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2021-03-08 Town of Wappinger 20 Middlebush Road Wappingers Falls, NY 12590 Regular Meeting townofwappinger.us ~ Minutes ~ Joseph Paoloni (845)297-5771 Monday, March 8, 2021 7:00 PM Town Hall I. Call to Order Attendee Name Organization Title Status Arrived Richard Thurston Town of Wappinger Supervisor Remote 7:00 PM William H. Beale Town of Wappinger Councilman Remote 7:00 PM Angela Bettina Town of Wappinger Councilwoman Remote 7:00 PM Christopher Phillips Town of Wappinger Councilman Remote 7:00 PM Al Casella Town of Wappinger Councilman Remote 7:00 PM Joseph P. Paoloni Town of Wappinger Town Clerk Remote 7:00 PM II. Salute to the Flag III. Agenda,Minutes, Comments 1. Motion To: Adopt Agenda RESULT: ADOPTED \[UNANIMOUS\] MOVER: William H. Beale, Councilman SECONDER: Al Casella, Councilman AYES: Thurston, Beale, Bettina, Phillips, Casella 2. Motion To: Acknowledge Minutes of February 22, 2021 RESULT: ADOPTED \[UNANIMOUS\] MOVER: Angela Bettina, Councilwoman SECONDER: Christopher Phillips, Councilman AYES: Thurston, Beale, Bettina, Phillips, Casella 3. Supervisor's Comments Supervisor Thurston gave a Town summary which included a COVID update. Further information regarding vaccines is on the Town and County websites. Town Hall is scheduled to open on April 15th where appointments will NOT be required. 4. Financial Update Comptroller Awino gave a financial update. Town of Wappinger Page 1 Printed 3/18/2021 Regular Meeting Minutes March 8, 2021 Town of Wappinger Page 2 Printed 3/18/2021 Regular Meeting Minutes March 8, 2021 IV. Public Hearings Resolution Introducing Proposed Local Law 1 Entitle The Public Hearing was opened by Councilman Casella and Seconded by Councilwoman Bettina. There were no public comments. RESULT: CLOSED \[UNANIMOUS\] MOVER: Christopher Phillips, Councilman SECONDER: Angela Bettina, Councilwoman AYES: Thurston, Beale, Bettina, Phillips, Casella V.Public Portion 1. Motion To: Open Public Portion There were no public comments. RESULT: ADOPTED \[UNANIMOUS\] MOVER: Christopher Phillips, Councilman SECONDER: Al Casella, Councilman AYES: Thurston, Beale, Bettina, Phillips, Casella 2. Motion To: Close Public Portion Town of Wappinger Page 3 Printed 3/18/2021 Regular Meeting Minutes March 8, 2021 RESULT:ADOPTED \[UNANIMOUS\] MOVER: William H. Beale, Councilman SECONDER: Christopher Phillips, Councilman AYES: Thurston, Beale, Bettina, Phillips, Casella VI. Discussions 1. Year-end Report of Emstar Emergency Services to TOW - Stuck Mr. Stuck reviewed the annual data for EMSTAR. He pointed out that most services were provided at home rather than going to a hospital. Average time was 7 minutes and 53 second. There were 1,438 transports. He summarized slides that were provided to the town board but not the Town Clerk. 2. Update on Veterans Matters - Hathorn Kevin Hathorn updated recreation matters regarding Veteran's matters including the 5K run. He pointed out that information will be on the Town's website. He mentioned a Veteran's cemetery that is in progress. Councilwoman Bettina asked if material can be issued before the Town Board meeting. 3. Update on Woodhill Green - Moot Engineer Moot summarized the Woodhill Green and the fundings which could trickle into the July time frame. He presented slides on the board room monitors. 4. Robinson Lane ADA Improvements/Low Bidder - Moot The bid was completed for Robinson Lane ADA improvement. The estimate was for $250,000, yet the low bid came in at $338,000 for the base work. The total bid was $361,100 with the alternate. $90,000 is estimated to come from a block grant. The remainder to come from bonding. 5. Senior/Recreation Report - Director Fulton Director Fulton summarized senior and recreation activities. 6. Wappinger Chief Daniel Ninham Statute Commisioning - Thurston Supervisor Thurston explained the need for a large statue recognizing Chief Daniel Ninham, one of the original habitants of Wappinger. He proposed the purchase of a Bronze statue with estimated cost of $60,000 plus the need for a base. 7. New Hamlet/Neighboorhood Signs - Cavaccini Joe Cavaccini explained the next set of neighborhood signs. 8. Discussion on Possible Candidate for Board of Asessment Review - Harkins There are 2 openings for the Board of Assesment, Bruce Flowers and Lisa Molitors. The deadline is May 7th for training. Attorney Horan will work with Assessor Harkins to prepare legal ad. Town of Wappinger Page 4 Printed 3/18/2021 Regular Meeting Minutes March 8, 2021 9. Re-Introduction of the Community Affairs Committee - Thurston Supervisor Thurston re-introduced the Community Affairs committee with a draft for the board to review for a the next meeting. VII. Resolutions RESOLUTION: 2021-49 eating Chapter 47 Of The WHEREAS, a Resolution was duly adopted by the Town Board of the Town of Wappinger introducing a proposed Creating consideration of adoption by the Town Board; and WHEREAS, a Public Hearing was duly advertised in the Southern Dutchess News and the Poughkeepsie Journal as required by law; and WHEREAS, a Public Hearing was held on March 8, 2021 and all parties in attendance were permitted an opportunity to speak on behalf of or in opposition to said proposed Local Law or any part thereof; and WHEREAS, the Town Board determined that the proposed Local Law is a Type II action pursuant to 6 NYCRR § 617.5(c)(20) and is otherwise exempt from environmental review; and WHEREAS, the Town Board of the Town of Wappinger after due deliberation, finds that it is in the best interest of the Town to adopt said Local Law; and WHEREAS, said Local Law has been on the desks of the members of the Town Board of the Town of Wappinger for at least seven (7) days exclusive of Sunday prior to the adoption of this Resolution. NOW, THEREFORE, BE IT RESOLVED, that the Town Board of the Town of Wappinger hereby adopts the Local Law entitled, a copy of which is attached hereto and made a part of this Resolution; and BE IT FURTHER RESOLVED, that the Town Clerk is directed to enter said Local Law in the minutes of this meeting into the Local Law book for the Town of Wappinger and shall file the Local Law with the Secretary of State of New York as provided by law; and BE IT FURTHER RESOLVED, that this Local Law shall become effective immediately upon filing with the Secretary of State as provided by law. The foregoing was put to a vote which resulted as follows: Vote Record - Resolution RES-2021-49 Yes/Aye No/Nay Abstain Absent Adopted Richard Thurston Voter Adopted as Amended William H. Beale Seconder Defeated Angela Bettina Voter Tabled Christopher Phillips Voter Withdrawn Al Casella Mover Dated: Wappingers Falls, New York March 08, 2021 Town of Wappinger Page 5 Printed 3/18/2021 Regular Meeting Minutes March 8, 2021 The Resolution is hereby duly declaredAdopted. RESOLUTION: 2021-46 Resolution Authorizing Purchase Of Lift For Buildings & Grounds WHEREAS, the Supervisor of Buildings & Grounds advises that an articulating man lift would be very useful for maintaining the buildings and grounds of the Town as well as trimming trees on town property and along the right of way of town highways; and WHEREAS, the Town no longer owns a boom truck used to trim trees and access high areas; and WHEREAS, the Supervisor of Buildings & Grounds has obtained various quotes from sellers of surplus equipment for a JLG Model 600AJ articulating lift which has low usage hours and meets his specifications; and WHEREAS, the purchase of surplus government equipment is authorized by General Municipal Law §103(6); NOW, THEREFORE, BE IT RESOLVED that: 1. The Supervisor of Buildings & Grounds is hereby authorized to purchase a JLG Model 600AJ articulating lift as government surplus at a price not to exceed $______________. 