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HomeMy Public PortalAbout2021_agenda_02-09_Council_Agenda_Packet_REVISED TOWN OF LEESBURG Town Hall, 25 West Market Street AGENDA Town Council Meeting February 09, 2021 7:00 PM Council Chamber REMOTE PUBLIC PARTICIPATION WebEx Event Address: https://leesburg.webex.com/leesburg/onstage/g.php?MTID=e6a43b44e4cbcb1a4f87512e69646269d Phone: 1-415-655-0001 Access Code: 177 900 3483 1. CALL TO ORDER 2. INVOCATION a. Council Member Bagdasarian 3. SALUTE TO THE FLAG a. Council Member Cummings 4. ROLL CALL MOTION I move to allow _________________ to electronically participate in the February 9, 2021, Town Council Meeting. 5. MINUTES a. Regular Meeting Minutes of January 26, 2021 6. ADOPTING THE MEETING AGENDA (AMENDMENTS AND DELETIONS) 7. CERTIFICATES OF RECOGNITION 8. PRESENTATION OF PROCLAMATIONS a. Recognition of Black History Month b. Recognition of Reverend Deborah Parsons c. Resolution of Respect for the Honorable Frederick R. Howard 9. PRESENTATIONS a. Town Manager's Presentation of Proposed Fiscal Year 2022 Budget REVISED 1 -2- 10. REGIONAL COMMISSION REPORTS 11. PETITIONERS 12. APPROVAL OF THE CONSENT AGENDA a. Microsoft M365 License Agreement and Purchase from CDW-G RESOLUTION Authorizing the Town Manager to execute a 3-year Microsoft M365 license agreement and purchase M365 licensing from CDW-G b. On-Call Mechanical Service Contracts RESOLUTION Award Mechanical Service Contracts to DSI Inc., EMH Environmental Inc., FJ Industrial LLC Inc., and WGK Construction LLC c. Interchange Access Report for Battlefield Parkway/Route 15 North Bypass Interchange Project RESOLUTION Awarding a Design Contract for the Development of an Interchange Access Report for the Battlefield Parkway / Route 15 Bypass Interchange Project to Whitman, Requardt & Associates, LLP in the amount of $1,850,000 d. Authorizing the Purchase of a Replacement Street Sweeper RESOLUTION Authorizing the Purchase of a Replacement Street Sweeper as Part of the Fiscal Year 2021 Capital Asset Replacement Program in the Amount of $269,900 from Mid-Atlantic Waste Systems 13. RESOLUTIONS / ORDINANCES / MOTIONS a. Fiscal Year 2022 Budget Review and Adoption Schedule RESOLUTION Fiscal Year 2022 Budget Review and Adoption Schedule b. Ad Hoc Committee for the Structure of the Leesburg Executive Airport Commission RESOLUTION Creating an Ad Hoc Committee to Review the Structure and Role of the Leesburg Executive Airport Commission c. Motion to Approve the Proclamation for Condemning Anti-Semitic Incidents and Hate Crimes (Sponsor: Mayor Burk) I move to approve the Proclamation for Condemning Anti-Semitic Incidents and Hate Crimes to be proclaimed at the February 9, 2021, Town Council Meeting. 2 -3- 14. PUBLIC HEARINGS a. Public Hearing on Calendar Year 2021 Personal Property Tax Rates ORDINANCE Setting Tax Rates on Personal Property (Section 20-22), Vehicle License Fee (Section 32-84), Motor Vehicle Tax Reduction (Section 20-25), and Personal Property Tax Relief (Section 20-30) for Tax Year 2021, and Amending Leesburg Town Code Section 20-25 and Appendix B – Fee Schedule 15. UNFINISHED BUSINESS 16. NEW BUSINESS 17. COUNCIL DISCLOSURES AND COMMENTS / ADDITIONS TO FUTURE MEETINGS a. Future Council Meetings and Agenda Topics 18. MAYOR DISCLOSURES AND COMMENTS / ADDITIONS TO FUTURE MEETINGS 19. TOWN MANAGER COMMENTS 20. CLOSED SESSION 21. ADJOURNMENT ASSISTIVE LISTENING SYSTEM Qualified individuals with a disability who require a reasonable accommodation to attend and/or participate in this meeting should contact the Clerk of Council at eboeing@leesburgva.gov or 703-771-2733 to request the accommodation. Three days advance notice is requested. Meetings are broadcast live on the Town’s local government access cable TV channel (Comcast 67 and Verizon 35) and streamed live on the website at www.leesburgva.gov/webcasts. 3 -4- REGULARLY SHEDULED COUNCIL MEETINGS Citizens are invited to attend and participate in Town Council meetings. The petitioner’s portion of the meeting and scheduled public hearings offer the public two opportunities to present their views to the Council during its meeting. Petitioners The petitioners’ portion of the Council agenda is the first item taken up by the Council following proclamations and certificates of appreciation. This part of the meeting affords individuals the opportunity to address the Council on any matter not scheduled for a public hearing. Prior to the meeting, those citizens wishing to speak should sign the Clerk’s Register on the podium at the front of the Chambers. The Mayor will announce the availability of the sign-up sheet at the beginning of all regular meetings. Petitioners’ presentations should be limited to five minutes. Public Hearings Certain items of Town business can only be conducted after the Town Council conducts an advertised public hearing. Certain major issues affecting the town’s government can also be scheduled for public hearing at the option of the Council. Adoption of the town budget, rezonings, special exceptions and amendments to the Town’s subdivision and zoning ordinances all require a public hearing. Decorum A person addressing the Council as a petitioner, or during a public hearing, should advance to the podium when recognized by the Mayor and state his or her name and address. Persons should also indicate whether they are representing anyone other than themselves. After the presentation or comments, the Mayor or members of Council may have questions of the petitioner. Decorum will be maintained. Statements, which are demeaning or defamatory to members of the public, the staff or the Council, are inappropriate and out of order. OTHER COUNCIL MEETINGS Work Sessions/Committee of the Whole Council may elect to place an item on the Tuesday night meeting agenda for action. Items will only be added to the agenda if agreed to by a majority of Council present. Closed Sessions Under certain circumstances, the Virginia Freedom of Information Act permits the Town Council to meet in a session where the public is excluded. This may be a discussion of personnel matters, legal matters, the acquisition or sale of property and other selected topics. The Council can only go into closed session from a public session and the notice must cite the specific statutory authority to go into closed session and also indicate the general topic to be discussed. Only those matters in the adopted motion to go into closed session can be discussed at that time. TOWN COUNCIL AGENDA MATERIALS Generally, all items on the regular Council agenda have been first considered at the Council Committee of the Whole. Individual council members, however, can request full Council action on an item considered, but not reported out of committee. Materials previously distributed to the Council on Wednesday are available to citizens on request from the Clerk’s Office. Citizens may also provide the Clerk of Council with an e-mail address or self-addressed, stamped envelopes and Council agendas will be provided to the citizens without further charge. For more information, call the Clerk’s Office at (703) 771-2733 during normal business hours or e-mail at clerk@leesburgva.gov. Meeting agenda packets are available for public inspection in the lobby of Town Hall on Wednesdays prior to the scheduled meeting. Council agendas can also be viewed on the town’s World Wide Web site at http://www.leesburgva.gov. 4 COUNCIL MEETING January 26, 2021 1 | P a g e Council Chamber, 25 West Market Street, 7:00 p.m. Mayor Burk presiding. Council Members Present: Ara Bagdasarian, Zach Cummings, Suzanne Fox, Vice Mayor Marty Martinez, Kari Nacy, Neil Steinberg and Mayor Kelly Burk. Council Members Absent: None. Staff Present: Town Manager Kaj Dentler, Town Attorney Christopher Spera, Deputy Town Manager Keith Markel, Director of Utilities Amy Wyks, Director of Economic Development Russell Seymour, Director of Planning and Zoning Susan Berry Hill. Senior Planning Project Manager Scott Parker, Management and Budget Officer Jason Cournoyer and Clerk of Council Eileen Boeing. AGENDA ITEMS 1. CALL TO ORDER 2. INVOCATION was given by Council Member Fox. 3. SALUTE TO THE FLAG was led by Council Member Bagdasarian. 4. ROLL CALL a. Remote Participation Vice Mayor Martinez and Council Member Steinberg requested to electronically participate in the January 26, 2021, Council Meeting due to the health and safety concerns associated with the Coronavirus. Mayor Burk, Council Member Bagdasarian, Council Member Cummings, Council Member Fox and Council Member Nacy were physically present at the meeting. MOTION 2021-014 On a motion by Council Member Cummings, seconded by Council Member Nacy, the following was proposed: To allow Vice Mayor Martinez and Council Member Steinberg to electronically participate in the January 26, 2021, Council Meeting The motion was approved by the following vote: Aye: Bagdasarian, Cummings, Fox, Nacy and Mayor Burk Nay: None Vote: 5-0-2 (Vice Mayor Martinez, Steinberg abstain) 5. MINUTES a. Work Session Minutes of January 11, 2021 MOTION 2021-015 On a motion by Vice Mayor Martinez, seconded by Council Member Cummings, the minutes of the Work Session of January 11, 2021, were moved for approval. 5 Item a. COUNCIL MEETING January 26, 2021 2 | P a g e The motion was approved by the following vote: Aye: Bagdasarian, Cummings, Fox, Vice Mayor Martinez, Nacy, Steinberg and Mayor Burk Nay: None Vote: 7-0 b. Regular Session Minutes of January 12, 2021 MOTION 2021-016 On a motion by Vice Mayor Martinez, seconded by Council Member Cummings, the minutes of the Regular Session of January 12, 2021, were moved for approval. The motion was approved by the following vote: Aye: Bagdasarian, Cummings, Fox, Vice Mayor Martinez, Nacy, Steinberg and Mayor Burk Nay: None Vote: 7-0 6. ADOPTING THE MEETING AGENDA MOTION 2021-017 On a motion by Council Member Steinberg, seconded by Vice Mayor Martinez, the following was proposed: To suspend the Council Rules of Procedure to allow for the addition of and agenda item to approve the Pandemic Business Assistance and Recovery Plan (A suspension of the rules must be unanimous.) The motion was approved by the following vote: Aye: Bagdasarian, Cummings, Fox, Vice Mayor Martinez, Nacy, Steinberg and Mayor Burk Nay: None Vote: 7-0 MOTION 2021-018 On a motion by Council Member Cummings, seconded by Council Member Bagdasarian, the meeting agenda was moved for approval with the addition of item 13.e. – Pandemic Business Assistance and Recovery Plan. The motion was approved by the following vote: Aye: Bagdasarian, Cummings, Fox, Nacy, Steinberg, Vice Mayor Martinez and Mayor Burk Nay: None Vote: 7-0 6 Item a. COUNCIL MEETING January 26, 2021 3 | P a g e 7. CERTIFICATES OF RECOGNITION a. Members of the H-2 Work Group Mayor Burk recognized BAR Members Teresa Minchew, Dale Goodson and Richard Koochagian and Planning Commission Member Gigi Robinson for their work on the H-2 Guidelines. 8. PRESENTATION OF PROCLAMATIONS Mayor Burk proclaimed the following proclamations: Recognition of Girl Scout Troop #2718 Recognition of Eagle Scout William Murphy National Mentoring Month 9. PRESENTATIONS a. None. 10. REGIONAL COMMISSION REPORTS Mayor Burk reported on her calls with the Northern Virginia Regional Commission. 11. PETITIONERS The Petitioners section was opened at 7:13 p.m. Mike McLister. Spoke to Council about his concept for increasing revenues in Town and working together in a public private partnership to explore ideas to increase revenues via property taxes, consumption, and BPOL taxes. Eric Thomas, 301 Shiloh Place SE. Spoke to Council as the Director and Founder of the CJ3 foundation that serves United States military service members, veterans, disabled veterans, law enforcement, fire and emergency first responders, and the nation's wounded heroes. Mr. Thomas asked Council, specifically the Mayor, for her participation in video sessions when service dogs are provided to their recipients. The Petitioners section was closed at 7:23 p.m. 12. APPROVAL OF THE CONSENT AGENDA Council Member Fox requested item 12.c. – Amendment to Right of Way License Agreement with Lumos Networks, Inc. for Installation of Telecommunications Facilities Serving Loudoun County Government and item 12.g. – Update of Operation and Maintenance Documents (O&M) for Water Pollution Control Facility, be removed from the Consent Agenda for discussion. MOTION 2021-019 On a motion by Vice Mayor Martinez, seconded by Council Member Steinberg, the following consent agenda was proposed with items 12.c. – Amendment to Right of Way License Agreement with Lumos Networks, Inc. for Installation of Telecommunications Facilities Serving Loudoun County 7 Item a. COUNCIL MEETING January 26, 2021 4 | P a g e Government and item 12.g. – Update of Operation and Maintenance Documents (O&M) for Water Pollution Control Facility removed: a. Appointment to the Economic Development Commission RESOLUTION 2021-017 Making an Appointment to the Economic Development Commission b. Making an Appointment to the Board of Architectural Review ORDINANCE 2021-O-003 Making an Appointment to the Board of Architectural Review d. Third Amendment to Carr Tank II Antenna Lease Agreement with T-Mobile RESOLUTION 2021-018 Authorizing a Third Amendment to the Lease Agreement with T-Mobile Northeast, LLC for Telecommunication Antennas on the Town Water Tower Located at 550 Fort Evans Road, NE, Leesburg, Virginia (Carr Tank II) e. Town-wide Safety, Health, and Environmental Services Contract RESOLUTION 2021-019 Award a Town-Wide Health, Safety and Environmental Services to Aerosol Monitoring & Analysis, Inc. f. Roof Repair and Modifications at Water Treatment Plant RESOLUTION 2021-020 Awarding the Construction Contract for the Water Treatment Plant Roof Repair and Modifications h. Change Order for Inspections Support for Utilities RESOLUTION 2021-021 Approving a Change Order for a Task Order for Utility Right of Way Permit, On Site Development, and Utility Projects Inspections Services to WRA in the amount of $149,998.77 The Consent Agenda was approved by the following vote: Aye: Bagdasarian, Cummings, Fox, Nacy, Steinberg, Vice Mayor Martinez and Mayor Burk Nay: None Vote: 7-0 8 Item a. COUNCIL MEETING January 26, 2021 5 | P a g e c. Amendment to Right of Way License Agreement with Lumos Networks, Inc. for Installation of Telecommunications Facilities Serving Loudoun County Government MOTION 2021-020 On a motion by Council Member Fox, seconded by Council Member Bagdasarian, the following was proposed: RESOLUTION 2021-022 Authorizing the Town Manager to Execute a Second Amendment to the Right of Way License Agreement between the Town of Leesburg and Lumos Networks, Inc. for Telecommunications Facilities Serving Loudoun County Government Facilities The motion was approved by the following vote: Aye: Bagdasarian, Cummings, Fox, Vice Mayor Martinez, Nacy, Steinberg and Mayor Burk Nay: None Vote: 7-0 g. Update of Operation and Maintenance Documents (O&M) for Water Pollution Control Facility MOTION 2021-021 On a motion by Vice Mayor Martinez, seconded by Council Member Cummings, the following was proposed: RESOLUTION 2021-023 Approving a Task Order for the Update of Operation and Maintenance Documents for Water Pollution Control Facility to Stantec in the Amount of $101,000 The motion was approved by the following vote: Aye: Bagdasarian, Cummings, Vice Mayor Martinez, Nacy, Steinberg and Mayor Burk Nay: Fox Vote: 6-1 13. RESOLUTIONS /ORDINANCES / MOTIONS a. Update of Previously Approved Initiation of Zoning Ordinance Text Amendments to the Planned Development-Commercial Center-Small Regional Center (PD-CC-SC) District to Allow Gas Pumps and Associated Convenience Store or Kiosk as By-Right Uses MOTION 2021-022 On a motion by Vice Mayor Martinez, seconded by Council Member Steinberg, the following was proposed: 9 Item a. COUNCIL MEETING January 26, 2021 6 | P a g e RESOLUTION 2021-024 To Initiate Zoning Ordinance Text Amendments to Article 8 to Allow Gas Pumps and an Associated Convenience Store or Kiosk as By-Right Uses Accessory to a Primary Commercial Use in the PD-CC-SC District and Amendments to Articles 9 and 18 Use Standards and Definitions The motion was approved by the following vote: Aye: Bagdasarian, Cummings, Fox, Vice Mayor Martinez, Nacy, Steinberg and Mayor Burk Nay: None Vote: 7-0 b. Motion to Approve the Proclamation for Recognition of The Honorable Frederick R. Howard MOTION 2021-023 On a motion by Mayor Burk, seconded by Vice Mayor Martinez, the following was proposed: I move to approve the Proclamation for Recognition of The Honorable Frederick R. Howard to be proclaimed at the February 9, 2021, Town Council Meeting. The motion was approved by the following vote: Aye: Bagdasarian, Cummings, Fox, Nacy, Steinberg, Vice Mayor Martinez and Mayor Burk Nay: None Vote: 7-0 c. Motion to Approve the Proclamation Recognizing Reverend Deborah Dodson Parsons MOTION 2021-024 On a motion by Mayor Burk, seconded by Council Member Bagdasarian, the following was proposed: I move to approve the Proclamation recognizing Reverend Deborah Dodson Parsons to be proclaimed at the February 9, 2021, Town Council Meeting. The motion was approved by the following vote: Aye: Bagdasarian, Cummings, Fox, Nacy, Steinberg, Vice Mayor Martinez and Mayor Burk Nay: None Vote: 7-0 10 Item a. COUNCIL MEETING January 26, 2021 7 | P a g e d. Council Planning Retreat MOTION 2021-025 On a motion by Vice Mayor Martinez, seconded by Council Member Steinberg, the following was proposed: I move to postpone the Council Planning Retreat previously confirmed for January 30, 2021 per Town Resolution 2021-014 to a date to be determined later by Council. The motion was approved by the following vote: Aye: Bagdasarian, Cummings, Fox, Nacy, Steinberg, Vice Mayor Martinez and Mayor Burk Nay: None Vote: 7-0 e. Pandemic Business Assistance and Recovery Plan Plan as amended:  Continue outdoor dining program - $25,000  Move forward with $500,000 in grants o Establish two tiers – one for $25,000 - $749,999 in gross receipts eligible for $5,000 grants and the other for $750,000 to $2.5M in gross receipts eligible for $10,000 grants o Business physically located in the Town as listed on Town Business License o Licensed and operating in the Town on March 1, 2020 o Demonstrate a 15% minimum loss o Current and in good standing or entered into a payment plan o Remove the number of employees requirement  Allocate $50,000 for the improvements to the Economic Development Web site MOTION 2021-026 On a motion by Council Member Cummings, seconded by Council Member Fox, the following was proposed: RESOLUTION 2021-025 Pandemic Business Assistance and Recovery Plan as amended The motion was approved by the following vote: Aye: Bagdasarian, Cummings, Fox, Nacy, Steinberg, Vice Mayor Martinez and Mayor Burk Nay: None Vote: 7-0 11 Item a. COUNCIL MEETING January 26, 2021 8 | P a g e 14. PUBLIC HEARINGS a. TLZM-2020-0003, Leesburg Premium Outlet Mall Concept Plan and Proffer Amendment (rezoning) Application The public hearing was opened at 8:40 p.m. Senior Project Planning Manager Scott Parker and the Planning Department presented Council with the concept plan and proffer amendment (rezoning application) TLZM-2020-0003 for the Leesburg Premium Outlets. Mr. John Dionis representing the applicant, Simon Properties, spoke to Council about their application and gave a general overview of their project. Public Speakers: There were no public speakers wishing to speak at the Public Hearing. The public hearing was closed at 9:09 p.m. MOTION 2021-027 On a motion by Council Member Fox, seconded by Council Member Nacy, the following was proposed: ORDINANCE 2021-O-004 Approving TLZM-2020-0003, Simon Properties (Leesburg Premium Outlet Mall) Concept Plan and Proffer Amendment to allow 2,000 square feet of additional retail, and allow certain uses prohibited by existing proffers The motion was approved by the following vote: Aye: Bagdasarian, Cummings, Fox, Nacy, Steinberg, Vice Mayor Martinez and Mayor Burk Nay: None Vote: 7-0 15. UNFINISHED BUSINESS a. None. 16. NEW BUSINESS a. None. 17. COUNCIL DISCLOSURES AND COMMENTS / ADDITIONS TO FUTURE MEETINGS Council Member Fox disclosed she met with Mr. Peter Burnett to discuss the Liberty Parking Lot. Ms. Fox asked for an information memo regarding the trees along the South King Street corridor as she was informed by Mr. Harrison, a Loudoun County arborist, that said they were too close to the road. Mr. Dentler stated that he also spoke to 12 Item a. COUNCIL MEETING January 26, 2021 9 | P a g e Mr. Harrison and had the Town arborist assess the trees and it was determined that they have been planted appropriately. Council Member Nacy disclosed that she met with Mr. Peter Burnett to discuss the Liberty Street Parking Lot. Council Member Bagdasarian commented on National Mentoring Month proclamation and mentioned the good work being done by the Young Entrepreneurs Academy that the County and Town have been running for five years. Mr. Bagdasarian requested a Work Session discussion on the potential of webcasting and archiving Town Board and Commission meetings. It was the consensus of Council to add this item to a future Work Session. Council Member Cummings requested to have Council in advance of their rescheduled retreat send the Town Manager three or four goals that they would like to achieve over the next two years. Mr. Dentler would look for commonality among the responses and include them for discussion at the last Work Session in February. It was the consensus of Council to have Council forward the information to Mr. Dentler and add this item to the February 22, 2021, Work Session. Council Member Steinberg disclosed that he met with Mr. Peter Burnett to discuss the Liberty Street Parking Lot. Vice Mayor Martinez requested to have staff liaisons ask their Boards and Commissions for input on changes they would like to see made to their Board or Commission to provide insight during the Council Retreat discussion on potential changes. There was no consensus to move forward with this item. 18. MAYOR DISCLOSURES AND COMMENTS / ADDITIONS TO FUTURE MEETINGS Mayor Burk presented the last check to the Leesburg Volunteer Fire Department. Mayor Burk thanked Tammy Carter for hosting the virtual Martin Luther King March. Mayor Burk expressed sorrow for the fire suffered at Mr. O’Connor’s buildings that affected two downtown businesses—the Yummy Pig and the Wild Geese Pub. Mayor Burk congratulated the Girl Scout Troop who put together a sharing library on Ginkgo Terrace with the help of the local Boy Scout Troop. 19. TOWN MANAGER COMMENTS Mr. Dentler noted that the format for the annual Flower and Garden Show has changed and will be held at Ida Lee Park this year. 13 Item a. COUNCIL MEETING January 26, 2021 10 | P a g e 20. CLOSED SESSION a. Personnel Discussion Relating to the Six Month Performance Evaluation of the Town Attorney MOTION 2021-028 On a motion by Mayor Burk, seconded by Council Member Cummings, the following was proposed: I move pursuant (§2.2-3711(A)(1) of the Code of Virginia that the Leesburg Town Council convene in a closed meeting for the purpose of a personnel discussion relating to the six month performance evaluation of the Town Attorney. The motion was approved by the following vote: Aye: Bagdasarian, Cummings, Fox, Nacy, Vice Mayor Martinez, Steinberg and Mayor Burk Nay: None Vote: 7-0 Council convened in a Closed Session at 9:30 p.m. Council reconvened in an Open Session at 9:49 p.m. MOTION 2021-029 On a motion by Mayor Burk, the following was proposed: In accordance with Section § 2.2-3712 of the Code of Virginia, I move that Council certify to the best of each member’s knowledge, only public business matters lawfully exempted from open meeting requirements under Virginia Freedom of Information Act and such public business matters for the purpose identified in the motion by which the closed meeting was convened were heard, discussed or considered in the meeting by Council. (ROLL CALL VOTE) The motion was approved by the following roll call vote: Fox – aye; Steinberg – aye; Vice Mayor Martinez – aye; Nacy – aye; Bagdasarian – aye; Cummings – aye; Mayor Burk – aye. Vote: 7-0 21. ADJOURNMENT On a motion by Council Member Cummings, seconded by Council Member Nacy, the meeting was adjourned at 9:50 p.m. __________________________ Kelly Burk, Mayor Town of Leesburg ATTEST: _______________________ Clerk of Council 2021_tcmin0126 14 Item a. Page 1| January 26, 2021 January 26, 2021 – Town Council Meeting (Note: This is a transcript prepared by a Town contractor based on the video of the meeting. It may not be entirely accurate. For greater accuracy, we encourage you to review the video of the meeting that is on the Town’s Web site – www.leesburgva.gov or refer to the approved Council meeting minutes. Council meeting videos are retained for three calendar years after a meeting per Library of Virginia Records Retention guidelines.) Mayor Kelly Burk: All right. I would like to call to order this January 26th, 2021, Town Council meeting. If anyone in the room needs hearing assistance, please see the Clerk. Council Member Fox will be doing the Invocation, followed by Council Member Bagdasarian, will do the Pledge of Allegiance. Please, Miss Fox, lead us in the Invocation? Council Member Suzanne Fox: Sure. Our Father in heaven, we're grateful for this day, and for all Thy blessings. We ask to get this time to look upon us, and bless us with Thy grace, as we go forth and do the work of this Town. We ask Thee, that those who are sick, and those who are suffering otherwise, would have some relief, and we ask that they would come back to us, and in full health. We say these things in Thy name, Amen. Mayor Burk: Thank you. Please join us in the Pledge. Everyone: I Pledge Allegiance to the Flag of the United States of America, and to the Republic for which it stands, one Nation under God, indivisible, with liberty and justice for all. Mayor Burk: At this point, I need a motion to allow Council Member Steinberg, and Vice Mayor Martinez, to electronically participate in the January 26th, 2021, Town Council meeting. Council Member Zach Cummings: So moved. Mayor Burk: So moved by Council Member Cummings. Is there a second? Council Member Kari Nacy: Second. Mayor Burk: Seconded by Council Member Nacy. All in favor, indicate by saying aye. Council Members: Aye. Mayor Burk: Opposed? So that is five, zero, two. Gentleman, you may now participate, and everyone is at the meeting tonight. I need a motion for work session, January 11th, 2021 minutes. Is there a motion? Vice Mayor Fernando “Marty” Martinez: So moved. Mayor Burk: So moved by Vice Mayor Martinez. Council Member Cummings: Second. Mayor Burk: Seconded by Council Member Cummings. All in favor, indicate by saying aye. Council Members: Aye. Mayor Burk: Opposed? That is seven, zero. Regular session minutes from January 12th. Vice Mayor Martinez: So moved. Mayor Burk: Moved by Vice Mayor Martinez. Second? Council Member Cummings: Second. 15 Item a. Page 2| January 26, 2021 Mayor Burk: Seconded by Council Member Cummings. All in favor? Council Members: Aye. Mayor Burk: Opposed? That passes seven, zero. Do I have a motion to adopt the meeting agenda? Council Member Cummings: So moved. Mayor Burk: So moved by Council Member Cummings. Vice Mayor Martinez: So moved. Mayor Burk: Second? Council Member Ara Bagdasarian: Second. Mayor Burk: Seconded by Council Member Bagdasarian. Is there anything that anybody wants amended or deleted? All in favor, indicate by saying aye. Members: Aye. Mayor Burk: Opposed? All right. We have a certificate-- Christopher Spera: Madam Mayor [inaudible]. Mayor Burk: Okay, is that the thing you sent me to that we have to do? Christopher Spera: Yes. Mayor Burk: Okay. Mayor Burk: Sorry, I didn't-- Could I have a copy of it? Christopher Spera: Yes. Mayor Burk: I'm sorry. [laughs] I thought we did it at the time, I didn't realize we would need to do it now. Christopher Spera: [inaudible]. Mayor Burk: Okay. All right. I will read this, if no one has any objections, we'll proceed with it. There is a pandemic relief financial poverty plan that was supposed to be discussed at last night's work session, and would have potentially have been on tonight's agenda. The weather related cancellation of the work session prevented that from happening. Mr. Cummings has asked that we add the item to this evening's agenda for legislative action in the form of a resolution. In order to do that, we would have to unanimously pass a motion to suspend the procedural rules for the purpose of adding the proposed pandemic relief financial recovery plan pursuant to rule nine of Council rules of procedures. So, do I have a motion that we suspend the rules and it must be unanimous? Council Member Neil Steinberg: So moved. Vice Mayor Martinez: Second. Mayor Burk: So moved by Council Member Steinberg, seconded by Vice Mayor Martinez. Is there any objections? All in favor, indicate by saying aye. Council Members: Aye. 16 Item a. Page 3| January 26, 2021 Mayor Burk: Opposed? Okay, the suspension applies and that will be put on our meeting agenda. Christopher Spera: It's at number 13, E, I believe. Mayor Burk: Right. Thank you, appreciate the help there. Christopher Spera: Thank you, Madam Mayor. Mayor Burk: [chuckles] All right, we have Certificates of Recognition and I will read them for the record, but they are-- no one is here to collect them today, so we have been sending them to people rather than have them come into the meeting. This proclamation is for a National Mentoring Month. Eileen Boeing: [inaudible] Mayor Burk: Pardon me? Oh, of the work group, you want that first, okay. Sorry. I see two. Isn't there a third one? There should be three. Eileen Boeing: It's the certificates. [inaudible] Mayor Burk: Oops, [unintelligible] Eileen Boeing: It’s the red one. It’s the red folder. Mayor Burk: It's in the red folder? Oh, okay. Thank you. All right. These are Certificates of Recognition and are some of these people here tonight? No, they're not either. We are giving out a Certificate of Recognition to Teresa Minchew for dedication and service to the Board of Architectural Review and Planning Commission H-2 Work Group from February 2017 to December 2020. We are also recognizing Gigi Robinson for dedicated service to the Board of Architectural Review and Planning Commission H2 Work Group from February 2017 to December 2020. We are also recognizing Dale Goodson for his dedication and service to the Board of Architectural Review and Planning Commission H2 Work Group, and Richard Koochagian for his dedication and service to the Board of Architectural Review and Planning Commission for the H2 Work Group. These will be sent to the individuals and we want to thank them very much for their work. It has been an ongoing process and they have most certainly been very intricate to our work that we're doing now on our Town plans, so thank you very much for all of your work, and all the dedication you put in to making this a very good document that we can use in the future. Okay. Now, [chuckles] now, we have presentations and proclamations. I started with the Mentoring, so I'll finish that. National Mentoring Month is January 2021. Whereas January 2021 marks the 19th anniversary of the National Mentoring Month, an annual campaign to focus attention on the need for mentors who help ensure positive outcomes for our young people, and whereas Leesburg's R.O.C.K, R-O-C-K program, and the Leesburg Police Department's school resource officers make our community stronger by developing and sustaining meaningful relationships that provide invaluable support networks for our young people, particularly at-risk young people. Whereas during the COVID-19 pandemic mentoring programs have stepped up to fill the gap for young people and families, connecting them with the resources and ensuring that mentoring relationships continue virtually to ensure that physical distancing does not mean social disconnection. Whereas mentoring plays a pivotal role in the career exploration and support workplace skill, helping young people to set career goals, equipping mentors with the skills needed to support the professional growth of young people and drive the positive outcome for young people and businesses. Whereas quality mentoring promotes healthy relationships and communications, positive self-esteem, emotional well-being, and growth of a young person and their relationships with adults, and whereas youth who meet regularly with a mentor are less likely to skip school, start using drugs, or start drinking alcohol, and are more likely to go to college than their peers who do not have a mentor. 