April 7, 2014 City Council Packet

Transcription

WESTBROOK CITY COUNCIL AGENDA
MONDAY, APRIL 7, 2014 AT 7:00PM
WESTBROOK HIGH SCHOOL ROOM 114
ROLL CALL
SALUTE THE FLAG
APPROVAL OF THE FOLLOWING MINUTES:
FEBRUARY 24, 2014 FINANCE COMMITTEE MEETING
FEBRUARY 24, 2014 FACILITIES & STREETS COMMITTEE MEETING
MARCH 3, CITY COUNCIL MEETING
MARCH 10, 2013 FINANCE COMMITTEE MEETING
MARCH 15, 2013 FINANCE COMMITTEE MEETING
MAYOR’S MESSAGE
STUDENT REPRESENTATIVE UPDATE
PUBLIC COMMENT
UNFINISHED BUSINESS
2014-33 ACCEPTANCE OF CALPINE DRIVE AS A PUBLIC STREET (Tabled on 3/3/14)
ORDERS OF THE DAY
2014-31
2014-32
2014-34
2014-35
AMENDING CHAPTER 10-ELECTIONS RE: REDISTRICTRING OF WARDS
AUTHORIZING CONSOLIDATION OF VOTING LOCATIONS FOR WARDS 1 AND 4
APPROVING WEIC/RECREATION & CONSERVATION FUNDING FOR STROUDWATER TRAIL PROJECT
AMENDING COUNCIL ORDER #2013-34 – CONTRACT FOR ENGINEERING SERVICES WITH PRINCETON
HYDRO
2014-36 AWARD OF BID FOR LIBRARY RENOVATIONS
2014-37 APPROVING ANNUAL SEWER VENDOR LIST
2014-38 AWARD OF BID FOR WASTEWATER DIVISION VEHICLE
NEW BUSINESS
1.
2.
3.
4.
BUSINESS LICENSES:
PUBLIC HEARING – TAXI BUSINESS LICENSE, WESTBROOK TAXI
PUBLIC HEARING – TAXI BUSINESS & DRIVER LICENSE, AJ’S TAXI
LIQUOR LICENSE RENEWAL – MR. BAGEL
LIQUOR LICENSE RENEWAL – SKYBOX BAR & GRILL
5.
6.
7.
RESOLVES:
ACCEPTANCE OF ZONING BOARD CHAIRMAN’S ANNUAL REPORT
ACCEPTANCE OF OPPORTUNITY ALLIANCE GRANT FOR UNDERAGE DRINKING ENFORCEMENT
SUBMISSION OF PETITION FOR SACCARAPPA PARK
8.
9.
10.
11.
12.
13.
ORDERS ONE READING:
SUBMISSION OF PETITION/SETTING PUBLIC HEARING FOR STROUDWATER PLACE REFERENDUM
CONFIRMATION OF HARDSHIP ABATEMENT APPLICATION
APPROVING EXTENSION OF FISH PASSAGE DEADLINE AGREEMENT
AGREEMENT REGARDING NGO CONSULTANT SERVICES
EXTENSION OF HOURS FOR PORTLAND WATER DISTRICT PROJECT ON CUMBERLAND STREET
SETTING PUBLIC HEARING FOR PUBLIC SERVICES FACILITY REFERENDUM
14.
15.
16.
17.
18.
ORDERS – TWO READINGS:
AUTHORIZING SALE OF CITY PROPERTY ON CUMBERLAND STREET
AUTHORIZING PURCHASE OF POLICE DEPARTMENT PROGRAM VEHICLE
AUTHORIZING INCREASE IN RESCUE BILLING RATES
AWARD OF BID FOR AUDIT SERVICES
AUTHORIZING AGREEMENT WITH TYLER TECHNOLOGIES FOR FINANCIAL SOFTWARE
PUBLIC COMMENT
REFERRALS
1.
DOWNTOWN TRASH COLLECTION TO COMMITTEE OF THE WHOLE (Admin.)
Colleen Hilton
Mayor
[email protected]
2 York Street
Westbrook, Maine 04092
Phone: (207)591-8110
Fax: (866)405-0776
Jerre R. Bryant
City Administrator
[email protected]
To:
From:
Date:
Subject:
Honorable City Council
Jerre R. Bryant, City Administrator
April 4, 2014
City Council Meeting of April 7, 2014
City Council
UNFINISHED BUSINESS
2014-33
This is the acceptance of Calpine Drive as a public street, including the
acceptance of a quit claim deed from Idexx Real Estate Holdings, LLC and an
indenture from Central Maine Power Company. Calpine Drive extends from
Eisenhower Drive to the entrance to the Calpine power plant and was constructed
as part of the power plant development project. The road was always intended to
become a public way and has been plowed and maintained by the city since it was
completed in 2000. In addition to the power plant, the road provides access to
properties owned by Idexx, Pike Industries, CMP and, potentially, Smiling Hill
Farm. As a public street, Calpine Drive can play a key role in the further
development of all of these commercial properties. The street, improvements and
real estate is being offered to the city without damages (payment). Since the city
is already maintaining the street, under a prior arrangement with Calpine, this
formal acceptance of the street represents no immediate cost for the city. This
item was tabled on March 3, 2014 as Idexx had not obtained a release from
one of its lenders authorizing the transfer of property interests in Calpine
Drive to the City. That approval is pending but has not yet been completed;
therefore, this item should remain tabled. No council action is required.
ORDERS OF THE DAY
2014-31
This is an amendment to Chapter 10 – Elections, redistricting the five voting
wards as prescribed by the City Charter. This process equalizes the population of
each ward of the city based on the last decennial census. The ordinance language
and a map of the existing and new ward boundaries are enclosed. The ward
redistricting was developed and recommended by the City Clerk, is supported by
the Administration, was given first reading on March 3, 2014 and is in order for
final council action.
2014-32
2014-34
2014-35
2014-36
This authorizes the relocation of the Ward 4 polling place to the Fred C. Wescott
Building and authorizes the Ward 1 polling place to be located outside of the
Ward, as recommended by the City Clerk. Ward 4 residents currently vote at the
Stroudwater Street Armory. As a result of the redistricting, the Fred C. Wescott
Building is a more convenient location for voters in Ward 4. Ward 1 residents
already vote at the Fred C. Westcott Building. While that polling place is now
outside of Ward 1, it still remains the most convenient location for voters in that
ward. These two changes are recommended by the City Clerk, are supported by
the Administration and are in order for final council action.
This authorizes funding in the amount of $11,906, split evenly between the
Westbrook Environmental Improvement Corporation (WEIC) and the Westbrook
Recreation & Conservation Commission, to extend the Stroudwater River Trail
across Spring Street to Smiling Hill Farm and to complete the design and
permitting for a pedestrian bridge across the Stroudwater River. This is a
collaborative effort between the City of Westbrook and Portland Trails to develop
interconnected, intra-municipal trail systems through the extension of the
Stroudwater River Trail into Westbrook. Both WEIC and Rec & Cons have
approved their respective shares of funding for this project. This initiative and
funding request is supported by the Administration, was given first reading on
March 3, 2014 and is in order for final council action.
This is a request to authorize the approval of the WEIC board to allocate an
additional $22,400 to Princeton Hydro, Exton, Pennsylvania, for engineering and
design work regarding the proposed removal of dams at Sacarappa Falls, the
implementation of nature like fish passage and the development of recreational
amenities. As the council is aware, the Administration has been working with
Sappi, State and Federal environmental regulatory agencies and the nongovernmental environmental groups, with a collective goal of achieving a fish
passage option that maximizes the economic, recreational and aesthetic benefits
for the river as it passes through downtown Westbrook. Because so much of this
project relates to technical factors, the need for fairly specialized technical
assistance is essential. WEIC has authorized an additional $22,400 with
Princeton Hydro for that purpose, amending an existing agreement that was
previously approved by the city council. This additional funding from WEIC is
also subject to council approval, and is being presented in the form of an
amendment to City Council Order 2013-34. Approval of this additional WEIC
funding is supported by the Administration, was given first reading on March 3,
2014 and is in order for final council action.
This is an award of bid to H E Callahan of Auburn for first floor renovations at
the Walker Memorial Library, low bidder at a price of $157,875. This is the
second renovation project for the library since the building envelope,
environmental remediation and heating system replacement were completed. This
provides for electrical and life safety code upgrades and compliance along with
the complete renovation of the lower level which will accommodate offices and
other employee work areas, a server room, bathroom, kitchen and break room.
The City Engineer has overseen the development of design and bid specification,
the bid process and will now manage the construction process. Funding for this
work is split between the 2013-14 CIP ($80,000) and donations to the library
($77,875). This award of bid is supported by the Administration, was given first
reading on March 3, 2014 and is in order for final council action.
2014-37
2014-38
This is the approval of the authorized vendor list for the Sewer User Fund for the
2014 budget year. The sewer budget operates on a January 1 – December 31
fiscal year to coincide with the Portland Water District fiscal year. Therefore, the
authorized vendor list for the Wastewater Division is presented on a different
schedule from the other municipal departments. While many of the utilities,
contractors and suppliers are duplicative to the city-wide list, the somewhat
unique work performed by the Wastewater Division does include different
products and suppliers. However, the format is the same, with maximum
expenditure limits established for vendors within categories based on budget
appropriations. Approval of the authorized vendor list for the Sewer User Fund is
supported by the Administration, was given first reading on March 3, 2014 and is
in order for final council action.
This is an award of bid for the purchase of a 2015 one-ton four wheel drive truck,
equipped with a power lift gate and v-plow, to Ripley & Fletcher Ford, South
Paris, low bidder at a price of $47,670. This is a replacement and upgrade of an
existing vehicle and plays a primary role in our sewer maintenance and pumping
station maintenance operations. The vehicle is also utilized for plowing access
areas to sewer pumping stations in the winter and assists plowing other municipal
parking lots. The upgrade to a one-ton vehicle is in response to the size and
weight of the equipment and materials this vehicle transports to on and off-road
worksites throughout the city. Due to the relatively good condition and
serviceability of the vehicle being replaced, it will be rolled into the city fleet
rather than traded or sold at this time. This purchase is funded through the Sewer
User Fund. This award of bid is supported by the Administration, was given first
reading on March 3, 2014 and is in order for final council action.
NEW BUSINESS
Items 1 - 13 require one reading and are on this agenda for final council action.
1.
2.
3.
4.
5.
This is a public hearing on an application for a new Taxi Business License from
Michael J. Gibbons d/b/a Westbrook Taxi, 221 Central Street. This is a new
owner of an existing business. This application has been approved by the Police
Department and, following the public hearing, is in order for council action.
This is a public hearing on an application for a new Taxi Business License and
Taxi Driver License from Jeilani Omar Abdalla d/b/a AJ’s Taxi, 207 Brown
Street. This application has been approved by the Police Department and,
following the public hearing, is in order for council action.
This is an application for renewal of State Liquor License from Mister Bagel, 609
Main Street. This renewal includes an outside seating option, which was licensed
on a temporary basis this past year. The Police Department finds no reason for
denial of this application, which is in order for council action.
This is an application for renewal of State Liquor License from Skybox Bar
& Grill, 212 Brown Street. Due to the late submission of this renewal application,
the Police Department review will be presented at Monday evening’s meeting.
Pending the findings of the Police Department, this application is in order for
council action.
This is the acceptance of the Annual Report for 2013 from the Chairman of the
Zoning Board of Appeals. This report is in order for council action.
6.
7.
8.
9.
10.
11.
This is the acceptance of a $1,000 Underage Drinking Enforcement Grant from
Opportunity Alliance – Communities Promoting Health Coalition, for use by the
Westbrook Police Department to conduct alcohol sales enforcement details.
Acceptance of this grant is in order for council action.
This is the submission of a petition regarding Sacarappa Park. As indicated by
the City Clerk, the petitioners submitted 506 valid signatures out of a required
1,216. Due to the failure to submit the number of signatures required by Chapter
8 – Citizens Initiative and Referendum Ordinance, there is no council action
necessary. There are no current plans pending or contemplated for the re-use or
development of this property.
This is the submission of a petition regarding the rezoning of property on
Stroudwater Street and setting a public hearing for Monday, April 28, 2014 for
consideration of said proposal. As indicated by the City Clerk, the petitioners
submitted 1,232 valid signatures, exceeding the required 1,216. Based on the
petitioner’s successful submission of the number of signatures required by
Chapter 8 – Citizens Initiative and Referendum Ordinance, the City Council shall
set a date for a public hearing to be held within twenty-one (21) days. The next
scheduled city council meeting is April 28, 2014 which meets the twenty-one day
requirement. Setting a public hearing on this citizen initiative for April 28, 2014
is called for under Chapter 8 of the Code of Ordinances, is supported by the
Administration and is in order for council action.
This grants a hardship property tax abatement for FY 2009 and FY 2010 on a
property for which the City Council previously abated the FY 2011 and FY 2012
taxes on March 3, 2014 (appeal #00714). Due to statutory constraints, abating
taxes for the earlier years requires a separate procedure by which the Tax
Collector submits a finding that the taxes are uncollectable due to hardship. That
notarized statement is enclosed, this abatement is supported by the Administration
and is in order for council action.
This is the approval of an extension of a Fish Passage Deadline Agreement for
Sacarappa Falls. Sappi is currently under a deadline for the installation of fish
passage at Sacarappa by May, 2015 in the form of a denil fish ladder to be
constructed up over the falls. Last year, based on the adverse impacts of a
concrete fish ladder over the falls and an indication from Sappi that they would
consider removing the dams if that could result in natural fish passage, the city
became involved in discussions among Sappi, the regulatory agencies and the
environmental groups. While all parties believed that natural fish passage would
be the best possible result for Sacarappa Falls, reaching an agreement on how to
pursue that goal has proven to be incredibly difficult. Without the city becoming
part of this discussion, coupled with the determination, patience and persistence
of Bill Baker, this agreement would never have been achieved. All parties have
now signed onto a two year extension for the completion deadline with a
commitment to aggressively pursue the natural fish passage option. This unified
agreement will be submitted to the Federal Energy Regulatory Commission
(FERC) for its approval. This agreement is supported by the Administration and
is in order for council action.
This is the approval of an agreement on the scope of engineering services
necessary to fully explore dam removal and all natural fish passage for Sacarappa
Falls. This consensus was reached through the collaborative efforts of the City of
Westbrook, Sappi, Princeton Hydro Engineering and the environmental agencies.
The city is providing up to $50,000 toward the cost of this work through the
12.
13.
Westbrook Environmental Improvement Corporation. If successful, this project
will not just restore fish passage at Sacarappa Falls, but will also maximize the
environmental, economic, aesthetic and recreational opportunities for the
Presumpscot River. Approval of this scope of services is supported by the
Administration and is in order for council action.
This is a request from the Portland Water District for an extension of the
permitted hours of work for their water main replacement project on Cumberland
Street, from Park Road to Pierce Street. This is a very problematic request.
Cumberland Street is a major collector road and, under city ordinance,
construction hours are limited to 8:00 AM to 3:30 PM. This is primarily intended
to minimize traffic disruption during the peak commuter hours, which is
significant along Cumberland Street. Many of our major collector roads are
located in commercial areas of the city and managing the traffic impact of
construction work in some of those locations has been dealt with by permitting
night time construction. Night work was a consideration for this project, but this
section of Cumberland Street is a densely developed residential neighborhood and
not conducive to overnight construction work. The PWD has requested that work
be permitted from 7:00 AM to 6:00 PM, which will allow for quicker completion
of the project but will schedule construction activity during peak traffic times.
The third alternative is to stick with the hours specified in the ordinance, which
limits construction to a 7½ hour work day and will lengthen the duration of the
construction project along this very challenging stretch of road. After discussion
with the City Engineer, he is in support of the extended hours as the best
alternative available. It will certainly exacerbate traffic congestion during peak
commuter hours, but will minimize the length of the construction period. Both
the City and the District will publicize this project well in advance and will
identify and recommend alternative travel routes during construction. Due to the
impact this project and any modification in permitted hours of construction will
have on area residents and the travelling public, the Administration recommends
that this item be postponed until April 28, 2014 to allow for notices to be sent to
all property owners along this section of Cumberland Street. A motion to
postpone this item to April 28, 2014 is recommended by the Administration.
This sets a date of April 28, 2014 for a public hearing on sending the
Consolidated Public Services, School Transportation and Fleet Maintenance
Facility to voter referendum on June 10, 2014, as recommended by the Facilities
& Streets Committee. This item is supported by the Administration and is in
order for council action.
Orders 14 – 18 require two readings and are on this agenda for first reading.
14.
This authorizes the sale a 2.8 acre vacant parcel of city owned property located on
the westerly side of Cumberland Street at the Windham town line. This triangular
shaped parcel was identified as surplus city land and put out to competitive bid
last year, with a minimum bid price of $51,300. The city received no bids. Since
that time, the city has been approached by an interested buyer who has agreed to
the $51,300 price. Since this property was previously bid and no one offered the
minimum bid price, the Administration is recommending acceptance of this bid.
It is recommended that the proceeds from this sale be applied to the repairs and
renovations underway at the Fred C. Wescott building. Since the city has
accepted a lower than anticipated sale price for the former Prides Corner School
15.
16.
17.
property and is now offering for sale a small portion of the 2 York Street property,
the budgeted $1.2 million dollar revenue in the Fred C. Wescott building capital
budget will not be achieved from the sale of those two properties. In order to
meet our revenue budget goal from the sale of city property, we are
recommending the proceeds from this sale be committed to that purpose. The
revenue from this sale has not been budgeted or anticipated elsewhere. This
authorization of the sale of surplus city land and the dedication of the proceeds to
the repairs and renovation at the Fred C. Wescott building are supported by the
Administration and is in order for first reading.
This authorizes the purchase of a late model sedan for use as an unmarked police
vehicle. For a number of years, the department has purchased low mileage used
vehicles for this purpose. The city received a total of 15 bids from three vendors
and determined that the bid of a 2013 Chevrolet Impala from Quirk Chevrolet of
Portland at a purchase price of $17,028 was the most advantageous bid based on
the vehicles age, mileage and remaining warranty. This vehicle replaces an
unmarked unit that was recently totaled in an accident. Funding for this purchase
comes from the payment of $4,881.82 from the insurance company for the driver
of the other vehicle, supplemented with $12,146.18 from the Asset Forfeiture
Account. This award of bid is supported by the Administration and is in order for
first reading.
This authorizes an increase in the fees paid to the Town of Gorham to provide
emergency rescue billing services for the Westbrook Fire & Rescue Department.
The rescue billing function was outsourced to Gorham in November of 2010 at a
cost savings to the City of Westbrook. Their rates have not been increased since
that time (a period of 3 years, four months). Gorham is now asking for a 5.9%
increase to cover their cost to perform rescue billing services for Westbrook. The
newly hired Deputy Fire Chief, Andrew Turcotte, has achieved significant success
in expanding revenue for emergency rescue services in the communities he has
previously served. He will be undertaking a comprehensive review of rescue
operations, administration and revenue opportunities, which may result in changes
in many aspects of our rescue program. Until that process is complete, we plan to
continue to outsource our billing function to Gorham and are in support of their
request for a fee adjustment. There is no budget impact from this fee adjustment.
Authorization of this increase for rescue billing services is supported by the
This is an award of bid for Audit Services to MacPage, LLC of South Portland,
for a three year contract covering fiscal years 2014 @ $40,000, 2015 @ $42,000
and 2016 @ $43,500. As is fully explained in the enclosed memo from City
Comptroller Alicia Gardiner, the city solicited Requests for Proposal for audit
services along with the Westbrook School Department. Five proposals were
submitted and, following a thorough evaluation of all bidders, MacPage was
determined to have submitted the superior proposal for city and school. The
Westbrook School Committee has already approved the MacPage proposal. In
addition to being a large, diversified and highly qualified accounting firm, with
numerous municipal and school department clients throughout the state, MacPage
is Maine based and highly familiar with the state’s financial and accounting
requirements for school departments, including filing deadlines. These factors
have presented some challenges with our previous audit firm, which is based in
New Hampshire and serves primarily New Hampshire clients. This award of bid
18.
for audit services to MacPage is supported by the Administration and is in order
for first reading.
This authorizes a contract for Munis software license, maintenance, support and
conversion to Tyler Technologies, Inc. of Yarmouth, Maine at a one-time cost of
$94,535 and an annual fee of $49,986. The specific terms are provided in the
enclosed agreement. The city previously operated on a Munis system, but
converted to AccuFund in early 2011. While AccuFund is a quality accounting
software, their software never had nor developed the municipal applications that
were promised. Munis is the most widely used municipal software package in the
country, Tyler Technologies (which owns Munis) is located in Yarmouth, Maine
and their systems are in use in many municipalities and combination
municipal/school applications throughout the state. While the Westbrook School
Department is not converting to Munis at this time (remaining on their current
ADS system, which is also owned by Tyler Technologies), we have been working
closely with them with the goal of both being on the Munis system in the near
future. Munis is a time tested product and Tyler Technologies has an outstanding
record of support, responsiveness and innovation for its clients. This financial
operating system conversion is funded in the 2013-14 Capital Improvement
Program, is recommended by the Finance Committee, is supported by the
FINANCE COMMITTEE MEETING
FEBRUARY 24, 2014
MINUTES
PRESENT: CHAIRMAN FOLEY, COUNCILORS CHAU, EMERY, O’HARA,
SANPHY (RAIRDON, RIELLY)
ADMINISTRATION: MAYOR HILTON, J. BRYANT, A. GARDINER
Chairman Foley opened the meeting of the Finance Committee at 6:00pm for the purpose
of discussion of the following:
1.
2.
FY 2013 Audit Report
Financial Operating System
FY 2013 Audit Report
Tim Greene, Roberts & Green, introduced himself to the committee and provided an
overview of the FY 2013 audit report (attached).
Financial Operating System
Alicia Gardiner, Comptroller, described the challenges with the current financial
operating system and the advantages of the system being proposed, Tyler Technologies.
David Jowett, Tyler Technologies, introduced himself to the committee and provided
some historical information about the company. He described the various components of
the software and assured the committee that this would be a successful transition.
A. Gardiner responded to questions from the committee regarding how this software
could improve efficiencies in the Finance Department.
There was some discussion about various modules not included in the current proposal
that could be implemented in the future if the City wanted.
Moved by Councilor Chau, seconded by Councilor O’Hara, to refer to the City
Council Munis financial operating system proposal.
Susan Rossignol, 54 Conant St., spoke in support of Munis software.
In response to Councilor Emery, A. Gardiner confirmed that she has received
overwhelmingly positive feedback from other municipalities that are using this software.
Vote: 5 in favor – 0 opposed
Moved by Councilor Emery, seconded by Councilor Sanphy, to adjourn at 7:31pm.
mam
1
FACILITIES & STREETS COMMITTEE
FEBRUARY 24, 2014
MINUTES
PRESENT: CHAIRMAN O’HARA, COUNCILORS CHAU, EMERY, SANPHY,
VICE PRES. FOLEY (RAIRDON, RIELLY)
ADMINISTRATION: MAYOR HILTON, J. BRYANT, E. DUDLEY, T. ELDRIDGE,
A. LEDOUX
Chairman O’Hara opened the meeting of the Facilities & Streets Committee at 7:33pm
for the purpose of discussion of the following:
1. 30-Minute Parking in Downtown Municipal Lot
2. Street Light on Sawyer Road
3. Public Services Facility
1. 30-Minute Parking in Downtown Municipal Lot
City Administrator Jerre Bryant identified this request from the owner of Tropical Sun
Tanning for two (2) 30-minute parking spaces in order to create more turnover parking in
the municipal parking lot between Bridge and Ash Streets.
In response to Vice Pres. Foley, Jerre Bryant confirmed that the Administration supports
the request for more turnover parking.
Moved by Vice Pres. Foley, seconded by Councilor Sanphy, refer the request to the
City Council.
Councilor Emery expressed concern about support from nearby restaurants.
Councilor O’Hara agreed that more turnover parking is needed downtown.
2. Street Light on Sawyer Road
Jerre introduced this item and referred to an aerial photo showing where existing lighting
on this road is.
Moved by Vice Pres. Foley, seconded by Councilor Sanphy, to refer the request to
the City Council.
Councilor Chau stated that he will not be supporting this request.
Councilors Sanphy and Emery stated their support for this request.
Councilor Chau suggested a city-wide street light audit to determine where the greatest
need for street lights exists.
Phil Spiller, Jr., expressed concern for public safety on this road.
Councilor O’Hara agreed that a street light audit should be conducted as well as an
energy audit for the city’s buildings.
Vote: 4 in favor – 1 opposed (Chau)
3. Public Services Facility
Jerre Bryant identified members of the Public Services Building Committee and
described the process leading up to the decision to remain at the existing location.
Owens McCullough, Sebago Technics, provided the Committee with a presentation
describing the proposed building project (attached).
Public Services Department administration responded to questions from the Committee
regarding the proposed facilities.
Councilor Sanphy expressed concern that the current location might not be the best
location for the new facility. He cited concerns about access, debt obligations and
property tax rates.
Councilor Chau thanked the Public Services administration and staff for making the most
of their current facilities and for being patient.
Dean Flanagin, Assistant Superintendent of Schools, spoke in support of the proposed
project.
Vice Pres. Foley urged the Committee to support the proposed project.
Dana Fortier, Idexx Laboratories, spoke in support of the proposed project.
Moved by Vice Pres. Foley, seconded by Councilor Sanphy, to refer the item to the
City Council with a recommendation to include a citizen’s referendum.
Councilor O’Hara wanted to publicly acknowledge the school bus transportation staff for
working so well under the existing conditions.
Moved by Vice Pres. Foley, seconded by Councilor Emery, to adjourn at 9:24pm.
mam
WESTBROOK CITY COUNCIL MINUTES
MONDAY, MARCH 3, 2014 AT 7:00PM
WESTBROOK HIGH SCHOOL ROOM 114
Pres. Rielly opened the City Council meeting
City Clerk called the roll
7 City Councilors, 1 Student Representative present
Salute the flag
The following minutes were approved:
FEBRUARY 10, 2014 SPECIAL CITY COUNCIL MEETING
MAYOR’S MESSAGE
Mayor Hilton announced an upcoming community in participation with the Sea Dogs.