2. The following budget transfer is hereby authorized to pay for the costs associated with the purchase of the truck: Amount From Line To Line $ ____________ A0915 Unallocated Fund A1620.200 Building & Grounds, Equipment Balance $ ____________ DB 0915 Unallocated Fund DB5130.200 Machinery, Equip & Cap Outlay Balance 3. The Supervisor of Buildings & Grounds is directed to submit purchase orders for the purchase of the aforementioned equipment and payment for the equipment will be made upon receipt of the equipment and approval of a voucher as required by Town Law. The foregoing was put to a vote which resulted as follows: Vote Record - Resolution RES-2021-46 Yes/Aye No/Nay Abstain Absent Adopted Adopted as Amended Richard Thurston Voter Defeated William H. Beale Seconder Tabled Angela Bettina Voter Withdrawn Christopher Phillips Voter Next: 3/22/21 7:00 PM Al Casella Mover Dated: Wappingers Falls, New York March 08, 2021 Town of Wappinger Page 6 Printed 3/18/2021 Regular Meeting Minutes March 8, 2021 The Resolution is hereby duly declared Tabled. RESOLUTION: 2021-50 Resolution Authorizing The Settlement Of Tax Certiorari Proceedings Regarding JP Morgan Chase Bank #150111 WHEREAS, there is now pending in the Dutchess County Supreme Court tax certiorari proceedings commenced in 2018, 2019 and 2020 by JP Morgan Chase Bank #150111/Unterreiner Properties, LLC, regarding two parcels of real property located at 1460 Route 9 and Route 9 in the Town of Wappinger, Tax Grid # 6157-02-650897 and 6157-02- 641877, seeking a reduction in the 2018, 2019 and 2020 tax assessment for those respective tax rolls; and WHEREAS, the Town Assessor and Special Counsel have recommended a settlement of these tax review proceedings; and WHEREAS, the petitioner has agreed to waive any and all refund of Town taxes for the aforementioned years as part of a negotiated settlement; now, therefore be it RESOLVED, that the Town Board of the Town of Wappinger hereby approves a settlement on behalf of the Town of Wappinger of the tax review proceedings for the years 2018, 2019 and 2020, as it pertains to: 1460 Route 9, Tax Grid # 6157-02-650897 ASSESSMENT ORIGINAL REDUCED ASSESSMENT AMOUNT OF ROLL ASSESSMENT REDUCTION 2018 $2,080,000 $2,080,000 $0 2019 $2,080,000 $1,809,900 $270,100 2020 $2,080,000 $1,809,900 $270,100 Route 9, Tax Grid # 6157-02-641877 ASSESSMENT ORIGINAL REDUCED AMOUNT OF ROLL ASSESSMENT ASSESSMENT REDUCTION 2018 $40,100 $40,100 $0 2019 $40,100 $40,100 $0 2020 $40,100 $40,100 $0 ; and be it further RESOLVED, that the assessment on the property designated as Tax Grid # 6157-02- 650897 on the tax map and assessment roll of the Town of Wappinger for the assessment year 2021 shall be listed and finally assessed at $1,809,900; and, be it further RESOLVED, that the assessment on the property designated as Tax Grid # 6157-02- 641877 on the tax map and assessment roll of the Town of Wappinger for the assessment year 2021 shall be listed and finally assessed at $40,100; and, be it further RESOLVED, that the Town Supervisor, Town Assessor and Craig M. Wallace, Esq., Special Counsel to the Town of Wappinger, are hereby authorized to take all action necessary and appropriate to effectuate the terms of this Resolution. The foregoing was put to a vote which resulted as follows: Vote Record - Resolution RES-2021-50 Adopted Yes/Aye No/Nay Abstain Absent Adopted as Amended Richard Thurston Voter Defeated William H. Beale Mover Tabled Angela Bettina Voter Withdrawn Town of Wappinger Page 7 Printed 3/18/2021 Regular Meeting Minutes March 8, 2021 Christopher Phillips Seconder Al Casella Voter Dated: Wappingers Falls, New York March 08, 2021 The Resolution is hereby duly declared Adopted. RESOLUTION: 2021-51 Resolution Authorizing The Settlement Of Tax Certiorari Proceedings Regarding United Rentals #6002 WHEREAS, there is now pending in the Dutchess County Supreme Court tax certiorari proceedings commenced in 2019 and 2020 by United Rentals #6002/NES Real Estate Mngmt, Inc., regarding real property located at 20 All Angels Hill Road in the Town of Wappinger, Tax Grid # 6259-04-503105, seeking a reduction in the 2019 and 2020 tax assessment for those respective tax rolls; and WHEREAS, the Town Assessor and Special Counsel have recommended a settlement of these tax review proceedings; and WHEREAS, the petitioner has agreed to waive any refund of Town taxes for the aforementioned years as part of a negotiated settlement; now, therefore be it RESOLVED, that the Town Board of the Town of Wappinger hereby approves a settlement on behalf of the Town of Wappinger of the tax review proceedings for the years 2019 and 2020, as it pertains to: 20 All Angels Hill Road, Tax Grid # 6259-04-503105 ASSESSMENT ASSESSMENT REDUCED ASSESSMENT AMOUNT OF ROLL REDUCTION 2019 $2,210,000 $2,050,000 $160,000 2020 $2,210,000 $2,050,000 $160,000 ; and be it further RESOLVED, that the assessment on the property designated as Tax Grid # 6259-04- 503105 on the tax map and assessment roll of the Town of Wappinger for the assessment year 2021 shall be listed and finally assessed at $2,050,000. RESOLVED, that the Town Supervisor, Town Assessor and Craig M. Wallace, Esq., Special Counsel to the Town of Wappinger, are hereby authorized to take all action necessary and appropriate to effectuate the terms of this Resolution. The foregoing was put to a vote which resulted as follows: Vote Record - Resolution RES-2021-51 Yes/Aye No/Nay Abstain Absent Adopted Richard Thurston Voter Adopted as Amended William H. Beale Voter Defeated Angela Bettina Seconder Tabled Christopher Phillips Voter Withdrawn Al Casella Mover Dated: Wappingers Falls, New York Town of Wappinger Page 8 Printed 3/18/2021 Regular Meeting Minutes March 8, 2021 March 08, 2021 The Resolution is hereby duly declared Adopted. RESOLUTION: 2021-53 Resolution Authorizing The Settlement Of Tax Certiorari Proceedings Regarding Alpine Improvements, LLC And U.S. Bank National Association, As Trustee, Et Al. WHEREAS, there is now pending in the Dutchess County Supreme Court tax certiorari proceedings commenced in 2017 and 2018 by Alpine