17 Item a. Page 4| January 26, 2021 Therefore, the Mayor and the Council of the Town of Leesburg, Virginia do hereby proclaim that January 2021 is a National Mentoring Month in the Town of Leesburg and urge all Leesburg residents to celebrate, elevate and encourage mentoring of our young people. I'm going to send that over to you to start signing. Thank you. The next one is Eagle Scout William Murphy. Whereas attaining the rate of Eagle Scout is the pinnacle of a scouting experience, and whereas William Murphy achieved his Eagle Scout rank by constructing a trailhead kiosk at Ida Lee Park for one and two-mile interior loop trails. The kiosk includes an all- weather aerial map of the surrounding area with distance markers superimposed on the map. The project also included restoring the distance markers along one and two-mile trails. Whereas Mr. Murphy led Troop #1910 with the mounting of the kiosk and repurposing the mile markers, they secured materials and built the structure out of pressure-treated lumber and galvanized hardware. All scheduling and coordinating of logistics concerning the attachment of the kiosk to the wall was managed by William Murphy, therefore, proclaimed that the Mayor and the Council of the Town of Leesburg in Virginia hereby congratulate William Murphy for his determination and commitment to achieve the rank of Eagle Scout. Proclaimed the 26th day of January, 2021. [unintelligible] Then the next one is for a Girl Scout Troop. This is in recognition of Girl Scout Troop #2718. Whereas Girl Scout Troop #2718 needed to complete a community project in order to receive their Silver Award. Whereas throughout the Town of Leesburg, the Town of Leesburg’s Memorial tree program Girl Scouts Troop #2718 planted a blue Atlas spruce cedar in Georgetown park to create a memorial for those lost to the COVID-19 pandemic, and in gratitude for the health care workers who put themselves at risk. Whereas Luck Stone generously donated a large granite boulder to sit on and reflect. The plaque will also be placed at the memorial that reads, “This tree was planted in memory of those who were lost during the COVID-19 pandemic, and in gratitude for the heroes that emerged.” Therefore proclaim that Mayor and the Council of the Town of Leesburg Virginia hereby recognize Girl Scout Troop #2718 and their troop leader Tara Holt for their thoughtful and considerate idea and congratulate them for receiving their silver award. All those will get them in the mail. It’s great that we've got the Boy Scouts and the Girl Scouts doing things for the Town. That's wonderful. All right. We don't have any presentations for tonight. Does anybody have any Regional Commission reports? I have been continuing to meet with the Northern Virginia Regional Commission by Zoom every week, by Zoom or by phone every week, and I have been sharing the information with you, and the most recent is concerning the COVID and Inova Fairfax has canceled all of their appointments because of a shortage. So, the vaccine is a major issue for all localities and we're trying to work with the governor to try to get some. It just announced tonight that Virginia is receiving more of the vaccine than was scheduled. That was really good news. The next part is our petitioners, and the petitioners I need to read, one of the first orders of business is to hear from the public. All members of the public are welcome to address the County on any item, matter, or issue. Please identify yourself, and if comfortable doing so, give your address for the taped record. Any public speaker will be requested to state their name and spell it for the purpose of closed captioning. In the interest of fairness, we also ask that you observe the five-minute time limit. For those participating in person or on WebEx, the green light on the timer will turn yellow at the end of four minutes, indicating that you have one minute remaining, at that time, we would appreciate your summing up and yielding the floor when the bell indicates your time has expired. For those participating on the phone, you will hear a bell when your time is up. Under the Rules of Order adopted by this Council, the five-minute time limit applies to all. Council is now able to hear from members of the public remotely. Once we have heard from everyone present in the room, we will hear from members of the public on the phone or WebEx. The first person we have to speak tonight is Mr. Mike McLister. Mike McLister: Good evening. Can this go down? Mayor Burk: We'd rather you not. 18 Item a. Page 5| January 26, 2021 Mike McLister: Okay, I was just asking. Mayor Burk: Somewhat people use those mikes after you. So, that’s why you-- Mike McLister: Okay, it’s fine. I'm basically here to clear up, last time we were here, it was late October. We had a very confusing work session for following the rules of the work session, I was not allowed to speak. We had some miscommunications and misunderstanding. It was embarrassing for both me and the Council and I'd like to be able to use this opportunity to clear that out. Now that new Council is seated, congratulations, congratulations, congratulations. In June and July, the pandemic was raging, still is, and we were trying to figure out both local business people and staff are there ways to increase revenue in Leesburg during the pandemic, and yes, there is, yes, there were. COVID has changed us. We had revenues declining, businesses closing, furloughs, meals being fed to people who are out of work. Every little bit helps, but the ways to increase Town revenues and help our smaller business provide affordable places to live for low to mid incomes was by re-purposing some properties that were vacant, and look at live work environments that are happening in Fairfax County and all across the country. Although it's expensive to do, it's easy to do for Leesburg, and according to Leesburg Town Planners and Zone staff, if you look at it, they really require little to no regulation changes. The new normal was for citizens to live and work from home. We all do it, and it's not changing, and we should capture that here in Leesburg. After emailing idea to Town Council and staff, with example, I was asked to participate, I was asked to participate. I was, on a Zoom call. The concept was well received by Director of Zoning, Zoning staff, Chris was there, that this was something to explore. I was also called and told that there was a five, zero vote and I needed to present a five-minute presentation on the concept of how do we increase revenues in Town, help small businesses help low, low to mid income. The idea was conceptual. It didn't pertain to my properties at all. It was conceptual. We're always looking out for the good of the Town. The night of the work session, I saw how it was supposed to be presented, and it was presented that I was proposing building changes and proposing units. Obviously, that was misguided, it upset the Council. I didn't propose anything. There was no proposal for me. I've been through this numerous times, I understand what the process is. However, if we go back and we look at this, this is something to think about, the Town gains revenues, property taxes rise, meal taxes, consumption taxes rise, BPOL taxes rise. We help affordable places for people to live and work, which they're doing now. As I mentioned, I was not allowed to speak, otherwise I would have ended the session at the time, because it was too confusing. In conclusion, with the intent earlier in the summer with business and staff working together in a public private partnership, the idea was to explore ideas to increase revenues, via property taxes, consumption BPOL taxes. It'll also stop vacancy rates. Most of these are already zoned to be able to do this. I'm sorry, it came off the way it did. Nobody's opposed to taking a look at properties and taking a look at the vacancy rates and going through the proper channels, but it also is nice before people have to outlay money like I had to do today, is to get a nod from leadership that we would like to explore some of these. Live work arrangements are not going away. Corporations are encouraging them, and we should take a look at that as well. Any questions? Mayor Burk: Thank you, Mr. McAllister. Mike McLister: Thank you for the time. Mayor Burk: I’m sure that we will be back in touch with you to follow up. Mike McLister: Thank you, ma'am. Mayor Burk: [unintelligible] today. Mike McLister: We’ll talk soon. 19 Item a. Page 6| January 26, 2021 Mayor Burk: Thank you. All right. There was nobody else on the list. Is there anybody in the audience that would like to speak at this time that didn't sign up? No, okay. Do we have anybody on WebEx? Keith Markel: Madam Mayor, we have three participants from the public who have joined this evening by WebEx. Callers, I'm going to unmute you, one by one, to allow you to speak. When you're unmuted, you will hear the tone, and that will be your signal to make your remarks. You will have five minutes each. I'm going to start with Ms. Kumar. As soon as you hear the tone, please state your name and spell your name for the record and address for closed captioning, and I’m unmuting you now. Anjali Kumar: Hi, my name is Anjali Kumar, I’m here in support for CJ3 Foundation, and I'm just wanting to stay up to date and current with our board meeting for today. Mayor Burk: Ms. Kumar, could you please spell your name? Anjali Kumar: Sure. A-N-J-A-L-I. Mayor Burk: Did you have any comments that you wanted to make tonight? Anjali Kumar: No, Ma'am. Mayor Burk: Oh, okay. Well, thank you very much for attending. Okay. Thank you. Keith Markel: Madam Mayor, our next speaker will be Mr. Thomas. Mr. Thomas, I'm unmuting you now. [silence] Mr. Thomas? [silence] All right, Madam Mayor, I'll move on to our next participant, Mr. Morris. I'll unmute you now. Mr. Morris, you may go ahead. [silence] All right. With no further members participating by WebEx, that's all that we have for petitioners. Mayor Burk: Are we sure that it's working? Eileen Boeing: Mr. Thomas looks like he unmuted himself, so we should probably try Mr. Thomas one more time. Mayor Burk: Okay. Mr. Thomas, could you-- are you-- Eric Thomas: Are you able to hear me? Mayor Burk: Yes, we can hear you. Eric Thomas: Hi, how you doing? My name is Eric Thomas, 301 Shiloh Place Southeast, Leesburg, Virginia. I'm the Director and Founder of the CJ3 foundation. We serve United States military service members, veterans, disabled veterans, law enforcement, fire and emergency first responders, basically are our nation's wounded heroes. We're a charity, a 501(c)(3) public charity here out of Leesburg, Virginia. One of the big things we do is we provide service dogs and mental health and wellness to our wounded heroes. One of our requests was, I'd asked the Mayor if she would participate in one of our video sessions with our recipients, I guess it fell on deaf ears. I appreciate the fact that Congresswoman Wexton participated in and was a part of that. Just want to let you know I'm here operating out of your area and doing good 20 Item a. Page 7| January 26, 2021 things for our wounded heroes and I'm all about partnership and trying to get the local leadership involved. That's all I got. Thank you. Mayor Burk: Mr. Thomas, thank you for what you do and I am sorry, I'm not aware of any email that came to me, if you'd like to resend it, or if we could arrange something else, I would be happy to attend. I'm sure it was a very exciting event and I'm disappointed that I wasn't aware of it, but please know that it didn't go on deaf ears. It just didn't get to my ears. Eric Thomas: Yes, Ma'am. Mayor Burk: If there's anything in the future that I can help with, please let me know. Eric Thomas: I will. Thank you. Mayor Burk: Thank you for calling in tonight. Is Mr. Morris sign back up, or? Keith Markel: I have unmuted Mr. Morris now, if you're available. Jared Morris: Yes, I was going to let you know that I am here just prominent, and addressing any questions you may have regarding the Lumos Networks license agreement that’s on the consent agenda. Mayor Burk: Okay, thank you. All right. Is there anybody else in the audience that would like to speak, but didn't get a chance? In that case, I will close the petitioners section. We will move to the approval of the consent agenda. I will read out the items, and afterwards, if any Council Member wants anything removed, I will ask and we will deal with that separately. 12A, is the appointment to the Economic Development Commission. This does not say whose it is, or who it is. Which one is-- Let me see if I can get this, if I get my computer to work here. We are appointing-- Christopher Spera: Madam Mayor, that's Britta Neil, is the Economic Development Commission appointment. Mayor Burk: Okay, Britta Neil. Christopher Spera: Yes, Ma’am. Mayor Burk: That one is to appoint Britta Neil. We have an appointment to the Board of Architectural Review. Christopher Spera: Madam Mayor, that is Helen Aikman. Mayor Burk: Helen Aikman. Thank you very much. Amendment to the Right-of-Way license agreement for Lumos Network Incorporated for the installation of the telecommunications facilities serving Loudoun County Government. This is authorizing the Town Manager to execute a second amendment to the Right-of-Way, license agreement between the Town of Leesburg and Lumos Network Inc. For telecommunication's facility serving Loudoun County Government. D is the third amendment to the Carr Tank, number two, antenna lease agreement with T-Mobile. Authorizing a third agreement to the lease agreement with T-Mobile Northeast LLC for telecommunications antenna on the Town water tower, located at 550 Fort Evans Road, Northeast Leesburg. Next is, Town-wide safety health environmental service contract to Aerosol Monitoring & Analysis Incorporated. F is the roof repair and modification of the water treatment plant, awarding a construction contract for the water treatment plant, roof repair modifications. G is the update of operations and maintenance documents for Water Pollution Control Facility, approving a task order for the update of operation and maintenance documents for the water pollution control facility to Stantec in the amount of $101,000. H is the change order for the inspection support utilities, approving a change order for the task order of utility, Right-of-Way permit, onsite development, 21 Item a. Page 8| January 26, 2021 and utility project, inspection service to WRA in the amount of $149,998.77. Do I have anybody that wants anything removed? Vice Mayor Martinez: So moved. Council Member Fox: I do, Madam Mayor. Mayor Burk: Pardon me? Council Member Fox: I'd like to remove two items. Mayor Burk: 2A? Council Member Fox: No, 12C, as in cat, and then 12G, as in girl. Mayor Burk: 12C, as in cat, and 12G? Council Member Fox: Yes. Mayor Burk: Okay. Do we have a motion to accept other items? Vice Mayor Martinez: So moved. Council Member Steinberg: Second. Mayor Burk: Vice Mayor Martinez, seconded by Council Member Steinberg. All in favor, indicate by saying aye. Council Members: Aye. Mayor Burk: Opposed? All right. That passes seven, zero. All right. C, the amendment to the Right-of- Way license agreement for Lumos Network Incorporated for installation of telecommunications facility serving Loudoun County Government. You pulled this Miss Fox? Council Member Fox: I did. I had a couple of questions. At the background, says this project would connect 110 County government facilities, so this is a project for the County government. I looked at the work plan impact and also our fiscal impact, and it says that it looks like we're going to need some overtime. I'm just wondering why our staff is in charge of that overtime, number one, and it says up in the fiscal impact, that right now we have a revenue from this particular accommodation right now as less than $50 per year. I'd like to know with this connection of 110 County government facilities, what should that be going up to? I just want to see, is this can be cost-neutral for us? Christopher Spera: Am I answering that? I guess I'm answering that. Okay. Miss Fox, here is what I understand. That the cable needs to run through our Right-of-Way to get to the County facility, because this is not for voice communications but it is limited exclusively to data communications. We are limited by State law as to what we can charge and what compensation we can get for this so that is what keeps the revenue down. We cannot legally charge more. I know there has been some thought and perhaps this is something that we need to add to the legislative agenda to try and petition the State to change that but that's why our revenue is as low as it is. It is statutorily limited by the State. Council Member Fox: You're saying that whatever comes in from this new 45 miles of wire that's going in, the revenue would not really rise that much? Christopher Spera: The way that the State Code is set up, because it's not voice communications, yes. We are unable to generate a significant amount of income from it. 22 Item a. Page 9| January 26, 2021 Council Member Fox: And because the 45 miles is going within our Town limits, that's why our staff needs to be doing it overtime for inspections and things like that? Christopher Spera: For the portion that is within the Town, yes ma’am. Council Member Fox: Can I ask if this is a project to do for the County, why are County funds being used for this? Christopher Spera: Dentler, do you have any thoughts on that? I have no idea. I honestly do not know. This was an existing license agreement. As my understanding we're amending it to allow them to lay some additional cable. I do not think that that was something that was negotiated this time around. It's an amendment to an existing agreement. Council Member Fox: That’s a sweet deal. Thank you for that. Those were the only questions I had on that. Then let me get to-- Mayor Burk: Would you like to make a motion to pass that? Council Member Fox: No, I would like to make a motion to deny that actually. [laughs] Mayor Burk: Would you like to make a motion, okay. Council Member Fox: That would be my motion. Mayor Burk: Council Member Fox has removed this and wants to make a motion to deny the amendment of the right-of-way lines agreement. Didn't we have somebody on the line that was from that company? Wasn't that Mr. Morris? Keith Markel: Yes, Madam Mayor. We do have Mr. Morris and Ms. McDermott online and they are unmuted and ready to answer any questions if you have any for them. Mayor Burk: Miss Fox just had a couple of questions. Would you [crosstalk]-- Council Member Fox: Yes, I just asked them. I guess one of the biggest questions is Town staff, do you need the Town staff to take care of the night work, and number two, if this is a County project, because it specifically says this project would connect 110 County government facilities, why is this not a County project and the Town? I understand it runs within Town but why is this not being funded by the County? Vice Mayor Martinez: Madam Mayor, this is Marty Martinez. Mayor Burk: Yes. Vice Mayor Martinez: Do we not have to have a second to the resolution before we start discussing it? Mayor Burk: Okay. Do we have a second to Miss Fox's motion? Council Member Bagdasarian: I’ll second. Mayor Burk: Okay. Council Member Bagdasarian, thank you. All right. Gentlemen, can you answer her questions. Do you by chance know? Mary McDermott: Yes. Excuse me. This is Mary McDermott, and I’m a general counsel of Lumos Networks, Segra. In my mind, the question of the overtime is separate from the license agreement. The license agreement will allow us to seek the permits that we would need to do-- it’s a relatively limited amount of the 45 miles that’s within Leesburg. 23 Item a. Page 10| January 26, 2021 This is a bit of a follow on to the project that we did for the Loudoun County Public Schools last year. I would believe that as we go for the permitting, that will be a time when we absolutely would discuss any costs that this specific field is causing, and we'll be happy reimburse those. It seems like what you have for you now is just the ability for us to then go ahead and apply for the permits. We certainly don't want to affix cost burden on Leesburg for that permit. Mayor Burk: Did I understand you to say that you would reimburse the Town? Mary McDermott: Well, what I was saying is that we certainly, as part of the permitting process, yes, we would talk with the Town, Calvin and others, and if appropriate, for sure reimburse on a cost basis overtime or other costs you incur because of this build, yes. Council Member Fox: Okay, thank you for that. I just-- I'm glad you said that because in our staff report, it says these costs to the Town are not reimbursable, but you're saying they are. Mary McDermott: Well, it might be that it says not reimbursable because the permitting process or the regulations around that might say something about what is reimbursable, but certainly, we can do a couple of things. One is to talk with the permitting folks and the engineering folks about when and how we can do the build to minimize their concerns, and certainly we’d be open to reimbursing for overtime cost because we're doing the build. Council Member Fox: Okay then, if that's the case, I withdraw my motion. Mayor Burk: Are you okay with the-- All right. We still need a motion. [laughs] Council Member Cummings: [unintelligible] a motion to approve. Council Member Fox: Oh, okay, so, I'll go ahead and make a motion to approve. Mayor Burk: Okay. Council Member Fox makes the motion to approve, Council Member Bagdasarian makes a second. All in favor, indicate by saying aye. Council Members: Aye. Mayor Burk: Opposed? That passes seven, zero. Now, update, the next one was G, update of operations and maintenance document for water pollution control facility. Council Member Fox: Yes, I'm trying to get there, one second, sorry. Okay, item G. My question on this were similar, they were fiscal in nature. Let's see. I took a look at the scope of work for what is being asked for $101,000. It looks like it is basically doing some meetings and writing out some documents using existing formats and templates that the Town already has. I'm wondering, I took a look at deliverables, I'm wondering, is this standard for $101,000, it does-- it just looks like they're modifying a few documents, is this standard? Mayor Burk: Amy, would you like to- I mean, Miss Wyks, would you like to respond? Amy Wyks: Good evening Madam Mayor, Members of Council. The manuals are extensive, they're not just a few documents. So the manuals are probably two to three bookshelves worth and it's everything related to the different treatment processes at the wastewater facility. There's multiple equipment and there's multiple processes, and all of those processes have standard operating procedures, we must meet everything related to Virginia Department of Environmental Quality. The reason for this update and the reason we've asked our engineering consultants to support us is that during the inspection that was done by DEQ late in 2020, it was notified or they notified us of the need to update those, and based on the timeline that we have to do those, we do need outside engineering consultants support in order to meet the deadline and not have a violation with DEQ. Council Member Fox: Okay. When I see the document updates, it says 23 files and then 32 drawing files, so that constitutes the bookshelves of what you're talking about? 24 Item a. Page 11| January 26, 2021 Amy Wyks: Correct. Council Member Fox: Okay. Thank you. Mayor Burk: Did that answer all your questions- Council Member Fox: Yes. Mayor Burk: - to your satisfaction? All right. We need a motion to approve. Somebody. Vice Mayor Martinez: Moved. Mayor Burk: Okay. Vice Mayor Martinez, seconded by Council Member Cummings, all in favor, indicate by saying aye. Members: Aye. Mayor Burk: Opposed. Council Member Fox: Nay. Mayor Burk: That's six, one. All right. That takes us to resolutions, ordinances, and motions. The first resolution is an update of previously approved initiation of zoning, ordinance, text amendment to the Planning Development-Commercial, Center-Small Regional Center, PD-CC-SE district to allow gas pumps in associated convenience store or kiosks, as by right uses. Who is addressing this one? Susan Berry Hill: Madam Mayor, I have nothing to add to tonight in terms of a presentation. This is just to amend a previously approved initiation to add the sales facility along with the gas pumps as by right uses. Mayor Burk: Right. We already approved the gas pumps. Susan Berry Hill: Yes. Mayor Burk: This is just to also approve a small convenience store or kiosk. Susan Berry Hill: In association with those. It's like a, typically, a small kiosk that accompanies the gas pumps. Again, this is an initiation to amend the zoning ordinance to do this. Mayor Burk: We're initiating. We are not voting for it at this point. We are initiating it. Susan Berry Hill: Correct. Mayor Burk: Do we have a motion to initiate this? Vice Mayor Martinez: So moved. Mayor Burk: Vice Mayor Martinez. Council Member Steinberg: Second. Mayor Burk: Seconded by Council Member Steinberg. All in favor, indicate by saying aye. Council Members: Aye. Mayor Burk: Opposed? That's seven, zero. The next one is a motion to approve a Proclamation of Recognition for the Honorable Fredrick R. Howard. I will move that. Vice Mayor Martinez: Second. 25 Item a. Page 12| January 26, 2021 Mayor Burk: Seconded by Vice Mayor Martinez. All in favor? Council Members: Aye. Mayor Burk: Opposed? That's seven, zero. A motion to approve a proclamation recognizing the Reverend Deborah Dodson Parsons from the Leesburg Presbyterian Church. She is moving and I would like to recognize her. I will move that. Is there a second? Council Member Bagdasarian: Second. Vice Mayor Martinez: Second. Mayor Burk: Seconded by Council Member Bagdasarian. All in favor, indicate by saying aye. Council Members: Aye. Mayor Burk: Opposed? All right, thank you. The number D is we need to move to postpone the Council's planning retreat that was previously confirmed for January 30th, 2021 for the Town resolution 2021-014 to a date to be determined later by the Council. Do I have a motion for that? Vice Mayor Martinez: So moved. Mayor Burk: Vice Mayor Martinez. Second? Council Member Steinberg: Second. Mayor Burk: Council Member Steinberg. Any discussion on this? All in favor, indicate by saying aye. Council Members: Aye. Mayor Burk: Seven, zero. All right. The next one is the Pandemic Business Assistance Recovery Plan. Should that have your name on it, Mr. Cummings? This is being presented by you. All right. Kaj Dentler: Yes, Madam Mayor, the staff really is here to address questions of Mr. Cumming's proposal, so, we'll stand by and answer all questions that you may have and give some input. Mayor Burk: What I would like to do, if I could get-- If I don't have anybody object, I would like to treat this like we did at the-- if it were a work session, which means that we would have five minutes to speak, everybody would have their turn. After everybody has spoken, there could be another three minutes if anybody has additional questions or another three minutes after that after everyone has spoken. Does anybody object if we follow those procedures for this one item? All right, then we will move forward. Mr. Cummings, you have put forward a Pandemic Business Assistance and Recovery Plan. Do you have anything you want to say towards it at this point? Council Member Cummings: Sure, thank you. Thank you to my fellow Council Members for allowing us to add this to the agenda tonight. I think we're all aware that we're still battling the coronavirus and still dealing with the effects on our economy and our small businesses because of the way we have to battle this deadly disease. Really, the biggest point of my plan here is to invest in 31% of our revenue creators, which is our meals and beverage tax, our sales and use tax, our BPOL fees. My hope is that we can quickly push to get some relief to our businesses directly through grants, but also through some other options that are laid out in the plan. Then, also look to put some money aside for the recovery phase. I was listening to some of the economists in the morning TV shows talking this morning and there's a lot of talk about the last half of 2021, beginning in the summer. Once more vaccines are given out, folks are going to be ready to go spend some money, and we want to make sure as many of our businesses that are operating today and were operating at the end of the 26 Item a. Page 13| January 26, 2021 year last year are ready to go when that time comes, because it's good for them and it's good for our citizens, but it's also good for our revenue. Again, I'm just looking at this plan as an opportunity for us as a Council to invest in our businesses and invest in this 31% of our revenue now to ensure that when the economy gets back and we beat back this virus, that we can continue to bring in revenue. I'm open to hear, I'm open to a lot of input from everybody, and just think we could have a great discussion and put something together, and move forward to help our businesses. Mayor Burk: All right. Ms. Fox. Council Member Fox: I think it's a great idea. I've got a few questions for staff about this. Since last year, the remainder of the CARES Act money was absorbed into this coming year's general fund, I suppose, under the police. I'm just trying to figure out or trying to ascertain what's the impact going to be on the upcoming budget should we allocate some money right now for this purpose? Kaj Dentler: We are, in talking with Mr. Cummings, my comfort zone has certainly been for our financial position not to use more than 500,000, however, I can support up to a million. I've built the proposed '22 budget with that reference. As long as we don't go over a million, we'll be okay for the short term. Now, part of my job is to look short term and long term. Depending upon how the economy recovers and our revenues recover with that, and any additional revenue sources down the road, in the use of a million, we don't anticipate will be an impact to us. If the economy doesn't recover quickly and new revenue sources don't come about, some of which we've talked about, then we may have challenges in the few years where there may even have to be a tax rate that you have to seriously consider. The short story is, if you use a million or less, we're okay in the short term, and we hope that things optimistically recover. I'm comfortable with that. Obviously, as I told Mr. Cummings right off the bat, my preference is always to go lower, but I understand the need, so I can support that, but in '22, we're certainly fine. Council Member Fox: Okay. That was probably my biggest question. There are other ways I feel like we can support businesses. I've had a few and I've talked to you about a few folks, especially one come to me and say, "I feel like sometimes staff says we need to do something and it's very financially burdensome for them to be talked to by the Town about a certain issue, maybe about a parking lot or something like that." Is there any relief for businesses in this sense? It seems we're buckling down on some regulation when we might not want to be so stringent? Kaj Dentler: Well, I'm not sure. I know you mentioned one to me before, and we've looked into that. Usually, there's a lot of story behind the scenes that doesn't always forward. The Town certainly does have a lot of regulations, it's not unusual for local government. One of the things that we should be considering is a total rewrite of our zoning ordinance, which improves those regulations and reduces those, but that's an expensive endeavor and takes time, but it's a bold step to do that. Certainly, during the pandemic, we have loosened up a lot of our regulations. Some of the cases that I'm aware of have started before COVID and ownership has changed and people knew what they needed to do, but then once they got to it, they didn't want to do it. So, short story, often, there's a lot more to the story than what may come to the surface, but we will work with any business to help with those regulations. We're certainly aware of that, and we've done that in a lot of cases. Council Member Fox: Okay. Yes. I do realize that a lot of regulators have been loosened. I've just been hearing from some where they feel they've been tightened a little bit on them, so, I'm just wondering why that disconnect. That's all. Okay. Thanks. That's it. Mayor Burk: Mr. Bagdasarian. Council Member Bagdasarian: Sure. No comment. No, of course not. No, no, no. Actually this is very important, obviously. Like Mr. Cummings mentioned, there's really two phases to this effort. The first is the emergency aid to those businesses that are disproportionately affected by the pandemic. Things that are beyond their control, and it is an investment in the long-term future, and their employers, and their families. 27 Item a. Page 14| January 26, 2021 The second part, which I think is equally as important is really being proactive and anticipating the recovery phase. There is a light at the end of the tunnel right now with the vaccine, which is a very different place than we were when the initial CARES Act came through. I think what's important is to emphasize is the direction to the EDC, we have the chairman here to organize input from the businesses, and what can the Town do to best help support them during this process, we don't have all the answers up here. It's really understanding that the true needs, what obstacles are there that may prevent a strong recovery, because the objective is to come out of this pandemic even stronger than we were beforehand. I think that if the Town working with the private sector and the business community can work together and identify those opportunities and creating an environment that really would cultivate a very strong and successful recovery. I think having those funds put aside for that, we don't know what the investment will actually be, I understand the financial aspect of it, but just to have that available to apply where it makes most sense based on the needs and the challenges of the business community. Mayor Burk: All right. Ms. Nacy? Council Member Nacy: I don't really have anything specific other than just to say. I definitely understand the fiscal impact. I do think that it's one of those things where we need to get this money into the hands of our businesses so that we can ensure that not only they stay in business right now, but down the road too, as Zach was saying, to continue to bring that revenue to the Town because we'll be in a worse state, I think, in a couple of years, if we lose half of our downtown businesses because we weren't able to help them. I think this is a great, really well laid out plan and I'm excited to get some help to our businesses. Mayor Burk: Mr. Steinberg? Council Member Steinberg: Thank you. Sorry. It took me a second to find my unmute button. This plan has some very interesting aspects to it. I do have a couple of questions and a couple of comments. For the Town Manager, what is the current deficit we have now in our current budget? Kaj Dentler: Jason you want to address it. Mayor Burk: Mr. Cournoyer is coming up to answer your question, Mr. Steinberg. Council Member Steinberg: Okay. There you go. Jason Cournoyer: Thank you. Good evening. We do have some talking points that we can go through later, but the current projected revenue shortfall, it's about $5.2 million, about 8% of the budget. Council Member Steinberg: Overall? Mayor Burk: Overall, yes. Jason Cournoyer: Yes, sorry, for the general fund overall, about 8% decrease, 5.2 million. Council Member Steinberg: Okay, and so-- Mayor Burk: Excuse me, Mr. Steinberg. You said you had talking points? Jason Cournoyer: I do. It was going to be on the tail end, we were-- Kaj Dentler: Let me just clarify. The staff doesn't have a presentation. Last night, we had a presentation that we would have gone through because our normal work session discussion, but because you're doing we're in a different format tonight, we felt it's better if we just addressed your questions, but we're not coming to make a presentation tonight because we think it's better if we just address your specific questions type of thing. 