Tom Eldridge, Director of Public Works, offered the Council with an update on winter operations.
STUDENT REPRESENTATIVE UPDATE
Trina Sayed announced upcoming school events and activities.
PUBLIC COMMENT
Councilor Chau announced an upcoming open house for parents with children entering kindergarten.
UNFINISHED BUSINESS
2014-9 AMENDING MASTER FEE SCHEDULE RE: BUSINESS LICENSE EXPIRATION
DATES (Tabled on 1/27/14)
Moved by Vice Pres. Foley, seconded by Councilor O’Hara, to remove the item from the table.
Moved by Vice Pres. Foley, seconded by Councilor O’Hara, for first and final reading of Order
#2014-9, the Westbrook City Council hereby approves the attached amendments to the City of
Westbrook Code of Ordinances, MASTER FEE SCHEDULE, Appendix B, Chapter 20-Licenses
and Permits.
Roll Call Vote: 7 in favor – 0 opposed
ORDERS OF THE DAY
2014-25
PUBLIC HEARING – PURCHASE & SALE AGREEMENT FOR FORMER
PRIDES CORNER SCHOOL PROPERTY
Pres. Rielly opened the public hearing.
Jeff Turnbow, 359 Pride St., requested information on the proposed development.
City Administrator Jerre Bryant described the proposed project as approximately 40 residential
condominiums to be developed in accordance with the existing RGA2 zoning district.
Dianne Doyle, on behalf of the developer Steve Goodrich, highlighted some goals of the proposed
project, including preservation of open space and construction of homes that are conducive to the
neighborhood.
Sue Sage, 260 Pride St., inquired about preservation of existing buffer and open space. Dianne Doyle
offered assurance that both are important to the developer.
Kathy Sincerbeaux, 51 Chase Hill Drive, inquired about the developer’s plans for the portion of the
property which abuts Route 302. In response, Dianne Doyle stated that it will depend on whether the
existing building can be reused.
Jerre Bryant provided an outline of the Planning Board approval process.
Ann Shay, 100 Grandview Drive, expressed concern about traffic impacts.
Ann Chapman, 118 Grandview Dr., stated her preference for single story buildings and adequate
buffer.
Shirley Lawrence, 315 Pride St., stated her opinion that the purchase price for the property is not high
enough.
In response to Councilor Sanphy, Dianne Doyle confirmed that the developer would be willing to
discuss property boundaries with abutting property owners.
Pres. Rielly closed the public hearing.
Moved by Vice Pres. Foley, seconded by Councilor Rairdon, for second and final reading of
Order #2014-25 PURCHASE & SALE AGREEMENT FOR FORMER PRIDES CORNER
SCHOOL PROPERTY, that the Westbrook City Council hereby authorizes the Mayor to enter
into the attached purchase and sale agreement with 375 Pride St., LLC, for city-owned property
located in at 375 Pride Street at a sale price of $485,000.
Vice Pres. Foley and Councilor O’Hara stated their support for this item.
Roll Call Vote: 6 in favor – 1 opposed (Rielly)
Moved by Vice Pres. Foley, seconded by Councilor Chau, for second and final reading of the
following Orders:
2014-26
2014-27
APPROVING CONTRACT WITH THOMAS AGENCY FOR COLLECTION
SERVICES
EXTENSION OF GRAVEL PIT LEASE AGREEMENT
2014-28
PUBLIC HEARING – LAND USE ORDINANCE AMENDMENT RE:
TELECOMMUNICATIONS TOWERS & FACILITIES
No one spoke.
Moved by Councilor Emery, seconded by Councilor Chau, for second and final reading of
Order #2014-28 LAND USE ORDINANCE AMENDMENT RE: TELECOMMUNICATIONS
TOWERS & FACILITIES.
NEW BUSINESS
BUSINESS LICENSES:
Moved by Vice Pres. Foley, seconded by Councilor Sanphy, for approval of the following license
renewal applications:
1.
2.
3.
4.
LIQUOR LICENSE RENEWAL – CHIPOTLE MEXICAN GRILL, 11 MAIN ST.
LIQUOR LICENSE RENEWAL – PIZZA HUT, 25 MAIN ST.
LIQUOR LICENSE RENEWAL – DANCING ELEPHANT, 855 MAIN ST.
LIQUOR LICENSE RENEWAL – RIVERMEADOW GOLF CLUB, 216 LINCOLN ST.
RESOLVES:
5. REFERRAL OF FY 2014-2015 MUNICIPAL BUDGET
Moved by Councilor Chau, seconded by Councilor Sanphy, that the Westbrook City Council
hereby accepts and refers the Mayor’s proposed fiscal year 2014-2015 municipal budget to the
Finance Committee.
Mayor Hilton delivered her FY 2014-2015 budget message.
Jerre Bryant provided an overview of the FY 2014-2015 budget.
Vice Pres. Foley outlined the upcoming departmental budget review schedule.
6. ACCEPTANCE OF ASSET FORFEITURE MONEY
Moved by Councilor Sanphy, seconded by Councilor Rairdon, that the Westbrook City Council
hereby approves the asset forfeiture of $1,544 in cash, pursuant to 15 M.R.S.A. § 5824(3) and §
5826(6).
7. RECREATION & CONSERVATION COMMISSION ANNUAL REPORT
Moved by Councilor O’Hara, seconded by Vice Pres. Foley, that the Westbrook City Council
hereby acknowledges receipt of the attached 2013 Annual Report from the Westbrook
Recreation & Conservation Commission.
Vice Pres. Foley disclosed that a former project of his is identified in the Chairman’s report.
Mayor Hilton thanked the Recreation & Conservation Commission members for their work.
8. CONFIRMATION OF RE-APPOINTMENT OF WEIC REPRESENTATIVE (Burke)
Moved by Councilor Chau, seconded by Councilor Emery, that the Westbrook Municipal
Officers hereby confirms the re-appointment of Peter Burke, 34 Brown Street, to the Westbrook
Environmental Improvement Corporation, for a four (4) year term expiring December 2017.
Councilor O’Hara and Mayor Hilton thanked Peter Burke for his commitment to the community.
ORDERS ONE READING:
9. UTO AMENDMENT RE: 30-MINUTE PARKING IN DOWNTOWN MUNICIPAL LOT
Moved by Councilor O’Hara, seconded by Councilor Rairdon, for first reading of Order #201429, that the Westbrook City Council hereby amends the Uniform Traffic Ordinance, Schedule
VI-Parking Limited, by establishing two (2) 30-minute parking spaces in the municipal lot
designated as Lot F as depicted on the attached and as recommended by the Facilities & Streets
Committee.
Administration identified the location of the proposed 30-minute parking spots.
10. APPROVING STREET LIGHT REQUEST ON SAWYER ROAD
Moved by Vice Pres. Foley, seconded by Councilor Sanphy, for first reading of Order #2014-30,
that the Westbrook City Council hereby authorizes the city to enter into 15-year service
agreement with Central Maine Power for the installation of a street light on Sawyer Road as
depicted on the attached.
Roll Call Vote: 6 in favor – 1 opposed (Chau)
Moved by Vice Pres. Foley, seconded by Councilor Chau, to take item #17 AWARD OF BID
FOR LIBRARY RENOVATIONS out of order.
that the Westbrook City Council hereby awards the bid for the interior renovation of the first
floor of the historic section of the Walker Memorial Library to H.E. Callahan of Auburn, low
bidder in the amount of $157,875.
In response to Vice Pres. Foley, Judith Reidman, Chairperson for Walker Library Board of Trustees,
confirmed that fundraising efforts are ongoing.
City Engineer Eric Dudley provided an overview of this project.
11. EXECUTIVE SESSION FOR CONSIDERATION OF HARDSHIP ABATEMENT(S) PER 36
M.R.S.A. § 841 (2) (E)
Moved by Vice Pres. Foley, seconded by Councilor Emery, to recess into executive session per
36 M.R.S.A. § 842 (2) (E) for consideration of four (4) requests for hardship property tax
abatements and to include the Mayor, City Administrator, Assistant City Administrator, City
Solicitor, Tax Collector and General Assistance Administrator.
City Council reconvened.
Moved by Vice Pres. Foley, seconded by Councilor Rairdon, to deny Abatement Application
#00414 due to an income which exceeds the guidelines.
Moved by Councilor Rairdon, seconded by Vice Pres. Foley, to approve Abatement Application
#00714 FY 2011 and 2012.
Moved by Councilor Emery, seconded by Councilor Sanphy, to approve Abatement Application
#00514 FY 2011 and 2012.
Vote: 6 in favor – 1 opposed (Chau)
Moved by Pres. Rielly, seconded by Councilor Sanphy, to approve Abatement Application
#00614 FY 2012.
Vote: 4 in favor – 3 opposed (Chau, Rairdon, Foley)
ORDERS – TWO READINGS:
12. PUBLIC HEARING – AMENDING CHAPTER 10-ELECTIONS RE: REDISTRICTING OF
WARDS
City Clerk Lynda Adams introduced this item. She indicated that 1994 was the last time redistricting
was done in Westbrook.
In response to Councilor Sanphy, Lynda Adams confirmed that notices will be mailed to residents
whose wards are changing.
In response to Vice Pres. Foley, Lynda Adams stated that she will provide the population numbers for
the various wards at the next meeting. Vice Pres. Foley also requested copies of notifications of new
wards and voting locations.
In response to Councilor Chau, Lynda Adams confirmed that redistricting takes effect 30 days from
City Council approval.
In response to Pres. Rielly, Lynda Adams explained how voters can find out which district they are in
through the state’s database.
that the Westbrook City Council hereby amends Chapter 10-Elections by approving the redistricting of the city’s five (5) voting wards as depicted on the attached map and recommended
by the City Clerk.
13. AUTHORIZING CONSOLIDATION OF VOTING LOCATIONS FOR WARDS 1 AND 4
Moved by Vice Pres. Foley, seconded by Councilor Rairdon, for first reading of Order #201432, that the Westbrook City Council hereby approves the consolidation of the polling location
for Wards 1 and 4 at the Fred C. Wescott Building.
Vice Pres. Foley spoke in support of this item.
There was discussion about potential future consolidation of Ward 5 and also suggestions made to
limit activities at the Community Center on Election Day.
14. ACCEPTANCE OF CALPINE DRIVE AS A PUBLIC STREET
Moved by Vice Pres. Foley, seconded by Councilor Sanphy, to table Order #2014-33ACCEPTANCE OF CALPINE DRIVE AS A PUBLIC STREET.
15. APPROVING WEIC/RECREATION & CONSERVATION FUNDING FOR STROUDWATER
TRAIL PROJECT
Moved by Vice Pres. Foley, seconded by Councilor O’Hara, for first reading of Order #2014-34,
that the Westbrook City Council hereby approves a donation in the amount of $11,906 to the
Portland Trails to assist in funding for the extension of the existing Stroudwater River Trail.
16. AMENDING COUNCIL ORDER #2013-34 – CONTRACT FOR ENGINEERING SERVICES
WITH PRINCETON HYDRO
Moved by Councilor O’Hara, seconded by Councilor Sanphy, for first reading of Order #201435, that the Westbrook City Council hereby approves amending Order #2013-34-CONTRACT
FOR ENGINEERING SERVCIES WITH PRINCETON HYDRO by increasing the not-toexceed authorization by $22,400 to $52,400.
Bill Baker, Assistant City Administrator, described ongoing negotiations with Sappi regarding the
Saccarappa Dam removal project.
17. AWARD OF BID FOR LIBRARY RENOVATIONS
This item was taken out of order.
18. APPROVING ANNUAL SEWER VENDOR LIST
Moved by Councilor Rairdon, seconded by Councilor Sanphy, for first reading of Order #201437, that the Westbrook City Council hereby approves the attached vendor list for the
Wastewater Division CY 2014 budget, not to exceed the stated amounts.
19. AWARD OF BID FOR WASTEWATER DIVISION VEHICLE
Moved by Councilor Sanphy, seconded by Councilor O’Hara, for first reading of Order #201438, that the Westbrook City Council hereby awards the bid for a 2015 Ford F-350 to Ripley &
Fletcher Ford of South Paris, low bidder in the amount of $47,670.
In response to Vice Pres. Foley, City Engineer Eric Dudley confirmed that the local vendor was not
within 2% of the low bidder.
Vice Pres. Foley stated his support for the local vendor, Rowe Ford.
Jerre Bryant suggested that the City Council consider a future amendment to the purchasing ordinance
should the City Council wish to amend the 2% provision.
Eric Dudley responded to questions from Councilor Rairdon regarding this replacement vehicle.
In response to Councilor O’Hara, Eric Dudley confirmed that this purchase will be funded through
sewer user fees.
PUBLIC COMMENT
Councilor Emery commended Eric Dudley for his ongoing support of the library renovation project.
REFERRALS
None for the period.
Moved by Councilor Emery, seconded by Councilor O’Hara, to suspend the City Council rules
to add the following item to the agenda:
EXECUTIVE SESSION PER 1 M.R.S.A. § 405 (6) (E) for consultation with legal counsel regarding
pending litigation and to include the Mayor, City Council, City Solicitor, City Administrator and
Assistant City Administrator.
Moved by Councilor O’Hara, seconded by Councilor Chau to recess into executive session.
City Council reconvened.
Meeting adjourned.
FINANCE COMMITTEE
MARCH 10, 2014
MINUTES
PRESENT: CHAIRMAN FOLEY, COUNCILORS EMERY, O’HARA, PRES.
RIELLY (CHAU, RAIRDON)
ADMINISTRATION: MAYOR HILTON, J. BRYANT, M. PARDUE, T. ROTH, G.
HAMILTON, C. SHEPARD, M. JUST, E. DUDLEY, T. ELDRIDGE
Chairman Foley opened the meeting of the Finance Committee at 6:00pm for the purpose
of discussion of the following FY 2014-2015 Budget Accounts:
1.
2.
3.
4.
5.
6.
Police Department
Public Safety Dispatch
Fire/Rescue Department
Code Enforcement & Engineering
Planning
Buildings & Plant
 City Hall
 Public Safety Building
 Fred C. Wescott Building
 Library Building
 Public Services Building
7. Public Services Department
 Administration
 Highways & Streets
 Refuse Collection & Recycling
 Fleet Maintenance
 Cemeteries
 Parking Garage
1. Police
Director of Public Safety Michael Pardue presented the Committee with an overview of
this proposed budget.
The Committee agreed to the Administrations recommended budget adjustments (see
attached memo).
2. Public Safety Dispatch
Director of Communications Greg Hamilton presented the Committee with an overview
of this budget.
There was discussion about the proposed addition of one dispatch position and the
elimination of the building resource officer position.
3. Fire/Rescue Department
Director Pardue presented the Committee with an overview of this proposed budget. He
explained how overtime costs are triggered and how the request to fund four (4)
additional firefighter positions will help to address these costs. He also identified a
request for an additional deputy chief position to be funded through increased revenues.
Chairman Foley stated his support for additional staffing.
In response to Councilor O’Hara, Director Pardue confirmed that July 1, 2014 would be
the implementation date for the firefighter positions.
4. Code Enforcement & Engineering
City Engineer Eric presented the Committee with an overview of this proposed budget.
5. Planning
City Planner Molly Just presented the Committee with an overview of this proposed
budget. She highlighted recently completed projects as well as current projects this
department is working on.
Chairman Foley asked if an increase in stipends for Planning Board Members was
included in the budget. Administration will double check this.
Chairman Foley asked that “Salaries” be put on the revisit list.
6. Buildings & Plant
City Engineer Eric Dudley presented the Committee with an overview of this proposed
budget. He identified the buildings contained within this budget as well as a request for a
Building Superintendent position.
attached memo).
7. Public Services Department
Director of Public Services Tom Eldridge provided the committee with an overview of
this proposed budget.
attached memo).
Moved by Councilor Sanphy, seconded by Pres. Rielly, to adjourn at 7:45pm.
mam
Colleen Hilton
Mayor
We
[email protected]
Fax:
Jerre R. Bryant
City Administrator
[email protected]
1-20
2 York Street
stbrook, Maine 04092
7-591-8110
(866) 405-0776
MEMO
To: Finance Committee
From: Jerre R. Bryant
Re: Finance Committee Budget Review 3-10-14
Date: March 7, 2014
Finance Committee Budget Review
6:00
Police Department (Tab 13) – The proposed PD budget of $2,682,597 is
up $150,133 or 5.9%. This department is made up of forty (40) sworn officers,
including a Public Safety Director (50% Police funded), two captains, seven
Sergeants and thirty officers. Civilian personnel include one Parking
Enforcement/Animal Control Officer and 50% funding for an Office Coordinator
and an Equipment Technician (Mechanic). Personnel changes include the
upgrade of the Administrative Assistant position to Office Coordinator to meet the
growing and more diversified needs of the public safety departments. The
Building Resource Officer position has been eliminated. Major budget changes
include an increase of $105,001 (5.2%) for wages, $8,500 for fitness incentives
and $31,032 for vehicle leases. Note: Wages should be lowered by $46,952
which reduces that line to an increase of $58,049 (2.9%) and lowers the
proposed PD budget to $2,635,645 for an increase of $103,181 (4.1%).
6:30
Public Safety Dispatch (Tab 14) – The proposed Dispatch budget of
$622,980 is up $22,946 or 3.8%. This division is made up of a Communications
Director and ten dispatchers, which is an increase of one dispatch position. This
additional position will better cover the schedule, will reduce overtime and will
cover some of the functions performed by the eliminated Building Resource
Officer position. It has also been very difficult to attract and retain per diem
dispatchers. Wages are up $58,241 while per diem costs are down $10,000 and
overtime is down $27,120.
6:45
Fire/Rescue Department (Tab 15) – The proposed Fire & Rescue budget
of $2,796,411 is up $236,705 or 9.2%. The staffing of this department includes a
Public Safety Director (50% Fire funded), two Deputy Chiefs (one funded at the
half year), and 32 full-time Firefighter/Paramedics, which include four Captains
and four Lieutenants. Supplemental part-time staffing includes 24 Per Diem
Firefighter/Paramedics, three Call Company officers, 20 Call Company members
and ten Fire/Police members. The four additional full-time Firefighter/Paramedic
positions satisfy a contractual requirement that must be met over the next two
years. They are being brought on at this time to reduce the excessive overtime
costs that we have experienced over the past two years. Last year the
department spent $510,000 on overtime, nearly double the amount spent in any
prior year. This was initially felt to have been caused by a high number of
employee absences due to illness and injury, vacancies due to the difficulty of
hiring Firefighter/Paramedics and a limited number of available Per Diem
employees. This year, the illness and injury problem has been significantly
reduced and the permanent vacancies have been filled. However, this year
overtime spending in projected to exceed last year amount. Based on the
number of shift openings due to injury, illness, employee turnover, and other
earned time off, one additional full-time position on each of the four shifts is
needed to control overtime costs and meet necessary staffing levels.
Contractually, we have also negotiated greater flexibility in filling open shifts
through the use of Per Diem Firefighter/Paramedics. However, the Per Diem
positions are difficult to fill with trained personnel who have the schedule
flexibility to cover open shifts. The $248,549 cost for the four additional
positions, including benefits, is more than covered by the $220,000 savings in
overtime and $93,981 reduction for Per Diem wages. The proposed budget also
funds a second, full-time Deputy Chief position, funded at the half year mark
(1/1/15). This provides for one Deputy with primary responsibilities for
Rescue/EMS operations and a second responsible for Fire and other emergency
response operations. The second position will only be hired if revenue collection
from rescue billing increases a sufficient amount to cover the total cost of the
additional position. Major budget changes included Wages up $301,190, Call
Company down $6,864, Per Diem down $93,981, Overtime up $30,000 budget to
budget, but down $229,905 from last year’s actual expenditures, Medical Exams
up $9,920, Consultants (EMS Medical Director) down $5,000, Vehicle Leases
down $21,211, Hydrant Fees down $5,109, Gasoline up $7,605, Diesel down
$7,035, Protective Clothing up $16,140.
7:30
Code Enforcement & Engineering (Tab10) – The proposed Code
Enforcement budget of $239,941 is up $4,890 or 2%. This department includes
the City Engineer, Code Enforcement Officer, Office Coordinator and the
contractual services of the Electrical Inspector. The City Engineer oversees code
inspections, building maintenance and sewer maintenance in addition to the City
Engineer duties. There are no major changes in this budget.
7:45
Planning (Tab 11) – The proposed Planning Department budget of
$70,358 is up $1,286. There are no major changes in this budget,
8:00
Buildings & Plant (Tab 12) – These budgets provide for maintenance,
custodial services and supplies for all municipal buildings. Last year custodial
services were outsourced at a cost savings of approximately $80,000. For the
current year, the city continued to contract with the School Department for the
cost of one maintenance worker, which has been neither sufficient nor cost
effective. This year’s budget replaces the contractual arrangement with the
schools with a Buildings Superintendent position, who will report directly to the
City Engineer and will provide on-site building maintenance for all municipal
buildings, through a combination of performing some maintenance work directly
and utilizing private contractors for larger or more specialized repairs. The
proposed Building & Plant budget of $430,638 is up $72,751. The $53,290
increase in wages for the Buildings Superintendent position is offset by a
$52,539 reduction in the Maintenance Personnel line to $192,348 which now
funds just the contractual custodial services. The service contracts funded in the
Maintenance line is up $22,000 to $80,000 as we are placing more of our
equipment and building systems on maintenance service contracts. The $50,000
increase in the building Repairs line is to address deferred maintenance work on
many of our buildings. This overall increase in our buildings repair and
maintenance funding is to take better care of our municipal building
infrastructure. Note: The Salaries line should be reduced by $11,019 as 20% of
the Building Superintendent position is charged to the Parking Garage budget. A
corresponding adjustment of $4,553 will also be made to the Benefits budget.
 City Hall Building - This $72,436 budget is up $2,800. The
primary increase is the city-wide Postage account which is up $4,000 to $22,000
due to higher postal rates and an increased mail volume.
 Public Safety Building – This $173,900 budget is up
$22,508. Primary funding changes include Maintenance Contracts, up $8,708 as
we are placing more equipment in this building on service contracts due to recent
repairs and replacements that could have been avoided by proper care and
maintenance, Natural Gas, down $4,500 and Electricity, up $13,000.
 Public Services Building – This $60,400 budget is up
$3,200 due to a $3,000 increase in Electricity. There are no other significant
changes in this budget. In anticipation of a major expansion/renovation of this
complex, we are only doing essential maintenance of this building.
 Fred C. Wescott Building – This $118,000 budget is up
$7,000 due to utility costs and increased usage of the facility. Repairs and
Maintenance is up $3,000, Snow Plowing is down $5,000 as this will now be
performed in-house, Natural Gas is up $2,500, Electricity is up $9,000 and
Water/Sewer is up $3,500.
 Library Building – This $31,250 budget reflects no change
from current year funding.
 Parking Garage - This $165,564 budget reflects no change
from the current year. This budget is fully funded by lease income. A copy of
this budget is attached as it was not included in your budget books.
9:00
Public Services Department (Tab 16) – The total Public Services
Department budget of $3,863,455 is up $48,845 or 1.3%.
 Administration – This $224,351 budget is up $8,019. The
primary change in this budget is Wages which are up $7,843. This budget funds
the Director, Deputy Director and Administrative Assistant positions. Note: The
Salaries line should be reduced by $4,591 as 10% of the Administrative Assistant
is charged to the Parking Garage budget. A corresponding adjustment of $2,400
will also be made to the Benefits budget.
 Highways & Streets – This $1,965,257 budget is up
$76,658. The Highways & Streets budget funds all summer and winter street
and sidewalk maintenance, street and traffic lights, parking lot and grounds
maintenance at all municipal buildings and all sign maintenance. Wages are up
$21,123, Overtime is up $10,000, Traffic Light Maintenance is up $10,000 due to
the replacement of the controller at the intersection of Main and Spring streets,
Rental Equipment is up $28,656 as we move to more out-sourcing of snow
plowing and grounds maintenance, Downtown Supplies is up $5,000 to fund the
repair of concrete sidewalks in the downtown, Street Lighting is up $34,358 due
to higher electrical costs and increased lighting and Bituminous Concrete is down
$47,000.
 Refuse Collection & Recycling – This $1,087,506 budget
is down by $58,429. This budget provides for weekly residential curbside
collection and disposal of trash and recycling on a contractual basis.
Additionally, this budget funds recycling education and outreach, annual leaf,
yard waste and hazardous materials disposal, post-closure expenses for the
city’s two closed landfill sites, and disposal of street sweeping and catch basin
debris. The only staff funded in this budget is 30 hours per week for a recycling
coordinator. Post-closure costs for the landfill sites are up $5,000,
Trash/Recycling Collection is up $9,917, and the city’s payment toward
Ecomaine debt has been fully paid and reflects a budget reduction of $69,000.
 Fleet Maintenance – This $527,414 budget is up $23,597.
This budget funds the maintenance of all vehicles and equipment in the Public
Services Department. Personnel funded in this budget include two mechanics.
Outsourcing of vehicle/equipment repairs is up $15,000 and Auto Parts is up
$8,000.
 Cemeteries – This $58,927 budget is down $1,000. All
mowing and grounds maintenance is out-sourced. This budget also covers the
cost of burials, which are done by city crews and supplies.
FINANCE COMMITTEE
MARCH 15, 2014
MINUTES
PRESENT: CHAIRMAN FOLEY, COUNCILORS CHAU, EMERY, O’HARA,
RAIRDON (RIELLY)
ADMINISTRATION: MAYOR HILTON, J. BRYANT, M. PARDUE, T. ROTH, G.
HAMILTON, C. SHEPARD, M. JUST, E. DUDLEY, T. ELDRIDGE, M. DORN, S.
LUNDIN, K. VALLEY
Chairman Foley opened the meeting of the Finance Committee at 8:00am for the purpose
of discussion of the following FY 2014-2015 Budget Accounts:
1.
2.
3.
4.
5.
6.
7.
8.
9.
City Clerk
Mayor’s Office
Memberships
Finance
 Debt Service
 Technology
 Assessing
Human Resources
 Benefits
General Assistance
Social Services
Community Services
 Self-funding Programs
Library
1. City Clerk
City Clerk Lynda Adams presented the Committee with this proposed budget. She
provided an overview of the duties and functions of this office.
There was discussion about the elimination of the vacant CSR II position and the
potential impact for the office. Chairman Foley commented that, should this structure not
work well, it could be reconsidered.
Councilor Chau suggested focusing on educating the public about transactions that can
currently be done online as well as exploring additional online transaction opportunities.
Councilor Rairdon commended the staff in this department.
In response to Chairman Foley, Lynda Adams confirmed that local petitions are an
unanticipated expense.
2. Mayor’s Office
City Administrator Jerre Bryant provided the Committee with an overview of this
proposed budget. He identified the primary change in this budget as being the CATV
position being restored to full time status and moved to this budget.
3. Memberships
Chairman Foley identified the following organizations which are funded under this line:
 ADA Paratransit
 Greater Portland Transit District
 Westbrook Historical Society
 Animal Refuge League
 Westbrook Community Band
 Greater Portland Council of Governments
 Veterans Memorial Association
 Maine Municipal Association
Greg Jordan, Greater Portland Transit District General Manager, introduced himself to
the Committee and spoke about this organization’s current goals, including the extension
of bus service to Spring & County Road.
Councilor Chau indicated that he would like to see the service continue to the Maine
Mall.
Councilor O’Hara commented on the need for more bus shelters in the community.
Mayor Hilton commended the METRO board for their support of consolidation efforts.
Councilor Sanphy commented on the benefits of the Historical Society’s new location at
the Community Center.
Jerre Brooks, Westbrook City Band, thanked the City for its continued support. He
mentioned that the space used for band practice at the Community Center is working well
for this group.
4. Finance
Alicia Gardiner, Comptroller, provided the Committee with an overview of this proposed
budget. She described the staff make-up of this department and how they are prepared to
deal with the loss of one position.
Councilor Rairdon stated his support for the proposed increase to support memberships
and training.
Councilor O’Hara expressed some concern about maintaining a high level of customer
service with one less person on the front counter at City Hall.
Councilor Emery offered that the city and school might realize cost savings by printing
W2s together. A. Gardiner confirmed that will be possible when the city and school
share financial software.
Mayor Hilton expressed confidence in the City’s fiscal position and commended the City
Administrator and Comptroller on their efforts.