Improvements, LLC, and a tax certiorari proceeding commenced in 2019 by U.S. Bank National Association, as Trustee, et al., regarding real property located at 1404 Route 9 in the Town of Wappinger, Tax Grid # 6157-02-707773, seeking a reduction in the 2017, 2018 and 2019 tax assessment for those respective tax rolls; and WHEREAS, the petitioner has agreed to discontinue the 2017 proceeding with no refund; and WHEREAS, the Town Assessor and Special Counsel have recommended a settlement of the 2018 and 2019 tax review proceedings; and WHEREAS, the petitioner has agreed to waive any refund of Town and Town Special District taxes for the aforementioned years as part of a negotiated settlement; now, therefore be it RESOLVED, that the Town Board of the Town of Wappinger hereby approves a settlement on behalf of the Town of Wappinger of the tax review proceedings for the years 2018 and 2019, as it pertains to: 1404 Route 9, Tax Grid # 6157-02-707773 ASSESSMENT ASSESSMENT REDUCED ASSESSMENT AMOUNT OF ROLL REDUCTION 2017 $23,500,000 $23,500,000 $0 2018 $23,500,000 $17,000,000 $6,500,000 2019 $23,500,000 $18,000,000 $5,500,000 ; and be it further RESOLVED, that the Town Supervisor, Town Assessor and Craig M. Wallace, Esq., Special Counsel to the Town of Wappinger, are hereby authorized to take all action necessary and appropriate to effectuate the terms of this Resolution. The foregoing was put to a vote which resulted as follows: Vote Record - Resolution RES-2021-53 Yes/Aye No/Nay Abstain Absent Adopted Richard Thurston Voter Adopted as Amended William H. Beale Mover Defeated Angela Bettina Voter Tabled Christopher Phillips Seconder Withdrawn Al Casella Voter Dated: Wappingers Falls, New York March 08, 2021 The Resolution is hereby duly declared Adopted. Town of Wappinger Page 9 Printed 3/18/2021 Regular Meeting Minutes March 8, 2021 RESOLUTION: 2021-52 Resolution Accepting Undertaking Secured By Cash Deposit For Restoration In Connection With Hudson Valley Lighting WHEREAS, -area parcel of real property located at 151 Airport Drive in the Town of Wappinger designated as Tax Parcel 6259-02- the Town of Wappinger Planning Board; and WHEREAS, the Applicant/Owner has made a request to allow for limited tree clearing and grading on the Property, prior to the signing of the Final Site Plan, in order to have the trees cut within the allowable season to avoid impacts to Indiana Bats; and WHEREAS, the Applicant/Owner has agreed to deliver to the Town a Cash Deposit in the form of a Bank Check(s) in the amount of $7,200.00 as security for the restoration of the property in the event that Final Approval is not granted; and WHEREAS, the terms of the Undertaking authorize the Town of Wappinger to draw against the aforementioned Cash Deposit in the event the Applicant/Owner does not receive Final Approval and the project site is not restored in accordance with the terms of the Undertaking. NOW, THEREFORE, BE IT RESOLVED, that the Town Board hereby determines that the Cash Deposit in the form of a Bank Check(s) in the amount of $7,200.00 is acceptable and sufficient as a guarantee to secure the obligation to restore the project site in the event the Applicant/Owner does not fulfill its obligations as provided in the Undertaking; and BE IT FURTHER RESOLVED, that the Town Board hereby accepts the Cash Deposit in the total sum of $7,200.00, as security for the faithful performance for the completion of the obligations set forth in the Undertaking; and BE IT FURTHER RESOLVED, that the Town Supervisor is directed to deposit the aforementioned Cash Deposit in a bank account maintained by the Town, to be held in escrow, pending compliance with the terms of the Undertaking. The foregoing was put to a vote which resulted as follows: Vote Record - Resolution RES-2021-52 Yes/Aye No/Nay Abstain Absent Adopted Richard Thurston Voter Adopted as Amended William H. Beale Voter Defeated Angela Bettina Voter Tabled Christopher Phillips Mover Withdrawn Al Casella Seconder Dated: Wappingers Falls, New York March 08, 2021 The Resolution is hereby duly declared Adopted. RESOLUTION: 2021-54 Resolution Awarding Contract For Removal Of Chimneys On Carnwath Farms Park Manor House WHEREAS, on February 8, 2021 the Town Board authorized Vanguard Organization, Inc. to install a temporary weatherproof covering on the Carnwath Farms Manor House; and Town of Wappinger Page 10 Printed 3/18/2021 Regular Meeting Minutes March 8, 2021 WHEREAS, after inspection of the Carnwath Farms Manor House, it was determined that mortar and bricks on the upper portion of the chimneys were in disrepair and needed removal; and WHEREAS, Vanguard Organization, Inc. provided a proposal dated February 19, 2021 for the removal of the top of the two existing chimneys to just above the roof line; and WHEREAS, it is in the best interest of the Town to award the contract to Vanguard Organization, Inc. in the amount of $5,872.00 for the chimney removal on the Carnwath Farms Manor House in an effort to protect the roof and chimney from further damage and deterioration; WHEREAS, the temporary waterproofing (tarping) of the roofs is a capital project for facilities in a park, and as such Parkland Trust Funds may be expended for such purposes; NOW, THEREFORE BE IT RESOLVED, that the Town Board hereby awards a contract to Vanguard Organization, Inc. in the amount of $5,872.00, in accordance with their proposal dated February 19, 2021; and BE IT FURTHER RESOLVED that funding for this project shall be appropriated from the Parkland Trust Fund. The foregoing was put to a vote which resulted as follows: Vote Record - Resolution RES-2021-54 Yes/Aye No/Nay Abstain Absent Adopted Richard Thurston Voter Adopted as Amended William H. Beale Seconder Defeated Angela Bettina Voter Tabled Christopher Phillips Voter Withdrawn Al Casella Mover Dated: Wappingers Falls, New York March 08, 2021 The Resolution is hereby duly declared Adopted. RESOLUTION: 2021-55 Resolution Awarding Contract For Replacement Of HVAC Condenser Coil At Emergency Services Building WHEREAS, the Condenser Coil on the Emergency Services Building has failed and is leaking refrigerant; and WHEREAS, the warranty period for the Condenser Coil has expired and the Town will have to pay for the installation of replacement condenser coil; and WHEREAS, the Supervisor of Buildings and Grounds solicited quotes for the repair and the lowest responsible bidder is Johnson Controls Inc. and he recommends that it be awarded the contract; and NOW, THEREFORE, BE IT RESOLVED, as follows: 1. The Town Board hereby authorizes the award of a contract to Johnson Controls, Inc. for the City Multi Condenser Coil Replacement at a cost of $17,465.00. 