28 Item a. Page 15| January 26, 2021 Mayor Burk: Okay, I may be coming back. Kaj Dentler: Whatever you need, we will go through, just let us know to help you make your decisions. Mayor Burk: Go ahead, Mr. Steinberg. Council Member Steinberg: Maybe before Jason goes away. Back in November, the Council agreed to redirect about, was it $3.9 million in CARES Act funds to cover safety personnel salaries, is that correct? Kaj Dentler: Right. Jason Cournoyer: Yes. Mayor Burk: Correct. Council Member Steinberg: Even with that, we still face up a budget shortfall of an excess of 5 million? Kaj Dentler: Right. You may recall when we started the ‘21 fiscal year, we were looking at really a projected $7, $8 million deficit, and that's been worked out, but we're still managing that deficit, some through the CARES, the reimbursement of the Police Department, we're able to do. We have a significant amount of management reductions that are still in place. We have over 30 positions that are vacant in the Town, over half of those are frozen. So, we're managing the deficit, we'll close the deficit. I'm not worried about that, but what you need to understand is that you have a lot of operations that aren't able to get done, so we're not out of the woods. The use of the approximately $1 million, we figure that into our calculations. We're comfortable that we'll be okay in the short term, and we we’ll close that deficit. Obviously, from one perspective, as the manager, we prefer not to use the money at all, the second perspective is what you're working with and we understand is there are other goals that you're trying to accomplish, so we can support that and we are supportive of up to a million. My preference again is a half a million, but that's a small detail. We're prepared for the use of the $1 million, but at the end of the fiscal year, one way or the other, we will clearly close the deficit and when I present the budget to you for ‘22 in two weeks, that budget will be presented on a balanced basis is which is what is required. Council Member Steinberg: Okay. Let me look at your figures and just be sure I understand. Had we had the financial report last night, is my understanding, we would have been able in a position to create a $2 million reserve fund based on the refinancing that we have done? Kaj Dentler: We are still doing that. We're still moving in that direction, and then we present, we'll talk about a revenue stabilization reserve that will use some of our carryover money that we've been able to-- savings from our restructuring of our debt, et cetera, that we're trying to position ourselves short and long-term so that if any economic downturns occur that we can't anticipate, we're better positioned to handle that hit than having to just strictly rip the budget apart in order to get through it. It's just a proactive measure, but we will still implement those regardless of the use of this $1 million that we're talking about tonight. Council Member Steinberg: Then the unassigned fund balance that we're looking at, is that because of the fact that we use the CARES Act funds and others that balances to a certain extent then replenished at this point, or am I mistaken on that? Kaj Dentler: Do you want to address that more specifically. Jason Cournoyer: I may have a follow-up question, but the unassigned fund balance from FY 2020 was the reallocation of existing reserves that became free as unassigned because of some management practices with encumbrances and things like that. We have a above 20% unassigned fund balance. We have met our fiscal policies for FY 2020. We have a plan to use of about a million of that and in order to balance the 2021 to address the existing revenue shortfall in 2021, the CARES 29 Item a. Page 16| January 26, 2021 reimbursement to Police personnel was reserved by Council. That is excluded from any unassigned fund balance. Council Member Steinberg: Okay. All right. Well, that clarifies that. Okay. Well, there are some aspects of the plan that are attractive, but there are a couple I have reservations on. We have already, through grants, funded purchases of tents and heaters. I'm not sure to what extent there would still be a demand for that. I'm not sure it's our position to fund additionally the SBDC since they are, in certain respects, better funded than we are and their job is to assist businesses within the Town to do exactly what Mr. Cummings is suggesting, including navigating through things like PPA and other COVID related items. I'd like to have a more complete discussion with Russell Seymour in how he sees the additional $500,000 to his budget would facilitate his job in trying to anticipate things we could do for future investment in Town businesses. That's a conversation I think we still need to have. That being said, if we feel that the $500,000 in grants to businesses would be helpful, and I could certainly support that, although, interestingly enough, we saw how difficult it was to give money away when we had millions and businesses didn't seem overly interested in certain respects. I think in the end, the one single factor that's going to start turning this around is people's comfort zone and their willingness to feel and rationale feel safe in returning to the businesses because, in the end, without customers, no matter how much we donate or grant to businesses, if they don't have people walking in the doors, in the end, it's extraordinarily short term. Hopefully, this virus turns around. Additionally, we don't know yet what to expect from the federal government and what the Biden proposal is going to yield. We would certainly expect something from that side, but anyway there's some attractive things about it. I'm sure this is a discussion that we're going to be continuing for a while. Thanks. Mayor Burk: Thank you, Mr. Steinberg. I think there's some really good things in this program. There's some things I, too, have issues with and I'll talk about in a minute. I already shared with you so that you know what they are. It's very important that we make sure that the public realizes that this money is not CARES money. This is our general fund money that is coming out to do this. We all know that the businesses are really struggling downtown and all over Town. Anything we can do to help them is a very important thing to do. Most certainly that's well worth our effort. I asked the staff to break up all of the components of this plan into individual bullets. The first one about closing King Street. I think that's a great idea. Fabulous. I would even support it longer, but this is a great start. I too have concerns about the $50,000 to businesses for tents and awnings and outdoor furniture and heaters. We already did that and they will be getting money. Why could they use the money that they're getting from the Town grant towards those if there's anything else they need? I would be reluctant to support that aspect of it. The small business development center. I don't know if, Mr. Byrd, you would like to come up because I do have some questions in regard to it. Giving the Small Business Development Center $25,000, you're funded by whom? Who pays for your budget? Eric Byrd: We are funded in part by the Federal government. We get almost half of our funding from the SBA as a grant. Then the remainder of our operating money comes from Loudoun County Economic Development. Mayor Burk: You get half from the Federal government and half from Loudoun County? Eric Byrd: Little less than half comes from the Federal government, yes. Mayor Burk: Do you get any State money? Eric Byrd: We get zero State money, correct. Mayor Burk: That's interesting. I didn't realize that. Have you recently hired? Eric Byrd: One thing that happened during the CARES Act is we were given temporary money from the Federal-- Through the CARES Act, we got temporary money. That money needed to be used by 30 Item a. Page 17| January 26, 2021 September of this year. We use that money to bring on additional part-time coaches, which we have used for the significant increase in businesses that have come to us for services. Mayor Burk: How long are they going to be employed? Eric Byrd: We have to spend that money by September this year. Mayor Burk: By September, okay. If we were to give you the $25,000, could you guarantee that it would only go to Leesburg, that it would only serve Leesburg businesses, only Leesburg? Eric Byrd: Unfortunately, we would not be able to guarantee that all of the dollars would only go specifically to coaching for Leesburg businesses because of the nature of the way our database works and things like that. However, what we would do is we would create a process on intake to encourage businesses from Leesburg and to track them sort of separately. We have an online scheduling system for clients. Then we wouldn't be able to track the use of the money as we are providing services to the client, specifically coaching. As an example, 25% of our businesses that we serve every year are from Leesburg. Part of what we would like to do with this money is to actually increase outreach. Actually, someone mentioned, I think it was Councilman Steinberg mentioned how difficult it was to get businesses to come forward for the grant. We do very little promotion of the service. We're regularly getting businesses that come to us that are surprised or even there, they didn't know about us. I think that was part of the intent of this is to promote this service more effectively to Leesburg Town businesses. Mayor Burk: You again can't guarantee that it will only go to Leesburg businesses? Eric Byrd: No, ma'am, that's not possible. Mayor Burk: Thank you. I appreciate that. Could staff explain to me what would be the impact of halting collection of penalty and associated fees for late payments for any business that is currently delinquent on any fee or taxes owed to the Town, as long as the business enters into a written payment plan? What would be the impact there? Anything? Nothing? Kaj Dentler: I couldn't hear you, so if you started off, my apologies. Mayor Burk: Sorry, I'm trying to yell. I was just asking, what would be the impact of halting collection of the penalties and associated fees for late payments? Kaj Dentler: I'm sorry. Mayor Burk: It's all right. Kaj Dentler: We do have concerns in that area that we understand the principle of that, obviously. We also have to remember that we have our own obligations. If a business isn't expected to pay and there's no penalty for not paying or trying, then there's no incentive either. It means the Town's not going to receive-- We have our own cash flow needs. What we do is when we work with our businesses and sometimes we figure those things out with them, but just to do a blanket waiver and suspension is really a disincentive for the business to come forward, and we have to chase hard to find that out. We have some concerns with that. We have our own cash flow needs that we need to be aware of. When we make presentations to the Council on what our revenue projections are and when we already suspended those in the past, it's very hard for Jason and his team to give you an honest answer because the money is coming in much later. We don't know if that business is going to be around tomorrow. We can't make accurate projections. Although the idea is solid, the reality is a little bit different. It's a lot better if we're able to work with the businesses directly and figure out a plan that works for them. We're able then to know exactly when the money's coming in, et cetera, versus just disappearing. That's our concern and if Clark Case, our Director of Finance was here, that's exactly what he would say probably in much stronger terms. We think we can work it out in a different way and we're actually 31 Item a. Page 18| January 26, 2021 very successful. Not uncommon connection to what the utilities does with people that get behind on their water rate bill. It's very similar, proactive approach. Mayor Burk: All right. Thank you. The earmark of the $500,000 to Economic Development budget, that one's going to take a longer discussion I'm afraid. I'm not sure what they would use it for. I'm not sure if $500,000 is what we should be spending at this point or proposing to spend. I do have some additional questions about that one. The breakdown, the $500,000 for the Leesburg business grants, I am 100% behind. I think that's a great idea. I think 30% is way too high a loss ratio. I think that would really discourage a lot of businesses. I would encourage it to move down much more dramatically to 10% or 15% but would take staff's suggestion on that. I don't know about the employees, the number of employees. Is that something that we readily keep track of? Would that be difficult? Would that be a hindrance to getting the money out? We want to get the money out. Zach made the really good point of getting this money out as quickly as possible. Would the full-time employee be an issue that would be difficult to pursue to follow up? Kaj Dentler: On that particular point, when we look at-- In essence, you've got a $1.1 million proposal, so if you take the $500,000, you're trying to move to business grants, we support that. We recommend that you use as limited categories as possible because you want to reduce the bureaucracy and the double-checking and the time it takes. In the CARES Act program and the processes that we use to create the application, review the applications, trust and verify, and on, and on, and on, and then get it to the EDA to cut the check, it took months. Our thought is that, take the $500,000, reduce your categories. Whatever category you choose in regards to revenue loss, put that burden on the owner that, "I certify that I lost X." That's on them, and then go with your gross receipts because that ties to our business, and then we know that you have a business, you're in good standing, et cetera. If you are behind, at least you've got a payment plan in place so that you're good. Then you move it and drop the requirement for a number of employees because we don't know. You could tell us 30 employees, you could tell us 10. How are we going to know? We'll never verify and it'll end up being that staff is chasing something that we can't figure out. Ultimately, the receiver is only losing time. Even once we get it through our system and approved, it's going to take about two weeks for the EDA to cut the check so that $500,000 is our recommendation, we support. Use limited categories, the staff can tell you their lessons learned of the categories we use. Use gross receipts, drop the number of employees, move the money fast type of thing. If they want to use it for tents and heaters or rent assistance or employees, whatever it is, that's on them. It's not on us, because we don't have the same restrictions as CARES does. Bottom line here is in closing is let's don't make it too bureaucratic because that's really what one of the problems with the CARES Act was. There's so much checks and balances that had to be done. I don't know if you want to ask staff now what they think their categories are or do you just want to continue your debate? I do think that Russell and Keith can give you their lessons learned of what we moved and what was successful, and help you find your sweet spot that you're looking for. Mayor Burk: All right. I think I've gone through most of my concerns. I missed Mr. Martinez, so I'm going to go back to him. I'm sorry, Marty. I think this is a good program. There's some adjusting we have to make, that's all. I would like to hear from Russell and Keith as to what they did learn. After Mr. Martinez speaks, maybe we could have them come up and just say a few words of their experience. Mr. Martinez. Vice Mayor Martinez: Yes, I would like to thank Mr. Cummings for coming forward and bringing this forward. I think it is essential. I think one of the things that we can't do is nitpick this to death and create a bureaucracy that's going to hamper what we're doing. I have no problem with any of the suggestions. The only comment I have is the earmark $500,000 to the Economic Development budget for economic recovery. I have no problem sending that $500,000 aside, but my concern is making sure that we get feedback in a timely manner on exactly how that can impact our Town and how better we can do it. I also would like to make sure we have a timeline because I don't want to sit here and talk about this earmark for two months before we finally get a plan to move it forward. I would like to see us moving 32 Item a. Page 19| January 26, 2021 that plan and getting feedback back on it within anywhere between 2 weeks to 30 days to make sure that we can act on this in a timely manner because our businesses cannot afford the waiting. I also have no problem with the $500,000 grant. I do agree with the Town Manager. I really don't care what they're using it for. They know better where to put the money to help them. I would like to strike that idea about giving them reasons on how to or give them conditions on how to spend the money. I think that if they've lost money, they need to find ways to get it back, and they are better suited to do that than I am or any of us. I also believe that most of what we're talking about are small businesses within Town, and a lot of their survival is-- There's noise being made in the background. I cannot hear well. Mayor Burk: There's no noise here. Vice Mayor Martinez: Well, it's not me. Anyways, I think we need to make sure that only the conditions we have is that it's to help keep them in business. I also believe that any business that loses revenue 20% since this is a small businesses in the Town that we're talking about, that's a survival percentage, anything higher than that as a requirement, I think we should do away. I think 20% should be the parameter. I agree with Kaj in that we need to not put too many conditions on this. We're here. If they've been in Town and they've gone through the CARES Act and we have them identified, there's not a whole lot more we need to do. They've already gone through an approval process. What we need to do is make sure that we contact them. As far as the number of employees, I also have to agree with that. Trying to identify these businesses, I think just having a regular grant based on revenue is more than enough and not worry about the employees. That's all I got. Mayor Burk: All right. Thank you. Kaj Dentler: Madam Mayor. Mayor Burk: Yes. Kaj Dentler: If I can just add on that the staff supports the King Street closure, so there's no issues with that. Our plan was that we'd start that in March anyway, as soon as the weather got better. Then the second $500,000 in reference to the EDC, we certainly support getting the input of the EDC and having them on a short timeline to come back to you with that. That gives us time to get the first $500,000 moving, gives time to hear about new ideas, any lessons learned that we've obtained in the time and then you can make a decision on how to do the rest. At that time, that's where you could include the SBDC if you want. Obviously, if you want to do that now, that's your decision. The main goal as we see it is, let's move the first $500,000, at least, as few strings as possible, get the EDC, give you input on the second $500,000, make your decision later, the King Street proposal will move forward, and then staff can help you with any of your thresholds that you may be looking at. I apologize. I just want to make sure you knew where staff was coming from. Mayor Burk: Keith, did you want to add anything in regard to your experience of having done this? Keith Markel: I'll invite Russell because he can talk to you about where we think the sweet spot is for the $5,000 versus the $10,000 grants, where we were most successful in moving that money previously and where I think the $5,000, $10,000 amounts will do the most good. Russell, I know he's got the numbers here. He can share from our past grant awards. [crosstalk] Russell Seymour: No, I can talk about it. When we looked at it going over the two rounds that we've done previously, one of the things we did was absolutely, it would be very difficult to break it down by employment. You start talking about full-time versus part-time and there's a gray area there, it's very difficult to track. However, we did track it well with gross income or gross revenue to these businesses. Looking at the tiers, we had gone, if you remember when we expanded it, all the way down to 2,500 and then all the way up to 2.5 million. I can tell you that from the tiers three, four, and five, which started 33 Item a. Page 20| January 26, 2021 at 25,000 and went up to 2.5 million that encumbers 91% of all the grant applications we've got. If we're looking at breaking it down to two tiers, based on the numbers, my recommendation would be, look at these 25,000 up to 750,000. That would be the sweet spot based on the numbers that would give you the $5,000 grant. Then look at the 751,000 up to the 2.5 million. We'll do the $10,000 grant to that. I think that's your sweet spot for those. Mayor Burk: Everybody's had their turn to speak. Now we're in the three minute round. Ms. Fox, if you do have any-- Council Member Fox: I just have a couple of extra points. Regarding SBDC, I remember debating, when we were doing the CARES Act money, and I'm not sure if it's different because it's not CARES Act money anymore, but I remember debating whether or not we should give to nonprofits that served outside of Leesburg. We ascertained at that point that, even if the nonprofits were outside of Leesburg, they still served Leesburg residents. I think we should actually use that standard for SBDC as we're thinking about that $25,000. The bottom line for me would be, and this comes back to staff. I wouldn't want to do anything that would endanger the budget to the point where we would have to actually raise taxes. Giving our businesses, who have received help in the past, help, but at the expense of the taxpayer or the individual taxpayer, if there were to be some raise in tax in order to accommodate this. That would concern me because there's not much that's been done for the individual through this whole entire thing. It's been hard on families and we haven't done too much to make sure we've been looking after them as well. That would be the only reason. I just wanted some sort of assurance that the $500,000 that you feel comfortable with right now is something that you could do within the budget without raising the tax rate at this point. The million is getting a little iffy, or you're okay with that too? Kaj Dentler: No. With a million, we will still be in the same position. I'm not proposing tax increase. I've already busted out the headline for FY22 that you'll hear in two weeks. More of my point is, in the short term, that's where we are, but if the economy doesn't turn as fast as we're hopeful it will, for other new revenue sources of which we talked about don't become a reality in the near future, then at some point, with an aggressive capital improvement program and a growing Town and needs, we will have little choice but to talk about a tax increase. We're okay now. I'm an optimistic person overall, so I think that we'll be okay, but I still have to look ahead and be conservative in our projections. You don't want a manager who is going to be so aggressive and put us in some unnecessary, rough waters. I'm okay with the million if that's what you're looking for. As we know our situation today, that's all, we'll just keep it at that in this thought. Council Member Fox: Thank you so much. Mayor Burk: Miss Nacy. Council Member Nacy: I just have a quick question. For the closure of King Street, if it wasn't allocated in here, would we still be able to do that? Is that on the table? Kaj Dentler: I'm sorry. I have a hard time. Can you help me with what-- Keith Markel: Sure. She was asking, did we have the King Street closures budgeted otherwise, if we didn't have these funds available? Kaj Dentler: Yes. We had planned in March that we would resume that program one way or the other. Then Mr. Cummings came forward with his program. That's fine. We're going to end up in essence paying for it anyway. [crosstalk] Council Member Nacy: I was just wondering if, because it sounds like no one really wants to do the 50,000 for the tents, awnings, et cetera, if we combine that with the 25 make it 75. Does that put us through the end of the year or at least till November to shut down? 34 Item a. Page 21| January 26, 2021 Kaj Dentler: Honestly, if you want to do the King Street closure, which I know you do, then just tell me and I'll take care of it. It doesn't have to necessarily come out of this. We're going to pay for it anyway because as the Mayor said, this is now your money. This is not the Federal dollar, Federal grant money. In the proposed budget that you'll hear about in two weeks, we have the full 10-month funding, because we're not doing it in January, February. Council Member Nacy: That's just my only thought if we want to potentially combine those with the 500K in grants and do 575 initially tonight, just to get those things done, and then hold off the other until we have more planning. That's just my thought. Mayor Burk: Mr. Bagdasarian. Council Member Bagdasarian: Yes, thank you. Along those lines, Ms. Nacy, the fact that this is emergency aid, we're in a global pandemic, it's affecting us locally. It would have been great to have this at the beginning of January. We need to move expeditiously because we're in the middle of winter, and there are businesses in crisis right now. Making sure that we have some sort of decision, hopefully, tonight, to move some things forward. I think there are a number of solid recommendations about minimizing the bureaucracy, I think we definitely need to take that into consideration. Secondly, regarding the fiscal side I mentioned before, I think it's important to emphasize that the recovery side of this is up to $500,000 because we don't know yet what those funds will be allocated to until there is an in-depth analysis with businesses to identify what are some of the challenges, what are some of the obstacles that you are anticipating when it comes to the recovery. Once again, that needs to be expeditious as well. We don't want to drag this on for months and months and months. We want this to be a swift recovery. I know people want to get back out when they're able to but what are some things that the Town can do, that the private sector cannot do to help with that process? We look forward to the Department Of Economic Development and the EDC to really glean that from the business community so we can hear those recommendations and make determinations at that point because we don't know that yet. We just don't know yet. Kaj Dentler: Correct. Mayor Burk: Mr. Martinez, do you have any additional questions? Vice Mayor Martinez: I'll make a mention about the nonprofits and something we should consider in the future is how we can help them with this. I know, for example, Ampersand has been doing a lot and there are others, the Catholic Charities, and even though some of them may-- The bottom line is they're feeding our-- It looks like my phone-- Hold on. It just looks like that somewhere we have to start considering [inaudible]. They do feed our employees. Thank you. Mayor Burk: Mr. Steinberg. Council Member Steinberg: I wonder if I could get a quick answer from staff. Are there any parameters recommended on the grants or is this just take the money and do with it what you will? Keith Markel: We don't have any recommendations on how they spend the money. I think that the parameters would be in good standing. That also includes having a payment plan with the Town if you are delinquent, having your business having been in existence prior to March 1, 2020, which is the old CARES Act date, but that's the emergency date that we're we've been using, and we'd recommend sticking with that. That's part of the plan, and then the tiers that we recommend too. Council Member Steinberg: Mr. Seymour, does he have any ideas this evening as to how he would employ that $500,000? Russell Seymour: Mr. Steinberg that is a very interesting question. It gives me a lot to pause. I think you're absolutely right, there's two pieces to this. One is Melanie in our office has done a really good job of going out, and that's her job, to talk to businesses. Through this entire grant process, we have been putting together a lot of numbers looking at who has been applying for grants, what their needs have been, what they're using the money for. 35 Item a. Page 22| January 26, 2021 Let's be honest, a lot of these businesses are using the money to keep the lights on for another month. That was probably the most earth-shattering or the sobering comment I heard from any of our businesses was that when we're talking about funding, they said, "Look, PPP and everything, great. We're just trying to keep the lights on for another month," and hopefully that's coming out of it. I think being able to look at having a amount of money set aside for us to bring that back to Council. I think we've already got a pretty good handle on the visitations that we've been doing even prior to COVID, so we can give you a lot of information. The EDC is going to meet. The first meeting is in the first week, February. That'll be coming up. I also think from an expeditious standpoint, we can start providing some of that information ahead of time so we're not waiting just for that. There's also a business survey that's about to go out from the EDC that we're going to be sending out possibly next week. That is getting close to being put out there. The only comment I had in addition to that is, and I think Mr. Byrd brought up a good point when he was talking about promotion of service. Something that we had talked about a lot is the businesses are keeping their lights on. They're not advertising. They're not doing anything that they can do right now, other than, let's keep as many people employed. Let's keep that here. One of the requests that I put in is part of thinking of all this, is something we could do quickly was Economic Development office is starting a locally Leesburg campaign. You're going to see more of that coming out next week. We've already started shooting video. We are now going out and meeting with businesses, and the idea is so that they tell their story. One of the requests that we wanted to make when, Mr. Steinberg, you asked me about that $500,000, I would like to be able to take maybe $50,000 of that to initiate a complete, new website, social media campaign that we can put together for economic development that allows us to incorporate that. We've got enough to get it started. I just think that one of the things that we really need to focus on with these businesses is something they've not been able to do, and that is, they're keeping their lights on, let's focus on getting customers back to them. Let's focus on helping those that have vacant buildings, that we can start marketing those buildings as well. Mr. Steinberg, I hope that answered your question, sir. Council Member Steinberg: It's helpful. A follow-up question would be. Assuming we pass at least the $500,000 grant portion of this proposal this evening, how will the businesses know about it? Russell Seymour: We will advertise a couple of ways. Advertising is one thing. I've found it also has been more effective for us. We're very fortunate in having a contact database now for all of our tax paying local businesses. We've worked out a really good opportunity to actually directly send information out to those businesses. It's what we employed last time. I know that there's some concern about the numbers last time. I will also tell you that there was some confusion between Loudoun County doing theirs, Leesburg doing theirs. There was a lot of cross-pollination going on at that time. What I would look at now is I would utilize the Chamber of Commerce as well as Loudoun Economic Development, to get the message out with us saying that Leesburg has this proposal. Then in addition to that, we will directly send the information to each business contact we have. Council Member Steinberg: The website upgrades you just mentioned, are you saying you currently are not funded for that? It would be helpful to have an additional $50,000? Russell Seymour: We had gone through, Mr. Steinberg, we had gone through prior to COVID and had a list of RFPs that we had put out for a new website to do everything that I was talking about, and that money was reallocated to another area. Just being able to pick that back up and move forward. Again, the timing I think is very critical. That's something that can be done fairly quickly, but I'm also looking at things not just helping now but also helping going into the future. That's a great opportunity for us to employ that. Council Member Steinberg: Okay. Understood. All right. Thank you, Russell. I would say that I'd be more than willing to support the $500,000 grant side of this proposal and additional funds to Economic Development for the website upgrade. I'd like to see us pause on all those other little pieces, including 36 Item a. Page 23| January 26, 2021 the greater amount to the Economic Development until we've got a more substantial plan as to how those are actually going to work. The closing of King Street, I know we had already planned for, and so I don't think that presents a problem at all. Then finally I would close in saying that as a Town government, we do our best to manage our finances. That's how we help the individual residential taxpayers because it allows us to continue providing great services without raising taxes. Whatever we can do to help the commercial and the business side, I think that's how we help everyone, including our residents. Thanks. Mayor Burk: Mr. Cummings. Council Member Cummings: Thank you. Just a few quick comments. I appreciate staff's advice from the CARES Act. I think those were some really good recommendations for the grant proposal in my pandemic business plan. I just want to reiterate that this is an investment. Any money, whether it's at $1.1 million or $500,000 is an investment. I really think it's important that we look to that recovery fund and bring in as many voices as possible like Mr. Seymour alluded to. There are things out there that need to be done to help us maximize what, knock on wood, should be, hopefully, a boom in the last part of this year into 2022. Mayor Burk: We all need to knock. Council Member Cummings: That will make this conversation about a $1 million or $1.1 million moot because we'll see revenue return to where it was in the past, but also we should see it exceed where it was in the past. If it's okay, I'd like to make a motion. Mayor Burk: Well, I haven't spoken. Council Member Cummings: You haven't. Okay. After the Mayor, I'd like to just get a few more minutes. Mayor Burk: I commend you for bringing this forward, Mr. Cummings. This is great. There's a lot of good ideas here. I am concerned about the 28 frozen positions that aren't filled at this point and how does that start impacting our services and what we're doing? If it is okay with you, Mr. Cummings, I would ask that we go, and I'm not sure what your motion was, but could we go through each bullet and see if there's support for each one of the bullets individually, each part of the program. Council Member Cummings: I'm happy to do that. I think maybe for time circumstance, what I was going to do is try to split the proposal tonight, put forward a motion to put in place the grant program and let staff begin to put that in forward. Then we can, at another maybe work session, bring up the rest of the plan to discuss item by item. Mayor Burk: Well, that is most certainly reasonable. If you would like to make that motion, I would be happy to give you my time. Would you like to actually make the motion? Council Member Cummings: Yes, sure, actually. I move to that we push forward the $500,000 and then have staff put together a grant plan using a 20% minimum loss and going and-- Mayor Burk: You sure you don't want to go down? Council Member Cummings: I will say 15 to 20, I'll leave it to staff to determine. I think 15 is okay with me. Vice Mayor Martinez: If I may, the motion is to split the question, isn't it? Mayor Burk: No, he's making the motion of what he wants his motion to be right now. We're not sure what it is so we need to listen to what he's trying to do. Council Member Cummings: Again, we move to begin the grant process. I would like to as part of that grant process, the minimum loss be 15%. I'd like to cut the employer-- employee, excuse me, 37 Item a. Page 24| January 26, 2021 requirement. There is no requirement of a number of employees. I'd like to ask staff to use the 25,000 to 750,000 for revenue, for $5,000 grants, and the 750,000 to 2.5 million for the $10,000 grants. Then in that motion, I'd also like to include 50,000 to the economic development department for a website and marketing, excuse me. Mayor Burk: And do you still second that? Council Member Fox: [inaudible] Mayor Burk: Council Member Fox seconded. Does anybody have a discussion at this point? Any more questions? Council Member Steinberg: Madam Mayor? Mayor Burk: Yes. Council Member Steinberg: I wonder if Mr. Cummings would accept a friendly amendment? Mayor Burk: Let's see. Council Member Steinberg: I would move that we rescind resolution 2020-117 so as not to restrict our options in any future budgeting process. Keith Markel: Madam Mayor-- Mayor Burk: Excuse me, we got heads that are saying, no. Keith Markel: We looked at that, we were discussing what's the cleanest way to go about this. There are other elements to that resolution that need to stay intact the way that it moved money and did other things besides some of the things that we're trying to release for payment now is the appropriation for this. We'd ask that that stay in place. The resolution that's provided in your digital packet that came out this evening has the language in there that's necessary for us to be able to free up those funds that were frozen with the 2020-117 resolution. This would be the continuation of that discussion. Mayor Burk: It's in here? I didn't see it. Keith Markel: It was sent to you earlier this evening. Mayor Burk: Oh, separately? Keith Markel: It's not in your folder, it's digital. Council Member Steinberg: Do we have the language that I could then incorporate in a friendly amendment to do exactly what you're asking? Kaj Dentler: It's in their folder, right? Mayor Burk: Is it in the blue folder? Kaj Dentler: Hard copy's in here, right. Keith Markel: I'm sorry. Kaj Dentler: There should be hard copies in your folders. Mayor Burk: Where would the wording that you want him to include? Keith Markel: I think the entirety of the resolution and then we can strike through those elements that you do not want to include at this time would probably be the cleanest way to approve the-- 38 Item a. Page 25| January 26, 2021 Mayor Burk: I have no idea what you mean. Keith Markel: If you have the hard copy of resolution in front of you, that would be resolution dated January 26th, 2021, Pandemic Business Assistance Recovery Plan. We have the outline of the proposal as it was originally presented by Mr. Cummings. We could just go through and strike through those elements which you do not want to include at this time. We'll bring those back in the future. What I heard is that we're striking A, B, C, keeping D, which is the business grant program as amended this evening. Then the categories as amended as discussed. We'll change those categories here for the revenues. We'll keep the Town being in business at March 1, 2020, physical location in the Town in good standing with the payment plan, if necessary. Getting rid of the requirements of employees. Then we go to number two, portions of the general fund balance restricted by resolution number 2020- 117 in the total amount of 550,000 I believe is the number which will cover the grant program along with $50,000 for the Economic Development department's website and marketing campaign. Then under number two, we'll get rid of, A, outdoor dining, B, tents and heaters, C, small business development center, keeping letter D. Then three and four stay intact. Mayor Burk: All right, Eileen, you have that? Okay. Council Member Steinberg: That language takes care of what we need for resolution 20. Mayor Burk: What about the street closures? Keith Markel: If you'd like to include that in and free up money to be used from this for the street closures, we can do that this evening if that's your desire. Kaj Dentler: You might as well because, in essence, you're directing me to do it anyway. You might as well put it in here, the money source is the same. Mayor Burk: We have to increase it by 25,000. Eileen Boeing: We're keeping item 2A with $25,000 being inserted on that line. Chris Spera: Both 1A and 2A. Mayor Burk: Are you still okay with that, Ms. Fox? Council Member Fox: Yes. Mayor Burk: Mr. Steinberg, this takes care of your concern about the money from the previously restricted resolution. Council Member Steinberg: If Mr. Markel says it does and Mr. Spera says it does, then I assume it does. Thank you. I can withdraw that. Keith Markel: Hold on one second. I'm sorry. Jason Cournoyer: My apologies. I just wanted to point out in the packet resolution, it is freeing up that exact amount you're appropriating out of the restricted. I just wanted Mr. Neil to understand that it's not the total restricted fund balance but only the portion that you approve this evening. Keith Markel: 575,000 will be released from that restricted amount. Mayor Burk: Now, the other things we're going to talk about 500,000 later, will we have to do that again. Keith Markel: We'll come back with a follow-up resolution. Christopher Spera: A different resolution based upon whatever you decide. 