Debt
Alicia Gardiner provided an overview of the recently refunded bonds and other financial
management decisions to manage the City’s debt.
The Committee agreed to reduce the interest line by $5,500, as recommended by
Administration.

Technology
Alicia Gardiner spoke about the city’s current, outsourced, technology provider. She also
informed the Committee that the City will soon be going out to bid for technology
services.
Councilor O’Hara suggested that the City include in its request for proposals an option
year on the front and/or back end of the contract.

Assessing
Jerre Bryant spoke about the high level of service that the City continues to receive from
South Portland through this agreement.
Chairman Foley asked to have the Tax Assessor present the Council with an update on
current assessing trends at an upcoming meeting.
Councilor O’Hara spoke in support of the shared services agreement with the City of
South Portland.
5. Human Resources
Christie Young, HR Generalist, provided the Committee with an overview of this
department and the proposed budget.
Councilors Rairdon and Chau complimented the department for making ongoing training
a priority.
Councilor Emery commended the HR Department.

Benefits
Christie Young identified changes in the benefits line.
Councilor Chau thanked Vice Pres. Foley and the Administration for their work to
implement cost saving measures through the labor negotiation process.
6. General Assistance
General Assistance Administrator Sarah Lundin spoke about proposed funding reductions
at the state level and the potential impacts for this community.
In response to Councilor O’Hara, Sarah Lundin, described the Overseers of the Poor and
the value this board offers to Westbrook.
Mayor Hilton commented on the need to encourage more funding at the federal level to
help communities faced with the challenges of increasing immigrant populations.
7. Social Services
Maria Dorn, Director of Community Services, described the committee review process
for requests for funding from Social Service agencies.
Mayor Hilton disclosed that she is CEO of VNA Home Health and Hospice and a former
employee of Home Health Visiting Nurses.
8. Community Services
Maria Dorn provided the Committee with an overview of this proposed budget
Greg Post described programming currently offered at the Community Center.
In response to Chairman Foley, Administration confirmed that field maintenance is not
currently outsourced due to its specialized nature.
9. Library
Karen Valley, Library Director, provided the Committee with an overview of this
proposed budget. She described library programming currently offered and proposed
staff changes.
The Committee requested an update of the Fluett Trust Fund for the next Finance
Committee meeting to be discussed under Revenues.
Councilor Sanphy requested information on the Pierre Harnois Fund. Administration will
report back on the status of this fund.
Moved by Councilor Sanphy, seconded by Councilor Rairdon, to adjourn at
10:59am.
mam
City of Westbrook
IN CITY COUNCIL
March 3, 2014
ORDERED:
# 2014-33
ACCEPTANCE OF CALPINE DRIVE AS PUBLIC STREET
That the Westbrook City Council gives final approval for the acceptance of Calpine Drive as a public
street, as recommended by the City Engineer, including an Indenture from Central Maine Power
Company and a quit-claim deed from Idexx Laboratories.
First Reading:
Tabled March 3, 2014
Second and Final Reading:
Attest:
_________________________________________
City Clerk
_________________________________________
Mayor
City of Westbrook
IN CITY COUNCIL
March 3, 2014
ORDERED:
# 2014-31
AMENDING CHAPTER 10-ELECTIONS RE: REDISTRICTING OF WARDS
That the Westbrook City Council hereby amends Chapter 10-Elections by approving the re-districting of
the city’s five (5) voting wards as depicted on the attached map and recommended by the City Clerk.
First Reading:
March 3, 2014
Second Reading & Passed:
Attest:
_________________________________________
City Clerk
_________________________________________
Mayor
/
BR
METHO
DIST R
D
Falmouth
IDG
POND
D
DUCK
NR
TO
RD
Windham
PR
ID
E
ST
BR
OO
K
ST
5
BR
IDG
N
TO
^
`
_
Prides Corner Congregational Church
235 Pride Street
RD
AU
4
IN
ST
CU
ST
N
LA
ER
MB
D
ST
Portland
EAST BRIDGE ST
Wescott Junior High School
426 Bridge Street
^
`
_
1
AV
WAR REN
Gorham
W
IL
L
IA
M
B
MA
IN
DR
R
ST
^
`
_
Westbrook Armory
120 Stroudwater St
IN
SPR
Portland
GS
Brack
ST
ST
TE
ES
IN
MA
ett St
KE
CH
RO
3
CL
AR
T
UDW
ATE
R
ST
SA
C
O
ST
STR
O
2
^
`
_
Proposed Polling Locations
Proposed Wards
COU
RD
NT Y
COUNTY RD
IN
SPR
Scarborough
GS
T
Draft 2/28/2014
South Portland
Ward
1
2
3
4
5
Total
Existing Wards
Ballot(s)
3
1
1
3
2
(10)
Ward
Population
1
3,477
2
3,635
3
2,998
4
3,636
5
3,748
17,494
City of Westbrook
IN CITY COUNCIL
March 3, 2014
ORDERED:
# 2014-32
AUTHORIZING CONSOLIDATION OF VOTING LOCATIONS FOR WARDS 1 AND 4
That the Westbrook City Council hereby approves the consolidation of the polling location for Wards 1
and 4 at the Fred C. Wescott Building.
First Reading:
March 3, 2014
Attest:
_________________________________________
City Clerk
_________________________________________
Mayor
City of Westbrook
IN CITY COUNCIL
March 3, 2014
ORDERED:
# 2014-34
APPROVING WEIC/RECREATION & CONSERVATION FUNDING FOR STROUDWATER
TRAIL PROJECT
That the Westbrook City Council hereby approves a donation in the amount of $11,906 to the Portland
Trails to assist in funding for the extension of the existing Stroudwater River Trail.
WEIC contribution
$5,953
Recreation & Conservation Commission contribution
$5,953
$11,906
First Reading:
March 3, 2014
Attest:
_________________________________________
City Clerk
_________________________________________
Mayor
City of Westbrook
IN CITY COUNCIL
March 3, 2014
ORDERED:
# 2014-35
AMENDING ORDER #2013-34 – CONTRACT FOR ENGINEERING SERVICES
That the Westbrook City Council hereby approves amending Order #2013-34-CONTRACT FOR
ENGINEERING SERVCIES WITH PRINCETON HYDRO by increasing the not-to-exceed
authorization by $22,400 to $52,400.
Funds available from WEIC
First Reading:
March 3, 2014
Attest:
___________________________
_________________________________________
City Clerk
_________________________________________
Mayor
City of Westbrook
IN CITY COUNCIL
March 3, 2014
ORDERED:
# 2014-36
AWARD OF BID FOR LIBRARY RENOVATIONS
That the Westbrook City Council hereby awards the bid for the interior renovation of the first floor of the
historic section of the Walker Memorial Library to H.E. Callahan of Auburn, low bidder in the amount of
$157,875.
Account #4030-45599-47108-600-0
$80,000
Account #2151-45510-47108-600-0 (donations)
$77,875
$157,875
First Reading:
March 3, 2014
Attest:
_________________________________________
City Clerk
_________________________________________
Mayor
City of Westbrook
IN CITY COUNCIL
March 3, 2014
ORDERED:
# 2014-37
APPROVAL OF VENDOR LIST FOR WASTEWATER DIVISION BUDGET
That the Westbrook City Council hereby approves the attached vendor list for the Wastewater
Division CY 2014 budget, not to exceed the stated amounts.
First Reading:
March 3, 2014
Attest:
_________________________________________
City Clerk
_________________________________________
Mayor
SEWER DEPT 2014 BUDGET
"VENDOR LIST"
Wastewater Div. Vendors
8010-43250-45312-300-0
Telephone / SCADA
$
6,300.00
Lights & Power
$
60,000.00
Natural Gas
$
10,500.00
Sludge
$
4,000.00
8010-43250-48612-300-0
Sewer Inspection - TV
$
30,000.00
Eco Clean, LLC
GIS Mapping
Ted Berry Co., Inc
Unified Technologies
$
5,000.00
Conversant
Nextel
AEC
Verizon
AT & T
Corey Electric
8010-43250-46220-300-0
Fermion Gov
Central Maine Power
Corey Electric
8010-43250-46210-300-0
Global
Northern Utilities
Suburban Propane
8010-43250-48611-300-0
Pine Tree Waste
8010-43250-46610-300-0
Adams & Fogg
Adams Emergency Vehicles
Advance Auto Parts
AEC Controls System
Aqua Solutions Inc
Atlantic Broom Service, Inc.
Cory Electric
Cummins Northeast, Inc
Eastern Electric
Genuine Parts (NAPA)
Vehicles & Parts
Gorham Tractor
Greg Buckley / MSA Meters
Hayes Pump
Hews Co.
Howard P. Fairfield, Inc
Hydralic Hose & Assembly
Jack Young Co.
Jordan Equipment
Lee Dodge - Jeep
Maine Radio
McFarland Spring
Messer Co.
Nations Rent
New England Detroit Diesel Allison
Northland Holder, Inc
Nortrax
O'Connor GMC
Portland North Truck Center
Roberts Auto Body
Rowe Ford
Stevens Electrical
Stultz Electric
Tenco
Weir's Motor Sales, Inc
Westbrook Service Center
Wingfoot Commercial Tire
Yerxa's
Adams Emergency Vehicles
Aqua Solutions Inc
8010-43250-44314-300-0
Adam's Emergency Vehicles
Aqua Solutions Inc
Aubuchon Hardware
Cummins Northeast
Fastenal
Maint - Small Equipment
Hall Implement
Home Depot
Jack Young Co.
K & S Doors
Lowes
8010-43250-48613-300-0
American Concrete
American Highway Products
At Work Flaggers
E & B Construction
EJ Prescott
Flow Assessments
Castings, Brick, Pipe
Glidden Construction
Gorham Sand & Gravel
Handyman Rental
Monson Companies
Pavement treatments, Inc
Pike Industries
Pre-Cast of Maine
PTI Paving
QWP/Div EJP
RJ Grondin
Shaw Brothers
Suburban Traffic Control
G & E Roofing
Glidden Paving
Grainger
Handy Man Services
Home Depot
K&S Doors
Lowes
Overhead Door
8010-43250-44318-300-0
AEC Control Systems
AM-San
Corey Electric
E J Prescott
8010-43250-47610-300-0
Higgins Office Oroducts
Govconnection
25,000.00
$
14,000.00
$
8,500.00
AEC Engineering
AT & T
$
50,000.00
$
50,000.00
Verizon
Unified Technologies
GIS Projects
Eco Clean, LLC
8010-43250-47440-300-0
AEC Engineering
APEX of N.H.
C N Wood
Corey Electric
Cummins Northeast
$
PTI Paving
Stevens Electric
WITAS Gas Service
New Hardware Computers / SCADA Maintenance
8010-43250-43217-300-0
GIS Mapping / Tom Burns
3,500.00
White Brothers
Wilson & Son
Windham Rental
Maintenance - Building & Grounds
ITPartners LLC
$
Southworth Milton
Sportman's Hardware
Turf Products, LLC
Wescott & Sons
Wills & Sons
Small Plant Equipment
Eastern Electric
Faulkner Welding
Hayes Pump
K & S Doors
Nortrax
Overhead Door
Portland North
Steven's Electric
Stultz Electric
Tenco
Tom Gram / C. N. Wood
Vactor Corp
8010-43250-47420-300-0
Vehicles / New Equipment
CN Wood / Tenco
Portland North / Vactor - Beauregard
Rowe Ford
8010-43250-47701-300-0
Adam's Emergency Vehicles
Advance Auto Parts
AEC (SCADA)
AEC Controls
American Concrete
Apex of N. H.
C. N. Wood (T Graham)
CDM
Coastal Road Repair
Corey Associates
Cummins Northeast
Sewer Rehab & Repair
ECO Clean
EJ Prescott
Faulkner Welding & Machine
Fermion Gov Service (SCADA)
Flow Assessment
G & E Roofing
Gorham Sand & Gravel
Grainger
Handy man Services
Hayes Pump
8010-43250-49427-300-0
Long Creek Watershed Manaement District Restoration
Home Depot
Howard Fairfield Inc
Hydralic Hose
Lowes
Messer Co
MSA Gas Meters
Overhead Door
PTI Paving
RJ Grondin
Roberts Autobody
$
52,000.00
$
80,000.00
Rowe Ford
Sebago Teck
Sportsman Hardware
Stevens Electrical
Tenco
Wilson & Son
Woodard & Curran
Wright & Pierce
$25,000.00
City of Westbrook
IN CITY COUNCIL
March 3, 2014
ORDERED:
# 2014-38
AWARD OF BID FOR WASTEWATER DIVISION VEHICLE
That the Westbrook City Council hereby awards the bid for a 2015 Ford F-350 to Ripley & Fletcher Ford
of South Paris, low bidder in the amount of $47,670.
Account #8010-43250-47420-300-0
First Reading:
March 3, 2014
Attest:
_________________________________________
City Clerk
_________________________________________
Mayor
City of Westbrook, Maine City Council
April 7, 2014
RESOLVED:
#
ZONING BOARD CHAIRMAN’S ANNUAL REPORT
That the Westbrook City Council hereby acknowledges receipt of the attached Westbrook
Zoning Board Chairman’s Annual Report for 2013.
Attest: ____________________________________
City Clerk
Signed:
____________________________________
Mayor
Date:
_____________________________________
City of Westbrook
ZONING BOARD OF APPEALS
March 13, 2014
WESTBROOK ZONING BOARD OF APPEALS
CHAIRMAN’S REPORT 2013
Dear Mayor Hilton, President Reilly, and City Councilors:
I am pleased to report on the activities of the Zoning Board of Appeals in 2013.
The ZBA had a light workload compared to previous years. We only met on four (4)
occasions, one of which was our annual administrative meeting to elect officers, and
heard three (3) variance requests, which are described below. It is noteworthy that the
ZBA heard no administrative appeals from decisions of the Code Enforcement Officer
or the Fire Inspector. This is evidence of the ability of the City’s staff to resolve issues
that arise in the permitting process so that the applicant does not have to seek
recourse to an administrative appeal.
Variance Requests:
1. Variance – David E. Paul, Jr., & Melanie B. Paul 164 Pierce Street, is requesting
three (3’) foot right side yard variance to allow them to replace a 16’ 8” x 25’ single
car garage with an attached 27’ x 30’ two (2) car garage, Tax Map: 043 Lot 106,
Zone: Residential Growth Area One. April 9, 2013 / 4-0 in favor to grant the
variance. The variance request was granted.
2. Variance – Donald S. Bois 127 Deer Hill Circle is requesting twelve (12’) foot rear
line yard variance to allow him to build a 12’ x 16’ x 8’ Shed, Tax Map: 041 Lot 67,
Zone: Residential Growth Area One. June 11, 2013 / 2 voted in favor and 3 voted
against. The variance request was denied.
3. Variance — Henry Bareti 9 Methodist Road is requesting seven (7') foot side yard
line variance to allow him to build a 16' x 10' deck, Tax Map: 048, Lot: 072E, Zone:
Residential Growth Area Two. December 10, 2013 / 1 voted in favor of the
variance and 4 voted against. The variance request was denied.
Please feel free to contact me if you have any questions or if you would like any
additional information about the work of the Zoning Board of Appeals.
Aaron P. Burns
Chairman
cc: Jerre Bryant, City Administrator
April 7, 2014
RESOLVED:
#
OPPORTUNITY ALLIANCE GRANT FOR UNDERAGE DRINKING ENFORCEMENT
That the Westbrook City Council hereby accepts a $1,000 grant from Opportunity Alliance, said
funds to be used by the Westbrook Police Department for the continuation of underage drinking
enforcement detail.
Attest: ____________________________________
City Clerk
Signed:
____________________________________
Mayor
Date:
_____________________________________
April 7, 2014
RESOLVED:
#
SUBMISSION OF PETITION FOR SACCARAPPA PARK
That the Westbrook City Council hereby confirms receipt of 506 valid signatures for the petition
to establish an ordinance known as “Protection of Saccarappa Park”, as required under Chapter
8, § 8-2(C) of the Westbrook Code of Ordinances.
Attest: ____________________________________
City Clerk
Signed: ____________________________________
Mayor
Date:
_____________________________________
LYNDA ADAMS
CITY CLERK
(207) 591-8115
Fax 854-0635
TO:
City Council
FROM:
Lynda Adams
DATE:
April 3, 2014
RE:
Saccarappa Park Petition
City of Westbrook, Maine
2 York Street · Westbrook, ME 04092
A Citizens Initiative Petition was applied for on February 6, 2014 and issued on February
11, 2014 to James Tranchemontagne in response to the Petitioner’s Committee request to
amend Chapter 23 of the Code of Ordinances in regards to the use and maintenance of
Saccarappa Park.
As per Chapter 8, Section 8-3 of the City of Westbrook Code of Ordinances, the
Petitioner’s Committee was required to gather 1,216 signatures, which is “at least ten (10)
per cent of the number of registered voters as of the date of the last preceding regular
municipal election”.
The petition was submitted to my office on the deadline date of March 25, 2014. A total of
581 signatures were submitted. 75 of those signatures were not valid which brings the
total valid signatures submitted to 506. Even though this petition does not meet the
minimum required signatures to be considered valid, I am still submitting it to you as
required per Chapter 8, Section 8-2(c) of the City of Westbrook Code of Ordinances which
states, “at the expiration of said thirty-day period the city clerk shall declare the petition
closed and shall, at the next meeting of the city council, present the said petition to the city
council with verification of the number of valid voter signatures attached thereto.”
City of Westbrook
IN CITY COUNCIL
April 7, 2014
ORDERED:
#
SUBMISSION OF PETITION AND SETTING PUBLIC HEARING DATE FOR
STROUDWATER PLACE REFERENDUM
That the Westbrook City Council hereby confirms receipt of 1,232 valid signatures for the
petition to readopt the Stroudwater Place Contract Zone (CZ8) and sets a public hearing date of
April 28, 2014, as required under Chapter 8, § 8-2 (C) of the Westbrook Code of Ordinances,
First and Final Reading:
Attest:
___________________________
_________________________________________
City Clerk
_________________________________________
Mayor
LYNDA ADAMS
CITY CLERK
(207) 591-8115
Fax 854-0635
City of Westbrook, Maine
2 York Street · Westbrook, ME 04092
TO:
City Council
FROM:
Lynda Adams
DATE:
April 3, 2014
RE:
Stroudwater Contract Zoning Petition
A Citizens Initiative Petition was applied for and issued on February 25, 2014 to Jason
Snyder in response to the Petitioner’s Committee request to readopt the Stroudwater Place
Contract Zoning (CZ#8) and corresponding Comprehensive Plan enacted February 10,
2014.
As per Chapter 8, Section 8-3 of the City of Westbrook Code of Ordinances, the
Petitioner’s Committee was required to gather 1,216 signatures, which is “at least ten (10)
municipal election”.
The petition was submitted to my office on March 11, 2014 in advance to the April 7, 2014
deadline. A total of 1,341 signatures were submitted. 109 of those signatures were not
valid which brings the total valid signatures submitted to 1,232. I am submitting this
petition to you as required per Chapter 8, Section 8-2(c) of the City of Westbrook Code of
Ordinances which states, “at the expiration of said thirty-day period the city clerk shall
declare the petition closed and shall, at the next meeting of the city council, present the
said petition to the city council with verification of the number of valid voter signatures
attached thereto.”
The action you will need to take on this petition is covered in Chapter 8, Section 8-3 which
states, “if the number of valid signatures to said petition shall amount to at least ten (10)
municipal election, as certified by the board of registration, the city council shall set a date
for a public hearing to be held within twenty-one (21) days thereafter.” The next City
Council meeting will be held Monday, April 28, 2014 and action should be taken at your
meeting on April 7, 2014 to schedule the public hearing for that date.
City of Westbrook
IN CITY COUNCIL
April 7, 2014
ORDERED:
#
CONFIRMATION OF HARDSHIP ABATEMENT APPLICATION
That the Westbrook City Council hereby grants an abatement for real estate taxes and accrued
interest for FY 2009 and 2010 on property for which a hardship abatement was granted by the
Municipal Officers in appeal #00714 on March 3, 2014, based on the attached finding of the Tax
Collector stating taxes are not collectable due to hardship, as provided under 36 M.R.S.A. § 841
(3).
Attest:
___________________________
_________________________________________
City Clerk
_________________________________________
Mayor
City of Westbrook
IN CITY COUNCIL
April 7, 2014
ORDERED:
#
APPROVING EXTENSION OF FISH PASSAGE DEADLINE AGREEMENT
That the Westbrook City Council hereby approves the attached multi-party agreement regarding the
extension of the fish passage deadline and stay of license surrender application for the Saccarappa Project
identified by the Federal Energy Regulatory Commission as #2897.
Attest:
_________________________________________
City Clerk
_________________________________________
Mayor
AGREEMENT TO REQUEST EXTENSION OF FISH PASSAGE DEADLINE
AND STAY OF LICENSE SURRENDER APPLICATION
FOR THE SACCARAPPA PROJECT
(FERC No. 2897)
MARCH 14, 2014
By and Between:
S.D. Warren Company
U.S. Department of the Interior and U.S. Fish and Wildlife Service
Maine Department of Inland Fisheries and Wildlife
Maine Department of Marine Resources
City of Westbrook
Friends of the Presumpscot River
Conservation Law Foundation
{W4129490.3}
AGREEMENT TO REQUEST EXTENSION OF FISH PASSAGE DEADLINE AND
STAY OF LICENSE SURRENDER APPLICATION
FOR THE SACCARAPPA PROJECT (FERC No. 2897)
1.0
INTRODUCTION AND GENERAL PROVISIONS
This agreement (“Agreement”), which includes and incorporates Appendix 1 hereto, all
dated as of March 14, 2014, regarding the Saccarappa Project (FERC No. 2897) (“Project”) is
made and entered into by and among the following entities which shall, except as otherwise
noted, each be referred to as a Party and collectively as “Parties.”

S.D. Warren Company (“Warren” or “Licensee”);






U.S. Department of the Interior and U.S. Fish and Wildlife Service (“USFWS”);
Maine Department of Inland Fisheries and Wildlife (“MDIFW”);
Maine Department of Marine Resources (“MDMR”);
City of Westbrook (“City”);
Friends of the Presumpscot River (“FOPR”); and
Conservation Law Foundation (“CLF”).
1.1
Definitions
The Parties agree that the following definitions shall have the meanings so noted
throughout this Agreement:
1.1.1 “Consistent FERC Order” means an order issued by either FERC staff on
behalf of the Commission pursuant to its delegated authority or by the Commission itself (1) that
amends the Project license as requested in Section 3 of this Agreement, (2) that does not include
provisions that any Party reasonably determines to be materially inconsistent with this
Agreement, and (3) for which all administrative and judicial appeal periods have expired and for
which no appeal has been filed within the appeal deadline.
1.1.2 “Consistent WQC” means an amended water quality certification
(“WQC”) issued by the Commissioner of the Maine Department of Environmental Protection
(“MDEP”) pursuant to Section 401 of the Clean Water Act with respect to the Project that (1)
amends the Project’s WQC as requested in Section 3 of this Agreement, (2) does not include
provisions that any Party reasonably determines to be materially inconsistent with this
{W4129490.3}
2
Agreement, and (3) for which all administrative and judicial appeal periods have expired and for
which no appeal has been filed within the appeal deadline.
1.1.3
1.2
“FERC” means the Federal Energy Regulatory Commission.
Purpose and Goal
1.2.1 The purpose of this Agreement is to allow the Parties time to engage in a
collaborative, open, joint process to evaluate two fish passage design alternatives at the Project,
with the two design alternatives based upon Warren’s announced intention to decommission the
project and surrender its project license and, if the evaluation results in selection of an alternative
that is acceptable to Sappi, to allow the Parties the opportunity to attempt to reach agreement on
design, surrender, decommissioning, post-construction operations and maintenance, and
effectiveness testing of such alternative to the fish passage proposed in Warren’s December 31,
2013 FERC license surrender application (the “Surrender Application”). The evaluation of the
two fish passage design alternatives will include an assessment of the inclusion of recreational
features requested by the City, and their impacts. The two design alternatives are (1) the 30%
Denil fish passage design (“Denil Alternative”) included in both the Surrender Application and
the MDEP MWDCA and WQC application (the “MWDCA Application”), and (2) the twochannel fish passage design alternative developed by CLF / FOPR consultant Laura Wildman of
Princeton Hydro (“Two-Channel Alternative”).
1.2.2 The goal of this Agreement is to determine the most appropriate form of
fish passage at the Project site, upon surrender of the FERC license.
1.3
Agreement to be Incorporated in FERC and MDEP Orders
The Parties agree that each term of this Agreement is material and is in consideration and
support of every other term and that it is essential that FERC and MDEP incorporate in their
orders the stay and extension requested in Section 3 of this Agreement.
1.4
Successors and Assigns; Amendments; Entire Agreement
This Agreement shall be binding on the Parties and on their successors and assigns. This
Agreement may be amended only by a writing duly executed by each of the Parties. This
Agreement constitutes the Parties’ entire understanding with respect to the subject matter hereof
{W4129490.3}
3
and supersedes any and all prior oral or written agreements, understandings, or expressions with
respect thereto.
1.5
Parties to Support Regulatory Approvals
The Parties agree to actively support this Agreement before FERC and MDEP for the
purpose of obtaining a Consistent WQC and a Consistent FERC Order. With respect to the
issuance by MDEP of an amended WQC under Section 401 of the Clean Water Act, the Parties
agree to file written comments with MDEP supporting the issuance of an amended WQC that is
consistent with the terms of this Agreement, if requested to do so by the Licensee. For those
issues addressed herein, the Parties agree not to propose or otherwise communicate to FERC,
MDEP, or any other federal or state resource agency any comments, certification, or license
terms, conditions, or recommendations inconsistent with the terms of this Agreement, except
that, if any Party reasonably believes another Party is failing to fulfill its obligations under this
Agreement, that party may request that FERC or MDEP lift any stay on the processing of the
Surrender Application and the MWDCA Application.
1.6
Requirement for Timely and Consistent FERC Order and Consistent WQC
1.6.1 In the event a Consistent FERC Order is not in place by July 31, 2014,
then unless all Parties agree to amend this Agreement, this Agreement shall become null and
void, and cannot, therefore, form the basis of any order issued by FERC. If the Agreement
becomes null and void, the Parties agree that they will jointly request termination of any stay of
FERC proceedings regarding the Surrender Application then in effect.
1.6.2 In the event a Consistent WQC is not in place by July 1, 2014, then unless
all Parties agree to amend this Agreement, this Agreement shall become null and void and
cannot, therefore, form the basis of any WQC issued by the MDEP or any order issued by FERC.
If the Agreement becomes null and void, the Parties agree that they will jointly request
termination of any stay of DEP proceedings regarding the MWDCA Application then in effect.
1.6.3 In the event this Agreement becomes null and void, then this Agreement
shall have no validity or effect and all Parties shall be relieved of any obligation to comply with
this Agreement except for the Parties’ mutual obligations to make the joint termination requests
provided for in paragraphs 1.6.1 and 1.6.2.
{W4129490.3}
4
1.6.4 If any Party reasonably determines that an MDEP WQC order issued by
July 1, 2014, or a FERC order issued by July 31, 2014 is materially inconsistent with this
Agreement, then such Party must so notify all other Parties in writing by electronic delivery of
this determination and the reasons therefor (“Inconsistency Notification”), all within seven days
after the issuance of the MDEP WQC order or FERC order. If no such Inconsistency
Notification is provided, then the amended WQC is a Consistent WQC and the FERC order is a
Consistent FERC Order, if all administrative and judicial appeal periods have expired and no
appeal has been filed within the appeal deadlines. If such Inconsistency Notification is provided,
the Parties shall confer within seven days to determine if all Parties desire to (a) amend this
Agreement to make it consistent with the WQC order or FERC order, or (b) appeal the WQC
order or FERC order and amend the Agreement so that it does not become null and void during
the pendency of the appeal(s); if the Parties are unable to agree to amend the Agreement, it is
null and void pursuant to Section 1.6.1 or 1.6.2 above.
1.7
Appeals
The Parties agree that none of them will file a challenge to an amended WQC or a request
for rehearing of an amended FERC license issued in this proceeding in response to the filings
required by Section 2.5 unless the MDEP WQC order or FERC order contains provisions that are
materially inconsistent with this Agreement. The filing of an appeal by any party does not
nullify or supersede the provisions of paragraph 1.6.
1.8
Dispute Resolution
The Parties agree to work in good faith to resolve any disputes that may arise over the
implementation of this Agreement. Any Party recognizing such a dispute shall notify the other
Parties in writing and convene a dispute resolution consultation meeting among all of the Parties.
2.0
FISH PASSAGE
2.1
USDOI Section 18 Authority
2.1.1 USDOI hereby agrees to exercise its reserved FPA section 18 authority
proposing to amend its Section 18 prescription, attached as Appendix B to the FERC licenses for
Project numbers 2897, 2932, 2941, 2931, and 2942, as follows:
{W4129490.3}
5
(i)
to amend the third sentence of the second paragraph of Section 10.1(E) to
provide as follows: “In order to allow for proper consultation with resource agencies and
approval by the Commission of all design plans, permanent fish passage must be operational at
the Saccarappa Dam within 4 years of the completion of fishway installation at Cumberland
Mills Dam.”; and
(ii)
to amend the anadromous fish upstream passage section of Table 3 that
applies to the Saccarappa Project, as follows: “Upstream passage completed 4 years after
passage is available at Cumberland Mills Dam, or at such later time as may be designated by the
Service by written notice to the Commission.”
2.1.2 If no request for a trial-type hearing or an alternative to this amendment is
filed within 30 days of the filing of this Agreement with FERC, the amended Section 18
prescription contained in Section 2.1.1 above will be USDOI’s final amended prescription. If a
request for a trial-type hearing or an alternative to this amendment is filed within 30 days of the
filing of this Agreement with FERC, this Agreement shall become null and void, and cannot,
therefore, form the basis of any order issued by FERC, unless the Parties agree to amend the
Agreement. If the Agreement becomes null and void, the Parties agree that they will jointly
request termination of the stay of all FERC proceedings regarding the Surrender Application.
2.2
Evaluation of Fish Passage Alternatives
2.2.1
Evaluation Process
2.2.1.1 The Parties will conduct and complete the tasks set forth in
Appendix 1 of this Agreement through performance by the designated responsible party or
parties as specified therein, and by the deadlines specified therein unless those deadlines are
extended by mutual agreement or unless the Parties mutually agree that any tasks are not
necessary or that a different party or parties is responsible for performance of a particular task.
At the beginning of the evaluation process by the consultant chosen by the CLF and FOPR
(“NGO Consultant”) Sappi will perform the tasks described in Appendix 1, Task 1.0. Performing
these tasks at the start of the evaluation process will allow the modeling that is required of the
NGO Consultant in Task 2.0 to begin promptly.
2.2.1.2 The Parties will participate collaboratively and share information
openly in the evaluation process. As it becomes available, the Parties will each share the data
and other information located, developed and / or utilized (“Information”) with the other Parties.
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In the event the Two-Channel Alternative would utilize a fish counting facility at the
Cumberland Mills Dam, the Information will include, without limitation, USFWS’s and DMR’s
determination of the numbers of American shad and blueback herring that must be passed at the
Cumberland Mills Dam to trigger (1) the deadline for installation of upstream fish passage at the
Mallison Falls and Little Falls dams and (2) the deadline for installation of Phase 2 upstream fish
passage at the Cumberland Mills Dam. Each Party will seek input from the other Parties on the
meaning and appropriate use of the Information, and on whether additional or different
information is needed to adequately evaluate and compare the Denil Alternative and the TwoChannel Alternative.
2.2.2
Written Determination
2.2.2.1 Unless the Parties agree that it is not necessary, Warren will
prepare a written summary of its evaluation of both design alternatives, based on the
Information. In its evaluation, Warren will provide its determination, made in its sole discretion
but in consultation with the other Parties, of whether it will proceed with the Denil Alternative,
the Two-Channel Alternative, or some combination of those designs.
2.2.2.2 In the event that Warren decides not to proceed with the TwoChannel Alternative on the basis of its cost in comparison to the cost of the Denil Alternative, the
other Parties will have the opportunity to seek alternative sources of funding to offset the
additional cost of the Two-Channel Alternative, subject to Warren’s ability, in its sole discretion,
to proceed with the Denil Alternative or some modification of that design.
2.3
Evaluation Funding
The City agrees to fund the consulting services of the NGO Consultant to perform the
tasks assigned to the NGO Consultant in Appendix 1, up to a maximum of $50,000. Warren
agrees to fund, up to a maximum of $150,000, (1) the consulting services of the NGO Consultant
to perform the remaining tasks assigned to the NGO Consultant in Appendix 1, up to a maximum
of $69,181, and (2) all work set forth in Appendix 1 for which responsibility is assigned to
Warren, including all funding and performance undertaken by Warren as reviewer of work
performed by other parties. Sappi will endeavor to reserve sufficient funds as part of its
$150,000 maximum fund commitment to (a) prepare a 30% design plan for a counting facility, as
specified in Appendix 1, Task 3.0b.D, and (b) develop construction and post-construction costs
for both alternative design options pursuant to Appendix 1, Task 4.0.A & B. To maximize the
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likelihood that funds will be available for this work, Sappi will seek, as much as reasonably
possible, to perform these tasks before the other Sappi tasks listed in Appendix 1.
2.4
Evaluation Timing
2.4.1 The evaluation set forth in Section 2.2 will begin as soon as possible after
FERC issues a Consistent FERC Order, and will be completed within one year after FERC issues
a Consistent FERC Order. The Parties will conduct and complete the tasks set forth in Appendix
1 by the deadlines specified therein, unless those deadlines are extended by mutual agreement or
unless the Parties mutually agree that any tasks are not necessary.
2.4.2 By no later than 15 months after FERC issues a Consistent FERC Order,
Warren will file either (1) a request with FERC to lift the stay on the processing of the Surrender
Application and a request with MDEP to lift the stay on the processing of the MWDCA
Application, or (2) a revised Surrender Application and MWDCA Application which incorporate
changes that have emerged from the evaluation process, along with a request that FERC and
MDEP substitute the revised Surrender Application and revised MWDCA Application for the
Surrender Application and MWDCA Application on file, and proceed expeditiously to process
and decide on those revised applications.
2.4.3 Warren agrees to withdraw and refile its request to MDEP for water
quality certification as needed to allow the time needed for the evaluation process contemplated
by this Agreement, to avoid MDEP waiver of certification for failure of MDEP to act on the
certification application within one year.
2.5
Filing of Amendment Applications to MDEP and FERC
Warren will file by no later than March 28, 2014 applications to MDEP and FERC to
request (1) stays of the pending Surrender Application and MWDCA Application, and (2)
amendments to the WQC and FERC license, as provided in Section 3 below.
2.6
Disposition of Project Land and Fish Passage Facilities
2.6.1 In the event the Licensee decides to sell or otherwise transfer the Project
or any part thereof, then prior to such sale or transfer the Licensee shall inform any prospective
buyer or transferee of the existence and obligations of this Agreement.
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2.6.2 Warren and its successors and assigns shall be responsible for operating
and maintaining all facilities and structures required to support the fish passage facilities that are
ultimately constructed at the property, including fish counting facilities, if any. Such operations
and maintenance will include cleaning, repairs, and maintenance of the fish passage facilities and
operation of those facilities during the fish passage season, any effectiveness testing and
subsequent adjustment agreed to by the Parties, and maintenance of other structures necessary to
ensure the effective operation of the fish passage facilities. Warren will prepare an operation and
maintenance (“O&M”) procedure appropriately tailored for the final site configuration.
3.0
JOINT REQUEST TO MDEP AND FERC
The Parties agree that they will make the following requests to MDEP and FERC. These
requests, and a copy of this Agreement, will be included in amendment applications filed by
Warren with FERC and MDEP by no later than March 28, 2014.
3.1
Request to MDEP
3.1.1
Extension of Fish Passage Deadline
The Parties request that MDEP amend its WQC, attached as Appendix A to the FERC
licenses for project numbers 2897, 2932, 2941, 2931, and 2942, so that:
(1) in Section 5, the second sentence of the first bullet in paragraph A of the Saccarappa
Project section provides as follows: “These facilities, which shall include a counting, trapping
and sorting facility, must be operational no later than 4 years after passage is available at the
downstream Cumberland Mills Dam, or at such later time as may be designated by the U.S. Fish
and Wildlife Service by written notice to the Federal Energy Regulatory Commission.”; and
(2) it includes a new Section 11, entitled “Fish Passage Evaluation,” which provides as
follows: “The applicant shall make good faith efforts to comply with the Agreement to Request
Extension of Fish Passage Deadline and Stay of License Surrender Application, dated March 14,
2014, including compliance with the deadlines provided therein.”
3.1.2 Stay of MWDCA Application
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9
The Parties request that MDEP stay the processing of the MWDCA Application until
Warren files a request to lift the stay or files a request to amend the MWDCA Application to
incorporate a different fish passage proposal.
3.1.3
Timing
The Parties request that MDEP issue its amended WQC and stay order as soon as
possible to allow FERC to issue a Consistent FERC Order by no later than July 31, 2014.
3.2
Request to FERC
3.2.1
Extension of Fish Passage Deadline
The Parties request that FERC amend the licenses for Project numbers 2897, 2932, 2941,
2931, and 2942 to incorporate (1) USDOI’s revised Section 18 prescription set forth in Section
2.1 above, and (2) the amended MDEP WQC, when MDEP issues it.
3.2.2
Stay of Surrender Application
The Parties request that FERC stay the processing of the Surrender Application until
Warren files a request to lift the stay or files a request to amend the Surrender Application to
incorporate a different fish passage proposal.
3.2.3
Timing
The Parties request that FERC issue its amended license by no later than July 31, 2014.
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Appendix 1 to Agreement to Request Extension of Fish Passage Deadline and Stay of License Surrender Application ‐‐ Saccarappa Fish Passage Design Assessment ‐‐ ____________________________________________________________________________________________________________ Notes: (1) This Appendix 1 includes both the attached PowerPoint Figures 1 and 2 and the attached Excel spreadsheet Schedule for Performing and Completing Tasks (the “Schedule”), which establishes the schedule for performing and completing the tasks set forth below, as agreed upon by the parties. Note that the tasks shown on the Schedule are dependent on weather and on others delivering their work products, among other variables, and the Parties understand that there may be some slippage in these time frames, but the Parties will endeavor, as much as possible, to adhere to the attached Schedule. (2) In this document, reference to “NGO Consultant” is understood to mean the designated consultant of CLF and FOPR, and is further understood to allow participation, as appropriate, by other representatives of CLF and FOPR. ____________________________________________________________________________________________________________ Task 1.0 – Provide Missing Data Relating to the Two‐Channel Design Alternative A. Provide bathymetric survey and mapping work as follows: 1. Cross Sectional Survey: At a minimum, fourteen cross sections will be prepared by Sappi in order to complete the modeling needed to assess the Two‐Channel Alternative. These 14 cross sections are shown in yellow on Figure 1 and extend across the channel and into the overbank areas to the limit of the FEMA 500 year floodplain (shown approximately in blue on Figure 1) such that the larger storm flows can be adequately modeled. Survey data, whether existing or new, that are used {W4158954.1}
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for the cross sections, will pick up key break points within the channel and the overbank areas, including but not limited to top of bank, bottom of bank, water surface elevation (WSEL) at the time of the survey, and any significant changes in grade below the WSEL. The USGS model will not be used for this effort. For all cross‐sections that Sappi intends to create using existing data, sufficiently prior to the beginning of the field survey work Sappi shall provide to the NGO Consultant the cut cross sections developed from the existing data, showing the point data and source used to cut the cross sections. Should the NGO Consultant, DMR, or USFWS provide technical justification demonstrating that the existing data are not sufficient to prepare the cross sections required by the NGO Consultant, Sappi agrees to field survey these cross sections and/or collect additional field survey data to address any deficiencies. Sappi will deliver the survey data both as an updated base map in AutoCAD with the point survey taken for the cross sections included, and in the form of cut cross sections in AutoCAD format.
2. Detailed Areas of Bathymetric Survey: There are two areas on the current base mapping shown in red shading in Figure 1 (attached) that will be augmented with additional topographic and bathymetric surveys at a point frequency such that 1 foot contours will be created and will be added to the current base mapping. The new 1 foot contours in these two areas will be blended into the existing site contouring. It is anticipated that numerous additional cross sections will need to be created by others through these areas in order to increase the accuracy of the modeling. Sappi will provide an updated base map of the Saccarappa site in AutoCAD with contiguous contours throughout the entire base map. The base mapping for the area shaded in blue in Figure 2 shall be confirmed to reflect the existing structure in this location, with the contour lines for this area revised appropriately. Responsible: Sappi Reviewing/Assisting: Agencies, City, NGO Consultant B. Provide Stage‐Discharge Rating Curve Data: Sappi will provide a modified stage‐discharge rating curve at the upstream side of the Bridge Street bridge. The modified stage‐discharge curve will include the flow range from 300 cfs to 28,000 cfs. It is anticipated that for this modified rating curve Sappi will augment the previously submitted tailwater rating curve based on the current Cumberland Mills dam configuration, and supplemented as relevant with data the Maine Department of Transportation (MDOT) gathered for MDOT’s work on the Cumberland Street and Bridge Street bridge projects in Westbrook and/or the most recent version of the USGS HEC‐RAS model of the Presumpscot River. Sappi agrees to consult with the Agencies and the NGO Consultant prior {W4158954.1}
2
to undertaking the studies and analysis required to develop the modified stage/discharge curve. During that consultation process, Sappi will provide a description of the methods, procedures and data to be used by Sappi. NGO Consultant and USFWS will review the data used to develop the curve as well as the final results to determine their suitability for use in the HEC‐RAS split flow model. It is understood that at this time no additional stage discharge measurements will be taken and that the HEC‐RAS split flow model will therefore remain un‐calibrated during the preliminary design discussion. Responsible: Sappi Reviewing/Assisting: Agencies, NGO Consultant, City C. Compile available existing site data in Sappi’s possession for review (i.e., old mapping, design plans for existing structures on site, photographs of site (i.e., western channel and falls) dewatered, and any existing profiles). All relevant site data in Sappi’s possession should be shared with all the project parties, to avoid duplication of data already collected. Responsible: Sappi Reviewing/Assisting: Agencies, NGO Consultant, City D. Review data in possession of upstream towns bordering river below Mallison Falls to ensure that there are no utility or intake pipes in the river. Responsible: Sappi Reviewing/Assisting: Agencies, NGO Consultant, City Task 2.0 – 30% Design, Two‐Channel Alternative A. Create a HEC‐RAS model and perform a split flow analysis for existing conditions, using cross sections, survey, and other information provided by Sappi pursuant to Task 1.0. This HEC‐RAS existing conditions model will be run at flow rates in the river ranging from 300 cfs to the estimated 500‐year flood flow rate, with all existing structures in place. It is understood that this HEC‐RAS model will not be calibrated due to the lack of field‐collected stage‐discharge data. Responsible: NGO Consultant
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Reviewing/Assisting: Sappi, Agencies, City B. NGO Consultant design team site visit (field investigation), with USFWS, plus other parties participating if desired This field investigation will be conducted to familiarize the NGO Consultant design team with the Saccarappa site. It is anticipated that this field visit will include full access to the site and a walk through of the western channel below the western spillway to the upstream side of the lower falls, and an investigation by boat of the upper western channel. Existing bedrock configuration in the western channel will be visually assessed and a potential location for the upstream rock ramp/grade restoration and/or flow restrictor or counting facility will be assessed. Responsible: NGO Consultant Reviewing/Assisting: Sappi, Agencies, City C. Investigate multiple Two‐Channel Alternative options (i.e., materials used, flow restrictor, upstream ramp/bedrock modification, etc.) The NGO Consultant will review all data available, and engage in an iterative evaluation process, including assessing with modeling as needed, multiple configurations for the Two‐Channel Alternative design. As part of this iterative process, the HEC‐RAS model will be utilized to determine the vertically and horizontally averaged depths and velocities for different configurations, comparing the results to referenced target species’ passage abilities. If the NGO Consultant, following consultation with Sappi and the Agencies, determines that there are no potentially feasible options for a two‐channel design due to significant and unsolvable engineering issues (e.g., hydraulic velocity, depth, or river bed structure, etc.), the NGO Consultant shall discontinue further design work on the Two‐Channel Alternative. The steps followed in the iterative evaluation process will be explained to the Parties by the NGO Consultant. Responsible: NGO Consultant Reviewing/Assisting: Sappi, Agencies, City D. Counting Facility Option Design ‐ 30% {W4158954.1}
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Contemporaneous with the tasks outlined in Task 2.0.C., Sappi's consultant, working with assistance from the NGO Consultant, will assess the feasibility of counting facility options for use in assessing the preferred Two‐Channel design, per Task 2.0.E. and provide sufficient information to the NGO consultant so that the modeling and assessment work required in Tasks 2.0.C and 2.0.E are possible. Responsible: Sappi Reviewing/Assisting: Agencies, City, NGO Consultant E. Select the preferred Two‐Channel Alternative design option and develop a 30% design The NGO Consultant will propose a single design approach for the Two‐Channel Alternative and develop plans to the 30% level, if the NGO Consultant determines that there is a potentially feasible option for a two‐channel design. This will include proposed materials, design details as needed for preliminary design, determination of final slopes, a preliminary assessment of the need for sediment/substrate replenishment, preliminary assessment of the stability of the design under flood flow conditions, and a plan view illustrating the proposed features and configuration. The basis for selection of the preferred alternative and the dismissal of other alternatives will be summarized in brief written form by the NGO Consultant for Sappi, the Agencies, and the City. Responsible: NGO Consultant, Agencies Reviewing/Assisting: Sappi, City F. Determine whether the design meets USFWS’s biological and engineering review criteria for providing safe, timely, and effective fish passage. The NGO Consultant will consult with the USFWS and the DMR to attempt to ensure, as necessary and appropriate, that fish passage at the Two‐Channel Alternative is designed to provide safe, timely, and effective fish passage. Responsible: NGO Consultant Reviewing/Assisting: Sappi, Agencies, City G. Review of recommended Two‐Channel Alternative, and its basis. {W4158954.1}
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Responsible: Sappi, Agencies ,City H. Adaptive Management and O&M Plans The NGO Consultant will describe a post‐construction adaptive management plan for the Two‐Channel Alternative. The NGO Consultant will identify the structures within the Two‐Channel Alternative that will require long term maintenance, such that a long term O&M Plan can developed, comparable to the description of long‐term maintenance developed for the Denil Alternative developed by Sappi. Responsible: NGO Consultant Reviewing/Assisting: Sappi, Agencies, City Task 3.0 – 30% Design, Denil Alternative A. Review the 30% design of the Denil alternative with Agencies, NGO Consultant, and the City to ascertain if the design is suitable to provide for safe, timely and effective fish passage and determine if any design modifications are necessary and appropriate to improve the safety, timeliness, and effectiveness of fish passage. Responsible: Sappi Reviewing/Assisting: Agencies, NGO Consultant, City B. Determine whether the design meets USFWS’s biological and engineering criteria for providing safe, timely and effective fish passage, for purposes of this evaluation and comparison. Sappi will consult with the USFWS and the DMR to attempt to ensure, as necessary and appropriate, that fish passage at the Denil fishway and the upper falls are designed to provide safe, timely, and effective fish passage, for purposes of this evaluation and comparison. Responsible: Sappi Reviewing/Assisting: Agencies, NGO Consultant, City {W4158954.1}
6
C. Adaptive Management and O&M Plans Sappi will describe the post‐construction adaptive management and long term operation and maintenance plans for the Denil Alternative. Sappi’s plan will identify the structures within the Denil Alternative that will require long term maintenance, such that the adaptive management and long term O&M Plans can be adequately compared to the adaptive management and O&M plans developed for the Two‐Channel Alternative. Responsible: Sappi Reviewing/Assisting: NGO Consultant, Agencies, City Task 4.0 – Evaluate Both Design Alternatives A. Develop Construction Costs Sappi will develop construction costs for both the Denil Alternative and the selected Two‐Channel Alternative after consulting with other parties. These construction costs will be developed using the per‐unit methodology that is commonly used to create project cost estimates. The NGO Consultant will provide input to Sappi regarding cost issues involved in the Two‐
Channel Alternative. Responsible: Sappi Reviewing/Assisting: Agencies, NGO Consultant, City B. Post‐construction costs (O&M; monitor efficiency and effectiveness; fish counting; adaptive management; project works maintenance) Sappi will develop post‐construction costs for both the Denil Alternative and the Two‐Channel Alternative after consulting with NGO Consultant and the other parties to determine the scope of post‐construction activities. Responsible: Sappi Reviewing/Assisting: Agencies, NGO Consultant, City {W4158954.1}
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C. Review of Cost Estimates for Construction and Long Term Costs Responsible: Sappi Reviewing/Assisting: Agencies, City D. Final Review and Evaluation of Both Designs Responsible: Sappi Reviewing/Assisting: Agencies, City, NGO Consultant Task 5.0 – Meetings / Conference Calls A. Kick‐off meeting in Westbrook to discuss roles and points of contact (who reports to whom); deliverables; and schedule Responsible: Sappi, Agencies, NGO Consultant, City B. Meeting / call after field data have been collected and summarized Responsible: Sappi, Agencies, NGO Consultant, City C. Meeting / call after modeling has been initiated Responsible: Sappi, Agencies, NGO Consultant, City D. Meeting in Hadley to review modeling results (for the Two‐Channel Alternative design options) Responsible: Sappi, Agencies, NGO Consultant, City E. Meeting in Hadley to discuss selection of single alternative design {W4158954.1}
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Responsible: Sappi, Agencies, City, NGO Consultant F. Meeting in Hadley to discuss 30% designs (final) and costs for the two options (Denil Alternative and Two‐Channel Alternative) Responsible: Sappi, Agencies, City, NGO Consultant G. Additional conference calls or meetings as may be required, budget permitting, for discussing various issues that arise Responsible: Sappi, Agencies, City, NGO Consultant {W4158954.1}
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City of Westbrook
IN CITY COUNCIL
April 7, 2014
ORDERED:
#
AGREEMENT REGARDING NGO CONSULTANT SERVICES
That the Westbrook City Council hereby approves the attached multi-party agreement regarding Non
Governmental Organization (NGO) engineering services related to the Saccarappa Fish Passage Project.
Attest:
_________________________________________
City Clerk
_________________________________________
Mayor
AGREEMENT
REGARDING NGO CONSULTANT SERVICES
This Agreement Regarding NGO Consultant Services (“Agreement”), dated as of March
25, 2014, is made and entered into by and among the following entities which shall, except as
otherwise noted, each be referred to as a Party and collectively as “Parties.”