2. Payments under the contract shall be paid on vouchers submitted and reviewed as required by law. 3. The Town Board hereby authorizes the following budget line transfers for the HVAC coil replacement: Amount From Line To Line $ 17,465.00 A0917 Unallocated A Fund Balance A1620.453 HVAC Maintenance Town of Wappinger Page 11 Printed 3/18/2021 Regular Meeting Minutes March 8, 2021 The foregoing was put to a vote which resulted as follows: Vote Record - Resolution RES-2021-55 Yes/Aye No/Nay Abstain Absent Adopted Richard Thurston Voter Adopted as Amended William H. Beale Mover Defeated Angela Bettina Voter Tabled Christopher Phillips Voter Withdrawn Al Casella Seconder Dated: Wappingers Falls, New York March 08, 2021 The Resolution is hereby duly declared Adopted. RESOLUTION: 2021-56 Resolution Authorizing Budget Transfer Of Funds For Website Hosting And Email Delivery WHEREAS, the Town Comptroller has reviewed the 2021 Budget and has determined that a budget transfer is required for website and email services that have been contracted with Dutchess County which were not provided for in the budget; and WHEREAS, the Town Board has agreed that it is in the best interest of the Town to make the transfers requested; NOW, THEREFORE, BE IT RESOLVED, that the Town Board hereby authorizes the following budget line transfer to meet the current budgetary needs: Amount From Line Description To Line Description Unallocated Fund Balance $5,000 A0917 1480.400 -A Public Info and Services The foregoing was put to a vote which resulted as follows: Vote Record - Resolution RES-2021-56 Yes/Aye No/Nay Abstain Absent Adopted Richard Thurston Voter Adopted as Amended William H. Beale Mover Defeated Angela Bettina Seconder Tabled Christopher Phillips Voter Withdrawn Al Casella Voter Dated: Wappingers Falls, New York March 08, 2021 The Resolution is hereby duly declared Adopted. 10. Motion To: Approve Woman's Day Proclamation Nothing was received for publishing in these minutes. Town of Wappinger Page 12 Printed 3/18/2021 Regular Meeting Minutes March 8, 2021 RESULT:ADOPTED \[UNANIMOUS\] MOVER: Angela Bettina, Councilwoman SECONDER: William H. Beale, Councilman AYES: Thurston, Beale, Bettina, Phillips, Casella RESOLUTION: 2021-57 Correspondence Log Resolution Authorizing the Acceptance of the Correspondence Log NOW, THEREFORE, BE IT RESOLVED, that the letters and communications itemized on the attached Correspondence Log are hereby accepted and placed on file in the Office of the Town Clerk. The foregoing was put to a vote which resulted as follows: Vote Record - Resolution RES-2021-57 Yes/Aye No/Nay Abstain Absent Adopted Richard Thurston Seconder Adopted as Amended William H. Beale Voter Defeated Angela Bettina Mover Tabled Christopher Phillips Voter Withdrawn Al Casella Voter Dated: Wappingers Falls, New York March 08, 2021 The Resolution is hereby duly declared Adopted. VIII. Items for Special Consideration/New Business IX. Executive Session 1. Enter Executive Session No Vote was taken. Town of Wappinger Page 13 Printed 3/18/2021 Regular Meeting Minutes March 8, 2021 2. Motion To: Return From Executive Session RESULT: ADOPTED \[UNANIMOUS\] MOVER: Christopher Phillips, Councilman SECONDER: William H. Beale, Councilman AYES: Thurston, Beale, Bettina, Phillips, Casella X.Adjournment Motion To: Wappinger Adjournment & Signature The meeting adjourned at 11:39 PM. ____________________ Joseph P. Paoloni Town Clerk RESULT: ADOPTED \[UNANIMOUS\] MOVER: William H. Beale, Councilman SECONDER: Christopher Phillips, Councilman AYES: Thurston, Beale, Bettina, Phillips, Casella Town of Wappinger Page 14 Printed 3/18/2021 7.1.a LOCAL LAW NO. 1 OF THE YEAR 2021 Authorizing Best Value Procurement BE IT ENACTED by the Town Board of the Town of Wappinger as follows: Section I: Title. This Local Law shall be known and cited as Town of Wappinger Local Law No. 1 of the Authorizing Best Value Procurement for Town of Wappinger. Law No. 1 of the Year 2021 hereby establishes and creates Article II of Chapter 46 of the Code of the Town of Wappinger Section II: Creation of Article II, Chapter 46 Chapter 46 of the Town Code of the Town of Wappinger is hereby amended to add an Article II of said Chapter. Sections §46-1 through §46-20 shall be designated as Article I of Chapter 46 with sections §46-9 through §46-10 being reserved for future use. Article II of Chapter 46 is hereby adopted to read as follows: 46 ARTICLE II BEST VALUE PROCUREMENT § 46-20. Legislative Intent. The intent of this Article is to authorize the Town Board to award certain purchase contracts (including contracts for services) subject to competitive bidding under General Municipal Law § defined in § 163 of New York State Finance Law. § 46-21. Authority. This Article is enacted pursuant to General Municipal Law § 103. § 46-22. Award based on best value. Attachment: Local Law(1),2021 (RES-2021-49 : Adopting Local Law 1, 2021 on Best Value Procurement) The Town Board may award purchase contracts, including contracts for services, on the basis of best value shall require Town Board approval. Packet Pg. 15 7.1.a § 46-23. Best-value procurement. New York General Municipal Law § 103(1) allows the Town to authorize, by local law, the award of certain purchase contracts, including contracts for service work subject to competitive the New York State Finance Law, or any state law superseding or amending said provision. The good or service to other than the lowest responsible bidder or offeror if factors such as lower cost of maintenance, durability, higher quality and longer product life can be determined. § 46-24. Applicability. The provisions of this Chapter apply to Town purchase contracts, including contracts for services involving an expenditure of more than $20,000, but excluding purchase contracts necessary for the completion of a public works contract pursuant to Article 8 of the New York Labor Law and any other contract that may in the future be excluded under state law from the best value option. If the dollar thresholds of New York General Municipal Law § 103 are increased or decreased in the future by the State Legislature, the dollar thresholds set forth herein shall be deemed simultaneously amended to match the new General Municipal Law thresholds. §46-25. Standard for best value. (1) Goods and services procured and awarded on the basis of best value are those that the Town Board determines optimize quality, cost and efficiency, among responsive and responsible bidder or offerors. (2) The determination shall be based on an objective and quantifiable analysis of clearly described and documented criteria as they apply to the rating of bids or offers. (3) The criteria may include, but shall not be limited to, any or all of the following: cost of maintenance; proximity to the contractors; durability; longer product life; product performance criteria; and quality of craftmanship. § 46-26. Basis for determination. Whenever any contract is awarded on the basis of best value instead of lowest responsible bidder, the basis for determining best value shall be thoroughly and accurately documented. § 46-27. Inconsistent provisions. Attachment: Local Law(1),2021 (RES-2021-49 : Adopting