39 Item a. Page 26| January 26, 2021 Mayor Burk: Great. Thank you. We have a motion on the table. We have a second by Council Member Fox. All in favor indicate by saying aye. All: Aye. Mayor Burk: Opposed? It passes seven zero. Great discussion. Thank you very much. Keith Markel: Thank you very much Mayor Burk: Next, we have a public hearing. Oh, boy, a public hearing. Is it in here? Yes. You have it in here, okay. I call to order this January 26 public hearing of the Leesburg Town Council. Unless there's an objection, I will dispense with reading of the advertisement. If you wish to speak, we ask that you either sign up on the sheet in the hallway outside of Council Chambers. If you do not get the opportunity to sign up, we will give you an opportunity to speak. We will also provide remote public participation for callers on the phone or on WebEx. In all cases, please identify yourself and if comfortable, give your address for the record. In the interest of fairness, we ask you observe the five-minute time limit. For those participating in person or on WebEx, the green light in front of you will turn yellow at the end of four minutes indicating you have one minute remaining. At that time, we would appreciate your summing up and yielding the floor while the bell indicates your time has expired. For those participating on the phone, you will hear the bell when your time has expired. Under the rules of order adopted by this Council. The five-minute time limit applies to all citizens. However, rather than having numerous citizens present remarks on behalf of the group, the Council will allow a spokesperson for the group a few extra minutes. In that instance, we would ask the speakers when they sign up to indicate their status as spokespersons, the group they represent, and their request for additional time. Our procedure for the hearing tonight is as follows. There will be a brief presentation from staff about the item before us. There will be a brief presentation by applicants and third members of the public that have signed up to speak will be given five minutes to make their comments. The public hearing agenda item for tonight is TLZM-2020-0003 Leesburg Premium Outlet Mall concept plan and proper amendment rezoning application. Hello. Scott Parker: Hello. Madam Mayor, Members of Council, new members of Council. My name is Scott Parker. Some of you know me, some of you do not. I've seen your Senior Project Planning Manager in the Planning Department. This evening what we have before you is TLZM-2020-0003. This is a Leesburg Premium Outlets concept plan and proffer amendment, otherwise known as a rezoning. This is a graphic of the outlet mall. I'm sure everybody is familiar where it is. It's a very large building and complex out on the bypass. This is the subject property of the outlet malls right here for an aerial view for your viewing pleasure. What we have now for an existing zoning for the outlet malls, it was originally approved in 1997. It was approved for 500,000 square feet of retail plus freestanding restaurant and bank pads. It was previously rezoned and amended under TLZM-2013-0004 in 2014 as well as a special exception to allow a 671 square-foot increase of the retail at the outlet mall and a special exception to allow Panera to have a drive-through. This is the existing zoning of the mall, it is zoned B3, and with the adjacent zoning that you can see on this presentation. This proposal this evening is two parts. The first part is a concept plan amendment to allow an additional 2,000 square feet of retail which will take the form of freestanding kiosks on the site. The second part of this application this evening is a proffer amendment. Currently, the existing proffers of the mall has quite a few uses in it that are proffered out. The applicant is looking to have six of those uses allowed at the mall now for reasons that they will describe. John Dionis from the Simon Properties is here with us this evening. This is the concept plan of the mall, all the kiosks that we're talking about now which will be a total of eight, I'll go through that in a moment. They're located inside the site, they will be located in the courtyard and will not be visible from offsite. 40 Item a. Page 27| January 26, 2021 Specifics of proposal one. The concept plan to allow 2,000 square feet of retail is in the form of freestanding kiosks. There are currently four kiosks existing on the mall and they have been there since 2005. Given the Council's recently approved ordinance amendment to allow vending kiosks, this site will be allowed to have eight total kiosks. For this legislation, there are use standards that you approved for the kiosk in there as such as size, lighting, signage, no water, et cetera. This request is for an additional 2,000 square feet of retail above the allowance of 500,671, not necessarily the kiosks themselves they are allowed by right now. This does, along with the previous ordinance many of you passed addresses a zoning issue that originally brought this up with the existing kiosk. There was a zoning permit that was needed for one, it was found that they had them. Being that the kiosks are allowed, there are use standards, they will still have more approvals to go through. This is specifically about increasing their concept plan use of 2,000 feet and they will be in the four existing kiosks with the potential of four more existing for a total of eight that is allowed under your ordinance. These are representations of the kiosks that are internal to the mall site. These are three of the four that are existing out there. I did have to question what a Bubble Tea and Wafflery was, but I understand it's pretty awesome, although I have never been. Proposal two for this application this evening. The proffers currently prohibit existing uses-- All right, I am going to start this one more time. This proposal allows uses that are currently prohibited by there or existing proffers. The six uses are there before you and were in your packet, the secondhand store, arts and crafts, beauty shop, and barber shop, dressmaker, photographer, studio, tailor shop, these are all allowable uses under the existing B3, they're all by right and there's no special exception uses within these six. There are a number of uses that will still be prohibited by their proffers that they are not required to change, they will stay in effect. I will not do a dramatic reading, but I think that we can all say that it's good that they're prohibiting a video rental store out there because we all know that they're very prominent these days, you can tell when they were made. Council Member Fox: [chuckles] We don't really need those. Scott Parker: All of these uses that are up here and will stay in the existing proffers will still stay prohibited. As far as rezoning approval criteria, there are five and they do meet all of those criteria with respect to Town Plan, binding agreements, traffic impacts, surrounding uses, inadequate public facilities. This has a very negligible use, it's less than a 1% increase in retail at the outlet mall. There the outstanding issues with this application. All the kiosks will require zoning permits and the kiosks are subject to BAR approval because the outlet mall is in the H2. With the zoning permit that we will take a look at those for approval for them. Staff recommends approval of this application. However, on September 3rd, the Planning Commission saw this item and they voted five to two to recommend denial of the application. The reasons for denial are in here. The kiosks themselves, as physical structures, is moot now since they are allowed by right with the change in the amendment. The last bullet point needs to be noted that it was stated in the motion that antique and second-hand stores are not listed in the B3. They are considered retail users and they are indeed allowable in the B3-zoning district. Again, I provided the reasons. The Planning Commission recommended denial. I will let you go through those or have questions if you do have those of me. The suggested motions are on the screen here. This concludes my presentation of this application. There is a motion for approval, motion to deny. An alternative is here for your use should you decide to use it. With that, if you have any questions of me, or if you want to hear from the applicant, who I believe has a very brief presentation, we can do that. Mayor Burk: Does anybody have any questions for Scott at this point? No? Okay, I have one. Scott Parker: Yes, ma'am. Mayor Burk: Can you go back to the second to last, what are they called? Chart. The next one. 41 Item a. Page 28| January 26, 2021 Scott Parker: That one? Mayor Burk: No, the one that listed-- No, keep going. It was the one that why the Planning Commission denied it. Scott Parker: Okay, right there. Mayor Burk: It says, "A secondhand store hurts people who volunteer in non-profit stores in times of distress." What does that mean? Scott Parker: I do not know, ma'am, honestly, but my conjecture with that is, and that is direct language, is that I think that the intent of that comment was that, since they are asking for a secondhand store, there are a number of secondhand stores within the Town that are related to non-profits. The feeling was that allowing this as a straight retail for profit use would hurt the ability of the non-profits to function. I do believe the applicant has a statement about that, about what the general design of this particular request is, and it may be presented that it wouldn't be in direct competition with those types of businesses. That's my understanding. Mayor Burk: Aren't outlets technically considered secondhand, in that at least they're not the first quality, they're the second quality of whatever? Scott Parker: I would have to let the applicant answer that because it's probably a hybrid of both. Mayor Burk: Then, "Additional request to uses hurt the Town and entrepreneurs by providing more available competition." That's not a consideration is that the we should be looking at competition? Scott Parker: Ma'am, that was a recommendation from the Planning Commission verbatim. Mayor Burk: Okay. All right, thank you. Council Member Steinberg: Madam Mayor, I have a few questions for Scott, please? Mayor Burk: Yes, sorry, I keep forgetting you guys are there up in the air. Council Member Steinberg: Well, we'll try to make more noise. Mayor Burk: No, that bothers more, don't. Council Member Steinberg: No, I can't do that. Scott, what was the rationale originally for restricting certain uses in the proffer in the first place? Scott Parker: I only have speculation on that and I'm going to say speculation on that. We have a feeling that back in 1997 when the Town was a different landscape, that those particular prohibitions were a negotiation with the original developer of it in order to potentially, or possibly protect downtown businesses. Brian Boucher and I have had numerous discussions that when the outlet mall came in in the 90s, there was considerable discussion about the impact that it would have on the downtown. We only speculate that those particular uses were proffered out as a way to protect existing businesses at the time. Council Member Steinberg: Okay, thanks, and can they get approval for all four kiosks as one zoning application, or do they have to be applied for individually? Scott Parker: They will have to be individual applications for those. Council Member Steinberg: All right, thank you, and then finally, I just want to make sure there's no confusion, but on page 188 of our packet, item five, which says, "Area calculations and proposed FAR." It says, "The proposed kiosk use is up to an additional 6,000 square feet." Of course, it doesn't work in the final map, but may I assume that's just a typo? 42 Item a. Page 29| January 26, 2021 Scott Parker: Yes, the original application was for 6,000 square feet and that was because the mall was initially going to request 10 kiosks. Now that they're down to eight total, that changes to 2,000 square feet of retail. The 6,000, whatever you were looking at, should have said 2,000. It does reference 6,000 in the Planning Commission staff report because the vending kiosk ordinance was passed subsequent to the Planning Commission public hearing. Council Member Steinberg: Okay, thank you. Mayor Burk: Anyone else have any questions? Council Member Cummings: I have one question. Mayor Burk: Yes, Mr. Cummings. Council Member Cummings: Sorry. One of the items in what the applicant is looking to bring into these kiosks is a barbershop/beauty shop. I noticed the Council when they passed to allow the kiosk, it said without water. Is that a concern, and maybe the applicant can answer it, but is that a concern and is that something we need to tidy up tonight? Scott Parker: I'll let the applicant address that, but it's not anticipated that any of these particular uses are going to go in the kiosk, they're more supportive uses for entrepreneurs and smaller people in the retail environment. I don't think it's anticipated that the small size of the kiosk would have these uses. That specifically meant maybe you could do that in there, but I don't think a barbershop or beauty shop is going to be in the kiosk, but these uses were mainly meant for the entire shop. I think the applicant will explain to you what their use is of the kiosks and how they function for the site. Council Member Cummings: Thanks. Maybe like a walk-by haircut or something. [laughter] Scott Parker: Or bubble tea and waffles. Council Member Cummings: Or maybe video as well. Scott Parker: Or video. Mayor Burk: Ms. Fox, you have your light on. Council Member Fox: Oh, sorry. Mayor Burk: Oh, okay. Anybody else? All right, can we have the applicant come and do the presentation? Scott Parker: Did you get the PDF, Eileen? Eileen Boeing: Yes. Scott Parker: I'm sorry. You just use that to advance. John Dionis: Okay. All right, I'll try and figure that out. Madam Mayor and Council, it's wonderful to be here in person tonight. I've had the opportunity through WebEx this past year and it's refreshing to be able to address you in person. I appreciate your time. We are putting together a little presentation and what I'd like to start with is the kiosks. If I can work this, there we go. I have on the screen a plan view of our center and I've put some distances. What I found is is that it's hard to understand the size of the center, you think of it as one place, but if you span from the food court in the center, which I've noted of the long straight of way, you can go 700 feet in one direction or the other direction, which is more than two football fields. 43 Item a. Page 30| January 26, 2021 A typical city block is 300 feet, so it is a long way to get from one end to the other, and then there's the other wing that is another 700 feet. It is a very large center and I think we are comfortable supporting all the kiosks in such a large place and to distribute some services. I'm going to talk about food offerings as one of the main components of the kiosk. There is a food court, but, again, there are opportunities for snacks, for people who are walking and spending time in and out of stores to stop for a quick rest and a bubble tea, perhaps. These would be outdoor places to enjoy, there are some seating areas. If I go through the main areas that we've renovated over the last two years. COVID disrupted us for the time being, but we've completed our renovation. We've spent quite a bit of money on these common areas to create some spaces that are placed to recharge and relax and complement the shopping environment. We feel that to have these kiosks, if we're looking at this first main court in front of Nike, we'll call it the Nike court, you can see where we've placed a pergola and seating around a play lawn, if you will. An area where we can do some activities or different seating arrangements, which we kind of see in the lower picture, but it's a big open area, easily support multiple kiosks here. If we move to the next court, if you follow the plan along the bottom, what I've shown is I've circled where the court is on the plan, and then the closeup and you see where it is relative to the food court as we move, plan left. This court, the center court, we've introduced a very large fire pit, a wonderful feature for gathering, for relaxing. Again, this court can easily support multiple kiosks. You could see a new unit on the right in the lower picture and existing is behind the pergola. However, I think Scott's presentation showed some good close-up pictures of some existing kiosks. Down in the end court which is at the elbow, we've actually created an eating area. This is something I'm going to come back to in a second, but again, great opportunity for sit down and recharge. Then the final place that we've majorly renovated is near the drive way, the main entry where we added a playground and some play features with new hardscaping and landscaping throughout the center. It's really come out well. We're very proud of it and we feel that these kiosks are not going to overwhelm the center. That's why we were looking for 10 this past year and have been trying to move forward with that number. We understand eight is what felt appropriate at the zoning level and we can work with that and do appreciate that, so we've adjusted our application to come in for eight kiosks approval. When I go back to this corner court and, Councilman Cummings, you had mentioned water. Now, what happened at the zoning level was sewer and water were eliminated as a connection to the kiosks. This is something that moved in the kiosk. The assumption was we had the ability to put kiosks in. Then as we went through this process, and I wasn't involved two years ago when this started becoming raised as an issue, we had been moving forward because we historically had kiosks there. It was generally six, four is what Scott had put on his presentation because two were seasonal, and that's the case with any number of these. What had ended up happening is we had anticipated that we could have a food service and perhaps a drink service kiosk that could support this food area. We actually have approved plans and permits and constructed water connection for a kiosk. Then this process came along and now it stopped us in our tracks, so we can't move forward with the deal we were anticipating on that court. If it is so required, perhaps we can come back to make that change to allow for that kiosk to occur. We feel at this location, it's a very well-traveled corner, pretty far from food court and an outdoor space. You can see I mentioned, or I didn't mention, but adjacent to the ADA ramp, that lower picture, we've certainly upgraded the access. It's a wonderful, easily transition made up to, there's a little bit of an upper level as you head towards the playground area. Anyway, with that aside, I just wanted to mention that. We feel that with the six that we've had, this use is not something that is new. They've been there for close to two decades a lot of them. I think that the uses that are here speak for themselves. They've been a part of our community here for a long time, they provide a small business opportunity. There's nothing easier for an entrepreneur with an idea to have a low investment opportunity to see if his idea works, whether it's food or other type of little retail products. In an environment where we have national retailers, we also have this opportunity for small business owners. Uncle Dave's Kettle Corn has been there for a very long time. The Bubble Tea has been there 44 Item a. Page 31| January 26, 2021 for quite some time. The coffee entrepreneur is a staple in the center for many years and a small business owner. I'll quickly move over to the second portion with my time left and mention that for the uses that we are looking at are typically something that we have found success at other centers to be complementary to the national brand offerings that we have. When we say secondhand, there's opportunities for what has become hot as secondhand Louis Vuitton bags, high-end sneakers, it's evolving the market. Secondhand is becoming really an integral parts of the retail landscape in that sense. Antiques no, we didn't call that out, we leave that out, but I think the second-hand designation is very important. They are other uses. They are all allowed under B3 and we'd like to see a couple of those help us and compliment, for example, a Brooks Brothers if there's a tailor on-site. I believe that's a very complimentary use, and quite frankly, some competition for Brooks Brothers. If you have any questions, please let me know. I hope I didn't take too much time, but I tried to get some information that I can share with you. Thank you very much for your time. Mayor Burk: Thank you. Is there anyone who does have questions? See, you did such a good job, there's no questions. Thank you. John Dionis: Thank you very much. Mayor Burk: Thank you very much. Eileen Boeing: Madam Mayor, if you could give me just a moment. The power flipped on this, so I want to make sure we didn't lose the WebEx, please. Mayor Burk: I'm sorry, I can't hear what you're saying. Eileen Boeing: If you could give me just a moment, the power blipped on the WebEx and I'm afraid we may have lost. I'm going to log back into the meeting and hope that Mr. Martinez and Mr. Steinberg are still there. Vice Mayor Martinez: I am still here. Council Member Steinberg: I'm still here, but we have no video. Eileen Boeing: Great. Yes, give me just one moment, please. Mayor Burk: You wouldn't believe what's going on. Council Member Steinberg: Actually, I can see you right over the clock, so take care. [laughter] [silence] Eileen Boeing: Gentlemen, can you see the screen now? [silence] Mr. Martinez and Mr. Steinberg, can you see the screen now? Mayor Burk: No, they can't see it. Eileen Boeing: Let me redial back. Mayor Burk: Who was your question for, Bagdasarian. Council Member Bagdasarian: [inaudible] 45 Item a. Page 32| January 26, 2021 Mayor Burk: The gentleman from the outlets? Council Member Bagdasarian: Yes. Mayor Burk: We have a question for you. John Dionis: Oh, it's all right. Mayor Burk: I'm sorry, you said? John Dionis: John Dionis. Mayor Burk: John Dionis. Automated Voice: Welcome to WebEx. Enter your access code or meeting number followed by pound. Council Member Bagdasarian: While they're reconnecting, you mentioned entrepreneurs. Obviously, the kiosk-- Automated Voice: Enter your attendee ID number followed by pound. If you do not know your attendee number, press pound. Council Member Bagdasarian: They could be an incubator for retail entrepreneurs. John Dionis: Agree. Council Member Bagdasarian: Have you seen folks start there, and then leave or- John Dionis: Move in. Council Member Bagdasarian: - move in? John Dionis: Yes, absolutely, and they have moved into inline space or in other areas or multiple locations. They've used this to create an opportunity. If they didn't want to grow that business, they've expanded it to multiple locations and incubated it that way. Sure. Council Member Bagdasarian: Thank you. Mayor Burk: Are they on? Eileen Boeing: [inaudible] Mayor Burk: Maybe that's not so bad. Automated Voice: Welcome to WebEx. Press one to be connected to your meeting. Eileen Boeing: Gentlemen, can you hear me? Council Member Steinberg: Yes. Eileen Boeing: Mr. Martinez? Vice Mayor Martinez: Of course I can hear you. I've always been able to hear you. Eileen Boeing: Thank you, sir. Council Member Fox: Madam Mayor, I'd like to move a motion. Vice Mayor Martinez: I heard your snarky comment, Kelly. 46 Item a. Page 33| January 26, 2021 [laughter] Mayor Burk: Wait a minute, no snarky. Do we have anybody from the audience that would like to speak at this point? I see no one. Do we have anybody online that would like to speak? Keith Markel: Madam Mayor, we have two members still online here, so we can see if they wish to speak on this item. Mayor Burk: All right. Keith Markel: I've unmuted our first speaker, Mrs. Kumar. Mrs. Kumar, do you have any comments for the public hearing? Anjali Kumar: Hi, can you hear me? Mayor Burk: Yes. Keith Markel: We can. Anjali Kumar: Hi. No, I have no comment, thank you. I'm still listening, thank you. Mayor Burk: Thank you. Keith Markel: Our second speaker is Mr. Thomas. Mr. Thomas, I'll unmute you now. Eric Thomas: Hey, good evening. Still the same status, I'm just participating and listening. Thank you. Keith Markel: All right, thank you. We have no other callers online, Madam Mayor. Mayor Burk: All right, thank you. Then there's nobody else in the audience that might want to speak because it's all the same people, so at this point, I will close the public hearing. Is there anyone who has a motion? Council Member Fox: Yes, I'd like to make a motion, please. Mayor Burk: All right. Council Member Fox: I'd like to make a motion to approve TLZM-2020-003, Simon Properties Leesburg Premium Outlet Mall concept, and proffer amendment to allow 2,000 square feet of additional retail and allow certain uses prohibited by existing proffers. Mayor Burk: Is there a second? Council Member Nacy: Second. Council Member Steinberg: Second. Mayor Burk: Second by Councilman Member-- [chuckles] Scott Parker: I'm sorry, Mayor, who's the second? Mayor Burk: Council Member Nacy got it first, okay. [laughs] Any more additional comments? All in favor, indicate by saying aye? Council Member Fox: Aye. Council Member Steinberg: Aye. Council Member Cummings: Aye. 47 Item a. Page 34| January 26, 2021 Mayor Burk: Mr. Martinez? Vice Mayor Martinez: Sorry about that. Aye. Mayor Burk: All right, and Mr. Cummings? Council Member Cummings: I just have a quick point of order question. The applicant brought up the conversation about the water to the Town Attorney. Is there anything we can do tonight to not make them come back up? Mayor Burk: Sorry, but we've got a motion on the table that doesn't involve the water, so we have to deal with the motion on the table first. Council Member Cummings: Just passed it, right? Mayor Burk: No, we haven't passed it yet because I was waiting for people's vote. I asked you what your vote was. Council Member Cummings: Oh. Mayor Burk: Passed. Okay, that is seven-zero. All right, now you have an additional question about the water. Scott Parker: [inaudible] Mayor Burk: I believe that is something that would have to go through the Planning Commission, and there would have to be a whole another application. Scott Parker: Since the legislation is in place now, there would have to be another ordinance initiation to remove that use standard from that particular code section because that is a use standard under Section 9, so there would have to be another initiation in the code amendment to remove that. Mayor Burk: All right, and maybe they'll come forward too next. Scott Parker: We can certainly discuss it. Mayor Burk: All right, thank you. All right, is there any new business that anyone wants to add to the future items? Miss Fox? Council Member Fox: No, [inaudible]. Mayor Burk: I'm sorry? Council Member Fox: No, I have a disclosure. Mayor Burk: No, I'm sorry. We are [crosstalk] additional feature meeting, and then we have a close session to go into. Council Member Fox: I guess we need some sort of maybe a memo. I had a County arborist, I don't know if anybody knows who Mr. Harrison is. He's my neighbor and he basically said that some of the trees, as part of the South King corridor that the Town planted as part of that beautification are really close to the road. He was worried about some of the overhanging root systems. I didn't know that, but he brought that to my attention, I thought I might bring it to Town's attention to see if it's too late to transplant trees, or could we look and see if they're really not good for where they are. Kaj Dentler: I certainly can send Council an email. I did talk to Mr. Harrison. Based on some of the constraints they had in the space, they did have to make some adjustments, but it is still farther distance in what it appears from driving by. Our Town arborist said it is planted appropriately. I'm satisfied with that, it's been addressed. 48 Item a. Page 35| January 26, 2021 Council Member Fox: It was he knows better than I do, so I thought I'd bring it up. Kaj Dentler: I did talk with Mr. Harrison directly. Council Member Fox: Okay, and the only disclosure, I don't really have anything else, the only disclosure I have is, one second, it's something here. I had a meeting, and of course, I can't see where it was, but I met with Peter Burnett about the Liberty Street parking lot. That was just this past week, so I'll put that on my disclosure form, but thanks. That's it. Mayor Burk: All right. Ms. Nacy. Council Member Nacy: I just have one disclosure, I met with Peter Burnett via a Zoom meeting yesterday also about Liberty Street. That's it. Mayor Burk: All right, thank you. Mr. Bagdasarian. Council Member Bagdasarian: Just a couple of quick things. One, on the mentor month resolution and recognition, I wanted to point out the Young Entrepreneurs Academy that the County and Town and SBDC have been running for the last five years at the Mason Enterprise Center. It's a fantastic program and engages a lot of business leaders in the community to mentor students about entrepreneurship. I do have an item I'd like to have added to our next agenda for the work session, and that's a proposal to webcast and archive public board and commission meetings to safely increase civic engagement. A number of our commissions like Council, EDC, BAR, Planning Commission, and the Technology Commission currently broadcast their meetings so we can access them online if you can't attend. I think it'd be great to incorporate that for all public meetings for boards and commissions using WebEx or whatever that technology is that we can do that so that we have greater transparency and visibility and engagement. I'd like to add that. Mayor Burk: So you're asking for a work session, proposing that the boards and commission meetings be archived, be recorded and archived for the transparency and people being able to view them later after the meetings are over? Is that a possibility? Kaj Dentler: Yes, I've spoken briefly with him, and so I understand what he's looking for, and it would be best if we have a chance with the staff to go look at what our technological capabilities are in the rooms that the different commissions meet at, they're not all the same. We certainly can look at that and take advantage of what tools we have to achieve. I think a work session would be appropriate for IT to talk with you so you understand what they may need. Mayor Burk: Does it have to be the next meeting or will you be flexible? Council Member Bagdasarian: Whatever works for the timeline of staff. Kaj Dentler: Our normal process is if you bring up a work session item or request, it really goes four weeks out unless Council specifically says we want to talk about it the next meeting. Mayor Burk: Right, and that's why I brought it up because he did say that. Kaj Dentler: Right, so that would give us plenty of time to come back and be ready,- Council Member Bagdasarian: That's fine. Kaj Dentler: - but if you want it done sooner, that's your direction. It's just our normal practice is it comes four weeks out. Mayor Burk: No, he said it was fine. Council Member Bagdasarian: Yes, four weeks is fine. 49 Item a. Page 36| January 26, 2021 Mayor Burk: Anything else? Council Member Bagdasarian: That's it. Mayor Burk: Mr. Cummings. Eileen Boeing: Who are the four votes? Mayor Burk: Pardon me. Eileen Boeing: Are there four votes? Mayor Burk: Oh, I'm sorry, I forgot about that, yes. Are there four people that are willing to have a work session discussion on archiving their boards and commission meetings? Vice Mayor Martinez: Yay. Mayor Burk: Okay, everybody. Thank you, Eileen. Mr. Cummings. Council Member Cummings: No disclosures, no comment. Due to the postponement of the Council retreat, and I understand why we had to do that, it's just par for the COVID course here, I wondered if it wouldn't be helpful to maybe try to have each Council member put forward their maybe three or four goals that they're looking to achieve over the next two years and maybe send it to Mr. Dentler. If we have two or three that we all have put on or majority of Council have put on as goals they want to discuss that we could then, in the coming work sessions, use those goals as benchmarks to begin discussion. Mayor Burk: I thought you said you didn't have anything. We are anticipating the March time period for the retreat. Kaj Dentler: It depends on Council, I think. I think what we had talked about was probably more April or May, but it's up to Council when you want to meet, and then I have to arrange for the facilitator if you still want to use a facilitator. What I've heard Mr. Cummings say, I think he's taken a different approach to try to stimulate the conversation sooner than later. Mayor Burk: Do we have four people that would like to have the Council members set their goals and send them to Mr. Dentler to see if there's anything in common? Do we have four people that want to do that? Vice Mayor Martinez: Sure. Mayor Burk: Mr. Martinez. Council Member Steinberg: Yes. Mayor Burk: Mr. Steinberg, Mr. Cummings. I assumed you, yes. I don't know that that's going to be very productive, to be honest with you, but I'll say, yes, and we'll see where it goes. Okay. Kaj Dentler: So this will be you will submit your goals, as I'm understanding, you're going to submit your whatever number of goals to me, I'm going to record all that, and then look for your commonalities, report all that to you, and for work session discussion, right? Is that what I'm hearing? Council Member Cummings: Yes, that's the main point. Mayor Burk: I don't know, the timeline being, this is the end of January, the end of February? Kaj Dentler: Do you have a specific? Do you want to hold that in the work session in two weeks, four weeks, six weeks? 