S.D. Warren Company (“Sappi”);

City of Westbrook (“City”);

Princeton Hydro Engineering, P.C. (“PH”);

Conservation Law Foundation (“CLF”); and.

Friends of the Presumpscot River (“FOPR”).
1. Purpose. Sappi, City, FOPR and CLF are signatories to the Agreement to Request
Extension of Fish Passage Deadline and Stay of License Surrender Application (“Extension
Agreement”), dated March 14, 2014. That Extension Agreement establishes, inter alia: a set of
engineering and related consulting tasks (“Services”) that shall be performed according to an
established schedule by a consultant chosen by CLF and FOPR (“NGO Consultant”); the total
amount of compensation that the NGO Consultant will receive for Services rendered, including
expenses incurred as required in rendering Services, all up to a not-to-exceed amount; the amount of
this compensation to be provided by the City and by Sappi; and the order of their respective
payments made to the NGO Consultant. The purpose of this Agreement is to set forth the agreement
of the Parties regarding the choice of the NGO Consultant, and the terms and conditions governing
payment for the NGO Consultant’s Services and expenses.
2. Designation of NGO Consultant. CLF and FOPR choose PH to be the designated
NGO Consultant, with Laura Wildman, P.E. of PH as Project Manager/lead consultant, for purposes
of the Extension Agreement and the work required thereunder. The City, PH and Sappi accept this
choice and designation.
3. Services to be provided by PH; schedule. PH agrees to perform the tasks assigned to
the NGO Consultant in Appendix 1 to the Extension Agreement, in a manner consistent with the
schedule set forth in the Schedule for Scope of Work (“Schedule”) attached to and incorporated into
the Extension Agreement. Services furnished by PH shall be rendered competently by qualified
personnel and in accordance with accepted practice. In performing Services and meeting any
estimate of cost or schedule set forth in the Schedule and Task Description (as defined in Section 4
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Agreement Regarding NGO Consultant Services
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of this Agreement), PH will exercise reasonable care, skill, competence and judgment consistent
with professional standards. The City, Sappi, CLF and FOPR agree that PH’s ability to perform
according to the schedule is dependent on weather and the timely delivery by other parties to the
Extension Agreement of work products and reviews needed by PH, among other variables, that
there may be some slippage in this schedule, and that PH shall be excused for any delay in
performance arising from a cause beyond its control which it could not through the exercise of due
diligence have avoided.
4. Hours and staffing; flexibility. The Task Description for Scope of Work for Princeton
Hydro Pursuant to Appendix 1 (“Task Description”), attached hereto as Exhibit A, sets forth certain
information regarding the tasks to be performed by PH, including both the number of hours
projected by PH to complete each task and the projected allocation of these hours between the PH
Project Manager and the Project Engineer. The Parties understand that these projections are based
on PH’s best judgments at this time, that the staffing allocation for each task may vary from what is
projected in the Task Description, and that the actual amount of hours required to perform each task
may be less than or greater than what is set forth in Task Description. The City, Sappi, CLF and
FOPR grant to PH the authority to use its best professional judgment to allocate and manage its time
and staffing as it sees fit to complete each task on schedule.
5. Compensation and billing. For Services performed by PH hereunder, PH shall be
compensated at a rate of $198 per hour for the Project Manager, and $118 per hour for the services
of a Project Engineer(s). Total compensation to PH for all Services rendered and expenses incurred
shall not exceed $119,181.00 (“Fee”). PH hereby acknowledges and agrees that the Fee shall be
PH’s only compensation for performing the Services and producing the Work Product (as defined in
Section 10). PH shall provide invoices to Sappi on a monthly basis setting forth a description of
Services rendered, the hours expended and the expenses incurred by each PH employee for the
preceding month, including a detailed description of Services performed, expenses incurred and
number of hours for each PH professional/staff person.. The City and Sappi shall each be
responsible for payment of the invoices pursuant to their respective financial obligations as set forth
in Section 6 of this Agreement. The City and Sappi agree that Sappi shall be responsible for the
timely processing and remittance of all payments due to PH. Sappi agrees that neither the failure of
the City to transmit necessary funds from the City to Sappi to pay obligations due to PH for the first
$50,000 in invoiced amounts pursuant Section 6 of this Agreement nor other actions required of the
City to allow timely payment to PH relieves Sappi of its obligation to make timely payments to PH.
Payments are due to PH within forty-five (45) days after the date of receipt of invoice. If an invoice
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is not disputed in a written statement received by PH within twenty (20) days following Sappi’s
receipt of said invoice, with said written statement explaining the specific and legitimate reasons for
dispute, the invoiced amount will be deemed to be undisputed. PH may add an interest charge of 1%
per month to undisputed invoiced amounts outstanding after forty-five (45) days, with said interest
not being counted toward the $119,181 not-to-exceed amount. All payments made by Sappi and
received by PH within ten (10) days of the date of the invoice shall receive a 2% discount on the
total amount due as shown in said invoice. Any terms and conditions contained in any invoice or in
any written purchase order confirmation that conflict with those contained in this Agreement will
not be valid , will not be accepted, and will not be effective to modify the terms hereof.
6. Obligation for payment. For Services rendered and expenses incurred, the City shall be
liable to PH for the first $50,000 in invoiced amounts (the “City’s Investment”), and shall arrange
for payment by Sappi to PH pursuant to the provisions of Section 5 of this Agreement. Sappi shall
be responsible for the remaining invoiced amounts up to a not-to-exceed maximum of $69,181.
Sappi shall be liable for all interest payments owing on the invoiced amounts. Sappi shall provide
copies of the relevant invoices and supporting documentation for the City’s review. CLF and FOPR
have no obligation and are not liable to PH, the City, or Sappi for any payment to PH related to the
Services in Exhibit A, including any situation in which payment(s) owed to PH by the City or Sappi
have not been made and are in arrears.
7. Right of entry; safety. Sappi shall provide for PH’s right to enter Sappi’s property as
needed in order for PH to perform those tasks set forth in Appendix 1, Task 2.0.B. requiring its
presence on Sappi’s property, subject to the following provisions. PH will exercise reasonable care
in performing its work while on-site, including in any testing or other use of equipment that may be
required. Sappi will provide contractor orientation and safety training to all PH employees who will
be on Sappi’s property as part of PH’s work for Task 2.0.B. Said orientation and training shall take
no more than one hour for PH to complete, and shall occur on the same day as and immediately
prior to the initiation of the on-site work described in Task 2.0.B. Prior to commencement of work
on Sappi property, a Sappi Job Pre-Plan must be completed with and approved by Sappi’s
representative. All PH personnel must adhere to Sappi’s safety and environmental policies. PH
shall provide personal protective equipment for its employees, including but not limited to, hard hat,
safety shoes, gloves, safety glasses and hearing protection, as appropriate. The items in the Pre-Plan
will include and be limited to only those tasks set forth in Appendix 1 requiring its presence on
Sappi’s property. Sappi will provide a template to follow and will work in good faith to minimize
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the time and effort to complete the Pre-Plan, and ensure that the requirements for such a Pre-Plan
are reasonable.
8. Termination of Agreement. PH reserves the right, in its sole discretion, to terminate its
obligations under this Agreement in the event that any undisputed invoice is not paid within thirty
(30) days of the date due, and Sappi fails to cure within ten (10) days after its receipt of PH’s written
notice. In the event of termination, payment for all Services rendered and expenses incurred by PH
up to the date of termination are due and owing immediately, provided such Services and expenses
are not the subject of a bona fide dispute. As a condition of receiving any payments which may be
due to PH upon termination of this Agreement before complete performance, PH shall execute and
deliver all documents and take all steps necessary, including the assignment of any of its contractual
rights to the extent that such rights can lawfully be assigned, as Sappi or the City may require for the
purpose of enabling Sappi or the City to complete or to have completed the work, including, without
limitation thereto, delivery of all Work Product, drawings, specifications and other documents
prepared by or for PH under this Agreement.
9. Independent Contractor. In performing the Services, PH shall act as an independent
contractor and not as an agent or employee of Sappi or the City. PH shall also comply, at its
expense, with all applicable provisions of workers’ compensation laws, unemployment
compensation laws, social security law, wage and standards law, and all other applicable laws and
regulations relating to terms and conditions of employment required to be fulfilled by employers.
10. Work Product.
(a)
All technical engineering information, including modeling, data, drawings,
schematics, schedules, diagrams, reports, analyses and other related materials either in written or
digital form related to or comprising and part of each “Deliverable” listed in the Task Description,
as developed by PH in the course of performing Services, shall be considered work product (“Work
Product”).
(b)
Sappi shall at all times retain all right, title and interest in and to the Work Product,
and PH shall not use any of such Work Product or the information contained therein for any purpose
other than in performance of the tasks required of it pursuant to the Extension Agreement and
Appendix 1 thereto. Sappi owns and PH hereby grants, assigns and transfers to Sappi all right, title
and interest in and to any conclusions and recommendations contained in the Work Product that are
specific to Sappi or the Services, or that are contained in any document or other materials prepared
by PH for Sappi and furnished to Sappi in connection with this Agreement. PH shall not disclose or
{W4179989.1}
Page 5 of 9
share such Work Product, documents or information to any party other than the Parties to the
Extension Agreement. Notwithstanding the foregoing, nothing in this Agreement shall be
understood to (1) limit the ability of PH to disclose and share its Work Product with the Parties to
the Extension Agreement as appropriate in the course of the Parties’ assistance with and review of
the Services and other work set forth in the Extension Agreement, Appendix 1; (2) restrict the use
by any Party to the Extension Agreement of Work Product material in governmental regulatory
proceedings related to the Saccarappa Project, that may occur subsequent to the conclusion of all
process established in the Extension Agreement, or (3) restrict PH from using a general description
of the work it performed and the conclusions it reached pursuant to Appendix 1 for marketing or
educational purposes, but only upon receiving the prior written consent of Sappi which shall not be
unreasonably withheld.
(c)
All Work Product and any other works of authorship fixed in any tangible medium
is and shall be considered a “work made for hire” under the United States Copyright Act (as
amended). To the extent that any right, title or interest to any Work Product may not vest in Sappi
by operation of law or otherwise, or such Work Product may not be considered “works made for
hire,” then all right, title and interest in and to that Work Product are hereby irrevocably assigned to
Sappi by PH or, if not yet assignable, will be assigned to Sappi by PH. No rights to the Work
Product shall remain with PH.
(d)
PH hereby grants to Sappi a non-exclusive, irrevocable, perpetual, royalty-free
license to use or duplicate any Work Product, including the right to sub-license, to the extent not
owned by Sappi, for Sappi’s business purposes and in accordance with the provisions of this
Agreement. PH grants Sappi the right to alter, maintain, enhance or otherwise modify the Work
Product. Sappi and the City each agree to indemnify, defend, and hold harmless PH with respect to
any claim, loss, demand, cause of action, debt or liability, including attorneys’ fees, brought against
PH and arising out of or related to the modification, alteration, or change of the Work Product
without PH’s consent or involvement, or use of the Work Product for any other purpose than for the
purposes of the Extension Agreement and for the design developed for the subject project. Interim
products such as progress prints, drafts or percent complete documents (other than 100% complete
final design documents) are not intended for use in the construction. Any use of these interim
products are at the sole risk of Sappi or any party to which Sappi provides such documents.
(e)
Sappi hereby grants to the City a non-exclusive, irrevocable, perpetual, royalty-free
license to use or duplicate any Work Product related to recreational features or as otherwise
consented by Sappi (which consent shall not be unreasonably withheld), including the right to sub-
{W4179989.1}
Page 6 of 9
license, for the City’s business purposes. Sappi grants to the City the right to alter, maintain,
enhance or otherwise modify such licensed Work Product.
(f)
All Work Product shall be delivered to Sappi in digital format. Electronic files shall
be provided in original electronic file formats that permit opening, reading and modifying. All
drawings shall be provided in AutoCad® format and be saved as AutoCad® 2004 version. Any
Work Product created in hard copy only shall be provided to Sappi in both hard copy and digitally
scanned formats.
11. Indemnification.
(a)
PH, at its own expense, shall indemnify and hold harmless Sappi, the City and any
of their affiliates, employees, officers, officials, agents, and directors, and defend any action brought
against same with respect to any claim, loss, demand, cause of action, debt or liability, including
attorneys’ fees, arising out of or related to (i) personal injury or property damage to the extent
caused by the fault or negligence of PH, its agents, subcontractors or representatives, or (ii) any
breach or willful, intentional or negligent actions or failures by PH, its agents, subcontractors or
representatives hereunder, or (iii) any and all employment-related claims arising out of, incident to
or connected with, in whole or in part, this Agreement.
(b)
Sappi shall indemnify and hold harmless the City for any failure of Sappi to pay,
when due under the terms of this Agreement, any portion of the City’s Investment provided to Sappi
pursuant to Section 6 of this Agreement.
(c)
Sappi and the City, at their own expense, shall indemnify and hold harmless PH and
any of its affiliates, employees, officers, officials, agents, and directors, and defend any action
brought against same with respect to any claim, loss, demand, cause of action, debt or liability,
including attorneys’ fees, arising out of or related to (i) personal injury or property damage to the
extent caused by the fault or negligence of Sappi or City, respectively, their agents, subcontractors
or representatives, or (ii) any breach or willful, intentional or negligent actions or failures by Sappi
or the City, respectively, their agents, subcontractors or representatives hereunder.
12. Insurance. Without limiting in any way PH’s indemnification obligations hereunder,
PH shall also maintain at its expense throughout the term of this Agreement and with carriers
satisfactory to Sappi and the City the following minimum insurance covering PH’s activities and
obligations under the Agreement and naming Sappi and the City as additional insureds:
(i)
Workers Compensation
Statutory
(ii)
Employer’s Liability
Bodily Injury by Accident
$1,000,000
{W4179989.1}
each accident
Page 7 of 9
Bodily Injury by Disease
Bodily Injury by Disease
$1,000,000
$1,000,000
each employee
policy limit
(iii)
Commercial General Liability
(Bodily Injury, Property Damages,
including premises, Contractual, Products
Liability and Completed Operations
Coverage)
$2,000,000
$1,000,000
$2,000,000
in the aggregate
each occurrence
products/completed
operations aggregate
(iv)
Business Automobile Liability
Bodily Injury and Property Damage
$1,000,000
combined single
limit each accident
(v)
E&O/Contractor’s Pollution
$3,000,000
$3,000,000
per claim
in the aggregate
(vi)
Umbrella Liability
$5,000,000
$5,000,000
each occurrence
in the aggregate
13. Severability. The Parties hereby agree that if any provision of this Agreement is
determined to be illegal, invalid or unenforceable, the validity of the remaining parts, terms or
provisions shall not be affected thereby and said illegal, invalid or unenforceable provision shall be
amended by the court to reflect the intent of the parties, if possible. If such provision cannot be so
amended, such provision shall be deleted and the validity of the remaining parts shall not be
affected thereby.
14. Governing Law. This Agreement shall be governed by and construed in accordance
with the internal laws (and not the choice of law rules) of the State of Maine.
15.
Entire Agreement; Amendment. This Agreement along with the attached Exhibit
and those documents incorporated herein by reference constitute the entire agreement between the
parties concerning the subject matter hereof, superseding all previous agreements, proposals,
representations, or understandings, whether oral or written. Modifications of this Agreement must
be in writing and signed by authorized representatives of all parties.
{W4179989.1}
Page8o/9
IN WITNESS WHEREOF, and intending to be legally bound hereby, the Parties hereto
have caused this Agreement to be duly executed as of the date and the year first above written.
-Ml______. ________
S.D. Warren Company
By: T\-\O~S ~\.-\NCS:.
Title: \l"P ~ Gtl--\e~'- }I\~"<City of Westbrook
By:
Title:
Princeton Hydro Engineering, P.C.
By:
Title:
Conservation Law Foundation
By:
Title:
Friends of the Presumpscot River
By:
Title:
fW41 '19989.1)
Page 9 of 9
Exhibit A
Task Description for Scope of Work for Princeton Hydro Pursuant to Appendix 1
{W4179989.1}
Saccarappa Dam - Fish Passage Assessment
AGREED UPON SCOPE OF WORK FOR PRINCETON HYDRO PURSUANT TO APPENDIX 1
25-Mar-14
Job Title Project Manager Reimbursable
Wildman
Project Engineer Expenses
2014 Billing Rate $
198.00 $
118.00 total
Direct
Expense
total
PH Total Cost
10% added
Task # from
Appendix 1
Task Name (as it relates to the PH scope of work)
1.0
Provide Missing Data Relating to the Two‐Channel Design Alternative
A,B,C,D
Review of data collected by Sappi (including new bathymetric survey, tailwater rating curve, and historic data provided)
2.0
A
B
C
D
E
F
G
H
3.0
A
B
C
4.0
A
B
C
D
5.0
in Westbrook
call
call
in Hadley
in Hadley
{W4179191.2}
30% Design, Two‐Channel Alternative Project Management (calls, email, clarification, meeting logistics, etc) (capped at 40 hrs)
Exisitng Conditions HEC RAS Split Flow Model
Exisitng Conditions HEC‐RAS Split Flow Model PH Design team site visit (field investigation), w/ USFWS, plus other parties attending if desired
Investigate Multiple Two‐Channel Alternative Options (i.e. materials used, flow restrictor, upstream ramp/bedrock modification, etc.) (includes proposed HEC‐RAS modeling)
Counting Facility Option Design ‐ 30% (design approach by Alden with input from Princeton Hydro)
Select the preferred Two‐Channel Alternative design option and develop a 30% design
Ensure Design meets USFWS passage criteria
Review of Two‐Channel Alternative and its basis (without a 30% design revision)
Adaptive Management and Long‐Term Maintenance Plan descriptions post‐construction
30% Design, Denil Alternative
Review of initial 30% Design Work (1 round of review only)
Ensure Design meets USFWS passage criteria
Review of Adaptive Management Plan, Stewardship Plan, O&M Plan, Maintenance Schedule, and Effectiveness Monitoring Approach (1 round of review only)
Evaluate Both Design Alternatives
Provide input for Sappi to develop Construction Costs (input only from PH ‐ Sappi to prepare cost)
Consultation to Sappi regarding their Development of Post‐construction Costs (O&M; monitor efficiency and effectiveness; fish counting; adaptive management/follow‐up remediation; project works maintenance) (input only from PH ‐ Sappi to prepare cost)
Review of Cost Estimates for Construction and Long Term Costs
Final Review and Evaluation of Both Designs (without a revision of the design)
Meetings
Kick‐off Meeting to discuss roles and points of contact (who reports to who); deliverables; and schedule
Kick
off Meeting to discuss roles and points of contact (who reports to who); deliverables; and schedule
Meeting after field data has been collected and summarized (including mapping revised ) (survey & gauge data)
Meeting after modeling has been initiated (base modeling for HEC‐RAS split flow) 12
$
32
120
32
64
$
$
400 $
40
80
16
16
16
40
2331
32
40
8
16
$
$
200 $
$
12
28
$
12
$
2
$
8
32
$
8
24
$
4,584 $ 4,584 7,920
20,496
20
496
16,852
17,360
5,056
11,256
3,472
Sappi to do
5,680 $ 88,092 2,376
Sappi to do
396 $ 2,772 5,360
4,416 $ 9,776 Sappi to do
By others
16
531
$
$
$
3,752
594
830
$
$
2,069
2,069
3
3
2
Additional modeling meeting to discuss final modeling results & to discuss counting facility for two‐channel option
10
80.5
Discuss selection of approach
10
80.5
in Hadley
calls
Meeting to Discuss 30% Design (final) and Costs
Additional calls as needed (not to exceed 3 for purpose of proposed budget)
10
Summary $
Staff Designation Hours Summary
{W4179191.2}
$
$
80.5
13
63,954.00 $
323
51,212.00 $
434
3,413.85 $
2,069
2,574 $ 13,957 600.00
Base Fee $
119,181
Saccarappa Dam - Fish Passage Assessment
TASK DESCRIPTION FOR SCOPE OF WORK FOR PRINCETON HYDRO PURSUANT TO APPENDIX 1
25-Mar-14
Task # from
Appendix 1
1.0
Task Name (as it relates to the PH scope of work)
A,B,C,D Review of data collected by Sappi (including new bathymetric survey, tailwater rating curve, and historic data provided)
2.0
Deliverable
Princeton Hydro will review data supplied by Sappi and their consultant for this Task
Email input regarding our single round of review of data collected by Sappi (submitted as a digital email)
30% Design, Two‐Channel Alternative Project Management (calls, email, clarification, meeting logistics, etc) (capped at 40 hrs)
{W4179191.2}
Description of Task
Provide Missing Data Relating to the Two‐Channel Design Alternative
Princeton Hydro's project management will include calls, email, clarifications, meeting logistics, etc. to allow for a transparent collaborative process and will be capped at 40 man‐hours. If it appears that the project is requiring a more significant project management effort, Princeton Hydro will notify the project partners to discuss an adaptive approach that will reduce the amount of management time.
A Existing Conditions HEC‐RAS Split Flow Model Princeton Hydro will create a HEC‐RAS model based on the new survey collected. Existing conditions will be modeled using a split flow analysis that models both the east and west channels (based on the proposal for the western channel in the two‐channel alternative). The HEC‐RAS model will run multiple flows and storm events (based on the fish passage range of flows and the storm flows taken from the USGS model) to assess both the fish passage flow range as well as storm events such as the 2yr, 10yr and 100yr and 500 yr storm events. A steady flow analysis will be used. This model will remain uncalibrated due to a lack of calibration stage‐discharge data for the site.
B PH Design team site visit (field investigation), w/ USFWS, plus other parties attending if desired
This field investigation will be conducted to familiarize the Princeton Hydro design team with the Saccarappa site. It is anticipated that this field visit will include full access to the site and a walk through the western channel below the western spillway to the upstream side of the lower falls, and an investigation by boat of the upper western channel. Existing bedrock configuration in the western channel will be visually assesses and a potential location for the upstream rock ramp/grade restoration and or flow restrictor or counting facility will assessed. It is anticipated that this site visit will include two members of the Princeton Hydro design team.
Existing Conditions uncalibrated Split Flow HEC‐
RAS model of the reach from upstream of the dam (both spillways) to below the lower falls (the actual existing conditions HEC‐RAS model files will be submitted such that the model can be opened and run in HEC‐RAS by others; in addition digital pdf files of the existing water surface profile and cross sections will be sent for those who cannot access the files in HEC‐
RAS)
C
Investigate Multiple Two‐Channel Alternative Options (i.e. materials used, flow restrictor, upstream ramp/bedrock modification, etc.) (includes proposed HEC‐RAS modeling)
D Counting Facility Option Design ‐ 30% (design approach by Alden with input from Princeton Hydro)
E Select the preferred Two‐Channel Alternative design option and develop a 30% design F Ensure Design meets USFWS passage criteria
G Review of Two‐Channel Alternative and its basis (without a 30% design revision)
H Adaptive Management and Long‐Term Maintenance Plan descriptions post‐construction
Provide input to Sappi's consultant regarding Sappi's Consultant working with input from Princeton Hydro, will assess the feasibility ofcounting the couting facility for the Two‐channel facility options for use in assessing the Two‐channel Alternative . The man‐hours shown for this task Alternative in the form of calls or email (calls include Princeton Hydro's time to provide input to Sappi's consultant and are on a not to exceed will not be recorded/documents but the emails basis for this task.
will be submitted as a digital email)
The NGO Consultant will propose a single design approach for the Two‐Channel Alternative and develop plans to the 30% level. This will include proposed materials, design details , as needed for 30% Design Plans of the preferred Two‐
preliminary design, determination of final slopes, a preliminary assessment of the need for channel Alternative (submitted as a paper plan sediment/substrate replenishment, preliminary assessment of the stability of design under flood set, as well as digitally both in an AutoCAD file flow conditions, and a plan view illustrating the proposed features and configuration. The basis for and a pdf of the plan set)
and a pdf of the plan set)
selection of the preferred alternative and the dismissal of other alternatives will be summarized in brief written form by the NGO Consultant for Sappi, the Agencies, and the City. Model result tables for the Two‐channel Alternative in relation to USFWS's specified Princeton Hydro will consult with the USFWS and the DMR to attempt to ensure, as necessary and passage criteria (if available) (submitted as a appropriate, that fish passage at the Two‐Channel Alternative is designed to provide safe, timely, digital file of the tables in pdf format and Word and effective fish passage.
or Excel format depending on the software used to create the tables)
A Sappi Task with no revision to the 30% Two‐Channel Alternative needed from PH
Princeton Hydro will describe in one or two paragraphs a post‐construction adaptive management Brief write‐up describing the potential plan for the Two‐Channel Alternative. The NGO Consultant will identify the structures within the adaptive management plan and long term Two‐Channel Alternative that will require long term maintenance, such that a one or two paragraph maintenance potential for the Two‐Channel long‐term O&M Plan can developed, comparable to the description of long‐term maintenance Alternative (submitted as a digital Word file)
developed for the Denil Alternative developed by Sappi.
A Review of initial 30% Design Work (1 round of review only)
Princeton Hydro will briefly review one round of the Denil Alternative Design prepared by Sappi's consultant
B Ensure Design meets USFWS passage criteria
A Sappi task, no PH involvement
C
{W4179191.2}
Proposed Conditions uncalibrated Split Flow HEC‐RAS model of the Two‐channel Alternative (the actual proposed conditions HEC‐RAS model files for the Two‐Channel Alternative will be submitted such that the model can be opened and run in HEC‐RAS by others; in addition digital pdf files of the proposed water surface profile and cross sections will be sent for those who cannot access the files in HEC‐
RAS)
30% Design, Denil Alternative
3.0
4.0
The NGO Consultant will review all data available, and engage in an iterative evaluation process, including assessing with modeling as needed, multiple configurations for the Two‐Channel Alternative design. As part of this iterative process, the HEC‐RAS model will be utilized to determine the vertically and horizontally averaged depths and velocities for different configurations, comparing the results to referenced target species’ passage abilities. Base mapping will be provided by the Sappi Consultants. The proposed HEC‐RAS modeling will aslo remain uncalibrated due to a lack of calibration stage‐dischage data for the site. The steps followed in the iterative evaluation process will be explained to the Parties by the NGO Consultant during the design review meeting (no report preparation is anticipated). If the NGO Consultant, following consultation with Sappi and the Agencies, determines that there are no potentially feasible options for a two‐channel design due to significant and unsolvable engineering issues (e.g., hydraulic velocity, depth, or river bed structure, etc.), the NGO Consultant shall discontinue further design work on the Two‐Channel Alternative.
Review of Adaptive Management Plan, Stewardship Plan, O&M Plan, Maintenance Schedule, and Effectiveness Monitoring Approach (1 round of review only)
Evaluate Both Design Alternatives
Princeton Hydro will briefly review the paragraphs prepared by Sappi's consultant regarding the adaptive management plan post construction and long term maintenance for the Denil Alternative
Email input regarding our single round of review of initial 30% Design Work for the Denil Alternative (submitted as a digital email) Email input regarding our single round of review of the Adaptive Management Plan, Stewardship Plan, O&M Plan, Maintenance Schedule, and Effectiveness Monitoring Approach for the Denil Alternative (submitted as a digital email)
Email or phone call input regarding proposed Two‐Channel Alternative to help clarify items that will be needed to develop costs for the alternative. (submitted as a digital email)
Email or phone call consultation regarding proposed Two‐Channel Alternative to help Consultation to Sappi regarding their Development of Post‐construction Costs (O&M; monitor efficiency and effectiveness; fish B
Princeton Hydro will provide consultation to Sappi such that they can develop the post‐construction coclarify items that will be needed to develop counting; adaptive management/follow‐up remediation; project works maintenance) (input only from PH ‐ Sappi to prepare cost)
costs for the alternative. (submitted as a digital email)
C Review of Cost Estimates for Construction and Long Term Costs
A Sappi, Agency & NGO task, no PH involvement
D Final Review and Evaluation of Both Designs (without a revision of the design)
A Sappi Task with no revision to the 30% Two‐Channel Alternative needed from PH
Meetings
It is anticipated that Princeton Hydro will participate in 6 meetings, including one meeting in 6 Meetings
Westbrook and three in Hadley, the remainder of the meetings will be conference calls. This task also includes and additional 13 man‐hours for calls not currently included.
A Provide input for Sappi to develop Construction Costs (input only from PH ‐ Sappi to prepare cost)
5.0
{W4179191.2}
Princeton Hydro will provide input to Sappi regarding cost issues involved in the Two‐Channel Alternat
City of Westbrook
IN CITY COUNCIL
April 7, 2014
ORDERED:
#
EXTENSION OF HOURS FOR PORTLAND WATER DISTRICT PROJECT ON
CUMBERLAND STREET
That the Westbrook City Council hereby approves an extension of permitted work hours to
Portland Water District for the water main replacement project on Cumberland Street, allowing
for work to be conducted between the hours of 7am to 6pm.
Attest:
___________________________
_________________________________________
City Clerk
_________________________________________
Mayor
City of Westbrook
DEPARTMENT OF ENGINEERING & CODE ENFORCEMENT
_____________________________________________________________________________
2 York Street
(207) 854-0638
Fax: (207) 854-0635
TO:
FROM:
DATE:
Honorable City Council
Eric Dudley, City Engineer
April 3, 2014
SUBJECT:
Extended Work Hours for Water Main Work on Cumberland Street
The Portland Water District is requesting permission to extend the work hours for their water
main replacement project on Cumberland Street between Park Road and Pierce Street. Since
Cumberland Street is classified as a major collector, City Ordinance restricts the working hours
to 8 am to 3:30 pm to mitigate the impacts on traffic. The request is to work from 7 am to 6 pm
for the duration of the project. The extended hours will allow for the project to be constructed in
fewer days and at a lesser expense to the Portland Water District.
Staff has reviewed the request and is supportive of the extended hours. During the planning of
the project, we had several conversations with PWD regarding the work hours and we also
discussed performing the work at night. Due to the high number of homes in close proximity to
the street, we felt it would be inappropriate to allow night work and the decision was made to
complete the project conventionally during the day.
Although the extended hours will affect the morning and evening commute we feel it is the best
compromise to perform the work safely and efficiently and will minimize the long term
disruption of traffic on the roadway. Police officers will be employed for traffic control on the
project when lane closures are necessary per City Ordinance and alternate routes exist for
Windham traffic to utilize Routes 237/25 or 302 to avoid delay from construction.
I will be in attendance at Monday’s meeting to answer any questions you may have.
City of Westbrook
IN CITY COUNCIL
April 7, 2014
ORDERED:
#
SETTING PUBLIC HEARING FOR PUBLIC SERVICES FACILITY REFERENDUM
That the Westbrook City Council hereby sets a public hearing date of April 28, 2014 for the
Public Services consolidated school transportation and fleet maintenance facility referendum.
Attest:
___________________________
_________________________________________
City Clerk
_________________________________________
Mayor
Westbrook Public Services
Project Summary:
The City of Westbrook Public Services facility has reached its useful design life
and has become antiquated and no longer able to meet the demands and needs
of modern equipment and community services. Over the past 6 years, a
planning process was implemented to develop a building program for a new
facility. This process included the formation of a building committee who
worked with staff and the design team to evaluate a number of project
alternatives recognizing both needs and cost.
The result is a new Consolidated Services, Bus Transportation and Fleet
Maintenance Facility. The facility will include improvements and re-utilization of
the existing public works property located off Saco Street. Facility components
will include:









22,050 square foot fleet maintenance and admiration building. 14,000 square foot sand/salt storage building. Improved equipment parking, bus parking and material laydown/storage. 1,900 school transportation administration building. Reconfigured site, access, parking and circulation Wash bay inside the new fleet maintenance building. New fueling facility Rehabilitation of existing fleets maintenance for cold storage, wastewater
department and winter emergency response vehicles Staff and visitor parking Reasons for a New Facility:




The existing fleet maintenance facility has exceeded its normal service life.
o Metal buildings are generally expected to provide service for 20 to 30 years but
can provide service for much longer than this if investment is made in
maintenance and the timely replacement of components (roof, walls, doors,
mechanical systems, electrical systems, finishes, etc.) At approximately 45
years age, the existing facility has exceeded its serviceable life. The investment
that would be required now to update the existing facility exceeds the cost of a
new building.
The existing fleet maintenance facility is no longer adequate for the fleet.
o The needs of Westbrook have grown.
The existing fleet maintenance facility is not energy efficient.
o Building codes now require much greater energy efficiency than this building was
constructed to provide. A new building will save energy, and thus will save
money.
The existing fleet maintenance facility does not meet accessibility requirements of the
American with Disabilities Act.
This is a liability for the City, with the potential for a prospective employee or
citizen to sue should they find that they cannot be provide equal access.
The school bus maintenance facility has been condemned.
o A new location for school bus maintenance must be provided.
Consolidation of the multiple vehicle storage and maintenance buildings located
elsewhere in Westbrook to a single location will save the City of Westbrook money.
o These other properties can be reattributed to other city needs or sold.
A new facility will enhance employee safety by the provision of a full fire sprinkler
system, a new addressable fire alarm system, and carbon monoxide monitoring and
ventilation.
o Additionally, the provision of a crane will permit city personnel to perform service
operations which must now be contracted to others.
A new facility will provide valuable under-cover storage of equipment within the original
facility maintenance facility with only limited investment for this lower use. Interior
storage of equipment will extend its service life saving the City of Westbrook money.
A new wash bay for equipment will allow city personnel to properly clean corrosive salts
from equipment, extending the service life of that equipment, and saving the City of
Westbrook money.
o





Summary Bullets
 Existing building needs major investment or replacement.
 Questionable Air Quality
 Existing building no longer adequate for job.
 Existing building is not energy efficient
 Existing building a liability.
 Consolidation will save city money.
 New facility will enhance worker safety.
 New facility will enhance city maintenance service capabilities.  New facility will extend service life of equipment. City of Westbrook
IN CITY COUNCIL
April 7, 2014
ORDERED:
#
AUTHORIZING SALE OF CITY PROPERTY ON CUMBERLAND STREET
That the Westbrook City Council hereby approves the attached purchase and sale agreement with Ryan
Le for City property located at Tax Map 011, Lot 008 at a purchase price of $51,300.
First Reading:
Attest:
_________________________________________
City Clerk
_________________________________________
Mayor
PURCHASE AND SALE AGREEMENT
day of March, 2014, by and
THIS AGREEMENT is entered into this
between the CITY OF WESTBROOK, a municipal corporation existing under the laws of
Maine and located in Cumberland County and State of Maine (“SELLER”), and RYAN
LE, a resident of the City of Portland, County of Cumberland, and State of Maine
(“BUYER”).
WHEREAS, SELLER owns a certain lot or parcel of real property located at 0
Cumberland Street, Westbrook, Maine, being Lot 8 as depicted on the City of
Westbrook Tax Map 11, by virtue of the following matured tax liens recorded in the
Cumberland County Registry of Deeds: (1) Book 4836, Page 252; (2) Book 5009, Page
205; (3) Book 6114, Page 88; (4) Book 6260, Page 243; (5) Book 6561, Page 54; (6)
Book 7002, Page 271; (7) Book 7513, Page 162; (8) Book 7900, Page 154; (9) Book
8520, Page 162; (10) Book 8957, Page 32; (11) Book 11529, Page 113; (12) Book
13980, Page 274; (16) Book 14903, Page 174; (17) Book 15597, Page 124; and (18)
Book 16529, Page 243, which property is more particularly described in Exhibit A
attached hereto and incorporated herein (the “PREMISES”); and
WHEREAS, SELLER and BUYER wish to enter into this Purchase and Sale
Agreement to memorialize the terms upon which BUYER may purchase the PREMISES
owned by SELLER.
NOW, THEREFORE, the parties hereto agree as follows:
1.
Purchase Price. SELLER agrees to convey whatever right, title and
interest it may have in the PREMISES by quitclaim deed without covenant to BUYER,
his heirs, personal representatives, successors or assigns, for the price of Fifty-One
Thousand Three Hundred Dollars ($51,300.00) (the “PURCHASE PRICE”) payable as
follows:
(a)
Upon execution of this Agreement, as security for BUYER’s
agreement to perform its obligations hereunder, BUYER shall pay to SELLER the
sum of __________________________ ($_____________) (the "Deposit"). The
Deposit shall be paid credited against the PURCHASE PRICE at closing; and
(b)
At closing, Purchaser shall pay SELLER the balance of the
PURCHASE PRICE, in cash or by bank check or confirmed wire transfer;
provided, however, that
(i)
this Agreement shall only be valid if the SELLER
receives a copy of this Agreement, executed by BUYER, his, heirs,
personal representatives, successors or assigns, on or by March
__, 2014 which date is fourteen (14) days after the Westbrook City
Council vote on the conveyance of the PREMISES;
(ii)
the conveyance and SELLER’S delivery of a quitclaim
deed without covenant to the PREMISES to BUYER, his heirs,
personal representatives, successors or assigns, are contingent
upon BUYER, his heirs, personal representatives, successors or
assigns, tendering to SELLER the PURCHASE PRICE by wire
transfer or bank check at a closing, said closing to be held within
thirty (30) days from the date of execution of this Agreement by
both parties; and
(iii)
the conveyance of the PREMISES from SELLER to
BUYER is subject to the approval of the Westbrook City Council. In
the event that the City Council does not approve the conveyance,
BUYER’s Deposit shall be returned to him and this Agreement shall
be of no further force or effect.
2.
Closing Date. The closing hereunder shall be held at such time and place
as is mutually agreed by the parties, but in no event shall the closing occur any later
than forty-five (45) days from the date of approval of the conveyance by the City
Council. Unless otherwise agreed, the closing shall take place at the offices of
SELLER. It is mutually agreed that time is of the essence.
3.
Prorations and Adjustments at Closing. There shall be no prorations or
other adjustments at Closing.
4.
No Contingencies / “As Is” and “Where Is” Condition. Buyer’s obligations
under this Agreement shall be not be contingent upon any inspections, examination of
title or other contingencies, other than approval of this Agreement by the Westbrook
City Council as expressly set forth above. BUYER accepts the PREMISES in its “as is”
and “where is” condition with any and all faults known or unknown including, without
limitation, the apparent encroachment of improvements and personal property of the
owners of real estate located at 792 Cumberland Street, Westbrook, Maine onto the
PREMISES.
5.
Failure to Close; Liquidated Damages. In the event that BUYER fails to
close as required under the terms of this Agreement, SELLER shall be entitled to retain
the Deposit as liquidated damages for such failure.
6.
Costs and Expenses. BUYER shall be responsible for the cost of any
survey or any other examination done on his behalf and any expenses related to
recording of the Deed. SELLER shall be responsible for the cost of preparation of the
Deed. BUYER shall be responsible for his ½ of the Maine Real Estate Transfer Tax.
IN WITNESS WHEREOF, the parties have hereto caused this Agreement to be
executed on the date above stated.
SELLER
CITY OF WESTBROOK
_______________________________
WITNESS
By:_____________________________
Colleen Hilton, Its Mayor
BUYER
_______________________________
WITNESS
________________________________
Ryan Le
EXHIBIT A to P&S Agreement
Deed Description: City of Westbrook to Ryan Le
A certain lot or parcel of land located in the City of Westbrook, County of Cumberland
and State of Maine, bounded and described as follows:
Map/Lot/Sublot: 011-008 from the Assessor’s Tax Maps of the City of Westbrook, and
located at Cumberland Street.
Being the same premises described in following matured tax liens recorded in the
Cumberland County Registry of Deeds: (1) Book 4836, Page 252; (2) Book 5009, Page
205; (3) Book 6114, Page 88; (4) Book 6260, Page 243; (5) Book 6561, Page 54; (6)
Book 7002, Page 271; (7) Book 7513, Page 162; (8) Book 7900, Page 154; (9) Book
13980, Page 274; (16) Book 14903, Page 174; (17) Book 15597, Page 124; and (18)
Book 16529, Page 243.
Said premises is also described in a deed from Ronald A. Perkins and Linda J. Perkins
to Claude Jalbert, date April 18, 1979, and recorded in said Registry of Deeds in Book
4411, Page 150, as follows:
“A certain lot or parcel of land situated in the City of Westbrook, bounded and described
as follows:
Beginning on the Town line between Westbrook and Windham at the westerly sideline
of Cumberland Street; thence south 16°40’55” East four hundred and no tenths (400.00)
feet by said westerly sideline of Cumberland Street to an iron pipe set in the ground;
thence south 59°24’12” West by other land of the Grantors five hundred sixty-one and
seventy-eight hundredths (561.78) feet to an iron pipe set in the ground in the aforesaid
Town line; thence north 28°51’03” East along said Town line seven hundred sixty-two
and ninety-eight hundredths (762.98) feet to the point and place of beginning.”
id
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R
Su
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et
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Zone: Rural District
D
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indh a
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2.8 Acres +-
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Map 011 Lot 008
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City of Westbrook Surplus Property
Cumberland Street
Department of Engineering and Code Enforcement
August 16, 2013
1 inch = 100 feet
²
City of Westbrook
IN CITY COUNCIL
April 7, 2014
ORDERED:
#
AWARD OF BID FOR POLICE DEPARTMENT PROGRAM VEHICLE
That the Westbrook City Council hereby awards the bid for a 2013 Chevy Impala program
vehicle for the Police Department to Quirk Chevrolet of Portland, at a purchase price of $17,028.
Funds available as follows:
Asset Forfeiture Account - $12,146.18
Insurance settlement - $4,881.82
First Reading:
Attest:
_________________________________________
City Clerk
_________________________________________
Mayor
City of Westbrook
Request for Proposal
Pre-owned Automobile
The City of Westbrook Police Department is seeking proposals from qualified vehicle
dealers to provide us with one (1) pre-owned automobile. We request the proposal be
faxed or e-mailed back by 3pm Wednesday April 2, 2014 to fax; (207)-854-0657 or
[email protected]. The bid proposal form is available by contacting Capt. Tom
Roth at the previous email address.
Price should include delivery of the vehicle to the Westbrook Police Department at 570
Main St, Westbrook, Maine 04092 and must comply with the specifications below. The
Westbrook Police Department will select a vehicle based on style, mileage, model year
and suitability to task.
Any proposed vehicle must be made available for inspection by our mechanic.
Questions regarding the specifications should be directed to Capt. Tom Roth, Westbrook
Police Department at (207) 854-0644 x406 between 8:00am and 5:00pm.
Specifications
One pre-owned Automobile
MODEL:
Any to include:
Automatic transmission
4-door
YEAR:
2010 or newer
MILEAGE:
under 40,000 miles
This vehicle will be utilized by detectives and should comfortably seat 4 persons and
have seatbelts for 5 persons.
CID Car Bid Synposis
Dealer
Quirk Chevrolet Portland
Bill Dodge Auto Westbrook
Central Chrysler Raynham, MA
Vehicle
2013 Chevy Impala
2013 Chevy Impala
2012 Chevy Impala
2013 Chevy Impala
2012 Chevy Impala
2013 Chevy Impala
2013 Chevy Impala
2012 Chevy Impala
2011 Chevy Impala
2010 Chevy Impala
2011 Chevy Malibu
2010 Mercury Milan
2012 Chevy Impala
2013 Dodge Dart
2013 Chrysler 200
Warranty
Bal. of 3yr/36000 mi. 5yr/100K powertrain
5yr/100K powertrain
5yr/100K powertrain
5yr/100K powertrain
5yr/100K powertrain
Mileage
22,215
22795
40,700
30834
41497
33336
34,797
34136
39,699
38535
14,817
32641
35,623
15
15
Price
17,028 Selected vehicle
16116
16,116
17028
16,116
17028
16,585
14581
14,237
12669
15,000
12675
15,775
16129
18,000
City of Westbrook
IN CITY COUNCIL
April 7, 2014
ORDERED:
#
AUTHORIZING INCREASE IN RESCUE BILLING RATES
That the Westbrook City Council hereby approves an increase of $1.00 per run charged by the Town of
Gorham for the provision of Rescue Billing Services for Westbrook Fire/Rescue, bringing the total perrun charge to $18.
First Reading:
Attest:
_________________________________________
City Clerk
_________________________________________
Mayor
Gorham Fire Department
Robert Lefebvre, Chief
Telephone (207) 222-1660
270 Main Street, Gorham, ME 04038-1382
Fax (207) 839-7753
February 24, 2014
Chief Michael Pardue
Westbrook Fire Department
570 Main Street
Westbrook Me. 04092
Dear Mike,
This letter is a follow up to our meeting of last week regarding my request to increase our Rescue Billing Rate that
we charge Westbrook by $1.00. Presently we are charging $17.00 per run that is billable; Rescue Runs that are not
able to be billed are not charged out.
Gorham started doing Westbrook’s billing in November of 2010, so we are now well into our fourth year. My
request is based on several factors. Since we took over your billing our staff wages have increased approximately
5%, we have seen two increases in postage over the last four years that equals an increase of 5 cents per mailing. As
you know many of the bills require sending multiple mailings of up to four or five. We have also seen an increase in
our billing supplies such as envelopes, invoices and printing cost.
In addition to the above increases, my staff including my Deputy Chief has spent considerable time working with
Deputy Jones and yourself on quality assurance issues. This has been done to try and improve your rescue run sheets
so that we can ensure that you get the maximum billable rate for the particular run we are dealing with. Had the staff
not undertaken this, your collection rate would have been reduced greatly.
I believe that my staff has greatly improved your collection rate since we took over your process, and we look
forward to continuing our mutual working relationship. I have listed below some of the statistics from the last four
years regarding your billing for your review and if you have any further question please feel free to contact me.
Gorham Started in
2010.. Nov.
Billable = 314 no-billable = 63
2011
2219 Billable and 509 Non Billable
2012
2013
Gorham Fire Department
Robert Lefebvre, Chief
Telephone (207) 222-1660
EMS Revenue Summary Comparison Description Gross EMS Invoices Contractual Allowances/Assignments Allowance % of Gross Invoices Net Invoiced Amount Current Write‐offs or sent to collections Write‐off % of Net Invoiced Amount Balance (excluding collections & expenses) 270 Main Street, Gorham, ME 04038-1382
Fax (207) 839-7753
Scarborough Gorham Westbrook FY13 FY13 FY13 1,242,596 639,347 861,531 (374,049) (67,582) (123,600)
30.1%
11.0% 14.0%
868,547 571,765 737,931 (128,315) (24,036) (45,255)
14.8%
4.0% 6.0%
740,232 547,729 692,676 Again if you need any additional information please let me know.
Sincerely
Robert Lefebvre
Fire Chief
Deputy Fickett
Town Manager
File
City of Westbrook
IN CITY COUNCIL
April 7, 2014
ORDERED:
#
AWARD OF BID FOR AUDIT SERVICES
That the Westbrook City Council hereby approves a contract for audit services for the fiscal years ending
June 30, 2014, 2015 and 2016 to MacPage, LLC of South Portland, at a cost not to exceed the following
amounts:
2014
2015
2016
$40,000
$42,000
$43,500
Funds available in account # 1000-41510-43211-100-0
First Reading:
Attest:
_________________________________________
City Clerk
_________________________________________
Mayor
Alicia Gardiner
Comptroller
[email protected]
2 York Street
Phone: (207)854-9105
Fax: (207)854-0635
MEMO
To:
From:
Re:
Date:
The Honorable City Council
Alicia Gardiner, Comptroller
Audit Firm Selection
April 7, 2014
The City of Westbrook received five responses to the Audit RFP from the firms of Roberts &
Greene, PLLC of Concord, New Hampshire; Ron L. Beaulieu & Company of Portland, Maine;
Melanson Heath & Company, PC of Nashua, New Hampshire; RHR Smith & Company of
Buxton, Maine; and MacPage LLC of South Portland, Maine.
Each bid was reviewed by the Comptroller, City Administrator, Accountant, Director of
Operations and Superintendent of Schools and judged based on the following criteria:





Adequacy of Firm Qualifications
Experience and expertise of proposed staff
Ability to meet deadlines/adequacy of time budgets
Knowledge of local governmental accounting practices in Maine
Cost of Services
We recommend the City of Westbrook award the bid to MacPage LLC of South Portland, Maine.
MacPage has experience with similarly sized municipalities and municipal school; they audit the
Town of Scarborough and the Scarborough School Department as well as the City of Waterville
and the Waterville School Department.
The proposed pricing structure:
2014
City of Westbrook
40,000*
Westbrook School Department
44,000
2015
42,000*
44,500
2016
43,500*
45,500
This recommendation has been approved by the Westbrook School Department Finance
Committee and School Committee.
*City cost is higher by $5,000, $6,000 and $6,500 than the bid as the City will pay a portion of the WSD audit fee.
CITYOFWESTBROOK,MAINE
AUDITPROPOSAL FEBRUARY14,2014
PREPAREDBY:
CHRISTIANA.SMITH,CPA,CFE
CLIENTSERVICEDIRECTOR
MACPAGELLC
30LONGCREEKDRIVE
SOUTHPORTLAND,ME04106
2075233354|DIRECT
2076715306|CELL
2077747835|FAX
[email protected]
MACPAGE.COM
TABLEOFCONTENTS
Page
TitlePage
TableofContents
LetterofTransmittal
A.AccountingFirmQualifications
1
B.AuditServices
5
C.TimingofAuditWork
15
D.ProposedFeeandAuditHours
16
E.General
17
Appendix
PeerReviewReport
February14,2014
CityofWestbrook
Attn:CityClerk
2YorkStreet
Westbrook,ME04092
DearMs.Adams:
Thank you for the opportunity to present our proposal to provide audit services for the City of Westbrook,
includingtheWestbrookSchoolDepartment,(“theCity”)forthefiscalyearsendingJune30,20142016.Asavery
importantclientofMacpageLLC(“Macpage”orthe“Firm”),theCitywouldreceiveseamlessserviceandcontinuity
fromourteamtosupportitstimelydelivery.
The City would command priority service from the entire engagement team and benefit from: our thorough
knowledgeofyouroperations,broadindustryexpertise,immediateaccessibilitytoassistwithyourquestionsand
issues as they arise, an established awareness of how to minimize disruption to your daily routine and timely
delivery of a product that includes substantive suggestions and recommendations to further strengthen your
operatingbase.
OurMainebasedfirmisgroundedintheregion’straditionalworkethicandvalues.Ourclients’industriesandthe
people they serve are diversified, and include organizations such as yours that are devoted to economically
strengthening Maine populations. Typically our clients stay with us for 10 years or more. Many experience
significant growth during our relationship, and continue to turn to us for accounting and business advisory
services.Weinviteyoutolookattherange and depth of testimonials on our website macpage.com.
WeagreetomeettheAuditSpecificationsoutlinedinsection2oftheRequestforProposal.Webelievethatthe
following proposal demonstrates our commitment to you to provide the highest quality and responsive service
thatyouexpect.AsaclientservicedirectorofMacpage,IamauthorizedtomakerepresentationsfortheFirm;if
youneedanyadditionalinformationaboutpersonnel,servicesortheFirm,pleasecontactmeat(207)5233354,
[email protected],andforyourinterestinMacpage.
Verytrulyyours,
ChristianA.Smith,CPA,CFE,ClientServiceDirector
A.ACCOUNTINGFIRMQUALIFICATIONS
FIRMOVERVIEW
1.Pleaseprovideageneralprofileofthefirm,includinginformationregarding:
a.Thelocationoftheofficefromwhichtheauditistobeconducted,
b.Thenumberandpositionsofthevariousprofessionalstafflocatedatthatoffice,
c.Therangeforservicesperformedbythatoffice,suchasaudit,accounting,taxandmanagementservices.
MacpageLLCisaprivatelyheld,limitedliabilitycorporationestablishedin1956withofficesinAugusta,Portland
and South Portland, Maine, and Marlborough, Massachusetts. The Firm believes in developing relationships,
earningtrust,addressingcomplexissuesandmakingadifference.Weemployover100dedicatedandexperienced
people who enjoy the people they serve and care about the work they do providing integrated accounting,
consultingandtaxservicestoclientsthroughouttheNortheastandacrossthecountry.
TheFirmadherestothecontinuingprofessionaleducationstandardsoftheAmericanInstituteofCertifiedPublic
Accountants(AICPA)andtheGovernmentAccountingOffice.Allprofessionalsarerequiredtoparticipateinatleast
40 hours of qualifying continuing professional education every year through Firm seminars, Firm sponsorship of
AICPApreparedtrainingprograms,attendanceatAICPAseminarsandotherequivalentprofessionaldevelopment
courses.Professionalsauditingforgovernmentalentitiesstudythelatestaccountingdevelopmentsimpactinglocal
andstategovernmentalunits,andprovidetimelyupdatestoclients.
If successful in ourbid, our engagement team will primarily include auditors from our South Portland office but
couldalsoincludeauditorsfromourAugustaoffice.Ourprofessionalsineachofficeperformservicestoinclude
audit, accounting, tax and advisory services. The personnel assigned to your audit will have a concentration of
expertiseinthegovernmentalindustry.Thefollowingtableisabreakdownoftheprofessionalstafflocatedateach
office:
StaffLevel
Directors
Managers
Supervisors
Seniors
Staff
Augusta
4
2
3
7
5
SouthPortland
17
13
18
7
6
1
A.ACCOUNTINGFIRMQUALIFICATIONS–CONTINUED
MUNICIPALPRACTICE
2.Pleaseindicatethenumberofmunicipalandschoolclientsyourfirmcurrentlyserves,indicatingtheservicesprovidedandtheclients’locations.And,
3.Formunicipalitiesandschoolsforwhichauditingservicesareprovided,indicatetheclientname,clientcontactinformation,totaladoptedbudget(most
recentlyaudited),engagementpartner,andsenior/inchargeassigned.
Macpage audits over 30 governmental entities, including several special purpose entities such as water and sewer, public transportation and several
componentunitsoftheStateofMaine.Thefollowingisthelistofourmunicipalandschooldistrictclients.Wecanalsoprovideyouwithalistofourother
governmentalclientsnotincludedinthislist.WehavethreeauditclientsthatweassistwiththeComprehensiveAnnualFinancialReport(CAFR),forwhichthey
areawardedtheCertificateofAchievementforExcellenceinFinancialReportingbytheGovernmentFinanceOfficersAssociation.
Cities/TownsandRelatedSchools:
Entity
CityofDover
TownofScarborough
and
ScarboroughPublic
Schools
TownofFreeport
(recentformerclient)
Cityof
Watervilleand
WatervillePublic
Schools
TownofVassalboro
VassalboroSchool
Department
ClientContact
Address&Phone
DanielLynch,
288CentralAvenue,Dover,NH
FinanceDirector
(603)5166030
RuthPorter,
POBox360,Scarborough,ME
FinanceDirector
(207)7304000
KateBolton,
POBox360,Scarborough,ME
BusinessManager
(207)7304000
AbbeYacoben,
30MainStreet,Freeport,ME
FinanceDirector
(207)8654743
MichaelRoy,
1CommonStreet,Waterville,ME
CityManager
(207)6804200
EricHaley,
25MessalonskeeAvenue,Waterville,ME
Superintendent
(207)8734281
MarySabins,
POBox129Vassalboro,ME
TownManager
(207)8722826
PaulaPooler,
25MessalonskeeAvenue, Waterville,ME
BusinessManager
(207)8734281
Services
TotalAdopted Engagement EngagementSenior/
Provided
Budget
Partner
InCharge
Audit(CAFR)and
Christian
$89million
ChadDudley
SingleAudit
Smith
Audit(CAFR)and
Christian
$31million
ChadDudley
SingleAudit
Smith
Auditand
Christian
$35million
ReneeGrant
SingleAudit
Smith
Christian
Audit
$23million
ReneeGrant
Smith
Auditand
Christian
$20million
ErinHill
SingleAudit
Smith
Auditand
Christian
$16million
StevenFalco
SingleAudit
Smith
Auditand
Christian
$2million
EmilyBaron
SingleAudit
Smith
Auditand
Christian
$7million
StevenFalco
SingleAudit
Smith
2
Schools:
Entity
RSU#21
MSAD#17
MSAD#75
RSU#73
RSU#16
MSAD#3
OxfordHills
Technical
School
MaineRegion
10Technical
HighSchool
AOS#92
Services
Provided
Auditand
SingleAudit
TotalAdopted
Budget
Engagement
Partner
Christian
Smith
EngagementSenior/
InCharge
ClientContact
Address&Phone
AndrewDolloff,
Superintendent
177Alewive Road,Kennebunk,ME
(207)9851100
CathyCoffey,
BusinessManager
StevenDyer,
BusinessManager
StacieLoweField,
BusinessManager
WendyRitchie,
BusinessManager
BarbaraVanDeventer,
BusinessManager
1570MainStreet,Suite11,
Oxford,ME
(207)7438972
50RepublicAvenue,Topsham,ME
(207)7299961
9CedarStreet,LivermoreFalls,ME
(207)8976722
3AggregateRoad,Poland,ME
(207)9982727
84SchoolStreet,Unity,ME
(207)9486136
JoeVaillancourt,
BusinessManager
POBox313,Norway,ME
(207)7437756
Audit
$4million
Christian
Smith
ReneeGrant
ShelleyDoody,
Accountant
68ChurchRoad,Brunswick,ME
(207)7296622
Audit
$2million
Christian
Smith
StefanieFoster
PaulaPooler,
BusinessManager
25MessalonskeeAvenue,
Waterville,ME
(207)8734281
Audit
$2million
Christian
Smith
EmilyBaron
Auditand
SingleAudit
Auditand
SingleAudit
Auditand
SingleAudit
Auditand
SingleAudit
Auditand
SingleAudit
$36million
$35million
$33million
$19million
$19million
$19million
Christian
Smith
Christian
Smith
Christian
Smith
Christian
Smith
Christian
Smith
ReneeGrant
ErinHill
StefanieFoster
ReneeGrant
ReneeGrant
ReneeGrant
3
4. Briefly describe your firm’s municipal practice, including anticipated major accounting and financial issues
facingthemunicipalitiesoverthenextthree(3)years.IndicatehowyourfirmispreparedtoassisttheCitywith
theseissues.
Ourcurrentgovernmentalpracticeconsistsof18individuals(11CPAs)whodevoteasignificantamountoftheir
timetoprovidingservicestotheseentities.EightindividualsarebasedattheFirm’sSouthPortlandofficeand10
individuals are based at the Firm’s Augusta office. We are a member of the AICPA Governmental Audit Quality
CenterandareamemberoftheMaineGovernmentFinanceOfficersAssociation.
Macpage was the first Mainebased Firm registered as a member of the Governmental Audit Quality Center
sponsoredbytheAICPA.TheCenter’smissionistoimprovethequalityofGovernmentandOMBA133auditsby
establishingthehighestqualitystandardsbywhichmembersarerequiredtoadheretoremainingoodstanding.
The Audit Quality Center also provides a forum for information sharing with other Certified Public Accountants
specializinginGovernmentandOMBA133auditsthroughoutthecountry.
The most significant accounting issue facing the municipality will be the implementation of Governmental
Accounting Standards Board (GASB) Statement No. 68, Accounting and Financial Reporting for Pensions – an
amendmentofGASBStatementNo.27.ThisstatementwillbeeffectivefortheyearendingJune30,2015.The
CitywillberequiredtorecordaliabilityforitsshareoftheMainePublicEmployeesRetirementSystempension
liability as determined by an actuary and will also require extensive footnote disclosures in the financial
statements.Wehaveattendedseveralseminarsandhavealsobeenaspeakeronthistopic,thusmakinguswell
preparedtoassistyouwiththeimplementationofthisnewstandard.
GASBCONSULTATIONS
Macpage has several staff that are specifically trained to prepare financial statements in accordance with GASB
standards, perform audits of financial statements prepared in accordance with GASB standards, or provide
consultation to governmental entities reporting in accordance with GASB standards. Those individuals receive
specifictrainingonGASBissuesandnewpronouncements.Inaddition,Macpageengagesspecialiststotrainstaff
onGASBissuesandclientpersonnelarewelcometoattendthesetrainingsessions.
5.Brieflydescribethemunicipalrelatedtrainingprogramsofferedtoyourstaff.
Each of our governmental experts complies with Government Auditing Standards requirements for continuing
professional education. The Firm adheres to the continuing professional education standards of the American
InstituteofCertifiedPublicAccountants(AICPA)andtheGovernmentAccountingOffice.
Our government staff not only meets the requirements for continuing professional educational as required by
Government Auditing Standards but exceed the standards required. We attend local seminars provided by the
MaineStateSocietyofCertifiedPublicAccountantsaswellasnationalseminarsprovidedbytheAmericanInstitute
of Certified Public Accountants. We also perform inhouse training annually to meet our governmental clients’
specialneeds.Inaddition,wesettimeasideandplaneveryengagementwiththeentireengagementteambefore
we leave our office. This improves our efficiency, reduces questions to our clients, results in a more productive
engagement,andaddressesthespecificneedsofourclients.
4
B.AUDITSERVICES
AUDITAPPROACH
Very briefly describe your firm’s audit approach used to ensure a comprehensive and cost effective municipal
audit.
PHASE1:ORIENTATION
Our principal objectives include, but are not limited to: obtaining an understanding of the City’s accounting
systems, identifying key elements of internal control and identifying various revenue sources, including, if
applicable,federalorstategrantsandevaluatingauditimplicationsofeach.
PHASE2:PLANNING
WemeetwithyouridentifiedCitymanagementtoensurethatweunderstandallareasofinterestandconcern.
Wewilldiscussspecificauditrequirementsandtherelatedtimingthereof.Topicswecoverinclude,butarenot
limitedto:applicablelawsandregulations,loanagreements,budgetsandbudgetamendments.
PHASE3:SYSTEMSREVIEWANDTESTING
AcomprehensivereviewoftheCity’sexistingaccountingproceduresandinternalcontrolsincludesanevaluation
ofthedataprocessingfunctionse.g.,physicalsecurity,systemsdocumentation,input/outputcontrolsandcontrol
over the use and retention of data files. Sample transactions from throughout the applicable year will also be
testedforcompliancewiththekeyaccountingfeaturesnotedinourinitialevaluationofthesystem.
PHASE4:AUDITOFACCOUNTBALANCES
Procedures and tests of financial account balances center around the key financial elements identified in the
Orientation and Planning phases. Macpage utilizes a variety of Electronic Data Processing software during our
engagementsthatallowsustomonitorandsupervisetheauditonavirtual,realtimebasis.
PHASE5:REVIEWOFPRELIMINARYDRAFTSANDREPORTSUBMISSION
WewilldiscusspreliminaryresultsofourworkwithCitymanagementpriortoleavingthefieldtoensurethatwe
have correctly considered all available information, and that there are no misunderstandings in the basis of the
conclusionsmade.Wewillformallypresentthebasicfinancialstatementstoexplaintheresultsofthereview.
PHASE6:POSTAUDITCRITIQUEANDFUTUREPLANNING
The audit results in our professional opinion and recommendations for improvements to the City’s operational
efficiency and systems for preparing financial information. At our concluding meeting, City management and
Macpage will critique and assess the audit. We will discuss any departure from generally accepted accounting
principles and answer questions regarding any recommendation to improve the City’s accounting procedures,
financialoperations,internalcontrolsoverfinancialreporting,andothertopicstheCitywishestodiscuss.
5
B.AUDITSERVICES–CONTINUED
ENGAGEMENTTEAM
Please identify by name who will be assigned to the audit, i.e., the engagement partner, secondary partner,
manager,supervisor,andseniorandstaffauditors.IdentifyhowthefirmwillnotifytheCityofanychangein
staffassignedtotheCity’saudit.Foreachindividual,atseniorlevelorabove,indicatethenumberofyearsof
governmentalauditingexperience,experiencewithcomplianceaudits,andincludetheirresumes.
Macpagestrivestomaintainstaffcontinuityassignedtoourengagements.Webelievethatwearesuccessfulin
thisregardasevidencedbythefactthatwehavehadlittleturnoverinmanagementlevelpositions.Intheevent
thatstaffingchangesareneededwewilldiscussthechangeswithyouinadvancesoyouwillhavetheopportunity
toensuretheindividualsareagoodfitwiththeCity.
6
ENGAGEMENTTEAM
CHRISTIANA.SMITH,CPA,CFE–CLIENTSERVICEDIRECTOR
Christianconcentrateshisauditingandaccountingservicesongovernmentalentities,including
schools,municipalitiesandspecialpurposegovernments.
HereceivedhisCPAcertificatein1994andbecameaCertifiedFraudExaminerin1998.
Hehasperformedgovernmentalandcomplianceauditsfor22years.
KNOWLEDGEANDEXPERIENCE
x
x
x
Christianisresponsiblefortheplanning,controlling,coordinatingandoverallsupervisionof
clientengagements.
HealsoisacontributingauthorandpresenteronGASBstandardsandonfrauddetectionand
prevention.HealsoprovideslitigationsupportfortheStateofMaine,aswellascorporateand
nonprofitorganizations.
Specificgovernmentalclients:TownofScarborough,CityofWaterville,TownofVassalboro,
TownofFreeport,CityofDover,NH,MSAD#3,MSAD#17,MSAD#75,RSUNo.73,RSUNo.16,
RSUNo.21,TownofScarboroughSchoolDepartment,WatervillePublicSchools,AOS92,
VassalboroSchoolDepartment,OxfordHillsTechnicalSchoolMaineVocationalRegion11,
RegionTenTechnicalHighSchool,MaineTurnpikeAuthority,PortlandWaterDistrict,Wells
SanitaryDistrict.
EDUCATION/CERTIFICATIONS/AFFILIATIONS
WESTVIRGINIAWESLEYANCOLLEGE–Buckhannon,WV
BachelorofScience
AmericanInstituteofCertifiedPublicAccountants–Member
AssociationofCertifiedFraudExaminers–Member
RELEVANTCONTINUINGPROFESSIONALEDUCATION
Dec2013–RSMMcGladrey:TARSTechnicalReview
Nov2013–InHouse/AthensPartners:FocusonGrowth
Nov2013–InHouse:IRSTaxUpdate
Jul2013–InHouse:2013GovernmentAudit&F/STraining,PartI
Jul2013–InHouse:2013GovernmentAudit&F/STraining,PartII
Jul2013–InHouse:2013GovernmentAudit&F/STraining,PartIII
Jul2013–AICPA/MSCPA:ProfessionalIssuesUpdate
7
GEORGEA.RAFUSE,CPA,MBA–CONSULTINGDIRECTOR
George has concentrated his accounting and auditing expertise for over 40 years in the
governmental, timber and nonprofit areas, including oversight in the planning, review, and
preparation of audit work and financial statements, as well as quality control policies and
procedures.
GeorgejoinedMacpagein1973,andisaCertifiedPublicAccountant.
Hehasperformedgovernmentalandcomplianceauditsfor41years.
KNOWLEDGEANDEXPERTISE
x
As a member of our Accounting and Auditing Committee, George ensures that the quality of our work
meets the highest standards. George is the second reviewer for substantially all of the firm’s
governmentalclients.
UNIVERSITYOFMAINE–Orono,ME
MasterofBusinessAdministration
BachelorofScienceManagement
MaineSocietyofCertifiedPublicAccountants–Member
MaineWoodProductsAssociation–Member
RetailLumberDealersAssociationofMaine–Member
Jan2014–McGladrey:McGladreyQuarterlyAccountingUpdateWebcast
Jan2014–AICPA:Testing&DocumentingInternalControlOverComplianceinaSingleAudit
Jan2014–InHouse:12/31/13A&AUpdate
Dec2013–InHouse:Consolidating&CombiningFinancialStatements
Dec2013–RSMMcGladrey:TARSTechnicalReview
Dec2013–InHouse:CurrentTaxLawUpdate
Dec2013–AICPA:TheYellowbook:AHodgepodgeofRelatedTopics
Nov2013–Macpage/AthensPartners:FocusonGrowth
Nov2013–InHouse:TheAffordableCareAct
8
STEFANIEM.FOSTER,CPA,MBA–AUDITMANAGER
Stefanie’sexperienceinaccountingandauditingisconcentratedinthegovernmentalandERISA
areas,forwhichsheplans,reviewsandpreparesauditdocumentationandfinancialstatements.
Sheispresentthroughoutthefieldworkandensuresalltestsareefficientlyperformed.
StefaniereceivedherCPAcertificatein2009.
Shehasperformedgovernmentalandcomplianceauditsfor9years.
x
x
Stephaniehasextensiveexperienceintheplanning,fieldwork,reviewandpreparationofaudit
documentationandfinancialstatements.
Specificgovernmentalclients:MSAD#3,MSAD#75,RSUNo.73,WatervillePublicSchools,AOS92,
VassalboroSchoolDepartment,RegionTenTechnicalHighSchool,ChildDevelopmentServices,Efficiency
MaineTrust,ConnectMaineAuthority
THOMASCOLLEGE–Waterville,ME
MasterofBusinessAdministration
BachelorofScience–PublicAccounting
Dec2013–InHouse:StatementofCashFlows
Dec2013–InHouse:CurrentTaxLawUpdate
Nov2013–InHouse:A&AforInventory
9
RENEEM.GRANT,CPA,MSA–MANAGER
Reneefocusesherauditandaccountingservicesongovernmentalentities,whichincludesthe
planning,reviewingandpreparationoftheauditworkandfinancialstatements.
ReneejoinedMacpagein2008andbecameaCertifiedPublicAccountantin2012.
x
x
x
Reneeisresponsibleforthecompletionoftaskswithintheplanningphase,fieldworkphase,and
completionstageoftheengagement,alongwithkeepingsupervisorsinformedofprogressand
issues.
Shehasextensiveexperienceprovidingauditandaccountingservicestononprofitorganizations.
Specificclients:CityofDover,NH,TownofFreeport,MSAD#3,MSAD#17,MSAD#75,RSUNo
School.73,RSUNo.16,TownofScarboroughSchoolDepartment,OxfordHillsTechnicalSchool
MaineVocationalRegion11andRegionTenTechnicalHigh.
UNIVERSITYOFCONNECTICUT–Storrs,CT
MasterofScienceinAccounting
UNIVERSITYOFNEWENGLAND–Biddeford,ME
BachelorofScience
Dec2013–RSMMcGladrey:TARSTechnicalOverview
Nov2013–InHouse:AccountingforDeferredIncomeTaxes
Oct2013–NHADA:TheAffordableCareAct:DoesYourCompanyNeedaCheckup
Jun2013–ISACA:EffectiveTimeManagement:HowtoMakeEverySecondCount
May2013–AICPA:UnderstandingIssuesofSignificancetoStandAloneBTA
Apr2013–AICPAGAQC:2013RequiredAnnualUpdateWebcast
10
DARLENEM.KOUKOS,CPA–MANAGER
Darlene works primarily on governmental entities including municipalities and school districts
and ERISA engagements, including defined contribution profit sharing/401(k) plans, defined
benefitpensionplans,ESOPs,healthandwelfareplansandcollectivelybargainedplans.
DarlenejoinedMacpagein1994andbecameaCertifiedPublicAccountantin1997.
KNOWLEDGE&EXPERTISE
x
x
Darlene has extensive experience in the planning, fieldwork, review and preparation of audit
documentationandfinancialstatements.
Specificgovernmentalclients:TownofScarborough,TownofFreeport,CityofDover,NH,MSAD#17,RSU
No.16andManchesterTransitAuthority.
UNIVERSITYOFSOUTHERNMAINE–Portland,ME
BachelorofScience–BusinessAdministration
Concentration:Accounting
MaineEmployeeBenefitsCouncil–Member
Sep2013–InHouse:InternalAuditUpdate
Jul2013–InHouse:2013GovernmentAudit&F/STrainingPartIII
Jul2013–InHouse:2013GovernmentAudit&F/STrainingPartII
Jul2013–InHouse:2013GovernmentAudit&F/STrainingPartI
Jun2013–AICPAGAQC:The2013ComplianceSupplement&ProposedSingleAuditReforms
May2013–AICPA:UnderstandingIssuesofSignificancetoStandAloneBTA
May2013–USM:9thEthicsSymposium:OtherPeoples’Money
Apr2013–AICPAGAQC:2013RequiredAnnualUpdateWebcast
Apr2013–AICPAEBPQC:Managers&Supervisors2012AuditUpdates
Feb2013–InHouse:UnderstandingSecurity’sWeakestLink
Feb2013–AICPAEBPQC:AnOverviewoftheNewGASBPensionAccountingStandards,PartI
Jan2013–AICPAEBPQC:ASU201104EBPFairValueDisclosures
11
CHADCDUDLEY–AUDITSENIOR
Chadfocuseshisauditandaccountingservicesongovernmentalentities,whichincludestheplanning,reviewing
and preparation of the audit work and financial statements. Chad also has extensive experience providing audit
andaccountingservicestononprofitorganizations.
Chad received his Bachelor of Science degree in Accounting from the University of Southern Maine. He joined
Macpage earlier this year after spending five years with another CPA firm. He has performed government and
complianceauditsforoneyear.
x
Specificgovernmentalclients:TownofScarborough,CityofDover,NH,RSUNo.16,TownofScarborough
SchoolDepartment,MaineTurnpikeAuthorityandPortlandWaterDistrict.
Jan2014–AICPA:Testing&DocumentingInternalControlOverComplianceInASingleAudit
Sep2013–CCH:Gov’tGAAPForState&LocalGovernment:Revenues
Sep2013–CCH:AuditingIssues:AuditDocumentation
Sep2013–CCH:Gov’tGAAP:FundF/S
Sep2013–CCH:Gov’tGAAP:Gov’tWideF/S
Sep2013–CCH:Gov’tGAAP:CompAnnualFinancialReport
Sep2013–CCH:BigGAAP–LittleGAAP
Sep2013–CCH:Gov’tGAAPforState&LocalGov’t:Accounting
Sep2013–CCH:Gov’tAuditingStandards:PerformanceAudits
14
B.AUDITSERVICESCONTINUED
STEVENA.FALCO,MBA,CPA–AUDITSENIOR
Stevefocuseshisauditandaccountingservicesongovernmentalentities.Asastaffauditor,heisresponsiblefor
the completion of tasks within the planning phase, fieldwork phase, and completion stage of the engagement,
alongwithkeepingsupervisorsinformedofprogressandissues.
StevereceivedhisMasterofBusinessAdministrationandBachelorofScienceinAccountingfromThomasCollege.
He joined Macpage in 2011 and become a Certified Public Accountant earlier this year. He has performed
governmentandcomplianceauditsforfouryears.
x
Specificgovernmentalclients:CityofWaterville,WatervillePublicSchools,VassalboroSchool
Department,ConnectMaineAuthority.
Aug2013–Gov'tGAAPforStateandLocalGovernmentRevenues
Aug2013–Gov'tGAAPforStateandLocalGovernmentExp&Expenditures
Jun2013–AICPAGAQC:The2013ComplianceSupplement&ProposedSingleAuditReforms
ANYATRUNDY–STAFFACCOUNTANT
Anya focuses her auditing and accounting services on governmental entities. She will work with Chad on the
planning,reviewingandpreparationoftheauditworkandfinancialstatements.
Anya received her Bachelor of Arts degree in Governmental and Legal Studies from Bowdoin College, and her
CertificateinAccountingfromtheUniversityofSouthernMaine.ShejoinedMacpagein2013andisintheprocess
ofsittingfortheCPAexam.Shehasperformedgovernmentandcomplianceauditsforoneyear.
x
Specific governmental clients: Town of Scarborough, City of Dover, NH, Oxford Hills Technical
School Maine Vocational Region 11, Regional School Unit No. 16, Northern New England
PassengerRailAuthorityandManchesterTransitAuthority.
Nov2013–InHouse:AccountingforDeferredIncomeTaxes
Jul2013–InHouse:2013GovernmentAudit&F/STrainingPartIII
Jul2013–InHouse:2013GovernmentAudit&F/STrainingPartII
Jul2013–InHouse:2013GovernmentAudit&F/STrainingPartI
14
B.AUDITSERVICESCONTINUED
OTHERSENIORANDSTAFFACCOUNTANTS
Weintendtouseotherseniorandstaffaccountantsintheengagementonanasneededbasis.Thegovernmental
experienceoftheotherseniorandstaffpersonnelrangesfromonetofiveyears.
14
C.TIMINGOFAUDITWORK
Assumingyourfirm’sappointment,provideatimetableofthemajoreventsforcompletionoftheJune30,2014
auditthroughdeliveryofyourfinalreports.Pleaseidentifyandconcernsorobstacles.
Timeline
Orientation
May/June
Planning
May/June
SystemsReview&Testing
May/June
AuditofAccountBalances
September/October
ReviewofPreliminaryDraftsandReportSubmission
November
PostAuditCritiqueandFuturePlanning
November/December
FromourinitialreviewofthereportsissuedfortheyearendedJune30,2013wehaveidentifiedsomepotential
issues that we have discussed previously with members of management. The School Department is being
presentedasacomponentunitoftheCity.Wewillneedtoobtainanunderstandingofthefactsandcircumstances
thatleadtothisdetermination,aswehavenotseenasimilarexamplewithanyotherschooldepartmentswithin
the State of Maine. Depending on the information we obtain, we may determine that it is more appropriate to
presenttheSchool Department within the City’s financial statements, just the sameas any otherdepartment is
presented.Additionally,wenoticedthatanadverseopinionwasissuedasaresultoftheSchoolDepartment’slack
ofrecordinganddisclosingtheOtherPostEmploymentBenefitsLiabilitythatisassociatedwiththecostofretired
teachers’healthcarecosts.Wewillneedtoobtainanunderstandingofthefactsandcircumstancesthatleadto
this determination as well. It is possible that this determination is correct, however most of the schools that
participateintheMaineEducationAssociationHealthInsuranceTrustdonothavesuchaliability,astheplanis
considered a “community rated plan.” With each of these potential issues, we will work with management to
address them at the beginning of our audit so there will be adequate time to address them properly for the
completionoftheaudit.
15
D.PROPOSEDFEEANDAUDITHOURS
Indicatethemaximumtotalfeeyourfirmwillchargefortheauditservicesoutlined.TheCityexpectsthefeeto
beanottoexceedfigure,andalsorequeststhatthetotalpricebeallocatedbetweenCityandSchool.
Municipal
School
Total
June30,2014
$35,000
$49,000
$84,000
June30,2015
$36,000
$50,500
$86,500
June30,2016
$37,000
$52,000
$89,000
STAFFINGSEGMENTATION
Orientation
Planning
SystemsReview&Testing
AuditofAccountBalances
ReviewofPreliminaryDraftsandReport
Submission
PostAuditCritiqueandFuturePlanning
TotalHours:
Engagement
Director
Audit
Manager
Audit
Seniors
AuditStaff
Total
Hours
4
4
4
4
16
16
16
16
16
64
8
16
16
16
56
90
166
180
180
616
20
10
10
40
2
2
2
2
8
140
214
228
218
800
16
E.GENERAL
Brieflydescribeanyotherinformationthatmightbehelpfulinevaluatingyourfirmwithregardtothisrequest
forproposal.
OurGovernmentalindustrygroupiscommittedtomaintainingtheknowledgebasenecessarytoeffectivelyserve
the City of Westbrook. Through our network affiliations, professional associations, and continuing professional
educationrequirements,westaycurrentofnewissues,changes,rulesandregulationswithintheindustry.
Inadditiontotraditionalaccountingandtaxservices,Macpageprovidesforensicaccountingandlitigationsupport,
as well as consulting services that include Information Assurance Services (IAS) and Financial Systems and
Strategies(FSS).OurIASgroupconsistsofagroupofprofessionals,allofwhomhaveextensiveexperiencerelating
toinformationtechnologyandITcontrolsthatstrengtheninternalsystems.OurFSSgroupprovidesindependent
thirdpartycontroller/CFOservicestoorganizationsusingQuickBooksorIntacctsoftware.Weofferabroadrange
ofexperiencemanagingaccountingfunctions,developinginternalcontrols,advisingontechnologysolutionsand
overseeingspecialprojects.
Our clients return year after year because of our expertise and quick responsiveness to their accounting needs.
Ourabilitytoidentifyissuesandrespondtoyourneedswithqualifiedindividualsisduetothebreadthofstaffand
our experience with similar governmental entities. We understand how crucial timeliness of service is for our
clientsandthroughourstateofthearttechnologyandremoteaccesscapabilities,wearealwaysavailable.When
accountingissuesarisethattheCityneedsassistancewith,wewillencourageyoutocontactanymemberofthe
engagement team or any member of our governmental group. Regular contact with our clients allows for open
communication,amoreefficientandeffectiveauditprocessandafluidandhonestrelationship.
17
APPENDIX–PEERREVIEWREPORT
City of Westbrook
IN CITY COUNCIL
April 7, 2014
ORDERED:
#
AUTHORIZING AGREEMENT WITH TYLER TECHNOLOGIES FOR FINANCIAL
SOFTWARE
That the Westbrook City Council hereby approves a contract with Tyler Technologies, Inc. of Yarmouth,
Maine, for the Munis software license, maintenance and conversion at a one-time cost of $94,535 and an
annual maintenance cost of $49,986.
FY 2013/2014 CIP
First Reading:
Attest:
_________________________________________
City Clerk
_________________________________________
Mayor
Alicia Gardiner
Comptroller
[email protected]
2 York Street
Phone: (207)854-9105
Fax: (207)854-0635
MEMO
To:
From:
Re:
Date:
The Honorable City Council
Alicia Gardiner, Comptroller
Financial Software
April 7, 2014
Tyler Technology presented the Munis financial system to the Finance Committee on February 24th
noting that it is one of the most widely used municipal financial software packages in the United
States. The city of Westbrook was one of the first users of Munis and decided for many reasons
to move away from this platform in 2010 to our current software, AccuFund. We moved both
the tax collection and general accounting functions to AccuFund in January 2011. The tax
collection module was unable to function properly and the city was refunded the full software
costs with a recommendation from AccuFund to move that function to a different software. We
moved to Trio, which is a Maine based software designed specifically for Maine property tax
collection. We also use this system to register motor vehicles and perform clerk transactions.
The Tax Collector and front line staff are happy with the Trio system and we will remain with that
system for these purposes.
For general accounting purposes, I recommend that the city move to Munis. It will be a hosted
solution on the Tyler Technology servers in Yarmouth, Maine with backup servers in Dallas,
Texas. This will allow for the Tyler Technology staff to perform all updates and upgrades of our
software. It will also keep the financial accounting system off of our internal servers, which frees
up space for other uses. The contract includes the following modules: General Ledger, Project
and Grant Accounting, Purchase Orders, Requisitions, Cash Management, HR Management,
Payroll with Employee Self Service, Munis Office Integration, Role Tailored Dashboard,
Accounts Receivable, Business Licenses, General Billing, Permits and Code, and Tyler Forms.
These are all modules we have currently and use often. There are many other modules offered
by Munis that would be beneficial to the city but would be an extra cost. We will discuss these
modules further with the Finance Committee and may bring them forward in the FY2015 Capital
Improvement Program.
Munis will enhance our productivity, compliance with tax and labor laws, and internal control
environment. Our technology vendor will assist with the implementation and the project
managers will be the Comptroller and Accountant, with the Accountant taking the lead. She will
coordinate with the department heads, staff, and the Tyler Technology team to ensure the
system is designed and implemented to our specifications. The total cost of the implementation
is $94,535 with an annual maintenance fee of $49,986, to be held flat over three years.
AGREEMENT
This Software as a Service (“SaaS”) agreement (“Agreement”) is made this
day of
2014 (“Effective Date”) by and between Tyler Technologies, Inc., a Delaware
corporation with offices at 1 Tyler Drive, Yarmouth, Maine 04096 (“Tyler”) and the City and Schools of
Westbrook, with offices at 2 York Street, Westbrook, Maine 04092 (“Client”).
WHEREAS Client awarded Tyler the contract for furnishing, delivering, implementing, and hosting of Tyler
software;
NOW THEREFORE, in consideration of the foregoing and of the mutual covenants and promises set forth
herein, Tyler and Client agree that Tyler shall provide products and services, and Client shall pay prices, as set
forth in this Agreement.
SECTION A – SOFTWARE LICENSE
1. License Grant.
a. Upon the Effective Date, Tyler hereby grants to Client a non-exclusive, non-transferable,
royalty-free, revocable license to use the Tyler software products set forth in the investment
summary attached hereto as Exhibit 1 (“Investment Summary”) and related interfaces
(collectively, the “Tyler Software Products”) and Tyler user guides provided in or with the
Tyler Software Products (“User Guides”) for Client's internal business purposes only and
otherwise subject to the terms and conditions of this Agreement. The grant of license is
contingent on Client remitting payment of fees required under this SaaS Agreement. TYLER
HAS THE RIGHT TO REVOKE THIS LICENSE IF CLIENT TERMINATES, CANCELS OR
FAILS TO RENEW A SAAS AGREEMENT. TYLER HAS THE RIGHT TO REVOKE THIS
LICENSE IF CLIENT FAILS TO REMIT ANY REQUIRED SAAS FEES AND THE
AMOUNT IN ARREARS IS THIRTY (30) DAYS OR OLDER FOLLOWING THIRTY (30)
DAYS WRITTEN NOTICE TO CLIENT OF TYLER INTENT TO REVOKE THE LICENSE.
b. Tyler shall retain ownership of, including all intellectual property rights in and to, the Tyler
Software Products and User Guides.
c. The Tyler Software Products are not licensed to perform functions or processing for
subdivisions or entities that were not disclosed to Tyler prior to the Effective Date.
d. Client acknowledges and agrees that the Tyler Software Products and User Guides are
proprietary to Tyler and have been developed as trade secrets at Tyler's expense. Client shall
use best efforts to keep the Tyler Software Products and User Guides confidential and to
prevent any misuse, unauthorized use or unauthorized disclosure of the Tyler Software Products
or User Guides by any party.
e. The Tyler Software Products may not be modified by anyone other than Tyler. If Client
modifies the Tyler Software Products without Tyler's prior written consent, Tyler's obligations
to provide maintenance services on, and the warranty for, the Tyler Software Products will be
void. Client shall not perform decompilation, disassembly, translation or other reverse
engineering on the Tyler Software Products.
2. License Fees. Client agrees to pay Tyler, and Tyler agrees to accept from Client as payment in full for
the license granted herein, the SaaS fees set forth in the Investment Summary.
3. Limited Warranty. For the purposes of this Agreement, a “Defect” is defined as a failure of the Tyler
Software Products to substantially conform to the then-current Tyler User Guides and the functional
descriptions of the Tyler Software Products in Tyler's written proposal to Client. In the event of conflict
1
between the afore-mentioned documents, the then-current Tyler User Guides will control. A Tyler
Software Product is “Defective” if it contains a Defect. For as long as a current SAAS Agreement is in
place, Tyler warrants that the Tyler Software Products will not contain Defects. If the Tyler Software
Products do not perform as warranted, Tyler will use reasonable efforts, consistent with industry
standards, to cure the Defect in accordance with Tyler’s then-current support call process (Tyler’s
current support call process is set forth in the document attached hereto as Exhibit 3).
4. Intellectual Property Infringement Indemnification.
a. Tyler’s Obligations. Tyler shall defend and indemnify Client against any claim by an
unaffiliated third party of this Agreement that a Tyler Software Product, if used within the scope
of this Agreement, directly infringes that party's registered United States patent, copyright or
trademark issued and existing as of the Effective Date or as of the distribution date of a release
to the Tyler Software Product, and will pay the amount of any resulting adverse final judgment
issued by a court of competent jurisdiction or of any settlement made by Tyler in writing.
b. Client’s Obligations. Tyler obligations in this section are contingent on the Client performing
all of the following in connection with any claim as described herein:
i. Promptly notifies Tyler in writing of any such claim;
ii. Gives Tyler reasonable cooperation, information, and assistance in connection with the