Local Law 1, 2021 on Best Value Procurement) date of this Chapter by Resolution of the Town Board shall be deemed superseded by the provisions of this Article Packet Pg. 16 7.1.a Section III. Numbering for Codification. It is the intention of the Town of Wappinger and it is hereby enacted that the provisions of this Local Law shall be included in the Code of the Town of Wappinger; that the sections and sub- sections of this Local Law may be re-numbered or re-lettered by the Codifier to accomplish such intention; that the Codifier shall make no substantive changes to this Local Law; that the word codification; and that any such rearranging of the numbering and editing shall not affect the validity of this Local Law or the provisions of the Code affected thereby. Section IV. Severability. The invalidity of any word, section, clause, paragraph, sentence, part or provision of this Local Law shall not affect the validity of any other part of this Local Law, which can be given effect without such part or parts. Section V. Effective Date. This Local Law shall take effect immediately upon filing in the office of the New York State Secretary of State in accordance with Section 27 of the Municipal Home Rule Law. Attachment: Local Law(1),2021 (RES-2021-49 : Adopting Local Law 1, 2021 on Best Value Procurement) Packet Pg. 17 7.6.a UNDERTAKING SECURED BY CASH DEPOSIT FOR RESTORATION This undertaking executed this 8th day of March, 2021 by Jaleli, LLC, a New York Limited Liability Company, having an address of 151 Airport Drive, Wappingers Falls, New York 12590 (the Municipal Corporation with offices located at the Town of Wappinger Town Hall, 20 Middlebush Road, Wappingers Falls, New York, 12590. WHEREAS, the Applicant/Owner has made application for site plan and wetland permit approvals for a 67-acre parcel of land located at 151 Airport Drive and is designated as Tax Parcel 6259-02-841673 on the tax map of the Town of Wappinger WHEREAS, the Applicant/Owner seeks to expand the existing warehouse on the Property with an additional 142,500 square feet of floor area, bringing the total warehouse size to 386,893 square feet; and WHEREAS, the Applicant/Owner of the Property has made a request to allow for limited tree clearing and grading on the Property, prior to the signing of the Final Site Plan in order to have the trees cut within the allowable season to avoid impacts to Indiana Bats; and WHEREAS, on March 1, 2021, the Planning Board of the Town of Wappinger (the pted a Resolution which determined that no significant adverse environmental impact would be caused by the Project and authorized the issuance of a Negative Declaration; and WHEREAS, the Planning Board, by motion, approved the request to clear the trees and grade in the area of site plan disturbance, subject to the condition Attachment: Undertaking Secured by Cash Deposit for Restoration (RES-2021-52 : Accepting Undertaking For Restoration In Connection With Packet Pg. 18 7.6.a that the Applicant/Owner agrees to restore the area of disturbance in the event Final Approval is not granted and provided further that the ment to restore the area of disturbance was to be secured by a Cash Deposit in the amount of $7,200.00, which amount was approved by the Engineer to the Town, by letter dated February 4, 2021. NOW, THEREFORE, the Applicant/Owner hereby executes and delivers this Undertaking to guarantee to the Town of Wappinger that if application for site plan approval are denied or is otherwise withdrawn, the Applicant/Owner shall restore the area of disturbance acceptable to the Planner to the Town and the Engineer to the Town, and the Applicant/Owner shall further restore the site grades to its undeveloped condition, as near as practicable, to the satisfaction of the Zoning Administrator and the Engineer to the Town, within 120 days of the receipt of demand, weather permitting; and If Applicant/Owner fails to restore the site grades by such date as set forth above, or such extended date as the Town Board may approve, then the Town of Wappinger shall have the right to draw upon the security posted to restore the Property. The Town shall provide an accounting to the Applicant/Owner for the expenditure of such sums, and all amounts remaining on deposit with the Town after the work has been completed, shall be returned to the Applicant/Owner. As security for this obligation, Applicant/Owner delivers herewith to Town of Wappinger the following security for faithful performance of this obligation: A Cash Deposit, in the form of a Certified or Bank Check(s), in the amount of $7,200.00, made payable to the Town of Wappinger, said amount being the amount Attachment: Undertaking Secured by Cash Deposit for Restoration (RES-2021-52 : Accepting Undertaking For Restoration In Connection With -2- Packet Pg. 19 7.6.a determined by the Engineer to guarantee the restoration and which amount is acceptable to the Town of Wappinger Planning Board for such purposes. At such time that the Applicant/Owner has complied with all the conditions of the Resolution of Final Approval, the security for the Undertaking shall be released. IN WITNESS WHEREOF, the undersigned executed this Agreement on this ____ day of March, 2021. Jaleli, LLC By: _______________________________ STATE OF NEW YORK ) ) SS: COUNTY OF DUTCHESS) On the ___ day of March in the year 2021 before me personally appeared ________________________________________ personally known to me or proved to me on the basis of satisfactory evidence to be the individual whose name is subscribed to the within instrument and acknowledged to me that he executed the same in his capacity, and that by his signature on the instrument, the individual, or the person upon behalf of which the individual acted, executed the instrument. _____________________________ Notary Public Attachment: Undertaking Secured by Cash Deposit for Restoration (RES-2021-52 : Accepting Undertaking For Restoration In Connection With -3- Packet Pg. 20 7.7.a Attachment: TOW Carnwath-THH-Notes (RES-2021-54 : Resolution Awarding Contract For Removal Of Chimneys On Carnwath Farms Park Packet Pg. 21 7.7.a Gvoejoh!!opu!Bqqspwfe!cz!UC!A 303303132!nuh/!sfdpnnfoefe!up fyufoe!mjgf!pg!ufnq/!sppgjoh Opu!offefe!tjodf!UC!bqqspwfe pqujpo!3b Attachment: TOW Carnwath-THH-Notes (RES-2021-54 : Resolution Awarding Contract For Removal Of Chimneys On Carnwath Farms Park Packet Pg. 22 7.7.a Gvoejoh!Bqqspwfe!cz!UC 303303132!nuh/ Gvoejoh!opu!Bqqspwfe!cz!UC-!nbz qspwjef!mpohfs!mjgf!gps!ufnq!sppgjoh Attachment: TOW Carnwath-THH-Notes (RES-2021-54 : Resolution Awarding Contract For Removal Of Chimneys On Carnwath Farms Park Packet Pg. 23 7.7.a Attachment: TOW Carnwath-THH-Notes (RES-2021-54 : Resolution Awarding Contract For Removal Of Chimneys On Carnwath Farms Park Packet Pg. 24 7.7.b Attachment: TOW Carnwath (RES-2021-54 : Resolution Awarding Contract For Removal Of Chimneys On Carnwath Farms Park Manor House) Packet Pg. 25 