50 Item a. Page 37| January 26, 2021 Mayor Burk: No, I'm talking about the goals, just getting the goals to you. Can you give us the end of February? Council Member Cummings: Yes, end of February, maybe before the second meeting of February. Mayor Burk: Before the second meeting? Council Member Cummings: Yes. Mayor Burk: All right, and that's just to give you the goals, and then you'll have them for the next meeting after that. Kaj Dentler: Correct, I'll send out something to tell you or give me the information I need by X date to meet my deadlines and go from there. Mayor Burk: Okay. Mr. Steinberg. Council Member Steinberg: One disclosure, I had a meeting with Peter Burnett regarding Liberty Street project. Mayor Burk: Peter has been busy. Council Member Steinberg: Yes, he's been busy and persuasive. No comments, thanks. Mayor Burk: All right. Mr. Martinez? Vice Mayor Martinez: Since we're postponing our retreat, I think this gives us plenty of time to ask our boards of commissions to have their input on what they think if they want to change their objectives, their charter, their mission statement because one of my goals is to look at all our boards and commissions to input what our expectations are going to be of the boards, commissions, and structure, how meetings are run, etc. I think now would be a time to ask our boards, commissions to give us some feedback. Mayor Burk: All right. I just have a couple of things and I just lost where it was. Oh, on behalf of the Town Council on the 18th, I did present to the Leesburg Volunteer Fire Department our last check. They will be equalized now with the County. They were very grateful and you guys haven't had the opportunity to attend their galas yet, but when they get back in force, those are really fun events to attend and to say thank you for all the hard work that these men and women do for us. They really are very important people and we need to make sure that we continue to support them the best we can. I want to thank Tammy Carter and her team that put together the Martin Luther King March virtually, and boy, it was just amazing. It was very impressive and it was great that the Town Council came out and everybody was very glad to see that the Council came out in their cars and drove to Douglass Center just like we would have if we actually had walked. Thank you for taking the time to do that. I want to express my real sorrow to Mr. O'Connor for the fire in his two buildings and for the owner, Jim Thompson, who is the owner of both of those restaurants; the Yummy Pig and the Wild Geese Pub. Both of those will be out of commission for quite a while. It was a real shame to lose them, they were just starting to take off, but everybody is committed to rebuilding and to make it even better than it was before. It'll be a little while, but when it comes back, boy, it'll be great. I want to congratulate the Girl Scout troop. They put together on Ginkgo Terrace, they got all the material together and painted it and took it to make a library. One of those libraries where you take books back and forth. The Boys Scout Troops in that area came and helped them. We did a virtual ribbon cutting and it was a great fun and the kids, they really enjoyed it. You would think with all the virtual stuff they're doing, they would've hated it, but they had a good time and that was wonderful to be able to recognize them. That is all I have. Mr. Dentler. Kaj Dentler: Just one item. As you probably have seen in your press release through your emails that the Flower and Garden Show this year will be modified and be held at Ida Lee Park in order to be able to comply with the current executive orders under the COVID pandemic situation. What you're seeing 51 Item a. Page 38| January 26, 2021 now in all the events is, and it's hard to believe we're really approaching almost a year since we started this new phase or life that we're in, but instead of events now being canceled, now they're being modified. We would have thought, or I certainly would've thought this April we would be holding the Flower and Garden in downtown as normal, but that's not going to happen. Instead of canceling events, we're modifying them so we can have a little bit of a progress back towards reality and hopeful that in, what would that be? Spring of 22 we'll be back in downtown as normal type of thing. It's a trend that you're going to start seeing of all of our events will be held but they're going to be held in different ways until the red flag is lifted type of thing. Just wanted you to be aware of that transition that we're going through at this point. That's all I have. Mayor Burk: That's great. Vice Mayor Martinez: Madam Mayor. Mayor Burk: Yes, Mr. Martinez. Vice Mayor Martinez: I'm afraid I didn't make myself clear on my request. I was hoping to have the Town Manager contact or his staff contact the different boards, commission and start asking them to start working on what they want to do in the next two years. I know I need forehead knots for that. Mayor Burk: You want Town staff to reach out to each of the boards and commissions and ask them to come up with their own goals? Vice Mayor Martinez: Any improvements and anything that they think that would make their board or commission improved and how we can enact that in the future. Mayor Burk: Any changes or improvements to their meetings, is that what you mean? Vice Mayor Martinez: To their meetings, their charter, their goals. An example, the diversity commission we were talking and they want to make sure that their mission statement includes outreach, not just to specific groups but to all groups like senior citizens, veterans, et cetera. They're going to be offering some changes, so I thought that if we did that to all the boards, commissions so that we all have a better idea of what our expectations should be of them. Mayor Burk: Are there four people that want to have staff reach out to the boards and commission and asked what their suggestions are for improvement and changes to their commissions and boards? Council Member Bagdasarian: Can I make a comment to that? Mayor Burk: Yes, sir. Council Member Bagdasarian: Thank you, ma'am. I think we should absolutely do this, but I think that the timing is somewhat sequential right now because I know that the Town Plan, the first draft will be available within a week from what I understand. It ties into our retreat as well, having the Town Plan, having the Council digest it, and then gathering as a group in the retreat format in reviewing the boards and commissions from a high-level overall charter. Then having the boards and commissions craft their plans as Council member Martinez is suggesting in alignment with the Town plan. I think that a lot of the charter and the directors really should come from the Council as they're advisors to the Council, but as far as how they plan on implementing those charters, I think that's something that each of the commissions should be empowered to do, but as long as it's aligned with the overall Town Plan. We're so close with that right now. I think that it's important to have somewhat of a sequence when it comes to that, including our retreat, as well as Mr. Martinez's recommendation. Vice Mayor Martinez: My recommendation was made because the retreat has been moved out and we could do this all in preparation for it. 52 Item a. Page 39| January 26, 2021 Mayor Burk: Okay, are there four heads that would like to have the staff reach out to the boards and commissions and ask them what changes they would recommend to their procedures, charters, and operation? Are there four? Mr. Cummings. Anybody else? Myself. All right, so we'll let that one pass by for tonight. Vice Mayor Martinez: Okay, thank you. Mayor Burk: All right, we have a, which I hope is a short closed session, Mr. Town Manager, are you going to participate in this? Kaj Dentler: I was not planning, but unless you want me to stay. It's both the Town Attorney and Town Manager report directly to you. Mayor Burk: All right. No, as long as you explain. Kaj Dentler: It's probably better for you to have conversation just with him than me included. Mayor Burk: Okay, thank you. All right, then I move pursuant to 2.2-3711(A)(1) of the Code of Virginia that Leesburg Town Council convened in a closed meeting for the purpose of a personnel discussion relating to the six months performance evaluation of the Town Attorney. I moved it, is there a second? Council Member Cummings: Second. Mayor Burk: Seconded by Council Member Cummings. All in favor, indicate by saying aye. Councilmembers: Aye. Mayor Burk: Opposed? Vice Mayor Martinez: Aye. Mayor Burk: All right then, there was no opposed, so that's seven-zero. We're going to meet in here. If that's okay with you, we're going to meet in here. Eileen Boeing: Madam Mayor. Mayor Burk: Yes? Eileen Boeing: We do have two remote participants, so Ms. Kumar and Mr. Thomas, we need you to log off the meeting at this time. This ends the remote public participation portion. You can watch the meeting on Comcast 67 or Verizon 35 on your local cable channels. Mayor Burk: I can't hear when you talk. For some reason, there are too much blocking here. Christopher Spera: She was speaking to the online participants. Mayor Burk: Okay. Kaj Dentler: You got to shut down the system other than Marty and Neil. Eileen Boeing: We have to come back into open session to read the open session motion but yes, we are going to close down for now. The Web Ex will stay open Madam Mayor and everyone will need to speak into the microphones in order for Mr. Steinberg and Mr. Martinez to be able to hear you. [Closed Session from 9:30 p.m. – 9:49 p.m.] Mayor Burk: In accordance with Section 2.2-3712 of the Code of Virginia, I move that Council certify to the best of each member’s knowledge that only public business matters lawfully exempted from the open meeting requirements under the Virginia Freedom of Information Act and such public business 53 Item a. Page 40| January 26, 2021 matters for the purpose identified in the motion under which the closed meeting was convened were heard, discussed and considered in this meeting. Council Member Fox? Council Member Fox: Aye. Mayor Burk: Council Member Steinberg? Council Member Steinberg: Well assuming we’re ignoring baseball talk, Aye. Mayor Burk: Vice Mayor Martinez? Vice Mayor Martinez: Aye. Mayor Burk: Council Member Nacy? Council Member Nacy: Aye. Mayor Burk: Council Member Bagdasarian? Council Member Bagdasarian: Aye. Mayor Burk: Council Member Cummings? Council Member Cummings: Aye. Mayor Burk: And myself, aye. Do I have a motion to adjourn? Council Member Cummings: So moved. Mayor Burk: Second? Council Member Nacy: Second. Mayor Burk: Second by Kari Nacy. All in favor? Members: Aye. Mayor Burk: Opposed? We’re done. 54 Item a. PROCLAMATION Black History Month February 2021 WHEREAS, in February of 1926, sixty-one years after the ratification of the 13th Amendment to the United States Constitution, Dr. Carter Woodson, a noted historian, desired to recognize the achievements and contributions of African Americans in this country; and WHEREAS, the month of February was appropriately chosen to recognize the achievements of African Americans as it contained the birth anniversaries of Abraham Lincoln and Frederick Douglass; and WHEREAS, during Black History Month, we celebrate the many achievements and contributions made by African Americans to our economic, cultural, spiritual, and political development; and WHEREAS, we recognize African Americans for helping to shape our nation’s identity and strengthen our country through high moral values and resolute commitment to family, faith, service, and perseverance. THEREFORE, PROCLAIMED, the Mayor and Council of the Town of Leesburg in Virginia hereby proclaim the month of February of the Year 2021 as Black History Month in the Town of Leesburg and urge the citizens of Leesburg to join in recognizing the contributions and the accomplishments of Black Americans throughout the history of our nation. PROCLAIMED this 9th day of February, 2021. ____________________________________ Kelly Burk, Mayor ____________________________________ Fernando “Marty” Martinez, Vice Mayor ____________________________________ Ara H. Bagdasarian ____________________________________ Suzanne D. Fox ____________________________________ Zach Cummings ____________________________________ Kari Nacy ____________________________________ Neil Steinberg 55 Item a. PROCLAMATION Recognizing Reverend Deborah Parsons February 9, 2021 WHEREAS, Reverend Deborah Parsons began her ministry as Pastor of the Leesburg Presbyterian Church in 2008 and will step down in February 2021 after 12 and a half years of service; and WHEREAS, during her tenure at Leesburg Presbyterian Church, the church has continued to grow and thrive. She has welcomed nearly 300 new members into the church and has officiated at more than 70 baptisms as well as dozens of weddings and memorial services. She has provided loving pastoral care and comfort to countless people during times of illness and grief; and WHEREAS, Reverend Parsons has been an active participant and leader in Presbyterian and interfaith clergy networks in Leesburg, Loudoun County, Northern Virginia and the region served by National Capital Presbytery; and WHEREAS, she organized several mission trips to Cuba, where she forged a supportive relationship between Leesburg Presbyterian Church and a Presbyterian congregation in Guanabacoa; and WHEREAS, she is a strong advocate for social justice, she has helped organize events in support of immigrants and refugees, and in opposition to racism, and she has spearheaded many initiatives to provide food, clothing and other assistance to local families and individuals in need; and WHEREAS, Reverend Parsons grew up in Lubbock, Texas and within the community of faith and friendship of Westminster Presbyterian Church. She graduated with a Religion major from Austin College, a small Presbyterian-related liberal arts college, and from Vanderbilt Divinity School in Nashville, Tennessee. She and her husband, David, have two daughters, Molly and Libby. THEREFORE, PROCLAIMED, the Mayor and Council of the Town of Leesburg in Virginia hereby commend Reverend Deborah Parsons on her 12 plus years of service to the Leesburg community and offer best wishes to her future endeavors. PROCLAIMED this 9th day of February, 2021. ____________________________________ Kelly Burk, Mayor ____________________________________ Fernando “Marty” Martinez, Vice Mayor ____________________________________ Ara H. Bagdasarian ____________________________________ Suzanne D. Fox ____________________________________ Zach Cummings ____________________________________ Kari Nacy ____________________________________ Neil Steinberg 56 Item b. PROCLAMATION Resolution of Respect for The Honorable Frederick R. Howard February 9, 2021 WHEREAS, a beloved member of our community, Frederick “Freddy” R. Howard, passed away on October 25, 2020; and WHEREAS, Freddy was a beloved native son, born in a frame house on South King Street in Leesburg on August 22, 1929, and resided in Leesburg his entire life; and WHEREAS, Freddy graduated from Leesburg High School in 1946, and later from the College of William and Mary; and WHEREAS, Mr. Howard served in the United States Air Force during the Korean War; and WHEREAS, Mr. Howard served nearly 30 years in the Loudoun County Circuit Court Clerk’s Office, and served as the elected Clerk from 1979 to 1991; and WHEREAS, With an infectious smile and gentleman-like quality, he touched the lives of most Loudoun residents by virtue of the numerous services offered to residents by the Clerk of the Circuit Court; and WHEREAS, in addition to service as the Clerk of the Circuit Court, Mr. Howard also served on the Leesburg Town Council where he worked alongside former mayor and state representative Kenny Rollins to obtain approval from State of Maryland officials to draw water from the Potomac River for the town’s needs; and WHEREAS, Mr. Howard loved his family dearly, and never met a stranger, he made a positive impact on the community by donating his time and talents to numerous local organizations. THEREFORE, PROCLAIMED, the Mayor and Council of the Town of Leesburg in Virginia hereby send our deepest sympathy and condolences to the Howard family. PROCLAIMED this 9th day of February, 2021. ____________________________________ Kelly Burk, Mayor ____________________________________ Fernando “Marty” Martinez, Vice Mayor ____________________________________ Ara H. Bagdasarian ____________________________________ Suzanne D. Fox ____________________________________ Zach Cummings ____________________________________ Kari Nacy ____________________________________ Neil Steinberg 57 Item c. Date of Council Meeting: February 9, 2021 TOWN OF LEESBURG TOWN COUNCIL MEETING Subject: Microsoft M365 License Agreement and Purchase from CDW-G Staff Contact: Jakub Jedrzejczak, Director of Information Technology Octavia Andrew, Chief Procurement Officer Council Action Requested: Authorize the Town Manager to execute a 3-year Microsoft M365 license agreement, and to purchase M365 licensing from CDW-G. Staff Recommendation: The Director of Information Technology and the Town’s Chief Procurement Officer recommend purchase of the licenses from CDW-G. As a result, staff recommends that Town Council authorize the Town Manager to execute a 3-year Microsoft M365 license agreement, and to purchase M365 licensing from CDW-G. Commission Recommendation: The Technology and Communications Commission endorses the Microsoft M365 project as part of their support for the Information Technology Budget for Fiscal Year 2021. Fiscal Impact: No additional funding is required. The proposed license agreement has an annual cost of $171,155.00 or $513,465.00 for the three year agreement period. These costs are included in the Fiscal Year 2021 budget, and beyond, as a recurring, base operational expense. Work Plan Impact: This project is already in the Information Technology work plan. It will positively impact the Town staff by providing access to additional communication tools, improved teleworking productivity, better access to electronic documents, and by strengthening IT infrastructure security. Executive Summary: The Information Technology Division included the migration to Microsoft’s (MS) M365 platform in their work plan as a strategic and secure solution to upgrading Microsoft Office and other critical applications and services. The purchase of the licensing for MS M365 will allow the Town’s information technology infrastructure to use the current versions of Office 365 and Windows 10 Operating System. Purchase and implementation will enable Town staff, Council, board, and commission members to take advantage of the MS Office 365 secure site when conducting Town business. The Town solicited competitive quotes for the licensing for M365, and CDW-G provided the lowest bid using a national cooperative contract. The agreement is for $171,155.00 per year for a total of $513,465.00 over the three year agreement period. Background: The Town standardized on MS Windows Operating System and MS Office application suite at the inception of the Information Technology Department in 1999. As new 58 Item a. Authorizing the Town Manger to Execute a 3-Year Microsoft M365 License Agreement and Purchase M365 Licensing from CDW-G February 9, 2021 Page 2 technology became available to Town staff, the Information Technology Department used different applications to administer those new technologies. The Town entered into an Enterprise Licensing Agreement with Microsoft from 2013 to 2016, taking advantage of the services (training, reduced price home licensing) and applications with SharePoint, Office, and Windows 7 operating system. The Town’s Windows technology infrastructure is a mix of Office 2013 and 2016 and Windows Operating Systems 7 and 10. Information Technology administers multiple applications for anti- virus, security, video conferencing, and mobile device management. The Town also maintains the hardware to support outdated email and SharePoint applications. Town Information Technology staff worked with Microsoft partners to determine how to leverage Microsoft’s mature security features offered in its Government Cloud with the Town’s increasing technology needs to reduce administration and maintenance required by Information Technology engineers. Taking advantage of the built-in, anti-virus program would replace the multiple anti-virus applications the Town has used over the last several years. The advanced threat protection would provide email filtering, anti-phishing protection, threat tracking, and the latest anti-virus updates through the Microsoft cloud. By using Microsoft Teams, all Town staff will be able to collaborate in real-time within Office applications and video conference with internal and external customers. Taking advantage of Teams with staff working from home would be ideal as only some Town staff can use similar applications the Town currently offers. Town Information Technology staff will spend less time administering software patches since M365 will standardize the Town to Windows 10 and Office (Word, Excel, PowerPoint, etc.). Town staff will manage its users with Active Directory in the cloud, and be able to leverage Active Directory for logging into other non-Microsoft applications for secure access with only one sign-on. There will be less infrastructure that needs to be updated and security patches applied as Microsoft maintains the hardware and security in Microsoft’s Government Cloud. Intune (another application administered through Microsoft’s Government Cloud) would replace the Town’s existing mobile device management application. Intune will still provide a highly secure mobile solution for all mobile devices in the Town, and protect Town data in the mobile world. This will allow Information Technology staff more time to focus on end-users, their applications, and unique needs. Moving to the M365 platform would mean that Microsoft manages the hardware, and maintains a secure environment for Town data. Town staff, Council, board, and commission members would have access to all Microsoft Office applications to conduct Town business at Town Hall, from home, or wherever there is access to the Office 365 Cloud. The Town Information Technology Department is committed to implementing the Microsoft M365 applications to allow for Town staff to have the latest tools in a secure environment, leveraging the technology to find work efficiencies in fulfilling the goals and objectives of the Information Technology Strategic Plan. 59 Item a. Authorizing the Town Manger to Execute a 3-Year Microsoft M365 License Agreement and Purchase M365 Licensing from CDW-G February 9, 2021 Page 3 Microsoft enterprise licensing must be purchased through a Microsoft Affiliate/Reseller. In response to a solicitation, the Town received three (3) quotes as follows:  CDW-G $ 171,155.00  Dell $ 176,710.80  SHI $ 176,704.40 The quote from CDW-G utilizes a National Intergovernmental Purchasing Alliance cooperative contract, and use of this contract was approved by the Town’s Procurement Officer in accordance with the Virginia Public Procurement Act. Proposed Legislation: RESOLUTION Authorizing the Town Manager to execute a 3-year Microsoft M365 license agreement and purchase M365 licensing from CDW-G Draft Motions: 1. I move to approve the resolution authorizing the Town Manger to execute a 3-year Microsoft M365 license agreement and purchase M365 licensing from CDW-G. 2. I move to deny the resolution authorizing the Town Manger to execute a 3-year Microsoft M365 license agreement and purchase M365 licensing from CDW-G. OR 3. I move an alternate motion. Attachments: 1. Draft Resolution 2. Microsoft CDW-G Documents 60 Item a. PRESENTED: February 9, 2021 RESOLUTION NO. 2021- ADOPTED: ______________ A RESOLUTION : AUTHORIZING THE TOWN MANAGER TO EXECUTE A 3- YEAR MICROSOFT M365 LICENSE AGREEMENT AND TO PURCHASE M365 LICENSING FROM CDW-G WHEREAS, the approved Fiscal Year 2021 Department of Information Technology budget includes funding for the purchase of software licenses and implementation; and WHEREAS, the upgrade to Microsoft M365 is necessary to support the operation of the Town’s Microsoft Office, operating system, email video conferencing, mobile device management, and security applications; and WHEREAS, the Town of Leesburg will continue to implement and build upon its cloud-based applications; and WHEREAS, shifting of maintenance of infrastructure from on-premise to the cloud will save human resources that could be better applied to the unique needs of Town programs and staff; and WHEREAS, quotes were solicited and received pursuant to the Virginia Public Procurement Act from authorized Microsoft resellers; and WHEREAS, CDW-G provided the lowest quote and utilizes a National Intergovernmental Purchasing Alliance Company cooperative contract available to the Town; and WHEREAS, the Director of Information Technology and the Town’s Chief Procurement Officer recommend purchase of the licenses through CDW-G; and WHEREAS, Microsoft Enterprise Licensing requires a minimum term of three (3) years. 61 Item a. A RESOLUTION: AUTHORIZING THE TOWN MANAGER TO EXECUTE A 3- YEAR MICROSOFT M365 LICENSE AGREEMENT AND PURCHASE M365 LICENSING FROM CDW-G -2- THEREFORE, RESOLVED, by the Council of the Town of Leesburg in Virginia that the Town Manager is hereby authorized to execute a three-year Microsoft license agreement through CDW-G for a total of $171,155.00 for year one with a 3-year total of $513,465.00 in a form approved by the Town Attorney. PASSED this 9th day of February, 2021. ______________________________ Kelly Burk, Mayor Town of Leesburg ATTEST: ______________________________ Clerk of Council 62 Item a. EA20201AgrGov(US)SLG(ENG)(Oct2019) Page 1 of 11 Document X20-10210 Enterprise Agreement State and Local Not for Use with Microsoft Business Agreement or Microsoft Business and Services Agreement This Microsoft Enterprise Agreement (“Agreement”) is entered into between the entities identified on the signature form. Effective date. The effective date of this Agreement is the earliest effective date of any Enrollment entered into under this Agreement or the date Microsoft accepts this Agreement, whichever is earlier. This Agreement consists of (1) these Agreement terms and conditions, including any amendments and the signature form and all attachments identified therein, (2) the Product Terms applicable to Products licensed under this Agreement, (3) the Online Services Terms, (4) any Affiliate Enrollment entered into under this Agreement, and (5) any order submitted under this Agreement. Please note: Documents referenced in this Agreement but not attached to the signature form may be found at http://www.microsoft.com/licensing/contracts and are incorporated in this Agreement by reference, including the Product Terms and Use Rights. These documents may contain additional terms and conditions for Products licensed under this Agreement and may be changed from time to time. Customer should review such documents carefully, both at the time of signing and periodically thereafter, and fully understand all terms and conditions applicable to Products licensed. Terms and Conditions 1. Definitions. “Affiliate” means a. with regard to Customer, (i) any government agency, department, office, instrumentality, division, unit or other entity of the state or local government that is supervised by or is part of Customer, or which supervises Customer or of which Customer is a part, or which is under common supervision with Customer; (ii) any county, borough, commonwealth, city, municipality, town, township, special purpose district, or other similar type of governmental instrumentality established by the laws of Customer’s state and located within Customer’s state jurisdiction and geographic boundaries; and (iii) any other entity in Customer’s state expressly authorized by the laws of Customer’s state to purchase under state contracts; provided that a state and its Affiliates shall not, for purposes of this definition, be considered to be Affiliates of the federal government and its Affiliates; and b. with regard to Microsoft, any legal entity that Microsoft owns, that owns Microsoft, or that is under common ownership with Microsoft. “Customer” means the legal entity that has entered into this Agreement with Microsoft. “Customer Data” means all data, including all text, sound, software, image, or video files that are provided to Microsoft by, or on behalf of, an Enrolled Affiliate and its Affiliates through use of Online Services. "day" means a calendar day, except for references that specify “business day”. “Enrolled Affiliate” means an entity, either Customer or any one of Customer’s Affiliates that has entered into an Enrollment under this Agreement. 63 Item a. EA20201AgrGov(US)SLG(ENG)(Oct2019) Page 2 of 11 Document X20-10210 “Enrollment” means the document that an Enrolled Affiliate submits under this Agreement to place orders for Products. “Enterprise” means an Enrolled Affiliate and the Affiliates for which it is responsible and chooses on its Enrollment to include in its enterprise. “Fixes” means Product fixes, modifications or enhancements, or their derivatives, that Microsoft either releases generally (such as Product service packs) or provides to Customer to address a specific issue. “License” means the right to download, install, access and use a Product. For certain Products, a License may be available on a fixed term or subscription basis (“Subscription License”). Licenses for Online Services will be considered Subscription Licenses. “Microsoft” means the Microsoft Affiliate that has entered into this Agreement or an Enrollment and its Affiliates, as appropriate. “Online Services” means the Microsoft-hosted services identified as Online Services in the Product Terms. “Online Services Terms” means the additional terms that apply to Customer’s use of Online Services published on the Volume Licensing Site and updated from time to time. “Product” means all products identified in the Product Terms, such as all Software, Online Services and other web-based services, including pre-release or beta versions. “Product Terms” means the document that provides information about Microsoft Products and Professional Services available through volume licensing. The Product Terms document is published on the Volume Licensing Site and is updated from time to time. “SLA” means Service Level Agreement, which specifies the minimum service level for Online Services and is published on the Volume Licensing Site. “Software” means licensed copies of Microsoft software identified on the Product Terms. Software does not include Online Services, but Software may be part of an Online Service. “Software Assurance” is an offering by Microsoft that provides new version rights and other benefits for Products as further described in the Product Terms. “Trade Secret” means information that is not generally known or readily ascertainable to the public, has economic value as a result, and has been subject to reasonable steps under the circumstances to maintain its secrecy. “use” or “run” means to copy, install, use, access, display, run or otherwise interact. “Use Rights” means, with respect to any licensing program, the use rights or terms of service for each Product and version published for that licensing program at the Volume Licensing Site and updated from time to time. The Use Rights include the Product-Specific License Terms, the License Model terms, the Universal License Terms, the Data Protection Terms, and the Other Legal Terms. The Use Rights supersede the terms of any end user license agreement (on-screen or otherwise) that accompanies a Product. “Volume Licensing Site” means http://www.microsoft.com/licensing/contracts or a successor site. 2. How the Enterprise program works. a. General. The Enterprise program consists of the terms and conditions on which an Enrolled Affiliate may acquire Product Licenses. Under the Enterprise program, Customer and its Affiliates may order Licenses for Products by entering into Enrollments. b. Enrollments. The Enterprise program gives Customer and/or its Affiliates the ability to enter into one or more Enrollments to order Products. Subscription Enrollments may be available for some of these Enrollments. Notwithstanding any other provision of this Agreement, only Enrolled Affiliates identified in an Enrollment will be responsible for complying with the terms 64 Item a. EA20201AgrGov(US)SLG(ENG)(Oct2019) Page 3 of 11 Document X20-10210 of that Enrollment, including the terms of this Agreement incorporated by reference in that Enrollment. c. Licenses. The types of Licenses available are (1) Licenses obtained under Software Assurance (L&SA), and (2) Subscription Licenses. These License types, as well as additional License Types, are further described in the Product List. 3. Licenses for Products. a. License Grant. Microsoft grants the Enterprise a non-exclusive, worldwide and limited right to download, install and use software Products, and to access and use the Online Services, each in the quantity ordered under an Enrollment. The rights granted are subject to the terms of this Agreement, the Use Rights and the Product Terms. Microsoft reserves all rights not expressly granted in this Agreement. b. Duration of Licenses. Subscription Licenses and most Software Assurance rights are temporary and expire when the applicable Enrollment is terminated or expires, unless the Enrolled Affiliate exercises a buy-out option, which is available for some Subscription Licenses. Except as otherwise noted in the applicable Enrollment or Use Rights, all other Licenses become perpetual only when all payments for that License have been made and the initial Enrollment term has expired. c. Applicable Use Rights. The latest Use Rights as updated from time to time, apply to the use of all Products, subject to the following exceptions. (i) For products with metered usage-based pricing (e.g. metered Microsoft Azure Services) Material adverse changes published after the start of a calendar month will apply beginning the following month. (ii) For Versioned Software. Material adverse changes published after the date a Product is first licensed will not apply to any licenses for that Product acquired during the applicable Enrollment term unless the changes are published with the release of a new version and Customer chooses to update to that version. Renewal of Software Assurance does not change which Use Rights apply to perpetual Licenses acquired during a previous term or Enrollment (iii) For all other Products (e.g. Office 365 services). Material adverse changes published after the start of the subscription term will not apply to any licenses for that Product acquired during the applicable Enrollment term. (iv) For use rights granted through Software Assurance. Material adverse changes published after the date a Product is first licensed will not apply to any licenses for that Product during the applicable enrollment term unless the changes are published with the release of a new version and Customer chooses to update to that version. d. Downgrade rights. Enrolled Affiliate may use an earlier version of a Product other than Online Services than the version that is current on the effective date of the Enrollment. For Licenses acquired in the current Enrollment term, the Use Rights for the current version apply to the use of the earlier version. If the earlier Product version includes features that are not in the new version, then the Use Rights applicable to the earlier version apply with respect to those features. e. New Version Rights under Software Assurance. Enrolled Affiliate must order and maintain continuous Software Assurance coverage for each License ordered. With Software Assurance coverage, Enterprise automatically has the right to use a new version of a licensed Product as soon as it is released, even if Enrolled Affiliate chooses not to use the new version immediately. (i) Except as otherwise permitted under an Enrollment, use of the new version will be subject to the new version’s Use Rights. 65 Item a. EA20201AgrGov(US)SLG(ENG)(Oct2019) Page 4 of 11 Document X20-10210 (ii) If the License for the earlier version of the Product is perpetual at the time the new version is released, the License for the new version will also be perpetual. Perpetual Licenses obtained through Software Assurance replace any perpetual Licenses for the earlier version. f. License confirmation. This Agreement, the applicable Enrollment, Enrolled Affiliate’s order confirmation, and any documentation evidencing transfers of perpetual Licenses, together with proof of payment, will be Enrolled Affiliate’s evidence of all Licenses obtained under an Enrollment. g. Reorganizations, consolidations and privatizations. If the number of Licenses covered by an Enrollment changes by more than ten percent as a result of (1) a reorganization, consolidation or privatization of an entity or an operating division, (2) a privatization of an Affiliate or an operating division of Enrolled Affiliate or any of its Affiliates, or (3) a consolidation including a merger with a third party that has an existing agreement or Enrollment, Microsoft will work with Enrolled Affiliate in good faith to determine how to accommodate its changed circumstances in the context of this Agreement. 4. Making copies of Products and re-imaging rights. a. General. Enrolled Affiliate may make as many copies of Products, as it needs to distribute them within the Enterprise. Copies must be true and complete (including copyright and trademark notices) from master copies obtained from a Microsoft approved fulfillment source. Enrolled Affiliate may use a third party to make these copies, but Enrolled Affiliate agrees it will be responsible for any third party’s actions. Enrolled Affiliate agrees to make reasonable efforts to notify its employees, agents, and any other individuals who use the Products that the Products are licensed from Microsoft and subject to the terms of this Agreement. b. Copies for training/evaluation and back-up. For all Products other than Online Services, Enrolled Affiliate may: (1) use up to 20 complimentary copies of any licensed Product in a dedicated training facility on its premises for purposes of training on that particular Product, (2) use up to 10 complimentary copies of any Products for a 60-day evaluation period, and (3) use one complimentary copy of any licensed Product for back-up or archival purposes for each of its distinct geographic locations. Trials for Online Services may be available if specified in the Use Rights. c. Right to re-image. In certain cases, re-imaging is permitted using the Product media. If the Microsoft Product is licensed (1) from an original equipment manufacturer (OEM), (2) as a full packaged Product through a retail source, or (3) under another Microsoft program, then media provided under this Agreement may generally be used to create images for use in place of copies provided through that separate source. This right is conditional upon the following: (i) Separate Licenses must be acquired from the separate source for each Product that is re-imaged. (ii) The Product, language, version, and components of the copies made must be identical to the Product, language, version, and all components of the copies they replace and the number of copies or instances of the re-imaged Product permitted remains the same. (iii) Except for copies of an operating system and copies of Products licensed under another Microsoft program, the Product type (e.g., Upgrade or full License) re-imaged must be identical to the Product type licensed from the separate source. (iv) Enrolled Affiliate must adhere to any Product-specific processes or requirements for re-imaging identified in the Product Terms. Re-imaged Products remain subject to the terms and use rights of the License acquired from the separate source. This subsection does not create or extend any Microsoft warranty or support obligation. 