claim; and
iii. Consents to Tyler's sole control and authority with respect to the defense, settlement or
compromise of the claim.
c. Exceptions to Tyler’s Obligations. Tyler will have no liability hereunder if the claim of
infringement or an adverse final judgment rendered by a court of competent jurisdiction results
from:
i. Client's use of a previous version of a Tyler Software Product and the claim would have
been avoided had Client used the most-current version of the Tyler Software Product
made available to the Client;
ii. ii. Client's combining the Tyler Software Product with devices or products not provided
or recommended by Tyler;
iii. Use of a Tyler Software Product in applications, business environments or processes for
which the Tyler Software Product was not designed or contemplated, and where use of
the Tyler Software Product outside such application, environment or business process
would not have given rise to the claim;
iv. Corrections, modifications, alterations or enhancements that Client made to the Tyler
Software Product and such correction, modification, alteration or enhancement is
determined by a court of competent jurisdiction to be a contributing cause of the
infringement;
v. Use of the Tyler Software Product by any person or entity other than Client or Client's
employees; or
vi. Client's willful infringement, including Client’s continued use of the infringing Tyler
Software Product after Client becomes aware that such infringing Tyler Software
Product is or is likely to become the subject of a claim hereunder.
d. Remedy.
i. In the event a Tyler Software Product is, by a court of competent jurisdiction, finally
determined to be infringing and its use by Client is enjoined, Tyler will, at its election:
a) Procure for Client the right to continue using the infringing Tyler Software
Products; or
b) Modify or replace the infringing Tyler Software Products so that it becomes
non-infringing.
ii. The foregoing states Tyler's entire liability and Client's sole and exclusive remedy with
respect to the subject matter hereof.
2
SECTION B – PROFESSIONAL SERVICES
1. Services. Tyler shall provide the services set forth in the Investment Summary at Client's election,
including Consulting, Training, Conversion, and other miscellaneous Services.
2. Expenses. Tyler will invoice Client for expenses in accordance with the then-current Tyler Business
Travel Policy, based on Tyler's usual and customary practices. Copies of receipts will be provided on
an exception basis at no charge. Should all receipts for non per diem expenses be requested, an
administrative fee will be incurred. Receipts for mileage and miscellaneous items less than five dollars
($5) are not available.
3. Additional Services.
a. Training and/or consulting services utilized in excess of those set forth in the Investment
Summary and additional related services not set forth in the Investment Summary will be billed
at Tyler's then-current rates.
b. Programming and/or interface quotes are estimates based on Tyler’s understanding of the
specifications supplied by Client. In the event Client requires additional work performed above
the specifications provided, Tyler will submit to Client an amendment containing an estimate of
the charges for the additional work. Client will have thirty (30) calendar days from the date the
estimate is provided to approve the amendment.
4. Cancellation. In the event Client cancels services less than two (2) weeks in advance, Client is liable to
Tyler for (i) all non-refundable expenses incurred by Tyler on Client's behalf; and (ii) Tyler’s thencurrent daily fees it charges to Client’s obtaining such services if Tyler is unable to re-assign its
personnel.
5. Services Warranty. Tyler warrants that it shall perform services in a professional, workmanlike manner,
consistent with industry standards. In the event Tyler provides services that do not conform to this
warranty, Tyler will re-perform the services at no additional cost to Client.
SECTION C – MAINTENANCE
1. Scope of Agreement. Client agrees to purchase and Tyler agrees to provide maintenance services for the
Tyler Software Products in accordance with the following terms and conditions.
2. Additional Charges. Any maintenance services performed by Tyler for Client which are not covered by this
SaaS Agreement, (see Limitations and Exclusions infra), including materials and expenses, will be billed to
Client at Tyler's then current rates.
3. Maintenance Services Terms and Conditions. For as long as a current SaaS Agreement is in place, Tyler
shall:
a) In a professional, good and workmanlike manner, perform its obligations in accordance with Tyler’s thencurrent support call process (Tyler’s current support call process is set forth in the document attached hereto as
Exhibit 3) in order to conform the Tyler Software Products to the applicable warranty under this Agreement. If
Client modifies the Tyler Software Products without Tyler's prior written consent, Tyler's obligations to provide
maintenance services on and warrant the Tyler Software Products will be void.
b) Provide telephone support on the Tyler Software Products. Tyler personnel shall accept telephone calls
during the hours set forth in Exhibit 3 - Support Call Process.
c) Continuously maintain a master set of the Tyler Software Products on appropriate media, a hardcopy printout
of source code to the Tyler Software Products, and Tyler User Guides.
3
d) Maintain personnel that are appropriately trained to be familiar with the Tyler Software Products in order to
provide maintenance services.
e) Provide Client releases of the Tyler Software Products that Tyler makes generally available without
additional charge to customers possessing a current Tyler SaaS Agreement. If required by Client, Third Party
Products, Consulting and Training services related to the new releases will be provided to Client at Tyler’s thencurrent prices. Client acknowledges and agrees that a new release of the Tyler Software Products is for
implementation in the Tyler Software Products as they exist without Client customization or modification.
f) Support prior releases of the Tyler Software Products in accordance with Tyler’s then-current release life
cycle policy.
4. Limitations and Exclusions. Maintenance fees do not include installation or implementation of the Tyler
Software Products, onsite support, application design, other consulting services, and support outside Tyler's
normal business hours.
5. Access to Environment.
Client shall provide, at no charge to Tyler, full and free access to the Tyler Software Products hosted by Tyler in
order, when necessary, to provide maintenance services set forth herein.
SECTION D – THIRD PARTY PRODUCTS
1. Agreement to License or Sell Third Party Products. For the price set forth in the Investment Summary, Tyler
agrees to license or sell and deliver to Client, and Client agrees to accept from Tyler the System Software and
Hardware set forth in the Investment Summary (collectively, the “Third Party Products”).
2. License of System Software.
a) Upon Client's payment in full of the System Software fees, Tyler shall grant to Client and Client shall accept
from Tyler a non-exclusive, nontransferable, non-assignable license to use the System Software and related
documentation for Client's internal business purposes, subject to the terms and conditions set forth herein.
b) The developer of the System Software (each a “Developer”, collectively “Developers”) shall retain ownership
of the System Software.
c) The right to transfer the System Software to a replacement hardware system, if such System Software is
installed on Client owned hardware, is governed by the Developer. The cost for new media or any required
technical assistance to accommodate the transfer would be billable charges to Client. Client shall provide
advance written notice to Tyler of any such transfer.
d) Client acknowledges and agrees that the System Software and related documentation are proprietary to the
Developer and have been developed as trade secrets at the Developer's expense. Client shall use best efforts to
keep the System Software and related documentation confidential and to prevent any misuse, unauthorized use,
or unauthorized disclosure of the System Software and related documentation by any party.
e) Client shall not perform decompilation, disassembly, translation or other reverse engineering on the System
Software.
f) Client may make copies of the System Software if installed on Client hardware, but such copies shall be for
archive purposes only. Client shall repeat any and all proprietary notices on any copy of the System Software.
Client may make copies of the documentation accompanying the System Software for internal use only.
3. Delivery. Unless otherwise indicated in the Investment Summary, the prices for Third Party Products include
costs for shipment while in transit from the Developer or supplier to Client.
4. Installation and Acceptance. Unless otherwise noted in the Investment Summary, the Tyler Software Product
installation fee includes installation of the Third Party Products. Upon completion of installation, Client will
obtain from Tyler a certification of completion, or similar document, which will constitute Client's acceptance of
the Third Party Products. Such acceptance will be final and conclusive except for latent defect, fraud, and a
4
gross mistake as amount to fraud.
5. Site Requirements. Client shall provide a suitable environment, location and space for the installation and
operation of the Third Party Products being installed on Client premises; sufficient and adequate electrical
circuits for the Third Party Products; and installation of all required cables.
6. Warranties.
a) Tyler is authorized by each Developer to grant licenses or sublicenses to the System Software.
b) Tyler warrants that each System Software product will be new and unused, and if Client fully and faithfully
performs each and every obligation required of it under this Third Party Product Agreement, Client's title or
license to each System Software product will be free and clear of all liens and encumbrances arising through
Tyler.
c) Client acknowledges and agrees that Tyler is not the manufacturer of the Third Party Products. As such,
Tyler does not warrant or guarantee the condition or operating characteristics of the Third Party Products. Tyler
hereby grants and passes through to Client any warranty adjustments that Tyler may receive from the Developer
or supplier of the Third Party Products.
7. Maintenance.
a) In the event Client elects not to purchase through Tyler maintenance services on the System Software, it will
be the responsibility of Client to repair and maintain the System Software and purchase enhancements as
necessary after acceptance.
b) In the event Client elects to purchase through Tyler maintenance services on the System Software, Tyler will
facilitate resolution of a defect in a System Software product with the Developer.
c) In the event the Developer charges a fee for future System Software release(s), Client will be required to pay
such fee.
8. Limitation of Liability. In no event shall Tyler be liable for special, indirect, incidental, consequential, or
exemplary damages, including, without limitation, any damages resulting from loss of use, loss of data,
interruption of business activities, or failure to realize savings arising out of or in connection with the use of the
Third Party Products. Tyler's liability for damages and expenses arising out of this Third Party Product
Agreement, whether based on a theory of contract or tort, including negligence and strict liability, will be
limited to the License Fee/Purchase Price of the Third Party Products paid by Client. Such prices are set in
reliance upon this limitation of liability.
SECTION E – SOFTWARE AS A SERVICE
1. Term. The term of this SaaS Agreement shall be April 1, 2014 through March 31, 2019 (“Term”).
2. Hosting. Tyler shall host and make available to Client the Tyler Software Products listed in the Investment
Summary.
3. Concurrent Users. The SaaS fees are based on thirty-two (32) concurrent users. Should the number of
concurrent users be exceeded, Tyler reserves the right to re-negotiate the SaaS fees based upon any resulting
changes in the pricing categories.
4. SaaS Fees. The Client agrees to timely pay and Tyler Agrees to accept from Client the SaaS fees listed in
the Investment Summary in accord with the requirements of this Agreement. Client acknowledges that
continued access to the Tyler Software Products is contingent on Client’s payments of SaaS Fees as
indicated in this Agreement. If Client fails to remit the SaaS Fees as required by this Agreement, Tyler shall
have the undisputed right to terminate this Agreement and deny access to the hosted applications for Client
following thirty (30) days written Notice of Tyler’s intent to terminate.
5
5. Service Level Agreement. For as long as a current SaaS Agreement is in effect, Tyler shall provide Client
access to the Tyler Software Products then-licensed by Client in accordance with Tyler’s then-current
Service Level Agreement. The current Service Level Agreement is attached as Exhibit 2 to this SaaS
Agreement.
6. Databases. Prices include test, training, and production databases.
SECTION F – GENERAL TERMS AND CONDITIONS
1. Taxes. The fees set forth in the Investment Summary do not include any taxes, including, without
limitation, sales, use or excise tax. All applicable taxes shall be paid by Tyler to the proper authorities
and shall be reimbursed by Client to Tyler. In the event Client possesses a valid direct-pay permit,
Client will forward such permit to Tyler on the Effective Date. In such event, Client will be responsible
for remitting all applicable taxes to the proper authorities. If tax-exempt, Client will provide Tyler with
Client's tax-exempt certificate.
2. Invoice Dispute.
a. In the event Client believes products or services do not conform to warranties in this
Agreement, Client will provide written notice to Tyler within fifteen (15) calendar days of
receipt of the applicable invoice. Client is allowed an additional fifteen (15) calendar days to
provide written clarification and details. Tyler will provide a written response to Client that will
include either a justification of the invoice or an adjustment to the invoice. Tyler and Client
will develop a plan to outline the reasonable steps to be taken by Tyler and Client to resolve any
issues presented in Client's notice to Tyler. Client may only withhold payment of the amount
actually in dispute until Tyler completes its action items outlined in the plan. Notwithstanding
the foregoing, if Tyler is unable to complete its actions outlined in the plan because Client has
not completed its action items outlined in the plan, Client will remit full payment of the invoice.
b. Any invoice not disputed as described above will be deemed accepted by Client. Tyler reserves
the right to suspend delivery of all services in the event Client fails to pay an invoice not
disputed as described above within sixty (60) calendar days of receipt of invoice.
3. Force Majeure; Client Assistance. “Force Majeure” is defined as an event beyond the reasonable
control of a party, including governmental action, war, riot or civil commotion, fire, natural disaster,
labor disputes, restraints affecting shipping or credit, delay of carriers, inadequate supply of suitable
materials or any other cause which could not with reasonable diligence be foreseen, controlled or
prevented by the party. Neither party shall be liable for delays in performing its obligations under this
Agreement to the extent that the delay is caused by Force Majeure.
Force Majeure will not be allowed unless:
a. Within ten (10) business days of the occurrence of Force Majeure, the party whose performance
is delayed thereby provides the other party or parties with written notice explaining the cause
and extent thereof, as well as a request for a time extension equal to the estimated duration of
the Force Majeure events.
b. Within ten (10) business days after the cessation of the Force Majeure event, the party whose
performance was delayed provides the other party written notice of the time at which Force
Majeure ceased and a complete explanation of all pertinent events pertaining to the entire Force
Majeure situation.
Either party will have the right to terminate this Agreement if Force Majeure suspends performance of
scheduled tasks by one or more parties for a period of one hundred-twenty (120) or more days from the
6
scheduled date of the task. This paragraph will not relieve Client of its responsibility to pay for services
and goods provided to Client and expenses incurred on behalf of Client prior to the effective date of
termination.
In addition, Client acknowledges that the implementation of the Tyler Software Products is a
cooperative process requiring the time and resources of Client personnel. Client shall, and shall cause
Client personnel to, use all reasonable efforts to cooperate with and assist Tyler as may be reasonably
required to meet the project deadlines and other milestones agreed to by the parties for implementation.
Tyler shall not be liable for failure to meet such deadlines and milestones when such failure is due to
Force Majeure (as defined above) or to the failure by Client personnel to provide such cooperation and
assistance (either through action or omission).
4. Indemnification & Limitation of Liability.
a. Tyler shall indemnify and hold harmless Client and its agents, officials and employees from and
against any and all direct claims, losses, liabilities, damages, costs and expenses (including
reasonable attorney's fees and costs) for personal injury or property damage arising from Tyler's
negligence or willful misconduct.
b. Client shall indemnify and hold harmless Tyler and its agents, officials and employees from and
against any and all direct claims, losses, liabilities, damages, costs and expenses (including
reasonable attorney's fees and costs) for personal injury or property damage arising from
Client's negligence or willful misconduct.
c. Limitation of Liability. In no event shall Tyler be liable for special, indirect, incidental,
consequential or exemplary damages, including without limitation any damages resulting from
loss of use, loss of data, interruption of business activities or failure to realize savings arising
out of or in connection with the use of the Tyler Software Products. In no event, shall Tyler be
liable for damages in excess of amounts paid by Client for the SaaS fees identified in the
Investment Summary and paid by Client. This limitation applies to all causes of action in the
aggregate, including without limitation breach of warranty, negligence, strict liability and
misrepresentation and other torts. The fees herein reflect and are set in reliance upon this
allocation of risk and the exclusion of such damages as set forth in this Agreement. The
foregoing limitation of liability is not applicable to 3rd party products. See section D (“Third
Party Products”) for the limitation of liability applicable to 3rd party products.
5. Disclaimer. THE RIGHTS, REMEDIES, AND WARRANTIES SET FORTH IN THIS SaaS
AGREEMENT ARE EXCLUSIVE AND IN LIEU OF ALL OTHER RIGHTS, REMEDIES, AND
WARRANTIES EXPRESSED, IMPLIED, OR STATUTORY, INCLUDING, WITHOUT
LIMITATION, THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR
PURPOSE, AND SYSTEM INTEGRATION, WHICH ARE HEREBY DISCLAIMED BY TYLER.
6. Dispute Resolution. Client will notify Tyler in writing within fifteen (15) days of becoming aware of a
dispute. If Tyler and Client cannot resolve such dispute within thirty (30) calendar days of Tyler's
receipt of written notice from Client, the following procedure will apply:
a. Each party shall appoint one (1) person to act as an impartial representative. The appointed
individual will be of sufficient knowledge and experience to understand and deal with the
dispute but will not be a person assigned to the project. The set of four (4) individuals
consisting of Tyler's Project Manager for this project, Client's Project Manager for this project,
and the two (2) appointees is called a Dispute Resolution Group.
b. The Dispute Resolution Group shall convene no later than twenty-one (21) calendar days after
the expiration of the thirty (30) calendar day period referenced above and shall meet for a
maximum of four (4) four (4) hour sessions during the subsequent four (4) business days, unless
otherwise mutually agreed. Any resolution will be in writing and signed by both parties. Such
7
resolution will constitute a binding amendment to the Agreement.
In the event the Dispute Resolution Group fails to resolve the dispute as set forth above, the dispute will
be referred to non-binding mediation. Thereafter, either party may assert its other rights and remedies
under this Agreement within a court of competent jurisdiction.
All meetings and discussions of the Dispute Resolution Group will be deemed confidential settlement
discussions not subject to disclosure under Federal Rule of Civil Procedure 408 or any similar
applicable state rule.
Nothing in this Article will prevent a party from applying to a federal or state court of competent
jurisdiction to obtain injunctive relief pending resolution of the dispute through the dispute resolution
procedures set forth herein.
7. No Intended Third Party Beneficiaries. This Agreement is entered into solely for the benefit of Tyler
and Client. No third party will be deemed a beneficiary of this Agreement, and no third party will have
the right to make any claim or assert any right under this Agreement.
8. Governing Law. This Agreement will be governed by and construed in accordance with the laws of
Client's state of domicile.
9. Entire Agreement. This Agreement represents the entire agreement of Client and Tyler with respect to
the subject matter hereof, and supersedes any prior agreements, understandings, and representations,
whether written, oral, expressed, implied, or statutory. Client hereby acknowledges that in entering into
this Agreement it did not rely on any information not explicitly set forth in this Agreement.
10. Severability. If any term or provision of this Agreement or the application thereof, to any extent, be
held invalid or unenforceable, the remainder of this Agreement or the application of such term or
provision to persons or circumstances other than those as to which it is held invalid or unenforceable
will not be affected thereby, and each term and provision of this Agreement will be valid and enforced
to the fullest extent permitted by law.
11. No Waiver. In the event that the terms and conditions of this Agreement are not strictly enforced by
Tyler or Client, such non-enforcement shall not act as or be deemed to act as a waiver or modification of
this Agreement, nor shall such non-enforcement prevent Tyler or Client from enforcing each and every
term of this Agreement thereafter.
12. Multiple Originals and Signatures. This Agreement may be executed in multiple originals, any of which
shall be independently treated as an original document. Any electronic, faxed, scanned, photocopied or
similarly reproduced signature on this Agreement or any amendment hereto shall be deemed an original
signature and shall be fully enforceable as if an original signature.
13. Amendment. This Agreement may only be modified by written amendment signed by authorized
representatives of both parties.
14. Non-Appropriation &Termination. If Client should not appropriate or otherwise make available funds
sufficient to pay the SaaS fees for the Tyler Software Products set forth in this Agreement, Client may
unilaterally terminate this Agreement only upon thirty (30) days written notice to Tyler.
Client may terminate this Agreement for cause in the event Tyler does not cure a material breach of this
Agreement within thirty (30) days of receiving notice of such breach from Client.
8
Upon any termination of this Agreement, Client shall pay Tyler for all services and expenses not in
dispute and non-Defective Tyler Software Products which were delivered or incurred prior to the date
Tyler received Client's notice of termination. Payment for services and expenses in dispute will be
determined in accordance with the dispute resolution process.
15. Approval of Governing Body. Client represents and warrants to Tyler that this Agreement has been
approved by its governing body and is a binding obligation upon Client.
16. No Assignment. Client may not assign its rights and responsibilities under this Agreement without
Tyler's prior written permission, not to be unreasonably withheld.
17. Successors and Assigns. This Agreement shall inure to the benefit of and be binding on the parties
hereto and their permitted successors and assigns.
18. Notices. All notices or communications required or permitted as a part of this Agreement will be in
writing (unless another verifiable medium is expressly authorized) and will be deemed delivered when:
a. Actually received,
b. Upon receipt by sender of a certified mail, return receipt signed by an employee or agent of the
party,
c. Upon receipt by sender of proof of email delivery, or
d. If not actually received, ten (10) days after deposit with the United States Postal Service
authorized mail center with proper postage (certified mail, return receipt requested) affixed and
addressed to the respective other party at the address set forth in this Agreement or such other
address as the party may have designated by notice or Agreement amendment to the other party.
Consequences to be borne due to failure to receive a notice due to improper notification by the intended
receiving party of a new address will be borne by the intended receiving party. The addresses of the
parties to this Agreement are as follows:
Tyler Technologies, Inc.
1 Tyler Drive
Yarmouth, ME 04096
Attention: Associate General Counsel
City and Schools of Westbrook
2 York Street
Westbrook, ME 04092
Attention:
19. Independent Contractor. This is not an agreement of partnership or employment of Tyler or any of
Tyler's employees by Client. Tyler is an independent contractor for all purposes under this Agreement.
20. Insurance. Prior to performing services under this Agreement, Tyler shall provide Client with
certificates of insurance evidencing the following insurance coverage:
a. Commercial general liability of at least $1,000,000;
b. Automobile liability of at least $1,000,000;
c. Professional liability of at least $1,000,000; and
d. Workers compensation complying with statutory requirements.
21. Confidentiality. Both parties recognize that their respective employees and agents, in the course of
performance of this Agreement, may be exposed to confidential information and that disclosure of such
information could violate rights to private individuals and entities. Each party agrees that it shall not
disclose any confidential information of the other party and further agrees to take appropriate action to
prevent such disclosure by its employees or agents. The confidentiality covenants contained herein will
survive the termination or cancellation of this Agreement for a period of two (2) years. This obligation
9
of confidentiality will not apply to information that:
a. At the time of the disclosure is in the public domain;
b. After disclosure, becomes part of the public domain by publication or otherwise, except by
breach of this Agreement by a party;
c. A party can establish by reasonable proof was in that party's possession at the time of
disclosure;
d. A party receives from a third party who has a right to disclose it to that party; or
e. Is subject to Freedom of Information Act requests, only to the extent disclosure is based on the
good faith written opinion of the receiving party's legal counsel that disclosure is required by
law: provided, however, that that receiving party shall give prompt notice of the service of
process or other documentation that underlies such requirement and use its best efforts to assist
the disclosing party if the disclosing party wishes to obtain a protective order or otherwise
protect the confidentiality of such confidential information. The disclosing party reserves the
right to obtain protective order or otherwise protect the confidentiality of its confidential
information.
22. Nondiscrimination. Tyler shall not discriminate against any person employed or applying for
employment concerning the performance of Tyler's responsibilities under this Agreement. This
discrimination prohibition will apply to all matters of initial employment, tenure, and terms of
employment, or otherwise with respect to any matter directly or indirectly relating to employment
concerning race, color, religion, national origin, age, sex, sexual orientation, ancestry, disability that is
unrelated to the individual's ability to perform the duties of a particular job or position, height, weight,
marital status, or political affiliation.
23. Subcontractors. Tyler shall not subcontract any services under this Agreement without Client's prior
written permission, not to be unreasonably withheld.
24. Shipping. Delivery will be F.O.B. shipping point.
25. Business License. In the event a local business license is required for Tyler to perform services
hereunder, Client will notify Tyler prior to the Effective Date and will provide Tyler with the necessary
paperwork and/or contact information.
26. Tyler Forms Processing. The Tyler Software Product “Tyler Forms Processing” must be used in
conjunction with a Hewlett Packard printer supported by Tyler for printing checks.
27. Electronic Payment. Tyler prefers to receive payments electronically. Tyler’s electronic payment
information is as follows:
Bank:
Wells Fargo Bank, N.A.
420 Montgomery
San Francisco, CA 94104
ABA:
121000248
Account:
4124302472
Beneficiary:
Tyler Technologies Inc. – Operating
28. Optional Items. Pricing for optional products and services shall be valid for six (6) months from the
Effective Date.
10
29. Tyler Products and Services. Client may purchase additional Tyler products and services at then-current
list price, pursuant to the terms of this Agreement, by executing a mutually agreed addendum.
30. Payment Terms.
a. Payment is due within thirty (30) calendar days of invoice receipt.
b. The financial obligation of the Client to Tyler for the software products and services listed in
the Investment Summary herein ($244,493) shall be payable as follows:
i. Hardware fees of $3,300 will be invoiced upon delivery of the Hardware.
ii. Except as otherwise set forth herein, fees for Services, plus expenses, will be invoiced if
and as provided/incurred.
iii. On or before April 1, 2014 and every three (3) months thereafter through the end of the
Term, Client will remit to Tyler quarterly SaaS fees in the amount of $12,496.50, for a
three (3)-year total of $149,958.
c. Prices do not include travel expenses incurred in accordance with Tyler's then-current Business
Travel Policy. Tyler's current Business Travel Policy is attached hereto as Exhibit 4.
31. Use of Client’s Name. Client hereby consents to use of Client’s name in client lists, marketing
presentations, and promotional materials, provided that the specific details about the project are not
revealed.
32. Contract Documents. This Agreement includes the following exhibits:
Exhibit 1 – Investment Summary
Exhibit 2 – Service Level Agreement
Exhibit 3 – Support Call Process
Exhibit 4 – Business Travel Policy
Exhibit 5 – Adobe End User License Agreement
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the dates set forth below.
ERP and Schools Division
By:
By:
Name:
Name:
Title:
Title:
Date:
Date:
11
Exhibit 1 - Investment Summary
Quoted By:
Sandy Gallagher
Date:
2/25/2014
Quote Expiration:
7/5/2014
Quote Name:
City and Schools of Westbrook - ERP Munis
Quote Number:
2014-6638
Quote Description:
Munis ERP
Sales Quotation For
2 York Street
Phone (207) 854-9105
SaaS
Description
Annual Fee
Annual Fee
Discount
Annual Fee Net
# Years
Total SaaS Fee
Impl. Days
$10,440.00
$0.00
$10,440.00
3.0
$31,320.00
0
Proj & Grant Acct SaaS Maintenance
$2,160.00
$0.00
$2,160.00
3.0
$6,480.00
0
Purchase Orders SaaS Maintenace
$2,772.00
$0.00
$2,772.00
3.0
$8,316.00
0
Requisitions SaaS Maintance
$1,800.00
$0.00
$1,800.00
3.0
$5,400.00
0
Student Activity SaaS Maintenance
$2,700.00
$0.00
$2,700.00
3.0
$8,100.00
0
$990.00
$0.00
$990.00
3.0
$2,970.00
0
HR Management SaaS Maintenance
$4,140.00
$0.00
$4,140.00
3.0
$12,420.00
0
Payroll with ESS SaaS Maintenance
$8,460.00
$0.00
$8,460.00
3.0
$25,380.00
0
Munis Office SaaS Maintenance
$1,800.00
$0.00
$1,800.00
3.0
$5,400.00
0
Other:
Acct/GL/BG/AP SaaS Maintenance
Cash Management SaaS Maintenance
2014-6638 - Munis ERP
CONFIDENTIAL
1 of 9
Role Tailored Dashbaord SaaS Maintenance
$1,800.00
$0.00
$1,800.00
3.0
$5,400.00
0
Accounts Receivable SaaS Maintenance
$2,376.00
$0.00
$2,376.00
3.0
$7,128.00
0
Bus License SaaS Maintenance
$1,188.00
$0.00
$1,188.00
3.0
$3,564.00
0
Central Property File SaaS Maintenance
$1,100.00
$1,100.00
$0.00
3.0
$0.00
0
General Billing SaaS Maintenance
$1,080.00
$0.00
$1,080.00
3.0
$3,240.00
0
Permits and Code SaaS Maintenance
$5,280.00
$0.00
$5,280.00
3.0
$15,840.00
0
Tyler Forms Processing SaaS Maintenance
$3,000.00
$0.00
$3,000.00
3.0
$9,000.00
0
$51,086.00
$1,100.00
$49,986.00
$149,958.00
0
TOTAL:
Tyler Software and Related Services
Description
License
Impl. Days
Impl. Cost
Data Conversion
Module Total Year One Maintenance
$29,000.00
9 @ $1,175.00
$10,575.00
$8,200.00
$47,775.00
$0.00
Project & Grant Accounting
$6,000.00
3 @ $1,175.00
$3,525.00
$4,000.00
$13,525.00
$0.00
Requisitions
$5,000.00
4 @ $1,175.00
$4,700.00
$0.00
$9,700.00
$0.00
Student Activity Accounting
$7,500.00
4 @ $1,175.00
$4,700.00
$0.00
$12,200.00
$0.00
Purchase Orders
$7,700.00
3 @ $1,175.00
$3,525.00
$0.00
$11,225.00
$0.00
Cash Management
$5,000.00
2 @ $1,175.00
$2,350.00
$0.00
$7,350.00
$0.00
Payroll w/ESS
$23,500.00
14 @ $1,175.00
$16,450.00
$10,400.00
$50,350.00
$0.00
HR Management
$11,500.00
7 @ $1,175.00
$8,225.00
$0.00
$19,725.00
$0.00
$13,200.00
15 @ $1,175.00
$17,625.00
$2,000.00
$32,825.00
$0.00
Business License
$6,000.00
5 @ $1,175.00
$5,875.00
$7,500.00
$19,375.00
$0.00
Accounts Receivable
$6,600.00
4 @ $1,175.00
$4,700.00
$0.00
$11,300.00
$0.00
General Billing
$3,000.00
3 @ $1,175.00
$3,525.00
$1,000.00
$7,525.00
$0.00
Central Property File
$2,200.00
1 @ $1,175.00
$1,175.00
$0.00
$3,375.00
$0.00
Financials:
Accounting/GL/BG/AP
Payroll/HR:
Revenue:
Permits & Code Enforcement
Other:
2014-6638 - Munis ERP
CONFIDENTIAL
2 of 9
Tyler Software and Related Services
Description
License
Impl. Days
Impl. Cost
Data Conversion
$0.00
0 @ $1,175.00
$0.00
$1,800.00
$1,800.00
$0.00
Role Tailored Dashboard
$5,000.00
4 @ $1,175.00
$4,700.00
$0.00
$9,700.00
$0.00
Munis Office
$5,000.00
1 @ $1,175.00
$1,175.00
$0.00
$6,175.00
$0.00
Tyler Forms Processing
$7,500.00
0 @ $1,175.00
$0.00
$0.00
$7,500.00
$0.00
Purchasing - Purchase Orders - Standard - C
Productivity:
Sub-Total:
$143,700.00
$92,825.00
$33,900.00
$270,425.00
$0.00
Less Discount:
$143,700.00
$37,130.00
$13,560.00
$194,390.00
$0.00
TOTAL:
$0.00
$55,695.00
$20,340.00
$76,035.00
$0.00
Quantity
Unit Price
Unit Discount
Extended Price
Project Planning Services
1
$5,000.00
$2,500.00
$2,500.00
Student Activity AP Check Library - Up to 5 Checks
1
$1,500.00
$0.00
$1,500.00
Tyler Forms Library - Business License
1
$1,200.00
$0.00
$1,200.00
Tyler Forms Financial Library
1
$1,600.00
$0.00
$1,600.00
Tyler Forms Library - General Billing
1
$1,500.00
$0.00
$1,500.00
Tyler Forms Library - Payroll
1
$1,400.00
$0.00
$1,400.00
Tyler Forms Library - Permits
1
$2,000.00
$0.00
$2,000.00
Tyler Forms Processing Configuration
1
$1,500.00
$0.00
$1,500.00
VPN Device
1
$4,000.00
$2,000.00
$2,000.00
79
Other Services
Description
Sub-Total:
$19,700.00
Less Discount:
$4,500.00
TOTAL:
$15,200.00
3rd Party Hardware, Software and Services
Description
Tyler Secure Signature System with 2
Keys
3rd Party Hardware Sub-Total:
2014-6638 - Munis ERP
Quantity
Unit Price
Unit Discount
Total Price Unit Maintenance Unit Maintenance
Discount
2
$1,650.00
$0.00
$3,300.00
$0.00
$3,300.00
CONFIDENTIAL
$0.00
$0.00
Total Year One
Maintenance
$0.00
$0.00
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3rd Party Hardware, Software and Services
Description
Quantity
Unit Price
Unit Discount
TOTAL:
Summary
Total Price Unit Maintenance Unit Maintenance
Discount
$3,300.00
One Time Fees
Recurring Fees
Total SaaS
$0.00
$49,986.00
Total Tyler Software
$0.00
$0.00
Total Tyler Services
$91,235.00
$0.00
$3,300.00
$0.00
Summary Total
$94,535.00
$49,986.00
Contract Total
$244,493.00
Total 3rd Party Hardware, Software and Services
2014-6638 - Munis ERP
CONFIDENTIAL
Total Year One
Maintenance
$0.00
4 of 9
Detailed Breakdown of Conversions (included in Contract Total)
Description
Unit Price
Unit Discount
Extended Price
Accounting Opt 1 - Actuals - C
$1,000.00
$400.00
$600.00
Accounting Opt 2 - Budgets - C