7.7.b Attachment: TOW Carnwath (RES-2021-54 : Resolution Awarding Contract For Removal Of Chimneys On Carnwath Farms Park Manor House) Packet Pg. 26 7.7.b Attachment: TOW Carnwath (RES-2021-54 : Resolution Awarding Contract For Removal Of Chimneys On Carnwath Farms Park Manor House) Packet Pg. 27 7.7.b Attachment: TOW Carnwath (RES-2021-54 : Resolution Awarding Contract For Removal Of Chimneys On Carnwath Farms Park Manor House) Packet Pg. 28 7.8.a CITY MULTI CONDENSER COIL REPLACEMENT Quote Prepared by Guillermo Chang 01/26/2021 PROPOSAL Account Information POSAL TOWN OF WAPPINGER Bill To: 20 MIDDLEBUSH ROAD WAPPINGER FALLS NY USA 12590 1-1AE9PHWA Quote Reference Number: CITY MULTI CONDENSER COIL REPLACEMENT Project Name: TOWN OF WAPPINGER Site: 20 MIDDLEBUSH RD WAPPINGERS FALLS NY 12590-4004 JOHNSON CONTROLS WESTCHESTER NY CB - 0N62 Branch Info: Steve Frazier Attn: Customer Information Steve Frazier Name: This proposal is hereby accepted and Johnson Controls is authorized to proceed with the work, subject to credit approval By Johnson Controls, Inc. Milwaukee, WI. We propose to furnish the materials and/or perform the work below for the net price of: $17,465.00 This proposal is valid through:02/25/2021 TOWN OF WAPPINGERJohnson Controls Inc. Signature:Signature: Name:Name: Title:Title: Date:Date: PO: Attachment: Johnson Controls Manage Quote - 2021-01-27T002225.985 (RES-2021-55 : Resolution Awarding Contract For Replacement Of CONFIDENTIAL: For customer review. ©2016 Johnson Controls Page1 of 4 Packet Pg. 29 7.8.a Proposal Overview After a recent service visit our technician found a leak in the Condenser coil in one Benefits/Scope of Work: of the city multi systems that serve the Troopers Barracks. Causing the loss of the refrigerant charge. JCI Proposes the following: SCOPE Replacement of Condenser coil to City Multi Unit Ser# 78W00868 1) Remove defective coil 2) Supply/Install (1) new factory coil 3) Evacuate system 4) Leak Check system 5) Add New Refrigerant Charge to factory specifications 6) Startup and Test Operation. Any additional work found beyond the scope above will be quoted separate. 1.Labor or material not specifically described above is excluded from this proposal. Exclusions: 2.Unless otherwise stated, any and all overtime labor is excluded from this proposal. 3.Applicable taxes or special freight charges are excluded from this proposal Attachment: Johnson Controls Manage Quote - 2021-01-27T002225.985 (RES-2021-55 : Resolution Awarding Contract For Replacement Of CONFIDENTIAL: For customer review. ©2016 Johnson Controls Page2 of 4 Packet Pg. 30 7.8.a )JNQPSUBOU*;Uijt!qspqptbm!jodpsqpsbuft!cz!sfgfsfodf!uif!ufsnt!boe!dpoejujpot!xijdi!bsf!buubdife!up!uijt!epdvnfou/!Bmm!xpsl!jt!up!cf!qfsgpsnfe!Npoebz! uispvhi!Gsjebz!evsjoh!opsnbm!Kpiotpo!Dpouspmt-!Jod/!)KDJ*!cvtjoftt!ipvst!vomftt!puifsxjtf!opufe/!Uijt!qspqptbm-!ps!boz!bddfqufe!bmufsobuft-!bsf!ifsfcz!bddfqufe! cz!Dvtupnfs-!boe!KDJ!jt!bvuipsj{fe!up!qspdffe!xjui!uif!xpsl<!tvckfdu-!ipxfwfs-!up!dsfeju!bqqspwbm!cz!KDJ-!Njmxbvlff-!Xjtdpotjo/ UFSNT!BOE!DPOEJUJPOT By accepting this proposal, Customer agrees to be bound by the following terms and conditions: 1.SCOPEOFWORK.Thisproposalisbasedupontheuseofstraighttimelaboronly.Plastering,patching,andpaintingareexcluded.Disinfectingofchiller condenserandcoolingtowerwatersystemsandcomponentsforbiohazards,suchasbutnotlimitedtoLegionella,areexcludedunlessotherwisespecifically statedinthisagreement.In-lineductandpipingdevices,including,butnotlimitedtovalves,dampers,humidifiers,wells,taps,flowmeters,orifices,etc.,ifrequired hereundertobefurnishedbyJCI,shallbedistributedandinstalledbyothersunderJCI'ssupervisionbutatnoadditionalcosttoJCI.Customeragreestoprovide JCIwithrequiredfieldutilities(electricity,toilets,drinkingwater,projecthoist,elevatorservice,etc.)withoutcharge.JCIagreestokeepthejobsitecleanofdebris arisingoutofitsownoperations.CustomershallnotbackchargeJCIforanycostsorexpenseswithoutJCI'swrittenconsent.Unlessspecificallynotedinthe statementofthescopeofworkorservicesundertakenbyJCIunderthisagreement,JCI'sobligationsunderthisagreementexpresslyexcludeanylanguageor provisionoftheagreementelsewherecontainedwhichmayauthorizeorempowertheCustomertochange,modify,oralterthescopeofworkorservicestobe performedbyJCIandshallnotoperatetocompelJCItoperformanyworkrelatingtoHazardsorBiohazards,suchasbutnotlimitedtoLegionella,withoutJCI's expresswrittenconsent. 2.INVOICEANDPAYMENTS.JCImayinvoiceCustomermonthlyforallmaterialsdeliveredtothejobsiteortoanoff-sitestoragefacilityandforallwork performedon-siteandoff-site.CustomershallpayJCIatthetimeCustomersignsthisagreementanadvancepaymentequalto10%ofthecontractprice,which advancepaymentshallbecreditedagainstthefinalpayment(butnotanyprogresspayment)duehereunder.PaymentisduetoJCIuponCustomer'sreceiptof JCI'sinvoiceandshallbepaidbyCustomerwithin30days.InvoicingdisputesmustbeidentifiedbyCustomerinwritingwithin21daysofthedateoftheinvoice. Paymentofanydisputedamountsaredueandpayableuponresolutionofsuchdispute.Allotheramountsremainduewithin30days.Failuretomakepayments whenduewillgiveJCI,withoutprejudicetoanyotherrightorremedy,therightto:(i)stopperforminganyservices,withholddeliveriesofequipmentandother materials,terminateorsuspendanyunpaidsoftwarelicenses,and/orterminatethisagreement;and(ii)chargeCustomerinterestontheamountsunpaidatarate equaltothelesserofoneandonehalf(1.5)percentpermonthorthemaximumratepermittedunderapplicablelaw,untilpaymentismadeinfull.Customerwill payallofJCI'sreasonablecollectioncosts(includinglegalfeesandexpenses).IntheeventofCustomer'sdefault,thebalanceofanyoutstandingamountswillbe immediatelydueandpayable.Lienwaiverswillbefurnisheduponrequest,astheworkprogresses,totheextentpaymentsarereceived. 3.MATERIALS.Ifthematerialsorequipmentincludedinthisproposalbecometemporarilyorpermanentlyunavailableforreasonsbeyondthecontrolandwithout thefaultofJCI,theninthecaseofsuchtemporaryunavailability,thetimeforperformanceoftheworkshallbeextendedtotheextentthereof,andinthecaseof permanentunavailability,JCIshall(a)beexcusedfromfurnishingsaidmaterialsorequipment,and(b)bereimbursedforthedifferencebetweenthecostofthe materialsorequipmentpermanentlyunavailableandthecostofareasonablyavailablesubstitutetherefore. 4.EQUIPMENTWARRANTY.JCIwarrantsthatequipmentmanufacturedorlabeledbyJCIshallbefreefromdefectsinmaterialandworkmanshiparisingfrom normalusageforaperiodofoneyear.OnlyifJCIinstallsorfurnishesapieceofequipmentunderthisagreement,andthatequipmentiscoveredbyawarranty fromamanufacturerotherthanJCI,JCIwilltransferthebenefitsofthatmanufacturer'swarrantytoCustomer.Alltransportationchargesincurredinconnection withthewarrantyforequipmentand/ormaterialsnotinstalledbyJCIshallbebornebyCustomer.Thesewarrantiesshallnotextendtoanyequipmentthathas beenabused,altered,misusedorrepairedbyCustomerorthirdpartieswithoutthesupervisionofandpriorwrittenapprovalofJCI,orifJCIserialnumbersor warrantydatedecalshavebeenremovedoraltered.CustomermustpromptlyreportanyfailureoftheequipmenttoJCIinwriting. 