66 Item a. EA20201AgrGov(US)SLG(ENG)(Oct2019) Page 5 of 11 Document X20-10210 5. Transferring and reassigning Licenses. a. License transfers. License transfers are not permitted, except that Customer or an Enrolled Affiliate may transfer only fully-paid perpetual Licenses to: (i) an Affiliate, or (ii) a third party solely in connection with the transfer of hardware or employees to whom the Licenses have been assigned as part of (1) a privatization of an Affiliate or agency or of an operating division of Enrolled Affiliate or an Affiliate, (2) a reorganization, or (3) a consolidation. Upon such transfer, Customer or Enrolled Affiliate must uninstall and discontinue using the licensed Product and render any copies unusable. b. Notification of License Transfer. Enrolled Affiliate must notify Microsoft of a License transfer by completing a license transfer form, which can be obtained from http://www.microsoft.com/licensing/contracts and sending the completed form to Microsoft before the License transfer. No License transfer will be valid unless Enrolled Affiliate provides to the transferee, and the transferee accepts in writing, documents sufficient to enable the transferee to ascertain the scope, purpose and limitations of the rights granted by Microsoft under the licenses being transferred (includingthe applicable Use Rights, use and transfer restrictions, warranties and limitations of liability). Any License transfer not made in compliance with this section will be void. c. Internal Assignment of Licenses and Software Assurance. Licenses and Software Assurance must be assigned to a single user or device within the Enterprise. Licenses and Software Assurance may be reassigned within the Enterprise as described in the Use Rights. 6. Term and termination. a. Term. The term of this Agreement will remain in effect unless terminated by either party as described below. Each Enrollment will have the term provided in that Enrollment. b. Termination without cause. Either party may terminate this Agreement, without cause, upon 60 days’ written notice. In the event of termination, new Enrollments will not be accepted, but any existing Enrollment will continue for the term of such Enrollment and will continue to be governed by this Agreement. c. Mid-term termination for non-appropriation of Funds. Enrolled Affiliate may terminate this Agreement or an Enrollment without liability, penalty or further obligation to make payments if funds to make payments under the Agreement or Enrollment are not appropriated or allocated by the Enrolled Affiliate for such purpose. d. Termination for cause. Without limiting any other remedies it may have, either party may terminate an Enrollment if the other party materially breaches its obligations under this Agreement, including any obligation to submit orders or pay invoices. Except where the breach is by its nature not curable within 30 days, the terminating party must give the other party 30 days’ notice of its intent to terminate and an opportunity to cure the breach. If Microsoft gives such notice to an Enrolled Affiliate, Microsoft also will give Customer a copy of that notice and Customer agrees to help resolve the breach. If the breach affects other Enrollments and cannot be resolved between Microsoft and Enrolled Affiliate, together with Customer’s help, within a reasonable period of time, Microsoft may terminate this Agreement and all Enrollments under it. If an Enrolled Affiliate ceases to be Customer’s Affiliate, it must promptly notify Microsoft, and Microsoft may terminate the former Affiliate’s Enrollment. If an Enrolled Affiliate terminates its Enrollment as a result of a breach by Microsoft, or if Microsoft terminates an Enrollment because Enrolled Affiliate ceases to be Customer’s Affiliate, then Enrolled Affiliate will have the early termination rights described in the Enrollment. 67 Item a. EA20201AgrGov(US)SLG(ENG)(Oct2019) Page 6 of 11 Document X20-10210 e. Early termination. If (1) an Enrolled Affiliate terminates its Enrollment as a result of a breach by Microsoft, or (2) if Microsoft terminates an Enrollment because the Enrolled Affiliate has ceased to be an Affiliate of Customer, or (3) Enrolled Affiliate terminates an Enrollment for non-appropriation of funds, or (4) Microsoft terminates an Enrollment for non-payment due to non-appropriation of funds, then the Enrolled Affiliate will have the following options: (i) It may immediately pay the total remaining amount due, including all installments, in which case, the Enrolled Affiliate will have perpetual rights for all Licenses it has ordered; or (ii) It may pay only amounts due as of the termination date, in which case the Enrolled Affiliate will have perpetual Licenses for: 1) all copies of Products (including the latest version of Products ordered under SA coverage in the current term) for which payment has been made in full, and 2) the number of copies of Products it has ordered (including the latest version of Products ordered under Software Assurance coverage in current term) that is proportional to the total of installment payments paid versus total amounts due (paid and payable) if the early termination had not occurred. (iii) In the case of early termination under subscription Enrollments, Enrolled Affiliate will have the following options: 1) For eligible Products, Enrolled Affiliate may obtain perpetual Licenses as described in the section of the Enrollment titled “Buy-out option,” provided that Microsoft receives the buy-out order for those Licenses within 60 days after Enrolled Affiliate provides notice of termination. 2) In the event of a breach by Microsoft, if Customer chooses not to exercise a buy-out option, Microsoft will issue Enrolled Affilaite a credit for any amount paid in advance for Subscription Licenses that the Enterprise will not be able to use to do the termination of the Enrollment. Nothing in this section shall affect perpetual License rights acquired either in a separate agreement or in a prior term of the terminated Enrollment. f. Effect of termination or expiration. When an Enrollment expires or is terminated, (i) Enrolled Affiliate must order Licenses for all copies of Products it has run for which it has not previously submitted an order. Any and all unpaid payments for any order of any kind remain due and payable. Except as provided in the subsection titled “Early termination,” all unpaid payments for Licenses immediately become due and payable. (ii) Enrolled Affiliate’s right to Software Assurance benefits under this Agreement ends if it does not renew Software Assurance. g. Modification or termination of an Online Service for regulatory reasons. Microsoft may modify or terminate an Online Service where there is any current or future government requirement or obligation that: (1) subjects Microsoft to any regulation or requirement not generally applicable to businesses operating in the jurisdiction; (2) presents a hardship for Microsoft to continue operating the Online Service without modification; and/or (3) causes Microsoft to believe these terms or the Online Service may conflict with any such requirement or obligation. h. Program updates. Microsoft may make changes to this program that will make it necessary for Customer and its Enrolled Affiliates to enter into new agreements and Enrollments at the time of an Enrollment renewal. 68 Item a. EA20201AgrGov(US)SLG(ENG)(Oct2019) Page 7 of 11 Document X20-10210 7. Use, ownership, rights, and restrictions. a. Products. Unless otherwise specified in a supplemental agreement, use of any Product is governed by the Use Rights specific to each Product and version and by the terms of the applicable supplemental agreement. b. Fixes. Each Fix is licensed under the same terms as the Product to which it applies. If a Fix is not provided for a specific Product, any use rights Microsoft provides with the Fix will apply. c. Non-Microsoft software and technology. Enrolled Affiliate is solely responsible for any non-Microsoft software or technology that it installs or uses with the Products or Fixes. d. Restrictions. Enrolled Affiliate must not (and is not licensed to) (1) reverse engineer, decompile, or disassemble any Product or Fix; (2) install or use non-Microsoft software or technology in any way that would subject Microsoft’s intellectual property or technology to any other license terms; or (3) work around any technical limitations in a Product or Fix or restrictions in Product documentation. Customer must not (and is not licensed to) (1) separate and run parts of a Product or Fix on more than one device, upgrade or downgrade parts of a Product or Fix at different times, or transfer parts of a Product or Fix separately; or (2) distribute, sublicense, rent, lease, lend any Products or Fixes, in whole or in part, or use them to offer hosting services to a third party. e. Reservation of rights. Products and Fixes are protected by copyright and other intellectual property rights laws and international treaties. Microsoft reserves all rights not expressly granted in this agreement. No rights will be granted or implied by waiver or estoppel. Rights to access or use Software on a device do not give Customer any right to implement Microsoft patents or other Microsoft intellectual property in the device itself or in any other software or devices. 8. Confidentiality. “Confidential Information” is non-public information that is designated “confidential” or that a reasonable person should understand is confidential, including Customer Data. Confidential Information does not include information that (1) becomes publicly available without a breach of this agreement, (2) the receiving party received lawfully from another source without a confidentiality obligation, (3) is independently developed, or (4) is a comment or suggestion volunteered about the other party’s business, products or services. Each party will take reasonable steps to protect the other’s Confidential Information and will use the other party’s Confidential Information only for purposes of the parties’ business relationship. Neither party will disclose that Confidential Information to third parties, except to its employees, Affiliates, contractors, advisors and consultants (“Representatives”) and then only on a need-to-know basis under nondisclosure obligations at least as protective as this agreement. Each party remains responsible for the use of the Confidential Information by its Representatives and, in the event of discovery of any unauthorized use or disclosure, must promptly notify the other party. A party may disclose the other’s Confidential Information if required by law; but only after it notifies the other party (if legally permissible) to enable the other party to seek a protective order. Neither party is required to restrict work assignments of its Representatives who have had access to Confidential Information. Each party agrees that the use of information retained in Representatives’ unaided memories in the development or deployment of the parties’ respective products or services does not create liability under this Agreement or trade secret law, and each party agrees to limit what it discloses to the other accordingly. These obligations apply (1) for Customer Data until it is deleted from the Online Services, and (2) for all other Confidential Information, for a period of five years after a party receives the Confidential Information. 69 Item a. EA20201AgrGov(US)SLG(ENG)(Oct2019) Page 8 of 11 Document X20-10210 9. Privacy and compliance with laws. a. Enrolled Affiliate consents to the processing of personal information by Microsoft and its agents to facilitate the subject matter of this Agreement. Enrolled Affiliate will obtain all required consents from third parties under applicable privacy and data protection law before providing personal information to Microsoft. b. Personal information collected under this agreement (1) may be transferred, stored and processed in the United States or any other country in which Microsoft or its service providers maintain facilities and (2) will be subject to the privacy terms specified in the Use Rights. Microsoft will abide by the requirements of European Economic Area and Swiss data protection law regarding the collection, use, transfer, retention, and other processing of personal data from the European Economic Area and Switzerland. c. U.S. export. Products and Fixes are subject to U.S. export jurisdiction. Enrolled Affiliate must comply with all applicable international and national laws, including the U.S. Export Administration Regulations and International Traffic in Arms Regulations, and end-user, end use and destination restrictions issued by U.S. and other governments related to Microsoft products, services and technologies. 10. Warranties. a. Limited warranties and remedies. (i) Software. Microsoft warrants that each version of the Software will perform substantially as described in the applicable Product documentation for one year from the date the Enterprise is first licensed for that version. If it does not and the Enterprise notifies Microsoft within the warranty term, then Microsoft will, at its option (1) return the price Enrolled Affiliate paid for the Software license, or (2) repair or replace the Software. (ii) Online Services. Microsoft warrants that each Online Service will perform in accordance with the applicable SLA during the Enterprise’s use. The Enterprise’s remedies for breach of this warranty are in the SLA. The remedies above are the Enterprise’s sole remedies for breach of the warranties in this section. Customer waives any breach of warranty claims not made during the warranty period. b. Exclusions. The warranties in this agreement do not apply to problems caused by accident, abuse, or use in a manner inconsistent with this Agreement, including failure to meet minimum system requirements. These warranties do not apply to free, trial, pre-release, or beta products, or to components of Products that Enrolled Affiliate is permitted to redistribute. c. Disclaimer. Except for the limited warranties above, Microsoft provides no other warranties or conditions and disclaims any other express, implied, or statutory warranties, including warranties of quality, title, non-infringement, merchantability, and fitness for a particular purpose. 11. Defense of third party claims. The parties will defend each other against the third-party claims described in this section and will pay the amount of any resulting adverse final judgment or approved settlement, but only if the defending party is promptly notified in writing of the claim and has the right to control the defense and any settlement of it. The party being defended must provide the defending party with all requested assistance, information, authority, and must take all reasonable action to mitigate its losses arising from the third-party claim. The defending party will reimburse the other party for reasonable out-of-pocket expenses it incurs in providing assistance. This section describes the parties’ sole remedies and entire liability for such claims. a. By Microsoft. Microsoft will defend Enrolled Affiliate against any third-party claim to the extent it alleges that a Product or Fix made available by Microsoft for a fee and used within the scope 70 Item a. EA20201AgrGov(US)SLG(ENG)(Oct2019) Page 9 of 11 Document X20-10210 of the license granted (unmodified from the form provided by Microsoft and not combined with anything else) misappropriates a trade secret or directly infringes a patent, copyright, trademark or other proprietary right of a third party. If Microsoft is unable to resolve a claim of infringement under commercially reasonable terms, it may, at its option, either (1) modify or replace the Product or Fix with a functional equivalent; or (2) terminate Enrolled Affiliate’s license and refund any prepaid license fees (less depreciation on a five-year, straight-line basis) for perpetual licenses and any amount paid for Online Services for any usage period after the termination date. Microsoft will not be liable for any claims or damages due to Enrolled Affiliate’s continued use of a Product or Fix after being notified to stop due to a third-party claim. b. By Enrolled Affiliate. To the extent permitted by applicable law, Enrolled Affiliate will defend Microsoft against any third-party claim to the extent it alleges that: (1) any Customer Data or non-Microsoft software hosted in an Online Service by Microsoft on Enrolled Affiliate's behalf misappropriates a trade secret or directly infringes a patent, copyright, trademark, or other proprietary right of a third party; or (2) Enrolled Affiliate’s use of any Product or Fix, alone or in combination with anything else, violates the law or damages a third party. 12. Limitation of liability. For each Product, each party’s maximum, aggregate liability to the other under this Agreement is limited to direct damages finally awarded in an amount not to exceed the amounts Enrolled Affiliate paid for the applicable Products during the term of this Agreement, subject to the following: a. Online Services. For Online Services, Microsoft’s maximum liability to Enrolled Affiliate for any incident giving rise to a claim will not exceed the amount Enrolled Affiliate paid for the Online Service during the 12 months before the incident. b. Free Products and Distributable Code. For Products provided free of charge and code that Enrolled Affiliate is authorized to redistribute to third parties without separate payment to Microsoft, Microsoft’s liability is limited to direct damages finally awarded up to US$5,000. c. Exclusions. In no event will either party be liable for indirect, incidental, special, punitive, or consequential damages, or for loss of use, loss of business information, loss of revenue, or interruption of business, however caused or on any theory of liability. d. Exceptions. No limitation or exclusions will apply to liability arising out of either party’s (1) confidentiality obligations (except for all liability related to Customer Data, which will remain subject to the limitations and exclusions above); (2) defense obligations; or (3) violation of the other party’s intellectual property rights. 13. Verifying compliance. a. Right to verify compliance. Enrolled Affiliate must keep records relating to all use and distribution of Products by Enrolled Affiliate and its Affiliates. Microsoft has the right, at its expense, to the extent permitted by applicable law, to verify such compliance with the Product’s license terms. Microsoft will engage an independent autidtor and Enrolled Affiliate must provide the independent auditor with any information the auditor reasonably requests in furtherance of the verification, including visible access to systems running the Products and evidence of Licenses for Products Enrolled Affiliate hosts, sublicenses, or distributes to third parties. Enrolled Affiliate must provide, without undue delay, the foregoing information and access upon request of the independent auditor b. Verification process. Microsoft will notify Enrolled Affiliate at least 30 calendar days in advance of its intent to verify Enrolled Affiliate’s compliance with the license terms for the Products Enrolled Affiliate use or distribute. The independent auditor is subject to a confidentiality obligation sufficient to cover the auditor’s engagement with Enrolled Affiliate for the verification process. Enrolled Affiliate may, at its discretion, also require a mutually agreeable confidentiality agreement with the independent auditor for access to premises, data 71 Item a. EA20201AgrGov(US)SLG(ENG)(Oct2019) Page 10 of 11 Document X20-10210 and systems. Such confidentiality agreement between Enrolled Affiliate and auditor must be completed within fourteen (14) days of such request, and shall not restrict the ability for the independent auditor to accurately verify compliance and share the resulting information with Microsoft. Any information collected will be used solely for purposes of determining Enrolled Affiliate’s compliance. This verification will take place during normal business hours and the auditor will make best efforts not to interfere with Enrolled Affiliate’s operations during the course of the audit. c. Remedies for non-compliance. If verification reveals any use of Products without applicable license rights, then within 30 days Enrolled Affiliate must order sufficient licenses to cover its use, and, if such use or distribution is determined to be in excess of Enrolled Affiliate’s existing licenses by 5% or more of the audited environment(s) in aggregate, then Enrolled Affiliate must reimburse Microsoft for the costs Microsoft incurred in obtaining the verification and acquire the necessary additional licenses. Such licenses will be obtained at 125% of the price, based on the then-current price list. The use percentage is based on the total number of Products used without applicable liscense rights (as described above) compared to the total Product use. If it is verified that Product use is sufficiently licensed, Microsoft will not require the Enterprise to engage in another verification for at least one year. By exercising the rights and procedures described above, Microsoft does not waive its rights to enforce its rights under these Additional Use Rights and Restrictions or to protect its intellectual property by any other legal or contractual means. 14. Miscellaneous. a. Use of contractors. Microsoft may use contractors to perform services, but will be responsible for their performance subject to the terms of this Agreement. b. Microsoft as independent contractor. The parties are independent contractors. Enrolled Affiliate and Microsoft each may develop products independently without using the other’s Confidential Information. c. Notices. Notices to Microsoft must be sent to the address on the signature form. Notices must be in writing and will be treated as delivered on the date shown on the return receipt or on the courier or fax confirmation of delivery. Microsoft may provide information to Enrolled Affiliate about upcoming ordering deadlines, services, and subscription information in electronic form, including by email to contacts provided by Enrolled Affiliate. Emails will be treated as delivered on the transmission date. d. Agreement not exclusive. Customer is free to enter into agreements to license, use or promote non-Microsoft products. e. Amendments. Any amendment to this Agreement must be executed by both parties, except that Microsoft may change the Product Terms and the Use Rights from time to time in accordance with the terms of this Agreement. Any conflicting terms and conditions contained in an Enrolled Affiliate’s purchase order will not apply. Microsoft may require Customer to sign a new agreement or an amendment before an Enrolled Affiliate enters into an Enrollment under this agreement. f. Assignment. Either party may assign this Agreement to an Affiliate, but must notify the other party in writing of the assignment. Any other proposed assignment must be approved by the non-assigning party in writing. Assignment will not relieve the assigning party of its obligations under the assigned agreement. Any attempted assignment without required approval will be void. g. Applicable law; dispute resolution. The terms of this Agreement will be governed by the laws of Customer’s state, without giving effect to its conflict of laws. Disputes relating to this Agreement will be subject to applicable dispute resolution laws of Customer’s state. 72 Item a. EA20201AgrGov(US)SLG(ENG)(Oct2019) Page 11 of 11 Document X20-10210 h. Severability. If any provision in this agreement is held to be unenforceable, the balance of the agreement will remain in full force and effect. i. Waiver. Failure to enforce any provision of this agreement will not constitute a waiver. Any waiver must be in writing and signed by the waiving party. j. No third-party beneficiaries. This Agreement does not create any third-party beneficiary rights. k. Survival. All provisions survive termination or expiration of this Agreement except those requiring performance only during the term of the Agreement. l. Management and Reporting. Customer and/or Enrolled Affiliate may manage account details (e.g., contacts, orders, Licenses, software downloads) on Microsoft’s Volume Licensing Service Center (“VLSC”) web site (or successor site) at: https://www.microsoft.com/licensing/servicecenter. Upon the effective date of this Agreement and any Enrollments, the contact(s) identified for this purpose will be provided access to this site and may authorize additional users and contacts. m. Order of precedence. In the case of a conflict between any documents in this Agreement that is not expressly resolved in those documents, their terms will control in the following order from highest to lowest priority: (1) this Enterprise Agreement, (2) any Enrollment, (3) the Product Terms, (4) the Online Services Terms, (5) orders submitted under this Agreement, and (6) any other documents in this Agreement. Terms in an amendment control over the amended document and any prior amendments concerning the same subject matter. n. Free Products. It is Microsoft's intent that the terms of this Agreement and the Use Rights be in compliance with all applicable federal law and regulations. Any free Product provided to Enrolled Affiliate is for the sole use and benefit of the Enrolled Affiliate, and is not provided for use by or personal benefit of any specific government employee. o. Voluntary Product Accessibility Templates. Microsoft supports the government’s obligation to provide accessible technologies to its citizens with disabilities as required by Section 508 of the Rehabilitation Act of 1973, and its state law counterparts. The Voluntary Product Accessibility Templates (“VPATs”) for the Microsoft technologies used in providing the Online Services can be found at Microsoft’s VPAT page. Further information regarding Microsoft’s commitment to accessibility can be found at http://www.microsoft.com/enable. p. Natural disaster. In the event of a “natural disaster,” Microsoft may provide additional assistance or rights by posting them on http://www.microsoft.com at such time. q. Copyright violation. Except as set forth in the section above entitled “Transferring and reassigning Licenses”, the Enrolled Affiliate agrees to pay for, and comply with the terms of this Agreement and the Use Rights, for the Products it uses. Except to the extent Enrolled Affiliate is licensed under this Agreement, it will be responsible for its breach of this contract and violation of Microsoft’s copyright in the Products, including payment of License fees specified in this Agreement for unlicensed use. 73 Item a. EA20201EnrGov(US)SLG(ENG)(Oct2019) Page 1 of 10 Document X20-10635 Enterprise Enrollment State and Local Enterprise Enrollment number (Microsoft to complete) Framework ID (if applicable) Previous Enrollment number (Reseller to complete) This Enrollment must be attached to a signature form to be valid. This Microsoft Enterprise Enrollment is entered into between the entities as identified in the signature form as of the effective date. Enrolled Affiliate represents and warrants it is the same Customer, or an Affiliate of the Customer, that entered into the Enterprise Agreement identified on the program signature form. This Enrollment consists of: (1) these terms and conditions, (2) the terms of the Enterprise Agreement identified on the signature form, (3) the Product Selection Form, (4) the Product Terms, (5) the Online Services Terms, (6) any Supplemental Contact Information Form, Previous Agreement/Enrollment form, and other forms that may be required, and (7) any order submitted under this Enrollment. This Enrollment may only be entered into under a 2011 or later Enterprise Agreement. By entering into this Enrollment, Enrolled Affiliate agrees to be bound by the terms and conditions of the Enterprise Agreement. All terms used but not defined are located at http://www.microsoft.com/licensing/contracts. In the event of any conflict the terms of this Agreement control. Effective date. If Enrolled Affiliate is renewing Software Assurance or Subscription Licenses from one or more previous Enrollments or agreements, then the effective date will be the day after the first prior Enrollment or agreement expires or terminates. If this Enrollment is renewed, the effective date of the renewal term will be the day after the Expiration Date of the initial term. Otherwise, the effective date will be the date this Enrollment is accepted by Microsoft. Any reference to “anniversary date” refers to the anniversary of the effective date of the applicable initial or renewal term for each year this Enrollment is in effect. Term. The initial term of this Enrollment will expire on the last day of the month, 36 full calendar months from the effective date of the initial term. The renewal term will expire 36 full calendar months after the effective date of the renewal term. Terms and Conditions 1. Definitions. Terms used but not defined in this Enrollment will have the definition in the Enterprise Agreement. The following definitions are used in this Enrollment: “Additional Product” means any Product identified as such in the Product Terms and chosen by Enrolled Affiliate under this Enrollment. “Community” means the community consisting of one or more of the following: (1) a Government, (2) an Enrolled Affiliate using eligible Government Community Cloud Services to provide solutions to a Government or a qualified member of the Community, or (3) a Customer with Customer Data that is subject to Government regulations for which Customer determines and Microsoft agrees that the use of Government Community Cloud Services is appropriate to meet Customer’s regulatory requirements. 74 Item a. EA20201EnrGov(US)SLG(ENG)(Oct2019) Page 2 of 10 Document X20-10635 Membership in the Community is ultimately at Microsoft’s discretion, which may vary by Government Community Cloud Service. “Enterprise Online Service” means any Online Service designated as an Enterprise Online Service in the Product Terms and chosen by Enrolled Affiliate under this Enrollment. Enterprise Online Services are treated as Online Services, except as noted. “Enterprise Product” means any Desktop Platform Product that Microsoft designates as an Enterprise Product in the Product Terms and chosen by Enrolled Affiliate under this Enrollment. Enterprise Products must be licensed for all Qualified Devices and Qualified Users on an Enterprise-wide basis under this program. “Expiration Date” means the date upon which the Enrollment expires. “Federal Agency” means a bureau, office, agency, department or other entity of the United States Government. “Government” means a Federal Agency, State/Local Entity, or Tribal Entity acting in its governmental capacity. “Government Community Cloud Services” means Microsoft Online Services that are provisioned in Microsoft’s multi-tenant data centers for exclusive use by or for the Community and offered in accordance with the National Institute of Standards and Technology (NIST) Special Publication 800-145. Microsoft Online Services that are Government Community Cloud Services are designated as such in the Use Rights and Product Terms. “Industry Device” (also known as line of business device) means any device that: (1) is not useable in its deployed configuration as a general purpose personal computing device (such as a personal computer), a multi-function server, or a commercially viable substitute for one of these systems; and (2) only employs an industry or task-specific software program (e.g. a computer-aided design program used by an architect or a point of sale program) (“Industry Program”). The device may include features and functions derived from Microsoft software or third-party software. If the device performs desktop functions (such as email, word processing, spreadsheets, database, network or Internet browsing, or scheduling, or personal finance), then the desktop functions: (1) may only be used for the purpose of supporting the Industry Program functionality; and (2) must be technically integrated with the Industry Program or employ technically enforced policies or architecture to operate only when used with the Industry Program functionality. “Managed Device” means any device on which any Affiliate in the Enterprise directly or indirectly controls one or more operating system environments. Examples of Managed Devices can be found in the Product Terms. “Qualified Device” means any device that is used by or for the benefit of Enrolled Affiliate’s Enterprise and is: (1) a personal desktop computer, portable computer, workstation, or similar device capable of running Windows Pro locally (in a physical or virtual operating system environment), or (2) a device used to access a virtual desktop infrastructure (“VDI”). Qualified Devices do not include any device that is: (1) designated as a server and not used as a personal computer, (2) an Industry Device, or (3) not a Managed Device. At its option, the Enrolled Affiliate may designate any device excluded above (e.g., Industry Device) that is used by or for the benefit of the Enrolled Affiliate’s Enterprise as a Qualified Device for all or a subset of Enterprise Products or Online Services the Enrolled Affiliate has selected. “Qualified User” means a person (e.g., employee, consultant, contingent staff) who: (1) is a user of a Qualified Device, or (2) accesses any server software requiring an Enterprise Product Client Access License or any Enterprise Online Service. It does not include a person who accesses server software or an Online Service solely under a License identified in the Qualified User exemptions in the Product Terms. “Reseller” means an entity authorized by Microsoft to resell Licenses under this program and engaged by an Enrolled Affiliate to provide pre- and post-transaction assistance related to this agreement; “Reserved License” means for an Online Service identified as eligible for true-ups in the Product Terms, the License reserved by Enrolled Affiliate prior to use and for which Microsoft will make the Online Service available for activation. 