$1,000.00
$400.00
$600.00
Accounting Standard COA - C
$2,000.00
$800.00
$1,200.00
Accounts Payable Opt 1 - Checks - C
$1,200.00
$480.00
$720.00
Accounts Payable Opt 2 - Invoice - C
$1,800.00
$720.00
$1,080.00
Accounts Payable Standard Master - C
$1,200.00
$480.00
$720.00
Business License Opt 1 - Bills - C
$3,000.00
$1,200.00
$1,800.00
Business License Std Master - C
$3,500.00
$1,400.00
$2,100.00
General Billing Std CID - C
$1,000.00
$400.00
$600.00
Payroll - Option 1 Deductions - C
$1,800.00
$720.00
$1,080.00
Payroll - Option 2 Accrual Balances - C
$1,500.00
$600.00
$900.00
Payroll - Option 3 Accumulators - C
$1,400.00
$560.00
$840.00
Payroll - Option 4 Check History - C
$1,200.00
$480.00
$720.00
Payroll - Option 5 Earning/Deduction Hist - C
$2,500.00
$1,000.00
$1,500.00
Payroll - Standard - C
$2,000.00
$800.00
$1,200.00
Permits and Code Enforcement - Standard - C
$2,000.00
$800.00
$1,200.00
Project Grant Accounting Opt 1 - Actuals - C
$1,000.00
$400.00
$600.00
Project Grant Accounting Opt 2 - Budgets - C
$1,000.00
$400.00
$600.00
Project Grant Accounting Standard - C
$2,000.00
$800.00
$1,200.00
Purchasing - Purchase Orders - Standard - C
$1,800.00
$720.00
$1,080.00
TOTAL:
2014-6638 - Munis ERP
CONFIDENTIAL
$20,340.00
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Optional Tyler Software & Related Services
Description
License
Impl. Days
Impl. Cost
Data Conversion
General Billing Opt 1 - Recurring Invoices - C
$0.00 0 @ $1,175.00
$0.00
$1,680.00
$1,680.00
$0.00
General Billing Opt 2 - Bills - C
$0.00 0 @ $1,175.00
$0.00
$3,500.00
$3,500.00
$0.00
Permits and Code Enforcement - Option 1 - C
$0.00 0 @ $1,175.00
$0.00
$3,000.00
$3,000.00
$0.00
$0.00 0 @ $1,175.00
$0.00
$2,000.00
$2,000.00
$0.00
$0.00 0 @ $1,175.00
$0.00
$2,000.00
$2,000.00
$0.00
Payroll - Option 10 Certifications - C
$0.00 0 @ $1,175.00
$0.00
$1,400.00
$1,400.00
$0.00
Payroll - Option 11 Education - C
$0.00 0 @ $1,175.00
$0.00
$1,400.00
$1,400.00
$0.00
Payroll - Option 6 Applicant Tracking - C
$0.00 0 @ $1,175.00
$0.00
$1,400.00
$1,400.00
$0.00
Payroll - Option 7 PM Action History - C
$0.00 0 @ $1,175.00
$0.00
$1,400.00
$1,400.00
$0.00
Payroll - Option 8 Position Control - C
$0.00 0 @ $1,175.00
$0.00
$1,400.00
$1,400.00
$0.00
Payroll - Option 9 State Retirement Tables - C
$0.00 0 @ $1,175.00
$0.00
$1,400.00
$1,400.00
$0.00
$14,000.00 4 @ $1,175.00
$4,700.00
$0.00
$18,700.00
$5,040.00
$14,000.00
$4,700.00
$20,580.00
$39,280.00
$5,040.00
Productivity:
Tyler Content Manager SE
TOTAL:
4
Optional Conversion Details (Prices Reflected Above)
Description
Unit Price
Unit Discount
Extended Price
General Billing Opt 1 - Recurring Invoices - C
$1,680.00
$0.00
$1,680.00
General Billing Opt 2 - Bills - C
$3,500.00
$0.00
$3,500.00
Payroll - Option 10 Certifications - C
$1,400.00
$0.00
$1,400.00
Payroll - Option 11 Education - C
$1,400.00
$0.00
$1,400.00
Payroll - Option 6 Applicant Tracking - C
$1,400.00
$0.00
$1,400.00
Payroll - Option 7 PM Action History - C
$1,400.00
$0.00
$1,400.00
Payroll - Option 8 Position Control - C
$1,400.00
$0.00
$1,400.00
Payroll - Option 9 State Retirement Tables - C
$1,400.00
$0.00
$1,400.00
2014-6638 - Munis ERP
CONFIDENTIAL
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$3,000.00
$0.00
$3,000.00
$2,000.00
$0.00
$2,000.00
$2,000.00
$0.00
$2,000.00
TOTAL:
$20,580.00
Unless otherwise indicated in the contract or Amendment thereto, pricing for optional items will be held for
six (6) months from the Quote date or the Effective Date of the Contract, whichever is later.
Customer Approval:
Date:
Print Name:
P.O. #:
All primary values quoted in US Dollars
Discount Detail
Description
License
License Discount
License Net Maintenance Basis
Year One Maint
Discount
Year One Maint
Net
$29,000.00
$29,000.00
$0.00
$0.00
$0.00
$0.00
Cash Management
$5,000.00
$5,000.00
$0.00
$0.00
$0.00
$0.00
Project & Grant Accounting
$6,000.00
$6,000.00
$0.00
$0.00
$0.00
$0.00
Purchase Orders
$7,700.00
$7,700.00
$0.00
$0.00
$0.00
$0.00
Requisitions
$5,000.00
$5,000.00
$0.00
$0.00
$0.00
$0.00
Student Activity Accounting
$7,500.00
$7,500.00
$0.00
$0.00
$0.00
$0.00
HR Management
$11,500.00
$11,500.00
$0.00
$0.00
$0.00
$0.00
Payroll w/ESS
$23,500.00
$23,500.00
$0.00
$0.00
$0.00
$0.00
Accounts Receivable
$6,600.00
$6,600.00
$0.00
$0.00
$0.00
$0.00
Business License
$6,000.00
$6,000.00
$0.00
$0.00
$0.00
$0.00
Central Property File
$2,200.00
$2,200.00
$0.00
$0.00
$0.00
$0.00
General Billing
$3,000.00
$3,000.00
$0.00
$0.00
$0.00
$0.00
$13,200.00
$13,200.00
$0.00
$0.00
$0.00
$0.00
Financials:
Accounting/GL/BG/AP
Payroll/HR:
Revenue:
Permits & Code Enforcement
2014-6638 - Munis ERP
CONFIDENTIAL
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Discount Detail
Description
License
License Discount
License Net Maintenance Basis
Year One Maint
Discount
Year One Maint
Net
Munis Office
$5,000.00
$5,000.00
$0.00
$0.00
$0.00
$0.00
Role Tailored Dashboard
$5,000.00
$5,000.00
$0.00
$0.00
$0.00
$0.00
Tyler Forms Processing
$7,500.00
$7,500.00
$0.00
$0.00
$0.00
$0.00
$143,700.00
$143,700.00
$0.00
$0.00
$0.00
$0.00
Productivity:
Other:
TOTAL:
2014-6638 - Munis ERP
CONFIDENTIAL
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Comments
Conversion prices are based on a single occurrence of the database. If additional databases need to be converted, these will need to be quoted.
Tyler's quote contains estimates of the amount of services needed, based on our preliminary understanding of the size and scope of your project. The actual amount of services depends
on such factors as your level of involvement in the project and the speed of knowledge transfer.
Unless otherwise noted, prices submitted in the quote do not include travel expenses incurred in accordance with Tyler's then-current Business Travel Policy.
Tyler's prices do not include applicable local, city or federal sales, use excise, personal property or other similar taxes or duties, which you are responsible for determining and remitting.
In the event Client cancels services less than two (2) weeks in advance, Client is liable to Tyler for (i) all non-refundable expenses incurred by Tyler on Client's behalf; and (ii) daily
fees associated with the cancelled services if Tyler is unable to re-assign its personnel.
Pricing for optional items will be held for six (6) months from the quote date.
Tyler provides onsite training for a maximum of 12 people per class. In the event that more than 12 users wish to participate in a training class or more than one occurrence of a class
is needed, Tyler will either provide additional days at then-current rates for training or Tyler will utilize a Train-the-Trainer approach whereby the client designated attendees of the
initial training can thereafter train the remaining users.
In the event Client acquires from Tyler any edition of Tyler Content Manager software other than Enterprise Edition, the license for Content Manager is restricted to use with Tyler
applications only. If Client wishes to use Tyler Content Manager software with non-Tyler applications, Client must purchase or upgrade to Tyler Content Manager Enterprise Edition.
Tyler's form library prices are based on delivering the specific form quantities listed below. Additional formats of forms listed below are extra. Custom forms are extra. Please note
that Tyler Forms requires the use of approved printers only. Contact Tyler support for the list of approved printers.
Financial library includes: 1 A/P check, 1 EFT/ACH, 1 Purchase order, 1 Contract, 1099M, 1099INT, 1099S, and 1099G.
General Billing library includes: 1 invoice, 1 statement, 1 general billing receipt and 1 miscellaneous receipt.
Permits library includes: 1 Building permit, 1 Trades permit, 1 Zoning permit and 1 certificate of occupancy/completion.
Business license library includes: 1 business license and 1 renewal application.
Includes digitizing two signatures, additional charges will apply for additional signatures.
Project Management includes project planning, kickoff meeting, status calls, task monitoring, verification and transition to support.
Tyler Forms Payroll Core library includes: 1 PR check, 1 direct deposit, 1 vendor from payroll check, 1 vendor from payroll direct deposit, W2, W2c, and 1099 R.
Tyler's cost is based on all of the proposed products and services being obtained from Tyler. Should significant portions of the products or services be deleted, Tyler reserves the
right to adjust prices accordingly.
2014-6638 - Munis ERP
CONFIDENTIAL
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1.8
"Internal Network" means Licensee's private, proprietary network resource accessible only by
Authorized Users. "Internal Network" specifically excludes the Internet (as such term is commonly defined) or
any other network community open to the public, including membership or subscription driven groups,
associations or similar organizations. Connection by secure links such as VPN or dial up to Licensee's Internal
Network for the purpose of allowing Authorized Users to use the Software should be deemed use over an
Internal Network.
1.9
"License Metric" means each of the per-unit metrics used by Adobe in connection with the licensed
quantities identified as separately provided in writing by Adobe to describe the scope of Licensee's right to use
the Software. One or more of the following types of License Metrics applies to each Software Product as further
provided herein:
(a)
Per-Computer. Licensee may install and use the Adobe Output Designer software on no more than the
licensed number of Computers.
(b)
Per-User. The total number of Authorized Users that directly or indirectly request or receive content
that has been processed by the Software may not exceed the licensed quantity of users.
(c)
Per-Server. The total number of Servers on which the Software is installed may not exceed the licensed
quantity of Servers.
1.10
"Location" means a specific building or physical location as identified by its unique street address.
1.11
"Production Software" means Software licensed for productive business use.
1.12
"SDK Components" means the sample software code, application programming interface, header files
and related information, and the file format specifications, if any, included as part of the Software as described
in the Documentation or a "Read Me" file accompanying the applicable Software.
1.13
"Software" means the object code version of the software program(s) specified in a separate written
agreement signed by Adobe, including all Documentation and other materials provided by Adobe to Licensee
under this Agreement. The term "Software Product" may also be used to indicate a particular product, and
otherwise has the same meaning as Software.
2.
License. Subject to the terms and conditions of this Agreement, Adobe grants to Licensee a perpetual,
non-exclusive license to install and use the Software delivered hereunder according to the terms and conditions
of this Agreement, on Computers connected to Licensee's Internal Network, on the licensed platforms and
configurations, in the manner and for the purposes described in the Documentation. The following additional
terms also apply to Licensee's use of the Software.
2.1
License Metric. Licensee's right to install and use the Software is limited based on whether the
Software is licensed as Production Software or Development Software (as separately provided in writing by
Adobe) and the License Metrics applicable to the particular Software Products licensed (as separately provided
in writing by Adobe) and subject to the terms in Section 3, unless Licensee has licensed the Software for
evaluation purposes, in which case the terms of Section 4 apply.
2.2
SDK Components. Licensee's Authorized Users may install and use the SDK Components for purposes
of facilitating use of the Software in accordance with this Agreement. Licensee agrees that Licensee will treat
the API Information with the same degree of care to prevent unauthorized disclosure to anyone other than
Authorized Users as Licensee accords to Licensee's own confidential information, but in no event less than
reasonable care. Licensee's obligations under this Section 2.2 with respect to the API Information shall terminate
when Licensee can document that the API Information was in the public domain at or subsequent to the time it
was communicated to Licensee by Adobe through no fault of Licensee's. Licensee may also disclose the API
Information in response to a valid order by a court or other governmental body, when otherwise required by law,
or when necessary to establish the rights of either party under this Agreement, provided Licensee gives Adobe
advance written notice thereof.
2.3
Backup and Disaster Recover. Licensee may make and install a reasonable number of copies of the
Software for backup and archival purposes and use such copies solely in the event that the primary copy has
failed or is destroyed, but in no event may Licensee use such copies concurrently with Production Software or
Development Software. Licensee may also install copies of the Software in a Disaster Recovery Environment
for use solely in disaster recovery and nor for production, development, evaluation or testing purposes other than
to ensure that the Software is capable of replacing the primary usage of the Software in case of a disaster.
2.4
Documentation. Licensee may make copies of the Documentation for use by Authorized Users in
connection with use of the Software in accordance with this Agreement, but no more than the amount
reasonably necessary. Any permitted copy of the Documentation that Licensee makes must contain the same
copyright and other proprietary notices that appear on or in the Documentation.
2.5
Outsourcing. Licensee may sub-license use of the Software to a third party outsourcing or facilities
management contractor to operate the Software on Licensee's behalf, provided that (a) Licensee provides Adobe
with prior written notice; (b) Licensee is responsible for ensuring that any such contractor agrees to abide by and
fully complies with the terms of this Agreement as they relate to the use of the Software on the same basis as
applies to Licensee; (c) such use is only in relation to Licensee's direct beneficial business purposes as restricted
herein; (d) such use does not represent or constitute an increase in the scope or number of licenses provided
hereunder; and (e) Licensee shall remain fully liable for any and all acts or omissions by the contractor related to
this Agreement.
2.6
Font Software. If the Software includes font software, then Licensee may (a) use the font software on
Licensee's Computers in connection with Licensee's use of the Software as permitted under this Agreement; (b)
output such font software on any output devices connected to Licensee's Computers; (c) convert and install the
font software into another format for use in other environments provided that use of the converted font software
may not be distributed or transferred for any purpose except in accordance with the transfer section in this
Agreement; and (d) embed copies of the font software into Licensee's electronic documents for the purpose of
printing and viewing the document, provided that if the font software Licensee is embedding is identified as
"licensed for editable embedding" on Adobe's website at
http://www.adobe.com/type/browser/legal/embeddingeula.html, Licensee may also embed copies of that font
software for the additional limited purpose of editing Licensee's electronic documents.
2.7
Restrictions
(a)
No Modifications, No Reverse Engineering. Licensee shall not modify, port, adapt or translate the
Software. Licensee shall not reverse engineer, decompile, disassemble or otherwise attempt to discover the
source code of the Software. Notwithstanding the foregoing, decompiling the Software is permitted to the
extent the laws of Licensee's jurisdiction give Licensee the right to do so to obtain information necessary to
render the Software interoperable with other software; provided, however, that Licensee must first request such
information from Adobe and Adobe may, in its discretion, either provide such information to Licensee or
impose reasonable conditions, including a reasonable fee, on such use of the source code to ensure that Adobe's
and its suppliers' proprietary rights in the source code for the Software are protected.
(b)
No Unbundling. The Software may include various applications, utilities and components, may support
multiple platforms and languages and may be provided to Licensee on multiple media or in multiple copies.
Nonetheless, the Software is designed and provided to Licensee as a single product to be used as a single
product on Computers and platforms as permitted herein. Licensee is not required to use all component parts of
the Software, but Licensee shall not unbundle the component parts of the Software for use on different
Computers. Licensee shall not unbundle or repackage the Software for distribution, transfer or resale.
(c)
No Transfer. Licensee shall not sublicense, assign or transfer the Software or Licensee's rights in the
Software, or authorize any portion of the Software to be copied onto or accessed from another individual's or
entity's Computer except as may be explicitly provided in this Agreement. Notwithstanding anything to the
contrary in this Section 2.7(c), Licensee may transfer copies of the Software installed on one of Licensee's
Computers to another one of Licensee's Computers provided that the resulting installation and use of the
Software is in accordance with the terms of this Agreement and does not cause Licensee to exceed Licensee's
right to use the Software under this Agreement.
(d)
Prohibited Use. Except as expressly authorized under this Agreement, Licensee is prohibited from: (i)
using the Software on behalf of third parties; (ii) renting, leasing, lending or granting other rights in the Software
including rights on a membership or subscription basis; and (iii) providing use of the Software in a computer
service business, third party outsourcing facility or service, service bureau arrangement, network, or time
sharing basis.
(e)
Export Rules. Licensee agrees that the Software will not be shipped, transferred or exported into any
country or used in any manner prohibited by the United States Export Administration Act or any other export
laws, restrictions or regulations (collectively the "Export Laws"). In addition, if the Software is identified as an
export controlled item under the Export Laws, Licensee represents and warrants that Licensee is not a citizen of,
or located within, an embargoed or otherwise restricted nation (including Iran, Iraq, Syria, Sudan, Libya, Cuba
and North Korea) and that Licensee is not otherwise prohibited under the Export Laws from receiving the
Software. All rights to install and use the Software are granted on condition that such rights are forfeited if
Licensee fails to comply with the terms of this Agreement.
3.
License Metrics and Limitations.
3.1
Adobe Central Output Server. If Licensee has licensed Adobe Central Output Server as Production
Software or Development Software (as separately provided in writing by Adobe), then Adobe grants Licensee a
license to install and use Adobe Central Output Server on a Per-Server basis, provided that Licensee is not
permitted to Deliver output from the Production Software to more than ten (10) Locations per licensed Server.
3.2
Adobe Central Pro Output Server. If Licensee has licensed Adobe Central Pro Output Server, then
Adobe grants Licensee a license to install and use Adobe Central Pro Output Server either (a) as Production
Software on a Per-Server or Per-User basis (as separately provided in writing by Adobe), or (b) as Development
Software on a Per-Server basis. When Adobe Central Pro Output Server is licensed as Production Software on a
Per-Server basis, Licensee is not permitted to Deliver output from the Software Product to more than ten (10)
Locations per licensed Server.
3.3
Adobe Output Pak for mySAP.com. If Licensee has licensed Adobe Output Pak for mySAP.com, then
Adobe grants Licensee a license to install and use Adobe Output Pak for mySAP.com solely in connection with
Adobe Central Pro Output Server for use with SAP software either (a) as Production Software on a Per-Server
or Per-User basis (as separately provided in writing by Adobe), or (b) as Development Software on a Per-Server
basis. Licensee's license to Adobe Output Pak for mySAP.com includes a license to install and use Adobe
Central Pro Output Server subject to the terms of Section 3.2 of this Agreement. The following additional terms
apply:
3.3.1 Per-Server License. If Licensee has licensed Adobe Output Pak for mySAP.com on a PerServer basis, Licensee shall have the right to install and use Adobe Central Pro Output Server on one (1) Server
unless Licensee obtains additional Per-Server licenses to the Adobe Central Pro Output Server.
3.3.2 Per-User License. If Licensee has licensed Adobe Output Pak for mySAP.com software on a
Per-User basis, Licensee must obtain a number of Per-User licenses of Adobe Output Pak for mySAP.com not
less than the number of Authorized Users who are authorized to access or use the SAP software.
3.4
Adobe Central Output Server Workstation Edition. If Licensee has licensed Adobe Central
Output Server Workstation Edition, then Adobe grants Licensee a license to install and use Adobe Central
Output Server Workstation Edition as Production Software on a Per-Computer basis. Licensee's use of the
Adobe Central Output Server Workstation Edition shall be limited to use directly or indirectly initiated by an
individual person (not an automated process) for the sole purpose of delivering output that has been processed
by the Adobe Central Output Server Workstation Edition software to the person that initiated such use.
3.5
Adobe Output Designer. If Licensee has licensed Adobe Output Designer, then Adobe grants Licensee
a license to install and use Adobe Output Designer as Production Software on a Per-Computer basis subject to
the following additional terms:
3.5.1 Network Use. As an alternative to installing and using the Adobe Output Designer software on
the Computer of each licensed Authorized User, Licensee may install and use the Adobe Output Designer
software on a file server for the purpose of (a) permitting Authorized Users to download the software for
installation and use on no more than the licensed number of Computers connected to Licensee's Internal
Network, or (b) permitting Authorized Users to use the software using commands, data or instructions from a
Computer connected to Licensee's Internal Network provided that the total number (not the concurrent number)
of Authorized Users that use the software does not exceed one user for each of the licensed number of
Computers. No other network use is permitted.
3.5.2 Limitation. Licensee shall be prohibited from using the templates, forms and other materials
created using the Adobe Output Designer software with any software other than Adobe software.
3.6
Development Software License. This Section 3.6 applies only if Licensee has obtained a valid
Development Software license to a Software Product. In addition to the other terms contained herein, Licensee's
license to the Development Software is limited to use in Licensee's technical environment strictly for testing and
development purposes and not for production purposes. Licensee may (a) install the Development Software on
Servers connected to Licensee's Internal Network provided that the total number of Computers used to operate
the Development Software does not exceed the licensed amount, and (b) permit Authorized Users to use the
Development Software in accordance with this Agreement.
4.
Evaluation of Software Products. This Section 4 applies only if Licensee has obtained a valid license to
evaluate Software Products as separately provided in writing by Adobe or as indicated by the serial number
Licensee enters upon installation.
4.1
License. In addition to the other terms contained herein, Licensee's license to evaluate any Software
Product is limited to use strictly for Licensee's own internal evaluation purposes and not for production
purposes, and is further limited to a period not to exceed sixty (60) days from the date Licensee obtains the
Software Products. Licensee may (a) install the Software Products on one (1) Computer connected to Licensee's
Internal Network, and (b) permit Authorized Users to use the Software Products to deliver content within
Licensee's Internal Network. Licensee's rights with respect to the Software Products are further limited as
described in Section 4.2.
4.2
Limitations. Licensee's rights to install and use Software Products under this Section 4 will terminate
immediately upon the earlier of (a) the expiration of the evaluation period described herein, or (b) such time that
Licensee purchases a license to a non-evaluation version of such Software Products. Adobe reserves the right to
terminate Licensee's license to evaluate Software Products at any time in its sole discretion. Licensee agrees to
return or destroy Licensee's copy of the Software Products upon termination of this Agreement for any reason.
To the extent that any provision in this Section 4 is in conflict with any other term or condition in this
Agreement, this Section 4 shall supersede such other term(s) and condition(s) with respect to the evaluation of
Software Products, but only to the extent necessary to resolve the conflict. ADOBE IS LICENSING THE
SOFTWARE PRODUCTS FOR EVALUATION ON AN "AS IS" BASIS AT LICENSEE'S OWN RISK. SEE
SECTIONS 7 AND 8 FOR WARRANTY DISCLAIMERS AND LIABILITY LIMITATIONS WHICH
GOVERN EVALUATION OF SOFTWARE PRODUCTS.
5.
Intellectual Property Rights. The Software and any copies that Licensee is authorized by Adobe to make
are the intellectual property of and are owned by Adobe Systems Incorporated and its suppliers. The structure,
organization and code of the Software are the valuable trade secrets and confidential information of Adobe
Systems Incorporated and its suppliers. The Software is protected by copyright, including without limitation by
United States Copyright Law, international treaty provisions and applicable laws in the country in which it is
being used. Except as expressly stated herein, this Agreement does not grant Licensee any intellectual property
rights in the Software and all rights not expressly granted are reserved by Adobe.
6.
Updates. If the Software is an upgrade or update to a previous version of the Software, Licensee must
possess a valid license to such previous version in order to use such upgrade or update. All upgrades and updates
are provided to Licensee on a license exchange basis. Licensee agrees that by using an upgrade or update
Licensee voluntarily terminates Licensee's right to use any previous version of the Software. As an exception,
Licensee may continue to use previous versions of the Software on Licensee's Computer after Licensee uses the
upgrade or update but only to assist Licensee in the transition to the upgrade or update, provided that the
upgrade or update and the previous versions are installed on the same computer. Upgrades and updates may be
licensed to Licensee by Adobe with additional or different terms.
7. WARRANTY
7.1.
Warranty. Adobe warrants to Licensee that the Software will perform substantially in accordance with
the Documentation for the ninety (90) day period following shipment of the Software when used on the
recommended operating system, platform and hardware configuration. This limited warranty does not apply to
evaluation software (as indicated in Section 4), patches, sample code, sample files and font software converted
into other formats. All warranty claims must be made within such ninety (90) day period. If the Software does
not perform substantially in accordance with the Documentation, the entire liability of Adobe and Licensee's
exclusive remedy shall be limited to either, at Adobe's option, the replacement of the Software or the refund of
the license fee paid to Adobe for the Software.
7.2
DISCLAIMER. THE FOREGOING LIMITED WARRANTY IS THE ONLY WARRANTY MADE
BY ADOBE AND STATES THE SOLE AND EXCLUSIVE REMEDIES FOR ADOBE'S, ITS AFFILIATES'
OR ITS SUPPLIERS' BREACH OF WARRANTY. EXCEPT FOR THE FOREGOING LIMITED
WARRANTY, AND FOR ANY WARRANTY, CONDITION, REPRESENTATION OR TERM TO THE
EXTENT TO WHICH THE SAME CANNOT OR MAY NOT BE EXCLUDED OR LIMITED BY LAW
APPLICABLE IN LICENSEE'S JURISDICTION, ADOBE, ITS AFFILIATES AND ITS SUPPLIERS
PROVIDE THE SOFTWARE AS-IS AND WITH ALL FAULTS AND EXPRESSLY DISCLAIM ALL
OTHER WARRANTIES, CONDITIONS, REPRESENTATIONS OR TERMS, EXPRESS OR IMPLIED,
WHETHER BY STATUTE, COMMON LAW, CUSTOM, USAGE OR OTHERWISE AS TO ANY OTHER
MATTERS, INCLUDING PERFORMANCE, SECURITY, NON-INFRINGEMENT OF THIRD PARTY
RIGHTS, INTEGRATION, MERCHANTABILITY, QUIET ENJOYMENT, SATISFACTORY QUALITY OR
FITNESS FOR ANY PARTICULAR PURPOSE.
8.
LIMITATION OF LIABILITY. EXCEPT FOR THE EXCLUSIVE REMEDY SET FORTH ABOVE
AND AS OTHERWISE PROVIDED IN SECTION 4, IN NO EVENT WILL ADOBE, ITS AFFILIATES OR
ITS SUPPLIERS BE LIABLE TO LICENSEE FOR ANY LOSS, DAMAGES, CLAIMS OR COSTS
WHATSOEVER INCLUDING ANY CONSEQUENTIAL, INDIRECT OR INCIDENTAL DAMAGES, ANY
LOST PROFITS OR LOST SAVINGS, ANY DAMAGES RESULTING FROM BUSINESS
INTERRUPTION, PERSONAL INJURY OR FAILURE TO MEET ANY DUTY OF CARE, OR CLAIMS BY
A THIRD PARTY EVEN IF AN ADOBE REPRESENTATIVE HAS BEEN ADVISED OF THE
POSSIBILITY OF SUCH LOSS, DAMAGES, CLAIMS OR COSTS. THE FOREGOING LIMITATIONS
AND EXCLUSIONS APPLY TO THE EXTENT PERMITTED BY APPLICABLE LAW IN LICENSEE'S
JURISDICTION. ADOBE'S AGGREGATE LIABILITY AND THAT OF ITS AFFILIATES AND
SUPPLIERS UNDER OR IN CONNECTION WITH THIS AGREEMENT SHALL BE LIMITED TO THE
AMOUNT PAID FOR THE SOFTWARE, IF ANY. THIS LIMITATION WILL APPLY EVEN IN THE
EVENT OF A FUNDAMENTAL OR MATERIAL BREACH OR A BREACH OF THE FUNDAMENTAL OR
MATERIAL TERMS OF THIS AGREEMENT. Nothing contained in this Agreement limits Adobe's liability to
Licensee in the event of death or personal injury resulting from Adobe's negligence or for the tort of deceit
(fraud). Adobe is acting on behalf of its affiliates and suppliers for the purpose of disclaiming, excluding and
limiting obligations, warranties and liability, but in no other respects and for no other purpose. For further
information, please see the jurisdiction specific information at the end of this agreement, if any, or contact
Adobe's Customer Support Department.
9.
Governing Law. This Agreement, each transaction entered into hereunder, and all matters arising from
or related to this Agreement (including its validity and interpretation), will be governed and enforced by and
construed in accordance with the substantive laws in force in: (a) the State of California, if a license to the
Software is purchased when Licensee is in the United States, Canada, or Mexico; or (b) Japan, if a license to the
Software is purchased when Licensee is in Japan, China, Korea, or other Southeast Asian country where all
official languages are written in either an ideographic script (e.g., hanzi, kanji, or hanja), and/or other script
based upon or similar in structure to an ideographic script, such as hangul or kana; or (c) England, if a license to
the Software is purchased when Licensee is in any other jurisdiction not described above. The respective courts
of Santa Clara County, California when California law applies, Tokyo District Court in Japan, when Japanese
law applies, and the competent courts of London, England, when the law of England applies, shall each have
non-exclusive jurisdiction over all disputes relating to this Agreement. This Agreement will not be governed by
the conflict of law rules of any jurisdiction or the United Nations Convention on Contracts for the International
Sale of Goods, the application of which is expressly excluded.
10.
General Provisions. If any part of this Agreement is found void and unenforceable, it will not affect the
validity of the balance of this Agreement, which shall remain valid and enforceable according to its terms.
Updates may be licensed to Licensee by Adobe with additional or different terms. The English version of this
Agreement shall be the version used when interpreting or construing this Agreement. This is the entire
agreement between Adobe and Licensee relating to the Software and it supersedes any prior representations,
discussions, undertakings, communications or advertising relating to the Software.
11.
Notice to U.S. Government End Users.
11.1
Commercial Items. The Software and Documentation are "Commercial Item(s)," as that term is defined
at 48 C.F.R. Section 2.101, consisting of "Commercial Computer Software" and "Commercial Computer
Software Documentation," as such terms are used in 48 C.F.R. Section 12.212 or 48 C.F.R. Section 227.7202, as
applicable. Consistent with 48 C.F.R. Section 12.212 or 48 C.F.R. Sections 227.7202-1 through 227.7202-4, as
applicable, the Commercial Computer Software and Commercial Computer Software Documentation are being
licensed to U.S. Government end users (a) only as Commercial Items and (b) with only those rights as are
granted to all other end users pursuant to the terms and conditions herein. Unpublished-rights reserved under the
copyright laws of the United States. Adobe Systems Incorporated, 345 Park Avenue, San Jose, CA 95110-2704,
USA.
11.2
U.S. Government Licensing of Adobe Technology. Licensee agrees that when licensing Adobe
Software for acquisition by the U.S. Government, or any contractor therefore, Licensee will license consistent
with the policies set forth in 48 C.F.R. Section 12.212 (for civilian agencies) and 48 C.F.R. Sections 227-7202-1
and 227-7202-4 (for the Department of Defense). For U.S. Government End Users, Adobe agrees to comply
with all applicable equal opportunity laws including, if appropriate, the provisions of Executive Order 11246, as
amended, Section 402 of the Vietnam Era Veterans Readjustment Assistance Act of 1974 (38 USC 4212), and
Section 503 of the Rehabilitation Act of 1973, as amended, and the regulations at 41 CFR Parts 60-1 through
60-60, 60-250, and 60-741. The affirmative action clause and regulations contained in the preceding sentence
shall be incorporated by reference in this Agreement.
12.
Compliance with Licenses. Adobe may, at its expense, and no more than once every twelve (12)
months, appoint its own personnel or an independent third party to verify the number of copies and installations,
as well as usage of the Adobe software by Licensee. Any such verification shall be conducted upon seven (7)
business days notice, during regular business hours at Licensee's offices and shall not unreasonably interfere
with Licensee's business activities. Both Adobe and its auditors shall execute a commercially reasonable nondisclosure agreement with Licensee before proceeding with the verification. If such verification shows that
Licensee is using a greater number of copies of the Software than that legitimately licensed, or are deploying or
using the Software in any way not permitted under this Agreement and which would require additional license
fees, Licensee shall pay the applicable fees for such additional copies within thirty (30) days of invoice date,
with such underpaid fees being the license fees as per Adobe's then-current, country specific, license fee list. If
underpaid fees are in excess of five percent (5%) of the value of the fees paid under this Agreement, then
Licensee shall pay such underpaid fees and Adobe's reasonable costs of conducting the verification.
13.
Third-Party Beneficiary. Licensee acknowledges and agrees that Adobe's licensors (and/or Adobe if
Licensee obtained the Software from any party other than Adobe) are third party beneficiaries of this
Agreement, with the right to enforce the obligations set forth herein with respect to the respective technology of
such licensors and/or Adobe.
Adobe is either a registered trademark or trademark of Adobe Systems Incorporated in the United States and/or
other countries.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the dates set forth below.
ERP and Schools Division
By:
By:
Name:
Name:
Title:
Title:
Date:
Date:
City of Westbrook
2 York Street, Westbrook, Maine 04092
REFERRAL FORM
Referral No.
ORIGINATOR OF REFERRAL:
Administration
REFERRAL TITLE:
Downtown Trash Collection
DATE:
April 7, 2014
COMMITTEE REFERRED TO:
Committee of the Whole
_____________________________________________________________________________________
NAME, ADDRESS AND TELEPHONE NUMBER OF CITIZEN(S) TO CONTACT FOR ADDITIONAL
INFORMATION: (Note: Need day-time telephone numbers in order to contact claimant.)
SPECIFIC DETAILS REGARDING THE REFERRAL INCLUDING PAST CITY ACTION:
The Administration wishes to discuss a proposed solution to the long-standing concern with private
dumpsters placed on public property and unscreened dumpsters in the downtown area.

April 7, 2014 City Council Packet

Transcription

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