5.LIMITEDWARRANTY.JCIwarrantsitsworkmanshiporthatofitsagents(Technicians)inrelationtoinstallationofequipmentforaperiodofninety(90)days fromdateofinstallation.CustomershallbearalllaborcostsassociatedwithreplacementoffailedequipmentstillunderJCI'sequipmentwarrantyortheoriginal manufacturer'swarranty,butoutsidethetermsofthisexpresslaborwarranty.AllwarrantylaborshallbeexecutedonnormalbusinessdaysduringJCInormal businesshours.Thesewarrantiesdonotextendtoanyequipmentwhichhasbeenrepairedbyothers,abused,altered,ormisusedinanyway,orwhichhasnot beenproperlyandreasonablymaintained.THESEWARRANTIESAREINLIEUOFALLOTHERWARRANTIES,EXPRESSEDORIMPLIED,INCLUDINGBUT NOTLIMITEDTOTHOSEOFMERCHANTABILITYANDFITNESSFORASPECIFICPURPOSE.UNDERNOCIRCUMSTANCESSHALLJCIBELIABLEFOR ANYSPECIAL,INDIRECT,ORCONSEQUENTIALDAMAGESARISINGFROMORRELATINGTOANYDEFECTINMATERIALORWORKMANSHIPOF EQUIPMENTORTHEPERFORMANCEOFSERVICES.JCImakesnoandspecificallydisclaimsallrepresentationsorwarrantiesthattheservices,products, softwareorthirdpartyproductorsoftwarewillbesecurefromcyberthreats,hackingorothersimilarmaliciousactivity. 6.LIABILITY.Tothemaximumextentpermittedbylaw,innoeventshallJCIanditsaffiliatesandtheirrespectivepersonnel,suppliersandvendors("JCIParties") beliabletoyouoranythirdpartyunderanycauseofactionortheoryofliabilityevenifadvisedofthepossibilityofsuchdamages,forany:(a)special,incidental, consequential,punitive,orindirectdamages;(b)lostprofits,revenues,data,customeropportunities,business,anticipatedsavings,orgoodwill;(c)business interruption;or(d)datalossorotherlossesarisingfromviruses,ransomware,cyber-attacksorfailuresorinterruptionstonetworksystems.Inanycase,theentire aggregateliabilityoftheJCIPartiesunderthisproposalforalldamages,losses,andcausesofaction(whetherincontract,tort(includingnegligence),or otherwise)shallbelimitedtotheamountspayabletoJCIhereunder. 7.TAXES.Thepriceofthisproposaldoesnotincludeduties,sales,use,excise,orothertaxes,unlessrequiredbyfederal,state,orlocallaw.Customershallpay, inadditiontothestatedprice,alltaxesnotlegallyrequiredtobepaidbyJCIor,alternatively,shallprovideJCIwithacceptabletaxexemptioncertificates.JCIshall provideCustomerwithanytaxpaymentcertificateuponrequestandaftercompletionandacceptanceofthework. 8.DELAYS.JCIshallnotbeliableforanydelayintheperformanceoftheworkresultingfromorattributedtoactsofcircumstancebeyondJCI'scontrol,including butnotlimitedto;actsofGod,fire,riots,labordisputes,conditionsofthepremises,actsoromissionsoftheCustomer,Owner,orotherContractorsordelays causedbysuppliersorsubcontractorsofJCI,etc. 9.COMPLIANCEWITHLAWS.JCIshallcomplywithallapplicablefederal,state,andlocallawsandregulations,andshallobtainalltemporarylicensesand permitsrequiredfortheprosecutionofthework.LicensesandpermitsapermanentnatureshallbeprocuredandpaidforbytheCustomer. 10.PRICING;PAYMENT.JCImayincreasepricesuponnoticetotheCustomertoreflectincreasesinmaterialandlaborcosts.Customershallpayallinvoices whendueinaccordancewiththepaymenttermsprovidedforherein,andsuchpaymentisaconditionprecedenttoJCI'sobligationtoprovideproductsorperform serviceshereunder.Inissuinganypurchaseorderrelatedtoorarisingoutofthisproposalandnotwithstandinganylanguagetothecontrarytherein,Customer acknowledgesandagreesthatanyandallJCIinvoicesforanamountgreaterthan$25,000shallbepaidviawiretransfer,checkormoneyorder,andthat Attachment: Johnson Controls Manage Quote - 2021-01-27T002225.985 (RES-2021-55 : Resolution Awarding Contract For Replacement Of CONFIDENTIAL: For customer review. ©2016 Johnson Controls Page3 of 4 Packet Pg. 31 7.8.a Customershallnotmake,norwillJCIaccept,paymentinexcessof$25,000intheformofacreditcard,debitcard,orothersimilarpaymentdevice. 11.DISPUTES.Alldisputesinvolvingmorethan$15,000.00shallberesolvedbyarbitrationinaccordancewiththerulesoftheAmericanArbitrationAssociation. Theprevailingpartyshallrecoveralllegalcostsandattorneys'feesincurredasaresult.Nothinghereshalllimitanyrightsunderconstructionlienlaws. 12.INSURANCE.InsurancecoverageinexcessofJCI'sstandardlimitswillbefurnishedwhenrequestedandrequired.Nocreditwillbegivenorpremiumpaidby JCIforinsuranceaffordedbyothers. 13.INDEMNITY.ThePartiesheretoagreetoindemnifyeachotherfromanyandallliabilities,claims,expenses,lossesordamages,includingattorney'sfees whichmayariseinconnectionwiththeexecutionoftheworkhereinspecifiedandwhicharecaused,bythenegligentactoromissionoftheindemnifyingParty. 14.CUSTOMERRESPONSIBILITIES.Customerissolelyresponsiblefortheestablishment,operation,maintenance,access,securityandotheraspectsofits computernetwork("Network")andshallsupplyJohnsonControlssecureNetworkaccessforprovidingitsservices.Productsnetworked,connectedtotheinternet, orotherwiseconnectedtocomputersorotherdevicesmustbeappropriatelyprotectedbyCustomerand/orenduseragainstunauthorizedaccess.Customeris responsibletotakeappropriatemeasures,includingperformingback-ups,toprotectinformation,includingwithoutlimitdata,software,orfiles(collectively"Data") priortoreceivingtheserviceorproducts. 15.FORCEMAJEURE.JCIshallnotbeliable,norinbreachordefaultofitsobligationsunderthisproposal,fordelays,interruption,failuretorenderservices,or anyotherfailurebyJCItoperformanobligationunderthisproposal,wheresuchdelay,interruptionorfailureiscaused,inwholeorinpart,directlyorindirectly,by aForceMajeureEvent.A"ForceMajeureEvent"isaconditionoreventthatisbeyondthereasonablecontrolofJCI,whetherforeseeableorunforeseeable, including,withoutlimitation,actsofGod,severeweather(includingbutnotlimitedtohurricanes,tornados,severesnowstormsorsevererainstorms),wildfires, floods,earthquakes,seismicdisturbances,orothernaturaldisasters,actsoromissionsofanygovernmentalauthority(includingchangeofanyapplicablelawor regulation),epidemics,pandemics,disease,viruses,quarantines,orotherpublichealthrisksand/orresponsesthereto,condemnation,strikes,lock-outs,labor disputes,anincreaseof5%ormoreintariffsorotherexcisetaxesformaterialstobeusedontheproject,fires,explosionsorothercasualties,thefts,vandalism, civildisturbances,insurrection,mobviolence,riots,warorotherarmedconflict(ortheseriousthreatofsame),actsofterrorism,electricalpoweroutages, interruptionsordegradationsintelecommunications,computer,network,orelectroniccommunicationssystems,databreach,cyber-attacks,ransomware, unavailabilityorshortageofparts,materials,supplies,ortransportation,oranyothercauseorcasualtybeyondthereasonablecontrolofJCI.IfJCI'sperformance oftheworkisdelayed,impacted,orpreventedbyaForceMajeureEventoritscontinuedeffects,JCIshallbeexcusedfromperformanceunderthisproposal. Withoutlimitingthegeneralityoftheforegoing,ifJCIisdelayedinachievingoneormoreofthescheduledmilestonessetforthinthisproposalduetoaForce MajeureEvent,JCIwillbeentitledtoextendtherelevantcompletiondatebytheamountoftimethatJCIwasdelayedasaresultoftheForceMajeureEvent,plus suchadditionaltimeasmaybereasonablynecessarytoovercometheeffectofthedelay.TotheextentthattheForceMajeureEventdirectlyorindirectly increasesJCI'scosttoperformtheservices,PurchaserisobligatedtoreimburseJCIforsuchincreasedcosts,including,withoutlimitation,costsincurredbyJCI foradditionallabor,inventorystorage,expeditedshippingfees,trailerandequipmentrentalfees,subcontractorfeesorothercostsandexpensesincurredbyJCI inconnectionwiththeForceMajeureEvent. 