75 Item a. EA20201EnrGov(US)SLG(ENG)(Oct2019) Page 3 of 10 Document X20-10635 "State/Local Entity" means (1) any agency of a state or local government in the United States, or (2) any United States county, borough, commonwealth, city, municipality, town, township, special purpose district, or other similar type of governmental instrumentality established by the laws of Customer’s state and located within Customer’s state’s jurisdiction and geographic boundaries. “Tribal Entity” means a federally-recognized tribal entity performing tribal governmental functions and eligible for funding and services from the U.S. Department of Interior by virtue of its status as an Indian tribe. “Use Rights” means, with respect to any licensing program, the use rights or terms of service for each Product and version published for that licensing program at the Volume Licensing Site and updated from time to time. The Use Rights include the Product-Specific License Terms, the License Model terms, the Universal License Terms, the Data Protection Terms, and the Other Legal Terms. The Use Rights supersede the terms of any end user license agreement (on-screen or otherwise) that accompanies a Product. “Volume Licensing Site” means http://www.microsoft.com/licensing/contracts or a successor site. 2. Order requirements. a. Minimum order requirements. Enrolled Affiliate’s Enterprise must have a minimum of 250 Qualified Users or Qualified Devices. The initial order must include at least 250 Licenses for Enterprise Products or Enterprise Online Services. (i) Enterprise commitment. Enrolled Affiliate must order enough Licenses to cover all Qualified Users or Qualified Devices, depending on the License Type, with one or more Enterprise Products or a mix of Enterprise Products and the corresponding Enterprise Online Services (as long as all Qualified Devices not covered by a License are only used by users covered with a user License). (ii) Enterprise Online Services only. If no Enterprise Product is ordered, then Enrolled Affiliate need only maintain at least 250 Subscription Licenses for Enterprise Online Services. b. Additional Products. Upon satisfying the minimum order requirements above, Enrolled Affiliate may order Additional Products. c. Use Rights for Enterprise Products. For Enterprise Products, if a new Product version has more restrictive use rights than the version that is current at the start of the applicable initial or renewal term of the Enrollment, those more restrictive use rights will not apply to Enrolled Affiliate’s use of that Product during that term. d. Country of usage. Enrolled Affiliate must specify the countries where Licenses will be used on its initial order and on any additional orders. e. Resellers. Enrolled Affiliate must choose and maintain a Reseller authorized in the United States. Enrolled Affiliate will acquire its Licenses through its chosen Reseller. Orders must be submitted to the Reseller who will transmit the order to Microsoft. The Reseller and Enrolled Affiliate determine pricing and payment terms as between them, and Microsoft will invoice the Reseller based on those terms. Throughout this Agreement the term “price” refers to reference price. Resellers and other third parties do not have authority to bind or impose any obligation or liability on Microsoft. f. Adding Products. (i) Adding new Products not previously ordered. New Enterprise Products or Enterprise Online Services may be added at any time by contacting a Microsoft Account Manager or Reseller. New Additional Products, other than Online Services, may be used if an order is placed in the month the Product is first used. For Additional Products that are Online Services, an initial order for the Online Service is required prior to use. 76 Item a. EA20201EnrGov(US)SLG(ENG)(Oct2019) Page 4 of 10 Document X20-10635 (ii) Adding Licenses for previously ordered Products. Additional Licenses for previously ordered Products other than Online Services may be added at any time but must be included in the next true-up order. Additional Licenses for Online Services must be ordered prior to use, unless the Online Services are (1) identified as eligible for true-up in the Product Terms or (2) included as part of other Licenses. g. True-up requirements. Enrolled Affiliate must submit an annual true-up order that accounts for any changes since the initial order or last order. If there are no changes, then an update statement must be submitted instead of a true-up order. (i) Enterprise Products. For Enterprise Products, Enrolled Affiliate must determine the number of Qualified Devices and Qualified Users (if ordering user-based Licenses) at the time the true-up order is placed and must order additional Licenses for all Qualified Devices and Qualified Users that are not already covered by existing Licenses, including any Enterprise Online Services. (ii) Additional Products. For Additional Products that have been previously ordered under this Enrollment, Enrolled Affiliate must determine the maximum number of Additional Products used since the latter of the initial order, the last true-up order, or the prior anniversary date and submit a true-up order that accounts for any increase. (iii) Online Services. For Online Services identified as eligible for true-up in the Product Terms, Enrolled Affiliate may place a reservation order for the additional Licenses prior to use and payment may be deferred until the next true-up order. Microsoft will provide a report of Reserved Licenses ordered but not yet invoiced to Enrolled Affiliate and its Reseller. Reserved Licenses will be invoiced retrospectively to the month in which they were ordered. (iv) Subscription License reductions. Enrolled Affiliate may reduce the quantity of Subscription Licenses at the Enrollment anniversary date on a prospective basis if permitted in the Product Terms, as follows: 1) For Subscription Licenses that are part of an Enterprise-wide purchase, Licenses may be reduced if the total quantity of Licenses and Software Assurance for an applicable group meets or exceeds the quantity of Qualified Devices and Qualified Users (if ordering user-based Licenses) identified on the Product Selection Form, and includes any additional Qualified Devices and Qualified Users added in any prior true-up orders. Step-up Licenses do not count towards this total count. 2) For Enterprise Online Services that are not a part of an Enterprise-wide purchase, Licenses can be reduced as long as the initial order minimum requirements are maintained. 3) For Additional Products available as Subscription Licenses, Enrolled Affiliate may reduce the Licenses. If the License count is reduced to zero, then Enrolled Affiliate’s use of the applicable Subscription License will be cancelled. Invoices will be adjusted to reflect any reductions in Subscription Licenses at the true-up order Enrollment anniversary date and effective as of such date. (v) Update statement. An update statement must be submitted instead of a true-up order if, since the initial order or last true-up order, Enrolled Affiliate’s Enterprise: (1) has not changed the number of Qualified Devices and Qualified Users licensed with Enterprise Products or Enterprise Online Services; and (2) has not increased its usage of Additional Products. This update statement must be signed by Enrolled Affiliate’s authorized representative. (vi) True-up order period. The true-up order or update statement must be received by Microsoft between 60 and 30 days prior to each Enrollment anniversary date. The third- year true-up order or update statement is due within 30 days prior to the Expiration Date, and any license reservations within this 30 day period will not be accepted. Enrolled Affiliate 77 Item a. EA20201EnrGov(US)SLG(ENG)(Oct2019) Page 5 of 10 Document X20-10635 may submit true-up orders more often to account for increases in Product usage, but an annual true-up order or update statement must still be submitted during the annual order period. (vii) Late true-up order. If the true-up order or update statement is not received when due, Microsoft will invoice Reseller for all Reserved Licenses not previously invoiced and Subscription License reductions cannot be reported until the following Enrollment anniversary date (or at Enrollment renewal, as applicable). h. Step-up Licenses. For Licenses eligible for a step-up under this Enrollment, Enrolled Affiliate may step-up to a higher edition or suite as follows: (i) For step-up Licenses included on an initial order, Enrolled Affiliate may order according to the true-up process. (ii) If step-up Licenses are not included on an initial order, Enrolled Affiliate may step-up initially by following the process described in the Section titled “Adding new Products not previously ordered,” then for additional step-up Licenses, by following the true-up order process. i. Clerical errors. Microsoft may correct clerical errors in this Enrollment, and any documents submitted with or under this Enrollment, by providing notice by email and a reasonable opportunity for Enrolled Affiliate to object to the correction. Clerical errors include minor mistakes, unintentional additions and omissions. This provision does not apply to material terms, such as the identity, quantity or price of a Product ordered. j. Verifying compliance. Microsoft may, in its discretion and at its expense, verify compliance with this Enrollment as set forth in the Enterprise Agreement. 3. Pricing. a. Price Levels. For both the initial and any renewal term Enrolled Affiliate’s Price Level for all Products ordered under this Enrollment will be Level “D” throughout the term of the Enrollment. b. Setting Prices. Enrolled Affiliate’s prices for each Product or Service will be established by its Reseller. Except for Online Services designated in the Product Terms as being exempt from fixed pricing, As long as Enrolled Affiliate continues to qualify for the same price level, Microsoft’s prices for Resellers for each Product or Service ordered will be fixed throughout the applicable initial or renewal Enrollment term. Microsoft’s prices to Resellers are reestablished at the beginning of the renewal term. 4. Payment terms. For the initial or renewal order, Microsoft will invoice Enrolled Affiliate’s Reseller in three equal annual installments. . The first installment will be invoiced upon Microsoft’s acceptance of this Enrollment and remaining installments will be invoiced on each subsequent Enrollment anniversary date. Subsequent orders are invoiced upon acceptance of the order and Enrolled Affiliate may elect to pay annually or upfront for Online Services and upfront for all other Licenses. 5. End of Enrollment term and termination. a. General. At the Expiration Date, Enrolled Affiliate must immediately order and pay for Licenses for Products it has used but has not previously submitted an order, except as otherwise provided in this Enrollment. b. Renewal option. At the Expiration Date of the initial term, Enrolled Affiliate can renew Products by renewing this Enrollment for one additional 36-month term or by signing a new Enrollment. Microsoft must receive a Renewal Form, Product Selection Form, and renewal order prior to or at the Expiration Date. Microsoft will not unreasonably reject any renewal. 78 Item a. EA20201EnrGov(US)SLG(ENG)(Oct2019) Page 6 of 10 Document X20-10635 Microsoft may make changes to this program that will make it necessary for Customer and its Enrolled Affiliates to enter into new agreements and Enrollments at renewal. c. If Enrolled Affiliate elects not to renew. (i) Software Assurance. If Enrolled Affiliate elects not to renew Software Assurance for any Product under its Enrollment, then Enrolled Affiliate will not be permitted to order Software Assurance later without first acquiring a new License with Software Assurance. (ii) Online Services eligible for an Extended Term. For Online Services identified as eligible for an Extended Term in the Product Terms, the following options are available at the end of the Enrollment initial or renewal term. 1) Extended Term. Licenses for Online Services will automatically expire in accordance with the terms of the Enrollment. An extended term feature that allows Online Services to continue month-to-month (“Extended Term”) is available. During the Extended Term, Online Services will be invoiced monthly at the then-current published price as of the Expiration Date plus a 3% administrative fee for up to one year. If Enrolled Affiliate wants an Extended Term, Enrolled Affiliate must submit a request to Microsoft at least 30 days prior to the Expiration Date. 2) Cancellation during Extended Term. At any time during the first year of the Extended Term, Enrolled Affiliate may terminate the Extended Term by submitting a notice of cancellation to Microsoft for each Online Service. Thereafter, either party may terminate the Extended Term by providing the other with a notice of cancellation for each Online Service. Cancellation will be effective at the end of the month following 30 days after Microsoft has received or issued the notice. (iii) Subscription Licenses and Online Services not eligible for an Extended Term. If Enrolled Affiliate elects not to renew, the Licenses will be cancelled and will terminate as of the Expiration Date. Any associated media must be uninstalled and destroyed and Enrolled Affiliate’s Enterprise must discontinue use. Microsoft may request written certification to verify compliance. d. Termination for cause. Any termination for cause of this Enrollment will be subject to the “Termination for cause” section of the Agreement. In addition, it shall be a breach of this Enrollment if Enrolled Affiliate or any Affiliate in the Enterprise that uses Government Community Cloud Services fails to meet and maintain the conditions of membership in the definition of Community. e. Early termination. Any early termination of this Enrollment will be subject to the “Early Termination” Section of the Enterprise Agreement. For Subscription Licenses, in the event of a breach by Microsoft, or if Microsoft terminates an Online Service for regulatory reasons, Microsoft will issue Reseller a credit for any amount paid in advance for the period after termination. 6. Government Community Cloud. a. Community requirements. If Enrolled Affiliate purchases Government Community Cloud Services, Enrolled Affiliate certifies that it is a member of the Community and agrees to use Government Community Cloud Services solely in its capacity as a member of the Community and, for eligible Government Community Cloud Services, for the benefit of end users that are members of the Community. Use of Government Community Cloud Services by an entity that is not a member of the Community or to provide services to non-Community members is strictly prohibited and could result in termination of Enrolled Affiliate’s license(s) for Government Community Cloud Services without notice. Enrolled Affiliate acknowledges that only Community members may use Government Community Cloud Services. b. All terms and conditions applicable to non-Government Community Cloud Services also apply 79 Item a. EA20201EnrGov(US)SLG(ENG)(Oct2019) Page 7 of 10 Document X20-10635 to their corresponding Government Community Cloud Services, except as otherwise noted in the Use Rights, Product Terms, and this Enrollment. c. Enrolled Affiliate may not deploy or use Government Community Cloud Services and corresponding non-Government Community Cloud Services in the same domain. d. Use Rights for Government Community Cloud Services. For Government Community Cloud Services, notwithstanding anything to the contrary in the Use Rights: (i) Government Community Cloud Services will be offered only within the United States. (ii) Additional European Terms, as set forth in the Use Rights, will not apply. (iii) References to geographic areas in the Use Rights with respect to the location of Customer Data at rest, as set forth in the Use Rights, refer only to the United States. 80 Item a. EA20201EnrGov(US)SLG(ENG)(Oct2019) Page 8 of 10 Document X20-10635 Enrollment Details 1. Enrolled Affiliate’s Enterprise. a. Identify which Agency Affiliates are included in the Enterprise. (Required) Enrolled Affiliate’s Enterprise must consist of entire offices, bureaus, agencies, departments or other entities of Enrolled Affiliate, not partial offices, bureaus, agencies, or departments, or other partial entities. Check only one box in this section. If no boxes are checked, Microsoft will deem the Enterprise to include the Enrolled Affiliate only. If more than one box is checked, Microsoft will deem the Enterprise to include the largest number of Affiliates: Enrolled Affiliate only Enrolled Affiliate and all Affiliates Enrolled Affiliate and the following Affiliate(s) (Only identify specific affiliates to be included if fewer than all Affiliates are to be included in the Enterprise): Enrolled Affiliate and all Affiliates, with following Affiliate(s) excluded: b. Please indicate whether the Enrolled Affiliate’s Enterprise will include all new Affiliates acquired after the start of this Enrollment: <Choose One> 2. Contact information. Each party will notify the other in writing if any of the information in the following contact information page(s) changes. The asterisks (*) indicate required fields. By providing contact information, Enrolled Affiliate consents to its use for purposes of administering this Enrollment by Microsoft, its Affiliates, and other parties that help administer this Enrollment. The personal information provided in connection with this Enrollment will be used and protected in accordance with the privacy statement available at https://www.microsoft.com/licensing/servicecenter. a. Primary contact. This contact is the primary contact for the Enrollment from within Enrolled Affiliate’s Enterprise. This contact is also an Online Administrator for the Volume Licensing Service Center and may grant online access to others. The primary contact will be the default contact for all purposes unless separate contacts are identified for specific purposes Name of entity (must be legal entity name)* Town of Leesburg Contact name* First Jakub Last Jedrzejczak Contact email address* jjedrzejczak@leesburgva.gov Street address* 25 W Market St City* Leesburg 81 Item a. EA20201EnrGov(US)SLG(ENG)(Oct2019) Page 9 of 10 Document X20-10635 State* VA Postal code* 20176-2901 (Please provide the zip + 4, e.g. xxxxx-xxxx) Country* USA Phone* 703-771-2708 Tax ID 54-6001390 * indicates required fields b. Notices contact and Online Administrator. This contact (1) receives the contractual notices, (2) is the Online Administrator for the Volume Licensing Service Center and may grant online access to others, and (3) is authorized to order Reserved Licenses for eligible Online Servies, including adding or reassigning Licenses and stepping-up prior to a true-up order. Same as primary contact (default if no information is provided below, even if the box is not checked). Contact name* First Last Contact email address* Street address* City* State* Postal code* - (Please provide the zip + 4, e.g. xxxxx-xxxx) Country* Phone* Language preference. Choose the language for notices. English This contact is a third party (not the Enrolled Affiliate). Warning: This contact receives personally identifiable information of the Customer and its Affiliates. * indicates required fields c. Online Services Manager. This contact is authorized to manage the Online Services ordered under the Enrollment and (for applicable Online Services) to add or reassign Licenses and step-up prior to a true-up order. Same as notices contact and Online Administrator (default if no information is provided below, even if box is not checked) Contact name*: First Bill Last McIntyre Contact email address* bmcintyre@leesburgva.gov Phone* 703-771-2755 This contact is from a third party organization (not the entity). Warning: This contact receives personally identifiable information of the entity. * indicates required fields d. Reseller information. Reseller contact for this Enrollment is: Reseller company name* CDW Logistics, Inc. Street address (PO boxes will not be accepted)* 200 N. Milwaukee Ave City* Vernon Hills State* IL Postal code* 60061 Country* United States Contact name* Geoff Bertkau Phone* 203-851-7105 Contact email address* Geoff.Bertkau@cdw.com * indicates required fields 82 Item a. EA20201EnrGov(US)SLG(ENG)(Oct2019) Page 10 of 10 Document X20-10635 By signing below, the Reseller identified above confirms that all information provided in this Enrollment is correct. Signature* Printed name* Printed title* Date* * indicates required fields Changing a Reseller. If Microsoft or the Reseller chooses to discontinue doing business with each other, Enrolled Affiliate must choose a replacement Reseller. If Enrolled Affiliate or the Reseller intends to terminate their relationship, the initiating party must notify Microsoft and the other party using a form provided by Microsoft at least 90 days prior to the date on which the change is to take effect. e. If Enrolled Affiliate requires a separate contact for any of the following, attach the Supplemental Contact Information form. Otherwise, the notices contact and Online Administrator remains the default. (i) Additional notices contact (ii) Software Assurance manager (iii) Subscriptions manager (iv) Customer Support Manager (CSM) contact 3. Financing elections. Is a purchase under this Enrollment being financed through MS Financing? Yes, No. If a purchase under this Enrollment is financed through MS Financing, and Enrolled Affiliate chooses not to finance any associated taxes, it must pay these taxes directly to Microsoft. 83 Item a. Enterprise Enrollment Product Selection Form Page 1 of 2 MS Quote EA-EASProdSelForm(WW)(ENG) Proposal ID Enrollment Number Language: English (United States) Enrolled Affiliate's Enterprise Products and Enterprise Online Services summary for the initial order: Profile Qualified Devices Qualified Users Device / User Ratio Enterprise Product Platform CAL Licensing Model Enterprise 390 500 0.8 No User Licenses Products Enterprise Quantity Microsoft 365 Enterprise Microsoft 365 E3 USL 390 O365 GCC E1 110 Enrolled Affiliate’s Product Quantities: Price Group 1 2 3 4 Enterprise Products Office Professional Plus + Office 365 ProPlus + Office 365 (Plans E3 and E5) + Microsoft 365 Enterprise Client Access License + Office 365 (Plans E1, E3 and E5) + Microsoft 365 Enterprise Client Access License + Windows Intune + EMS USL + Microsoft 365 Enterprise Win E3 + Win E5 + Win VDA + Microsoft 365 Enterprise Quantity 390 500 390 390 Enrolled Affiliate’s Price Level: Product Offering / Pool Price Level Enterprise Products and Enterprise Online Services USLs: Unless otherwise indicated in associated contract documents, Price level set using the highest quantity from Groups 1 through 4. D Additional Product Application Pool: Unless otherwise indicated in associated contract documents, Price level set using quantity from Group 1. D Additional Product Server Pool: Unless otherwise indicated in associated contract documents, Price level set using the highest quantity from Group 2 or 3. D Additional Product Systems Pool: Unless otherwise indicated in associated contract documents, Price level set using quantity from Group 4. D NOTES Unless otherwise indicated in the associated contract documents, the price level for each Product offering / pool is set as described above, based upon the quantity to price level mapping below: 1035214.003 84 Item a. Enterprise Enrollment Product Selection Form Page 2 of 2 MS Quote EA-EASProdSelForm(WW)(ENG) Quantity of Licenses and Software Assurance Price Level 2,399 and below A 2,400 to 5,999 B 6,000 to 14,999 C 15,000 and above D Note 1: Enterprise Online Services may not be available in all locations. Please see the Product List for a list of locations where these may be purchased. Note 2: If Enrolled Affiliate does not order an Enterprise Product or Enterprise Online Service associated with an applicable Product pool, the price level for Additional Products in the same pool will be price level “A” throughout the term of the Enrollment. Refer to the Qualifying Government Entity Addendum pricing provision for more details on price leveling. 85 Item a. Page 1 of 2 QUOTE CONFIRMATION DEAR ANNIE CARLSON, Thank you for considering CDWG for your computing needs. The details of your quote are below. Click here to convert your quote to an order. QUOTE #QUOTE DATE QUOTE REFERENCE CUSTOMER #GRAND TOTAL LWMT757 1/27/2021 LWMT757 3303390 $171,155.00 QUOTE DETAILS ITEM QTY CDW#UNIT PRICE EXT.PRICE MS EA M365 E3 GCC UNIFIED 390 5489074 $351.66 $137,147.40 Mfg. Part#: AAD-34704-12-SLG Electronic distribution - NO MEDIA Contract: National IPA Technology Solutions (2018011-01) MS EA O365 E1 GCC P/USER 110 3587696 $78.09 $8,589.90 Mfg. Part#: U4S-00002-12-SLG Electronic distribution - NO MEDIA Contract: National IPA Technology Solutions (2018011-01) MS EA O365 THREAT INTELLIGEN GCC P/U 500 5107303 $45.78 $22,890.00 Mfg. Part#: GLN-00001-12-SLG Electronic distribution - NO MEDIA Contract: National IPA Technology Solutions (2018011-01) MS EA SFB PSTN CONFERENCINGGOV SS 10 4335973 $42.24 $422.40 Mfg. Part#: LK3-00001-12-SLG Electronic distribution - NO MEDIA Contract: National IPA Technology Solutions (2018011-01) MS EA MEETINGROOMGCC P/DVC 10 5861424 $137.33 $1,373.30 Mfg. Part#: MQH-00001-12-SLG Electronic distribution - NO MEDIA Contract: National IPA Technology Solutions (2018011-01) MS EA COMMON AREA PHONE GCC SUBS 10 5336424 $73.20 $732.00 Mfg. Part#: KXJ-00001-12-SLG Electronic distribution - NO MEDIA Contract: National IPA Technology Solutions (2018011-01) PURCHASER BILLING INFO SUBTOTAL $171,155.00 Billing Address:TOWN OF LEESBURGIT DEPARTMENT25 W MARKET STLEESBURG, VA 20176-2901Phone: (703) 771-6502 Payment Terms: Net 30 Days-Govt State/Local SHIPPING $0.00 SALES TAX $0.00 GRAND TOTAL $171,155.00 DELIVER TO Please remit payments to: 86 Item a. Page 2 of 2 Shipping Address:TOWN OF LEESBURGIT DEPARTMENT25 W MARKET STLEESBURG, VA 20176-2901 Phone: (703) 771-6502 Shipping Method: ELECTRONIC DISTRIBUTION CDW Government75 Remittance DriveSuite 1515 Chicago, IL 60675-1515 Need Assistance? CDWG SALES CONTACT INFORMATION Logan Palmer |(866) 730-4911 |logapal@cdw.com This quote is subject to CDW’s Terms and Conditions of Sales and Service Projects athttp://www.cdwg.com/content/terms-conditions/product-sales.aspx For more information, contact a CDW account manager ' 2021 CDWG LLC, 200 N. Milwaukee Avenue, Vernon Hills, IL 60061 | 800.808.4239 87 Item a. ProgramSignForm(MSSign)(NA,LatAm)ExBRA,MLI(ENG)(May2020) Page 1 of 2 Document X20-12883 Program Signature Form MBA/MBSA number Proposal ID Agreement number Note: Enter the applicable active numbers associated with the documents below. Microsoft requires the associated active number be indicated here, or listed below as new. For the purposes of this form, “Customer” can mean the signing entity, Enrolled Affiliate, Government Partner, Institution, or other party entering into a volume licensing program agreement. This signature form and all contract documents identified in the table below are entered into between the Customer and the Microsoft Affiliate signing, as of the effective date identified below. Contract Document Number or Code Enterprise Agreement X20-10210 <Choose Agreement> <Choose Agreement> <Choose Agreement> <Choose Agreement> Enterprise Enrollment X20-10635 (New) <Choose Enrollment/Registration> <Choose Enrollment/Registration> <Choose Enrollment/Registration> <Choose Enrollment/Registration> Product Selection Form 1035214.003_PSF (New) By signing below, Customer and the Microsoft Affiliate agree that both parties (1) have received, read and understand the above contract documents, including any websites or documents incorporated by reference and any amendments and (2) agree to be bound by the terms of all such documents. Customer Name of Entity (must be legal entity name)* Town of Leesburg Signature* Printed First and Last Name* Printed Title Signature Date* Tax ID * indicates required field 88 Item a. ProgramSignForm(MSSign)(NA,LatAm)ExBRA,MLI(ENG)(May2020) Page 2 of 2 Document X20-12883 Microsoft Affiliate Microsoft Corporation Signature Printed First and Last Name Printed Title Signature Date (date Microsoft Affiliate countersigns) Agreement Effective Date (may be different than Microsoft’s signature date) Optional 2nd Customer signature or Outsourcer signature (if applicable) Customer Name of Entity (must be legal entity name)* Signature* Printed First and Last Name* Printed Title Signature Date* * indicates required field Outsourcer Name of Entity (must be legal entity name)* Signature* Printed First and Last Name* Printed Title Signature Date* * indicates required field If Customer requires additional contacts or is reporting multiple previous Enrollments, include the appropriate form(s) with this signature form. After this signature form is signed by the Customer, send it and the Contract Documents to Customer’s channel partner or Microsoft account manager, who must submit them to the following address. When the signature form is fully executed by Microsoft, Customer will receive a confirmation copy. Microsoft Corporation Dept. 551, Volume Licensing 6880 Sierra Center Parkway Reno, Nevada 89511 USA 89 Item a. Date of Council Meeting: February 9, 2021 TOWN OF LEESBURG TOWN COUNCIL MEETING Subject: On-Call Mechanical Service Contracts Staff Contact: Amy Wyks, P.E., Director of Utilities Octavia Andrew, Chief Procurement Officer Council Action Requested: Adopt a resolution to award contracts to DSI Inc., EMH Environmental Inc., FJ Industrial LLC, and WGK Construction LLC to provide on-call mechanical services for the Department of Utilities. Staff Recommendation: Award contracts to DSI Inc., EMH Environmental Inc., FJ Industrial LLC, and WGK Construction LLC to provide on-call mechanical services for the Department of Utilities. Council action is required as the potential five year contract value exceeds the Town Manager’s $100,000 signing authority. DSI Inc. specializes in mechanical equipment service, custom metal fabrication and erection as well as full machine shop services. Founded in 1933, they are based out of Baltimore, Maryland. EMH Environmental Inc. was established in 1990 to perform environmental maintenance work at water, wastewater, and storm facilities as well as other construction related work related to these projects. They are headquartered in Glenwood, Maryland. FJ Industrial LLC was founded in 2008, and is based in Winchester, Virginia. The company specializes in processing piping, HVAC and plumbing, plant maintenance, repair, new construction, fabrication, emergency response, machinery moving and installation. WGK Construction LLC specializes in Water and Wastewater construction. The company was founded in 2017, and is located in Chantilly, Virginia. Water and wastewater related construction is their entire focus. Commission Recommendation: Not Applicable. Fiscal Impact: No additional funding is necessary. The Utilities fund allocates budget amounts for specific mechanical tasks per fiscal year. Mechanical services will not exceed the approved budget for the fiscal year. Work Plan Impact: None. These services are part of the current work plan for projects within the Department Utilities Capital Improvement Program (CIP) and Repair, replacement, and rehabilitation (3R) plan. Executive Summary: The Department of Utilities routinely requires on-call mechanical services for equipment located at the Water Pollution Control facility, Water Filtration Plant, and remote facilities such as pump stations and water towers. It has been the practice of the Town to obtain on-call mechanical services under continuing services task-order type contracts. The Town awards these contracts to multiple firms to provide flexibility in assigning tasks. Although much of the work is performed in connection with the Department of Utilities Capital Improvement and 3-R programs, these contracts may also be used by other Town departments as needed for other mechanical equipment work. 90 Item b. On-Call Mechanical Service Contract February 9, 2021 Page 2 Background: On-Call Mechanical Services are performed on a project-by-project basis. Individual or multiple tasks to any of the firms selected are based on one or more of the following criteria: qualification of the firm to complete the task, ability to meet specific Town schedule requirements, availability of the firm’s staff, and cost-effectiveness. The current On-Call Mechanical Services contract was awarded in 2018. This new contract is needed to implement more flexibility with additional firms. There is no guaranteed minimum amount of work required to be assigned to the contractors under this contract, and all tasks will be assigned to the contractors by the Town. The contract is for an initial period of one year, renewable for up to four additional consecutive periods of one year each. These services are essential to support the Town’s utility operations. Therefore, in response to a solicitation for On-Call Mechanical Services, proposals were received from:  DSA, Inc. of Baltimore, MD  EMH Environmental, Inc. of Glenwood, MD  FJ Industrial, LLC of Winchester, VA  WGK Construction, LLC of Chantilly, VA The selection committee consisting of representatives from Utilities and Procurement evaluated the proposals received against the advertised criteria in accordance with the Town’s Procurement Policy. All four firms were interviewed for further consideration. The committee’s recommendation is based on the results of the references obtained, the offerors’ presentation interviews, and the submitted proposals to the Town. All four of the firms who provided proposals are recommended for award of this continuing services contract. Proposed Legislation: RESOLUTION Award Mechanical Service Contracts to DSI Inc, EMH Environmental Inc, FJ Industrial LLC Inc, and WGK Construction LLC Draft Motions: 1. I move to approve the proposed Resolution to award On-Call Mechanical Service Contracts to DSI Inc., EMH Environmental Inc., FJ Industrial LLC Inc., and WGK Construction. 2. I move to deny the proposed Resolution to award On-Call Mechanical Service Contracts to DSI Inc., EMH Environmental Inc., FJ Industrial LLC Inc., and WGK Construction LLC. OR 3. I move an alternate motion. Attachment: Draft Resolution 91 Item b. PRESENTED: February 9, 2021 RESOLUTION NO. 2021- ADOPTED: A RESOLUTION : AWARD AN ON-CALL MECHANICAL SERVICE CONTRACTS TO DSI INC, EMH ENVIRONMENTAL INC, FJ INDUSTRIAL LLC INC AND WGK CONSTRUCTION LLC WHEREAS, four proposals were received in response to a solicitation for On-Call Mechanical Services; and WHEREAS, all proposals were evaluated by a selection committee in accordance with the requirements of the Town’s Procurement Policy and the Request for Proposals; and WHEREAS, DSI Inc, EMH Environmental Inc, FJ Industrial LLC, and WGK Construction LLC.were selected by the Town’s selection committee; and WHEREAS, On-call Mechanical Services contract will be for an initial period of one (1) year, and renewable for up to four (4) additional consecutive periods of one (1) year; and WHEREAS, Council approval of the contract is necessary as the cumulative value of the potential five year contract exceeds the Town Manager’s signing authority of $100,000; and WHEREAS, the Chief Purchasing Officer recommends awarding the contracts for On- Call Mechanical Services to DSI Inc, EMH Environmental Inc, FJ Industrial LLC, and WGK Construction LLC. THEREFORE, RESOLVED, by the Council of the Town of Leesburg in Virginia as follows: 1. Town Mangaer is hereby authorized to execute contracts in a form approved by the Town Attorney for On-Call Mechanical Services to DSI Inc, EMH Environmental Inc, FJ Industrial LLC, and WGK Construction LLC. PASSED this DD day of Month, YYYY. 92 Item b. A RESOLUTION: AWARD AN ON-CALL MECHANICAL SERVICE CONTRACTS TO DSI INC, EMH ENVIRONMENTAL INC, FJ INDUSTRIAL LLC INC AND WGK CONSTRUCTION LLC -2- ______________________________ Kelly Burk, Mayor Town of Leesburg ATTEST: ______________________________ Clerk of Council 93 Item b. Date of Council Meeting: February 9, 2021 TOWN OF LEESBURG TOWN COUNCIL MEETING Subject: Interchange Access Report for Battlefield Parkway/Route 15 North Bypass Interchange Project Staff Contact: Karin Franklin, P.E., Project Manager Bud Siegel, P.E. Deputy Director, Public Works & Capital Projects Renée LaFollette, P.E., Director, Public Works & Capital Projects Octavia Andrew, Chief Procurement Officer Council Action Requested: Adopt a resolution to award a design and engineering services contract for the development of an Interchange Access Report for the Battlefield Parkway/Route 15 Bypass Interchange project to Whitman, Requardt & Associates, LLP in the amount of $1,850,000.00, and to authorize the Town Manager to execute this contract. Staff Recommendation: Staff recommends awarding a design and engineering services contract for the development of an Interchange Access Report for the Battlefield Parkway/Route 15 Bypass Interchange project to Whitman, Requardt & Associates, LLP (WRA) in the amount of $1,850,000.00, and authorizing the Town Manager to execute this contract. Whitman, Requardt & Associates, LLP (WRA) of Fairfax, VA is a professional engineering firm licensed with the Virginia Department of Professional and Occupational Regulation, and registered with the Virginia State Corporation Commission. WRA is a regional full service professional engineering firm providing professional engineering services for over 105 years, and has completed over 40 similar reports in Virginia in the last 10 years including the Interchange Justification Report for the Route 7/Battlefield interchange now under construction. WRA will team with Rinker Design Associates, PC who has provided on-call engineering services to the Town from 2009 to the present. Commission Recommendation: Not Applicable Fiscal Impact: No additional appropriation is needed for the design and engineering of the Interchange Access Report portion of the project. The Battlefield Parkway/Route 15 Bypass Interchange project is an approved project in the current Fiscal Year 2020-2025 Capital Improvements Program. Funding for the project is through a capital contribution from the Northern Virginia Transportation Authority 70% regional funding in the amount of $2 million. This first phase of activity to develop the Interchange Access Report will evaluate the interchange options, select the preferred alternative, and establish a budget cost for the project to aid in applying for design and construction funding for the project. Substantial additional funding will be required to complete the detailed design and construction of the interchange. Work Plan Impact: This project is part of the current work plan for the Department of Public Works and Capital Projects. Executive Summary: This project consists of development and approval of an Interchange Access Report for a new grade separated interchange, or other appropriate alternative(s), at the current signalized 94 Item c. Battlefield Parkway/Route 15 Bypass Interchange Access Report Project February 9, 2021 Page 2 intersection between the Route 15 Leesburg Bypass and Battlefield Parkway. In addition to vehicular traffic issues, the bypass currently acts as a barrier. This discourages pedestrian and bicycle traffic from traveling between the residential and recreational areas east and west of Route 15. The initial step of developing an interchange is to prepare an Interchange Access Report to evaluate the need for the interchange, compare alternative designs, analyze environmental impacts, select a preferred alternative, and establish a project budget. The report will provide the information and backup documentation needed to begin requesting funds from the various sources for the design and construction of the project. If approved, the engineering design for the project will start in February 2021, and is expected to be completed in the fall of 2023. Background: The Battlefield and Route 15 Bypass intersection is one of three signalized intersections along Route 15 from Route 7 to the northern Town limits. The future construction of a grade separated interchange at Edwards Ferry Road and Fort Evans Road will result in the removal of the other two signalized intersections. The Battlefield Parkway/Route 15 Interchange project will address the traffic issues remaining with this last signalized intersection on this corridor. In addition, Loudoun County is working on the design and construction of an improvements project: Route 15 North Widening: Battlefield Pkwy. to Montressor Rd. which will reduce traffic congestion north of the project intersection. The Interchange Access Report (IAR) is a new process developed by the Federal Highway Administration and followed by the Virginia Department of Transportation (VDOT) to replace the previous Interchange Justification Report. The Town is choosing to administer the IAR development project directly, using VDOT to provide coordination and review support only instead of asking VDOT to administer this project for the Town. Utilizing VDOT for coordination and review support will provide the Town with direct control over the consultant and the project but retains the experience and knowledge of VDOT for receiving approval of the IAR. The IAR will evaluate the need for the interchange, compare alternative designs, analyze environmental impacts, select a preferred alternative and establish a project budget. In addition, the project will include regular stakeholder meetings, meetings with neighbors and affected groups to obtain input and will be presented to the Leesburg Town Council for its consideration and input on preferred alternative. This project will provide the background information necessary to request funding for the detailed design and construction of the selected design alternative. On October 1, 2020, the Town advertised for professional engineering services for the development of Battlefield Parkway/Route 15 Bypass Interchange Access Report. In response to the public solicitation, the Town received seven proposals on October 29, 2020. Whitman, Requardt & Associates, LP was the firm ranked highest by the evaluation committee to provide these services for the interchange project. In conformance with Town Procurement policies, staff has negotiated a contract with Whitman, Requardt & Associates for the engineering services for the not to exceed amount of $1,850,000.00. In addition to the services of the engineer, the Virginia Department of Transportation (VDOT) will also provide review and coordination support to the Town to help shepherd the project through the VDOT and Federal Highway Administration approval process as appropriate. Town Council will need to approve a separate contract negotiated by staff, directly with VDOT, for review and coordination support to the project, which is estimated to be $150,000. On a VDOT administered project, VDOT charges their staff time to the project. By the Town administering the project, we anticipate a significant savings in VDOT project administration costs. 