 Item 11. Building height Stories 2 Not Limit Not limit 2 Not Limit Not limit Not limit Feet 35 60 Equal to 35 60 Equal to 75* distance to distance to nearest lot line nearest lot line Floor area ratio 0.5 0.5 0.5 0.5 0.5 Lot coverage 85% 75% 65% 65% 85% 98 99 * Building height shall comply with all applicable Federal Aviation Administration, Department of Defense, and Unified Facilities Criteria height restrictions and obstruction 100 marking and lighting standards. 101 (Ord. of 3-24-1986; Ord. of 7-12-1993, § 1; Ord. of 8-23-1999; Ord. No. 2009-18, 10-12-2009; Ord. No. 2018-06 , 8-27-2018; Ord. No. 2019-15 , 9-9-2019) 102 103 BE IT FURTHER ORDAINED: 104 105 That Appendix B - Zoning, Article 5 – Supplementary Regulations, be amended by inserting the text 106 indicated in bold, blue font and deleting the text indicated in red strikeout as follows: 107 108 Section 3 - Supplementary regulations applying to nonresidential buildings, except in IPM zone. 109 110 3.1 Supplementary height regulations in nonresidential zones. 111 3.11 In nonresidential zones, Eexcept for one- or two-family dwellings, where a lot has frontage 112 on two or more streets or other public ways, the height limitation shall apply only as 113 measured from the curb level along the street or way with a higher elevation above sea level. 114 3.12 When penthouses, bulkheads, roof structures housing stairways, elevators, skylights, 115 cooling towers, air-conditioning units, or other equipment, etc., are over 12 feet high and 116 cover more than 20 percent of the roof area, measurements must be taken to the top of such 117 penthouses or bulkheads; elements provided, however, that no 118 3.13 An ornamental or decorative part of a building which is not used as a living or storage area, 119 such as steeples, spires and the like may not be greater in height than the maximum height of 120 the building to which the same is attached. 121 3.14 All penthouses, bulkheads, roof structures housing stairways, elevators, skylights, 122 cooling towers, air-conditioning units, or other equipment, etc., must be ten feet back of 123 the sidewalls, except that walls of elevators and stair enclosures may be built on the sidewall 124 when required by the plan of the building. 125 3.2 Courts for nonresidential buildings. 126 3.21 Inner courts. No inner court shall have a minimum dimension less than one-half of the 127 average height of all surrounding walls. 128 3.22 Outer courts. The minimum width of an outer court shall be 20 feet and the depth thereof 129 shall not exceed its width. 130 131 ADOPTED: * 132 S:\ORDINANCES\2021\DRAFT\ORDINANCE #2021-19 - APPX B, ART III, SEC 19 - MANUFACTURING ZONE\PROPOSED ORDINANCE 2021-19.DOCX 133 • 101

Proposed Ordinance #2021-19 - Appendix B - Zoning Page 5 Item 11. 134 SYNOPSIS 135 This ordinance is a text amendment to the Zoning Ordinance provisions related to the “M” Manufacturing 136 Zone. It increases the maximum allowable building height, removes the requirement that all 137 manufacturing uses are subject to a Conditional Use approval, revises the description of allowable 138 accessory uses, and makes technical changes to ensure consistency with other provisions. All these 139 intended to improve Dover’s competitiveness. 140 (SPONSORS: ANDERSON AND NEIL) 141 142 143 Actions History: 144 09/14/2021 - Introduced at Council Committee of the Whole/Legislative Finance, and 145 Administration Committee • 102