16.OCCUPATIONALSAFETYANDHEALTH.ThePartiesheretoagreetonotifyeachotherimmediatelyuponbecomingawareofaninspectionunder,orany allegedviolationofthe,OccupationalSafetyandHealthActrelatinginanywaytotheprojectorprojectsite. 17.ONE-YEARCLAIMSLIMITATION.Noclaimorcauseofaction,whetherknownorunknown,shallbebroughtagainstJCImorethanoneyearaftertheclaim firstarose.Exceptasprovidedforherein,JCI'sclaimsmustalsobebroughtwithinoneyear.Claimsforunpaidcontractamountsarenotsubjecttotheone-year limitation. 18.JCICONNECTEDEQUIPMENTSERVICES.CertainequipmentsoldhereunderincludesbydefaultJCI'sConnectedEquipmentServices.Connected EquipmentServicesisadata-analyticsandmonitoringSoftwareplatformthatusesacellularornetworkconnectiontogatherequipmentperformancedatato assistJCIinadvisingCustomeron(andCustomerinbetterunderstanding)suchequipment'shealth,performanceorpotentialmalfunction.IfCustomer's equipmentincludesConnectedEquipmentServices,suchserviceswillbeonbydefaultandtheremoteconnectionwillcontinuetoconnecttoCustomer's Equipmentthroughthefullequipmentlifecycle,unlessCustomerspecificallyrequestsinwritingthatJCIdisabletheremoteconnectionorJCIdiscontinuesor removessuchremoteconnection.FormoreinformationonwhetheryourparticularequipmentincludesConnectedEquipmentServices,asubscriptiontosuch servicesandthecost,ifany,ofsuchsubscription,pleaseseeyourapplicableorder,quote,proposal,orpurchasedocumentationortalktoyourJCIsales representative.IfCustomer'sequipmentincludesConnectedEquipmentServices,JCIwillprovideacellularmodemorothergatewaydevice("GatewayDevice") ownedbyJCIorCustomerwillsupplyanetworkconnectionsuitabletoestablisharemoteconnectionwithCustomer'sapplicableequipmenttopermitJCItouse ConnectedEquipmentServicestoperformfirst-yearandextendedwarrantyservicesaswellasotherservices,includingtroubleshooting,quarterlyhealthreports, remotediagnosticandmonitoringandaftermarketservices.Forcertainsubscriptions,Customerwillbeabletoaccessequipmentinformationfromamobileor smartdeviceusingConnectedEquipmentService'smobileorwebapp.AnyGatewayDevicesprovidedhereundershallremainJCI'sproperty,andJCImayupon reasonablenoticeaccessandremovesuchGatewayDeviceanddiscontinueservicesinaccordancewiththeSoftwareTerms.IfCustomerdoesnotpermitJCIto connectviaaconnectionvalidatedbyJCIfortheequipmentandaservicerepresentativemustthereforebedispatchedtotheCustomersite,thentheCustomer willpayJCIatJCI'sthen-currentstandardapplicablecontractregulartimeand/orovertimerateforservicesperformedbytheservicerepresentative.JCIdisclaims anyobligationtoadviseCustomerofanypossibleequipmenterrorormalfunction.Customeracknowledgesthat,whileConnectedEquipmentServicesgenerally improveequipmentperformanceandservices,ConnectedEquipmentServicesdoesnotpreventallpotentialmalfunction,insureagainstalllossorguaranteea certainlevelofperformanceandthatJCIshallnotberesponsibleforanyinjury,loss,ordamagecausedbyanyactoromissionofJCIrelatedtoorarisingfromthe monitoringoftheequipmentunderConnectedEquipmentServices. 19.SOFTWAREANDDIGTALSERVICES.Use,implementation,anddeploymentofthesoftwareandhostedsoftwareproducts("Software")offeredunderthese termsshallbesubjectto,andgovernedby,JCI'sstandardtermsforsuchSoftwareandSoftwarerelatedprofessionalservicesineffectfromtimetotimeat https://www.johnsoncontrols.com/techterms(collectively,the"SoftwareTerms").ApplicableSoftwareTermsareincorporatedhereinbythisreference.Otherthan therighttousetheSoftwareassetforthintheSoftwareTerms,JCIanditslicensorsreserveallright,title,andinterest(includingallintellectualpropertyrights)in andtotheSoftwareandimprovementstotheSoftware.TheSoftwarethatislicensedhereunderislicensedsubjecttotheSoftwareTermsandnotsold.Ifthereis aconflictbetweentheothertermshereinandtheSoftwareTerms,theSoftwareTermsshalltakeprecedenceandgovernwithrespecttorightsandresponsibilities relatingtotheSoftware,itsimplementationanddeploymentandanyimprovementsthereto. 20.ENTIREAGREEMENT.Thisproposal,uponacceptance,shallconstitutetheentireagreementbetweenthepartiesandsupersedesanypriorrepresentations orunderstandings. 21.CHANGES.NochangeormodificationofanyofthetermsandconditionsstatedhereinshallbebindinguponJCIunlessacceptedbyJCIinwriting. Attachment: Johnson Controls Manage Quote - 2021-01-27T002225.985 (RES-2021-55 : Resolution Awarding Contract For Replacement Of CONFIDENTIAL: For customer review. ©2016 Johnson Controls Page4 of 4 Packet Pg. 32 7.9.a Attachment: Web hosting services invoice (RES-2021-56 : Resolution Authorizing Budget Transfer Of Funds For Website Hosting And Email Packet Pg. 33 7.11.a Attachment: 03-08-2021 (RES-2021-57 : Correspondence Log) Packet Pg. 34 7.11.a Attachment: 03-08-2021 (RES-2021-57 : Correspondence Log) Packet Pg. 35 7.11.a Attachment: 03-08-2021 (RES-2021-57 : Correspondence Log) Packet Pg. 36 7.11.a Attachment: 03-08-2021 (RES-2021-57 : Correspondence Log) Packet Pg. 37 7.11.a Attachment: 03-08-2021 (RES-2021-57 : Correspondence Log) Packet Pg. 38 7.11.a Attachment: 03-08-2021 (RES-2021-57 : Correspondence Log) Packet Pg. 39 7.11.a Attachment: 03-08-2021 (RES-2021-57 : Correspondence Log) Packet Pg. 40 7.11.a Attachment: 03-08-2021 (RES-2021-57 : Correspondence Log) Packet Pg. 41 7.11.a Attachment: 03-08-2021 (RES-2021-57 : Correspondence Log) Packet Pg. 42 7.11.a Attachment: 03-08-2021 (RES-2021-57 : Correspondence Log) Packet Pg. 43 7.11.a Attachment: 03-08-2021 (RES-2021-57 : Correspondence Log) Packet Pg. 44 7.11.a Attachment: 03-08-2021 (RES-2021-57 : Correspondence Log) Packet Pg. 45 7.11.a Attachment: 03-08-2021 (RES-2021-57 : Correspondence Log) Packet Pg. 46 7.11.a Attachment: 03-08-2021 (RES-2021-57 : Correspondence Log) Packet Pg. 47 7.11.a Attachment: 03-08-2021 (RES-2021-57 : Correspondence Log) Packet Pg. 48 7.11.a Attachment: 03-08-2021 (RES-2021-57 : Correspondence Log) Packet Pg. 49 7.11.a Attachment: 03-08-2021 (RES-2021-57 : Correspondence Log) Packet Pg. 50 7.11.a Attachment: 03-08-2021 (RES-2021-57 : Correspondence Log) Packet Pg. 51 7.11.a Attachment: 03-08-2021 (RES-2021-57 : Correspondence Log) Packet Pg. 52 7.11.a Attachment: 03-08-2021 (RES-2021-57 : Correspondence Log) Packet Pg. 53 7.11.a Attachment: 03-08-2021 (RES-2021-57 : Correspondence Log) Packet Pg. 54 7.11.a Attachment: 03-08-2021 (RES-2021-57 : Correspondence Log) Packet Pg. 55 7.11.a Attachment: 03-08-2021 (RES-2021-57 : Correspondence Log) Packet Pg. 56 7.11.a Attachment: 03-08-2021 (RES-2021-57 : Correspondence Log) Packet Pg. 57 7.11.a Attachment: 03-08-2021 (RES-2021-57 : Correspondence Log) Packet Pg. 58 7.11.a Attachment: 03-08-2021 (RES-2021-57 : Correspondence Log) Packet Pg. 59 7.11.a Attachment: 03-08-2021 (RES-2021-57 : Correspondence Log) Packet Pg. 60