95 Item c. Battlefield Parkway/Route 15 Bypass Interchange Access Report Project February 9, 2021 Page 3 Proposed Legislation: RESOLUTION Awarding a Design Contract for the Development of an Interchange Access Report for the Battlefield Parkway / Route 15 Bypass Interchange Project to Whitman, Requardt & Associates, LLP in the amount of $1,850,000 Draft Motions: 1. I move to approve the proposed resolution to award a design and engineering services contract for the Battlefield Parkway/Route 15 Bypass Interchange Access Report project to Whitman, Requardt & Associates, LLP in the amount of $1,850,000.00, and to authorize the Town Manager to execute this contract. 2. I move to deny the proposed resolution to award a design and engineering services contract for the Battlefield Parkway/Route 15 Bypass Interchange Access Report project to Whitman, Requardt & Associates, LLP in the amount of $1,850,000.00, and to authorize the Town Manager to execute this contract. OR 3. I move an alternate motion. Attachments: 1. Draft Resolution 2. Battlefield Parkway/Route 15 Bypass Interchange Capital Improvements Program (CIP) Sheet 96 Item c. PRESENTED: February 9, 2021 RESOLUTION NO. 2021- ADOPTED: A RESOLUTION : AWARDING A DESIGN CONTRACT FOR THE DEVELOPMENT OF AN INTERCHANGE ACCESS REPORT FOR THE BATTLEFIELD PARKWAY / ROUTE 15 NORTH BYPASS INTERCHANGE PROJECT TO WHITMAN, REQUARDT & ASSOCIATES, LLP IN THE AMOUNT OF $1,850,000 WHEREAS, the Battlefield Parkway /Route 15 North Bypass Interchange project is a funded capital project with a capital contribution in the amount of $2 million from the Northern Virginia Transportation Authority 70% regional funding; and WHEREAS, the initial step of developing an interchange is to prepare an Interchange Access Report, which will provide the background information necessary to request funding from various sources for the design and construction of the project; and WHEREAS, in response to a public solicitation to provide design and engineering services for development of an Interchange Access Report for this project, the Town received seven (7) proposals on October 29, 2020; and WHEREAS, the received proposals were evaluated by an evaluation committee in accordance with the Town’s procurement policy; and WHEREAS, Whitman, Requardt & Associates, LLP was ranked the highest by the evaluation committee to provide the design and engineering services for this project; and WHEREAS, the Director of Public Works and Capital Projects and the Chief Procurement Officer recommend awarding the design contract for development of an Interchange Access Report for this project to Whitman, Requardt & Associates, LLP; and WHEREAS, no additional funding is needed. 97 Item c. A RESOLUTION: AWARDING A DESIGN CONTRACT FOR THE DEVELOPMENT OF AN INTERCHANGE ACCESS REPORT FOR THE BATTLEFIELD PARKWAY / ROUTE 15 BYPASS INTERCHANGE PROJECT TO WHITMAN, REQUARDT & ASSOCIATES, LLP IN THE AMOUNT OF $1,850,000 -2- THEREFORE, RESOLVED, by the Council of the Town of Leesburg in Virginia as follows: 1. The Town Manager is authorized to execute a contract, in a form approved by the Town Attorney, with Whitman, Requardt & Associates, LLP in the amount of $1,850,000.00 for providing design and engineering services for development of an Interchange Access Report for the Battlefield Parkway / Route 15 North Bypass Interchange project. PASSED this __ day of February, 2021. ______________________________ Kelly Burk, Mayor Town of Leesburg ATTEST: ______________________________ Clerk of Council 98 Item c. Streets and Highways Capital Improvements Program Town of Leesburg, VA -187- FY 2021 Adopted Budget TITLE: Battlefield Parkway / Route 15 Bypass Interchange (20004) STATUS: Ongoing LOCATION: Route 15 Bypass/ Battlefield Parkway Intersection PROGRAM DESCRIPTION: This project consists of development of an Interchange Justification Report (IJR) for a new grade separated interchange at the current signalized intersection between the Route 15 Leesburg Bypass and Battlefield Parkway. Route 15 is part of the National Highway System that serves as a major commuter route. The intersection with Battlefield Parkway is one of three signalized intersections on the bypass. The other two traffic signals will be removed with the future construction of an interchange at Edwards Ferry Road and Fort Evans Road. In addition to vehicular traffic issues, the bypass acts as a barrier to discourage pedestrians and bicycles from traveling between the residential and recreational areas east and west of Route 15. The initial step of developing an interchange is to prepare an IJR to evaluate the need for the interchange, compare alternative designs, analyze environmental impacts, and establish a project budget. OPERATING IMPACT: TBD GOAL ADDRESSED: 2012 Town Plan • The Transportation Corridor Objective calls for a grade-separated interchange at this location. • Transportation Objective calls for providing a safe, convenient, continuous, comfortable, and aesthetically pleasing transportation environment that promotes bicycling and walking. Significant Dates PROJECT START ESTIMATED COMPLETION TBD TBD Funding Sources Sources Total Required Project Funding Funded through 6/30/19 2020 2021 2022 2023 2024 2025 Total for 6 Yr CIP Future Funds Required GO Bonds $5,000 —$5,000 —— — — — $5,000 — PAY-GO 350,000 —50,000 —— — — — 50,000 300,000 State - NVTA 70%59,000,000 —2,000,000 —— — — — 2,000,000 57,000,000 Total Sources $59,355,000 — $2,055,000 — — — — — $2,055,000 $57,300,000 Planned Uses Uses Total Project Cost Expended through 6/30/19 2020 2021 2022 2023 2024 2025 Total for 6 Yr CIP Future Project Cost Project Management $355,000 —$55,000 —— — — — $55,000 $300,000 Design/ Engineering 2,000,000 — 2,000,000 — — — — — 2,000,000 — Construction 57,000,000 — — — — — — — — 57,000,000 Total Uses $59,355,000 — $2,055,000 — — — — — $2,055,000 $57,300,000 Operating Impact Operating/Maintenance 2020 2021 2022 2023 2024 2025 N/A — — — — — — Total Impact — — — — — — 99 Item c. Date of Council Meeting: February 9, 2021 TOWN OF LEESBURG TOWN COUNCIL MEETING Subject: Authorizing the Purchase of a Replacement Street Sweeper Staff Contact: Renée M. LaFollette, P.E., Director, Public Works & Capital Projects Todd Shaffer, Fleet Superintendent, Public Works & Capital Projects Council Action Requested: Approval to purchase a replacement street sweeper as part of the Fiscal Year 2021 Capital Asset Replacement Program in the amount of $269,900 from Mid-Atlantic Waste Systems. Staff Recommendation: Staff recommends that Town Council approve the purchase of a replacement street sweeper in the amount of $269,900 from Mid-Atlantic Waste Systems as part of the Fiscal Year 2021 Capital Asset Replacement Program. Commission Recommendation: Not Applicable. Fiscal Impact: No additional funding is required. Sufficient funding is included within the Fiscal Year 2021 Capital Asset Replacement Program for the purchase of this street sweeper. The Town will be utilizing a Virginia Sheriffs Association cooperative contract to purchase the replacement street sweeper in the amount of $269,000 from Mid-Atlantic Waste Systems. The vendor, Mid-Atlantic Waste Systems, demonstrated the new model for the Town in mid-January. The Town can purchase the demo model which has 420 miles on it. The existing sweeper will be auctioned off on the public equipment surplus site, and is anticipated to get bids in the range of $20,000 - $25,000. Proceeds from the auction are returned to the general fund as a revenue. Work Plan Impact: Replacement of the existing street sweeper will save on maintenance costs and fleet technician time for repairs that are occurring on a weekly basis with the current sweeper. Equipment downtime will be significantly reduced allowing the equipment to be readily available for emergencies and to satisfy the Town’s Municipal Separate Storm Sewer System Permit (MS-4) requirements. Executive Summary: The purchase of a new street sweeper is needed to replace the Town’s existing sweeper that has reached the end of its useful life. The current street sweeper seven years old, in relatively poor condition, and is in the shop for maintenance on a regular basis, which costs a significant amount of money in repairs and sweeper downtime. Over the past twelve months, the current street sweeper averages at least one day per month in downtime and the fleet division has spent a total of $26,788 in repairs. There is additional work that needs to be done on the sweeper before it goes into daily operation in the spring and staff had received an estimate for an additional $15,000 in needed replacement parts and repairs. Staff had a demonstration of the Tymco/Mid-Atlantic Model 600 Regenerative Air Sweeper by the manufacturer in mid-January. This model sweeper is more efficient than the current sweeper, and there have been upgrades to the wearable parts of the sweeper such as design of a replaceable liner in the suction mechanism so that the entire mechanism does not have to be replaced, only the liner. These types of changes will save in downtime and repair costs. This sweeper includes an attachment that allows for the cleaning of storm inlets that the existing sweeper does not have. 100 Item d. Authorizing the Purchase of a Street Sweeper February 9, 2021 Page 2 Background: The Department of Public Works and Capital Projects requested the purchase of a new street sweeper. This is a replacement item as the current piece of equipment is seven years old and in relatively poor condition. Typical industry standard is to replace sweepers on a 5-year, 5,000-hour schedule. The current sweeper’s auxiliary motor has over 7,800 hours of operation. Necessary repairs for the existing sweeper include a $15,000 sweeper head replacement. The auxiliary drive motor will need to be replaced within the next 1-2 years at a cost of approximate $20,000. Over the past year, the existing sweeper averages at least one day per month of downtime and one large repair had the sweeper down approximately six to eight weeks with a repair cost over $18,000. The Town has only one sweeper and therefore there is a large impact to operation when the equipment is down for extensive maintenance and repairs. The Town’s MS-4 permit requires reduction of sediment entering the storm system; therefore, the street sweeper plays a critical role in the Town’s permit compliance for sediment reduction by removing sediment and debris from the Town’s right-of-ways. Proposed Legislation: RESOLUTION Authorizing the Purchase of a Replacement Street Sweeper as Part of the Fiscal Year 2021 Capital Asset Replacement Program in the Amount of $269,900 from Mid-Atlantic Waste Systems Draft Motions: 1. I move to approve the proposed resolution to authorize the purchase of a street sweeper as part of the Fiscal Year 2021 Capital Asset Replacement Program in the amount of $269,900. 2. I move to deny the proposed resolution to authorize the purchase of a street sweeper as part of the Fiscal Year 2021 Capital Asset Replacement Program in the amount of $269,900. OR 3. I move an alternate motion. Attachments: 1. Draft Resolution 2. Picture of Proposed Street Sweeper 101 Item d. PRESENTED: February 9, 2021 RESOLUTION NO. 2021- ADOPTED: A RESOLUTION : AUTHORIZING THE PURCHASE OF A REPLACMENT STREET SWEEPER AS PART OF THE FISCAL YEAR 2021 CAPITAL ASSET REPLACEMENT PROGRAM IN THE AMOUNT OF $269,900 FROM MID-ATLANTIC WASTE SYSTEMS WHEREAS, the purchase of a replacement street sweeper is anticipated and fully funded in the Fiscal Year 2021 budget; and WHEREAS, the current street sweeper is seven years old, past its useful life, and in poor condition; and WHEREAS, the existing street sweeper has reached a point where it is no longer cost effective to keep this equipment in the active inventory due to the cost of repairs and downtime; and WHEREAS, the Procurement Office and Public Works have identified a rideable contract available through the Virginia Sheriffs Association to procure this equipment; and WHEREAS, the budget included in the Fiscal Year 2021 Capital Asset Replacement Program is sufficient for the replacement purchase with no additional funding needed. THEREFORE, RESOLVED, by the Council of the Town of Leesburg in Virginia that the Town Manager is authorized to proceed with the purchase of the replacement street sweeper in the amount of $269,900 from Mid-Atlantic Wastes Systems. PASSED this 9th day of February, 2021. ______________________________ Kelly Burk, Mayor Town of Leesburg ATTEST: ______________________________ Clerk of Council 102 Item d. 103Item d. Date of Council Meeting: February, 9, 2021 TOWN OF LEESBURG TOWN COUNCIL MEETING Subject: Fiscal Year 2022 Budget Review and Adoption Schedule Staff Contact: Kaj Dentler, Town Manager Clark Case, Director of Finance & Administrative Services Jason Cournoyer, Budget Officer, Finance & Administrative Services Council Action Requested: Adoption of the proposed schedule to review and approve the Fiscal Year 2022 budget. Staff Recommendation: Approval of the proposed schedule to review and approve the Fiscal Year 2022 budget in order to meet requirements of the budget adoption on March 23, 2021. Commission Recommendation: Not applicable. Fiscal Impact: None. Work Plan Impact: None. Part of the annual work plan for Town staff. Executive Summary: The Town Manager has identified four proposed budget work sessions for Town Council dedicated to deliberating the Fiscal Year 2022 budget as follows as part of the draft resolution: 1. Monday, February 22, 2021: Budget work session during a regular scheduled Town Council work session. 2. Saturday, February 27, 2021: Budget work session as a special Town Council work session. 3. Monday, March 8, 2021: Budget work session during a regular scheduled Town Council work session. 4. Monday, March 22, 2021: Budget work session during a regular scheduled Town Council work session. In addition, the following public hearings are required for the legislative actions associated with the adoption of the Fiscal Year 2022 budget:  Monday, March 9, 2021: Fiscal Year 2022 Public Hearing  Tuesday, March 23, 2021: Tax Rate and Fees Ordinance Public Hearing Background: The formal adoption of the proposed Fiscal Year 2022 budget development and adoption process is proposed in order to take the necessary steps to organize the administrative and legislative actions required. 104 Item a. Fiscal Year 2022 Budget Review and Adoption Schedule February 9, 2021 Page 2 Proposed Legislation: RESOLUTION Fiscal Year 2022 Budget Review and Adoption Schedule Draft Motions: 1. I move to approve the proposed Resolution to adopt the Fiscal Year 2022 Budget review and adoption schedule. 2. I move to approve the proposed Resolution to adopt the Fiscal Year 2022 Budget review and adoption schedule as proposed without the Saturday, February 27, 2021 work session. OR 3. I move an alternate motion. Attachment: 1. Draft Resolution 105 Item a. PRESENTED: February 9, 2021 RESOLUTION NO. 2021- ADOPTED: A RESOLUTION : FISCAL YEAR 2022 BUDGET REVIEW AND ADOPTION SCHEDULE WHEREAS, the Town Council traditionally holds budget work sessions dedicated to deliberating aspects of the Town Manager’s proposed annual budget; and WHEREAS, the formal adoption of the Fiscal Year 2022 budget is proposed in order to take the necessary steps to organize the administrative and legislative actions required; and WHEREAS, the Town Manager has identified four proposed budget work sessions: 1. Monday, February 22, 2021: Budget work session during a regular scheduled Town Council work session. 2. Saturday, February 27, 2021: Budget work session as a special Town Council work session. 3. Monday, March 8, 2021: Budget work session during a regular scheduled Town Council work session. 4. Monday, March 22, 2021: Budget work session during a regular scheduled Town Council work session ; and WHEREAS, the following public hearings are required for the legislative actions associated with the adoption of the Fiscal Year 2022 budget:  Monday, March 9, 2021: Fiscal Year 2022 Public Hearing  Tuesday, March 23, 2021: Tax Rate and Fees Ordinance Public Hearing, and Budget Adoption. THEREFORE, RESOLVED, by the Council of the Town of Leesburg in Virginia hereby adopts the following schedule to review and approve the Fiscal Year 2022 budget:  Monday, February 22, 2021 – Regular Work Session meeting.  Saturday, February 27, 2021 –Special Work Session meeting. 106 Item a. A RESOLUTION: FISCAL YEAR 2022 BUDGET REVIEW AND ADOPTION SCHEDULE -2-  Monday, March 8, 2021 – Regular Work Session meeting.  Monday, March 9, 2021 – Budget Public Hearing.  Monday, March 22, 2021 – Budget Work Session meeting.  Tuesday, March 23, 2021 – Public Hearing to adopt Tax Rate, Fees, and Budget Adoption. PASSED this 9th day of February, 2021. ______________________________ Kelly Burk, Mayor Town of Leesburg ATTEST: ______________________________ Clerk of Council 107 Item a. PRESENTED: February 9, 2021 RESOLUTION NO. 2021- ADOPTED: A RESOLUTION : CREATING AN AD HOC COMMITTEE TO REVIEW THE STRUCTURE AND ROLE OF THE LEESBURG EXECUTIVE AIRPORT COMMISSION WHEREAS, the Leesburg Airport Commission was created to provide advice and make recommendations to the Town Council and the Airport Director regarding the operation of the Town’s executive airport; and WHEREAS, the Leesburg Airport Commission has provided valuable service to the Town with respect to the development and operations of the Leesburg Executive Airport; and WHEREAS, the Town Council and staff expect the Leesburg Executive Airport to continue to grow and develop, and to continue to be a significant economic driver for the Town and the region; and WHEREAS, the number of businesses based at the Leesburg Executive Airport has continued to grow; and WHEREAS, it is in the best interests of the Town to assess the structure, composition, and role of the Leesburg Airport Commission to ensure that it continues to meet the needs of the Town and the community of businesses, aircraft owners, pilots, and passengers served by the Leesburg Executive Airport, and to best position the airport for the future. THEREFORE, RESOLVED, by the Council of the Town of Leesburg in Virginia as follows: 108 Item b. A RESOLUTION: CREATING AN AD HOC COMMITTEE TO REVIEW THE STRUCTURE AND ROLE OF THE LEESBURG EXECUTIVE AIRPORT COMMISSION -2- 1. The Town Council hereby creates the Committee on Airport Commission Restructuring (the “Committee”) as an ad hoc advisory committee to the Town Council. 2. The Committee’s purpose shall be to assess the current structure, composition, and role of the Leesburg Airport Commission, and to make recommendations to the Town Council regarding any potential changes thereto to ensure that it continues to meet the needs of the Town and the community of businesses, aircraft owners, pilots, and passengers served by the Leesburg Executive Airport, and to best position the Leesburg Executive Airport to continue to grow and develop in the future as a significant component of the economic development of the Town and the region. 3. The Committee may request input and information from Town staff, and request attendance by appropriate Town staff at its meetings. The Committee shall not be authorized to obligate the Town or to expend Town funds. 4. The Committee shall be composed of 2 members of the Town Council, 2 members of the Airport Commission, 1 member of the Leesburg Economic Development Commission, the Town’s Economic Development Director, and 1 representative each from any of the 11 businesses located at the Leesburg Executive Airport who elect to participate. 5. The Committee shall convene for an initial meeting at a date, location, and time set by the Town’s Economic Development Director, and at the time elect a chairperson. 109 Item b. A RESOLUTION: CREATING AN AD HOC COMMITTEE TO REVIEW THE STRUCTURE AND ROLE OF THE LEESBURG EXECUTIVE AIRPORT COMMISSION -3- Subsequent meetings will be set at the initial meeting. The Committee shall serve at the pleasure of the Town Council until excused. 6. The Committee shall issue such reports and recommendations as it may determine related to the scope and purpose set forth in Paragraph 2 hereof. PASSED this 9th day of February, 2021. ______________________________ Kelly Burk, Mayor Town of Leesburg ATTEST: ______________________________ Clerk of Council 110 Item b. PROCLAMATION Condemning Anti-Semitic Incidents and Hate Crimes February 9, 2021 WHEREAS, the Leesburg Town Council disavows all acts of hate; and WHEREAS, anti-Semitic incidents once again made up the majority of hate crimes based on religion; and WHEREAS, the number of anti-Semitic hate crimes in the United States increased significantly in 2019, according to the FBI, in a year that saw three lethal attacks against Jews in the country; and WHEREAS, anti-Semitic incidents, hate speech, and threats have increased in recent years; and WHEREAS, in addition, federal officials recorded the highest number of hate- motivated killings since the FBI began collecting that data in the early 1990s, with the number of murders nationwide more than doubling the previous year; and WHEREAS, the total number of hate crimes rose to the highest level in more than a decade; and WHEREAS, the Anti-Defamation (ADL) League cautioned that the FBI’s numbers probably represent just a fraction of total hate crimes committed nationwide; and WHEREAS, the Leesburg Town Council recognizes the American Jewish Committee (AJC). The AJC is the leading global Jewish advocacy organization, with unparalleled access to government officials, diplomats, and other world leaders. Through these relationships and their international presence, AJC is able to impact opinion and policy on the issues that matter most: combating rising antisemitism and extremism, defending Israel’s place in the world, and safeguarding the rights and freedoms of all people. THEREFORE, PROCLAIMED, that the Mayor and Council of the Town of Leesburg in Virginia are committed to confroting hate and bias crimes and reaffirm our commitment to combating all forms of hatred and antisemitism and to ensuring the safety and dignity of our residents and communities. PROCLAIMED this 9th day of February, 2021. 111 Item c. Date of Council Meeting: February 9, 2021 TOWN OF LEESBURG TOWN COUNCIL MEETING Subject: Public Hearing on Calendar Year 2021 Personal Property Tax Rates Staff Contact: Clark Case, Director of Finance & Administrative Services Council Action Requested: Approval of the proposed personal property tax rates for calendar year 2021. Staff Recommendation: Staff recommends Town Council approval of the proposed personal property tax rates for calendar year 2021. Commission Recommendation: None. Fiscal Impact: The proposed personal property tax rates remain the same as the 2020 rates. The rate of $1.00 per $100 assessed valuation for all motor vehicles, trailers, campers, mobile homes, and boats; the rate of $0.50 per $100 assessed valuation for qualifying motor vehicles of eligible elderly and disabled owners; and the rate of $0.001 per $100 assessed valuation for airplanes, have all remained unchanged over the past eleven years. Property assessment values reflect the fair market value as determined by the Loudoun County Commissioner of Revenue. The Fiscal Year 2021 Adopted Budget includes estimated personal property tax revenue totaling $2,100,000 based on the current personal property tax rate of $1.00 per $100 assessed valuation for all motor vehicles, trailers, campers, mobile homes, and boats, and $0.001 per $100 assessed valuation for airplanes with "situs" in the Town. Property has situs for taxation if it is garaged, parked or stored in the Town. Under the Virginia Personal Property Tax Relief Act, the State reimburses the Town for a portion of the taxes due on the first $20,000 of assessed value for certain vehicles that are subject to personal property tax. Each year, the Town recalculates the actual percentage of tax relief, based on the State reimbursement amount, in order to equitably distribute the tax relief. The current percentage of personal property tax relief on eligible vehicles for the Town of Leesburg is 50% of the first $20,000 of assessed value. The 2021 percentage of tax relief will remain at 50% of the first $20,000 of assessed value. Vehicle License Fees are also being set at the same rates as already in the Town ordinance at $25 per vehicle and are required by the billing system to be set consistently with the Loudoun County fee. The vehicle fees will be based upon the January 1, 2021 situs of the vehicle and will not be prorated for moves. Work Plan Impact: None Executive Summary: The proposed personal property tax rates remain the same as the 2020 rates. The rate of $1.00 per $100 assessed valuation for all motor vehicles, trailers, campers, mobile homes, and boats; the rate of $0.50 per $100 assessed valuation for qualifying motor vehicles of eligible elderly and disabled owners; and the rate of $0.001 per $100 assessed valuation for airplanes have all remained 112 Item a. Public Hearing on Calendar Year 2021 Personal Property Tax Rates February 9, 2021 Page 2 unchanged over the past eleven years. Property assessment values reflect the fair market value as determined by the Loudoun County Commissioner of Revenue. The Town of Leesburg levies the personal property tax on 100% of the assessed valuation. The proposed personal property rates are applicable to both Fiscal Year 2021 and Fiscal Year 2022 as part of the transition to the Loudoun County biannual billing process. One half of the personal property taxes will be due June 5, 2021 in Fiscal Year 2021, and the remaining half is due December 5, 2021 in Fiscal Year 2022. The requested action does not incrementally impact the Fiscal Year 2021 budget, any change to the proposed rates would result in a commensurate impact to the Fiscal Year 2022 budget. In order to facilitate coordination with the County under the MOU, the ordinance includes an amendment to Town Code Section 20-25, to clarify that the Town Council will set the Town alternative rate for qualifying motor vehicles of eligible elderly and disabled owners concurrent with the Town Council’s adoption of all other Town tangible personal property tax rates. Background: The proposed personal property tax rates remain the same as the 2020 rates. The rate of $1.00 per $100 assessed valuation for all motor vehicles, trailers, campers, mobile homes, and boats; the rate of $0.50 per $100 assessed valuation for qualifying motor vehicles of eligible elderly and disabled owners; and the rate of $0.001 per $100 assessed valuation for airplanes have all remained unchanged over the past eleven years. Beginning in Fiscal Year 2020, Loudoun County began conducting the billing and collection of the Town’s Real Estate and Personal Property Taxes. In order to accommodate Loudoun County’s process, the Town’s personal property tax rates are required to be adopted by the Town Council by the last meeting in February in any given year. Property assessment values reflect the fair market value as determined by the Loudoun County Commissioner of Revenue. The Town of Leesburg levies the personal property tax on 100% of the assessed valuation. Under the Virginia Personal Property Tax Relief Act, the State reimburses the Town for a percentage of the taxes due on the first $20,000 of assessed value for certain vehicles that are subject to personal property tax. Each year, the Town recalculates the actual percentage of tax relief, based on the State reimbursement amount, in order to equitably distribute the tax relief. The current percentage of personal property tax relief on eligible vehicles for the Town of Leesburg is 50% of the first $20,000 of assessed value. The 2021 percentage of tax relief will remain at 50% of the first $20,000 of assessed value. Vehicle License Fees are billed with the personal property taxes in the consolidated billing. Vehicle License Fees are also being set at the same rates as already in the Town ordinance at $25 per vehicle, and are required by the billing system to be set consistently with the Loudoun County fee. The vehicle fees will be based upon the January 1, 2021 situs of the vehicle and will not be prorated if the vehicle is relocated during the year. Chapter 35, Article 1.01 of Title 58.1 of the Code of Virginia, as amended (§ 58.1-2506.1 and the following sections), authorizes the Town to establish a different tax rate for one motor vehicle owned and used primarily by or for anyone at least 65 years of age or anyone found to be permanently and totally disabled, provided that such person meets the restrictions and conditions of the statute. The Town has adopted section 20-25 of the Leesburg Town Code to provide for such elderly and disabled 113 Item a. Public Hearing on Calendar Year 2021 Personal Property Tax Rates February 9, 2021 Page 3 tax relief. That section was amended in 2018 to adopt the County ordinance governing such relief, as applied and administered. Eligibility for the relief is therefore determined in accordance with the County process. Section 873.06 of the County ordinance requires the County Board of Supervisors to set the applicable County alternative rate annually, at the same time that all other County tangible personal property tax rates are set. The proposed amendment to Town Code section 20-25 would clarify that the Town Council will likewise set the Town alternative rate each year, concurrent with setting Town tangible personal property tax rates. Proposed Legislation: ORDINANCE Setting Tax Rates on Personal Property (Section 20-22), Vehicle License Fee (Section 32-84), Motor Vehicle Tax Reduction (Section 20-25), and Personal Property Tax Relief (Section 20-30) for Tax Year 2021, and Amending Leesburg Town Code Section 20-25 and Appendix B – Fee Schedule Draft Motions: 1. I move to approve the proposed Ordinance to set the tax rates on personal property, vehicle license fee, and personal property tax relief for Tax Year 2021 as proposed at the currently adopted tax rates. 2. I move to deny the proposed Ordinance to set the tax rates on personal property, vehicle license fee, and personal property tax relief for Tax Year 2021 as proposed at the currently adopted tax rates. OR 3. I move an alternate motion. Attachment/s: 1. Draft Ordinance 114 Item a. PRESENTED: February 9, 2021 ORDINANCE NO. 2021- ADOPTED: AN ORDINANCE : SETTING TAX RATES ON PERSONAL PROPERTY (SECTION 20-22), VEHICLE LICENSE FEE (SECTION 32-84), MOTOR VEHICLE TAX REDUCTION (SECTION 20-25), AND PERSONAL PROPERTY TAX RELIEF (SECTION 20-30) FOR TAX YEAR 2021, AND AMENDING LEESBURG TOWN CODE SECTION 20-25 AND APPENDIX B – FEE SCHEDULE WHEREAS, on October 24, 2017, in Resolution No. 2017-158, the Town Council approved a Memorandum of Agreement (“MOA”) between the County of Loudoun (“County”), the Town of Leesburg (“Town”), and the Loudoun County Treasurer (“Treasurer”), to consolidate the billing and collecting of town and county taxes by the County on behalf of the Town; and WHEREAS, pursuant to the terms of the MOA, the Town must adopt personal property tax rates to conform to the tax billing and collection schedule of the County; and WHEREAS, the Council wishes to set the tax rates for personal property for tax year 2021; and WHEREAS, the personal property tax relief for tax year 2021 and the levied vehicle license fee must be affirmed pursuant to the terms of the MOA; and WHEREAS, § 58.1-2506.1 et seq. of the Code of Virginia, as amended, authorizes the Town to establish a different tax rate for one motor vehicle owned and used primarily by anyone at least 65 years of age or anyone found to be permanently and totally disabled; and WHEREAS, as authorized by Virginia Code § 58.1-2506.1, section 20-25 of the Leesburg Town Code provides for such elderly and disabled tax relief and adopts the County ordinance governing such relief; and 115 Item a. AN ORDINANCE: SETTING TAX RATES ON PERSONAL PROPERTY (SECTION 20-22), VEHICLE LICENSE FEE (SECTION 32-84), MOTOR VEHICLE TAX REDUCTION (SECTION 20-25), AND PERSONAL PROPERTY TAX RELIEF (SECTION 20-30) FOR TAX YEAR 2021, AND AMENDING LEESBURG TOWN CODE SECTION 20-25 AND APPENDIX B – FEE SCHEDULE -2- WHEREAS, to facilitate consolidated billing of personal property taxes under the MOU, the Council wishes to make a clarifying amendment to Town Code section 20-25. THEREFORE, ORDAINED, by the Council of the Town of Leesburg in Virginia as follows: SECTION I. The tax rate for personal taxable property for tax year 2021 shall be set at: (a) Aircraft - $0.001 per $100.00 of assessed value. (b) Motor vehicles - $1.00 per $100.00 of assessed value. (c) Motor vehicles of eligible elderly and disabled (Town Code Sec. 20-25) - $0.50 per $100.00 of assessed value. (d) Tangible personal property (excluding public service corporations) - $1.00 per $100.00 of assessed value. (e) Bank capital - $0.80 per $100.00 of the net capital of banks located in the town. SECTION II. The personal property tax relief for tax year 2021 under the provisions of the Virginia Personal Property Tax Relief Act (Virginia Code §§ 58.1-3523 et seq.) and Leesburg Town Code sec. 20-30, shall be as follows: a reduced personal property tax rate of 50% shall be applied solely to that portion of the value of each qualifying vehicle that is not in excess of $20,000. SECTION III. The vehicle license fee for tax year 2021 shall remain unchanged at $25.00 per vehicle. SECTION IV. Section 20-30 of the Town Code of Leesburg, Virginia is hereby amended to read as follows: Tax relief is provided for qualified owners in accordance with the provisions of chapter 873 of the Codified Ordinances of Loudoun County, Virginia, 1980, as amended, which chapter is hereby adopted by reference, as applied and administered. The Town alternative rate shall be set annually by the Leesburg Town Council in conjunction with the setting of all other Town tangible personal property tax rates. 116 Item a. AN ORDINANCE: SETTING TAX RATES ON PERSONAL PROPERTY (SECTION 20-22), VEHICLE LICENSE FEE (SECTION 32-84), MOTOR VEHICLE TAX REDUCTION (SECTION 20-25), AND PERSONAL PROPERTY TAX RELIEF (SECTION 20-30) FOR TAX YEAR 2021, AND AMENDING LEESBURG TOWN CODE SECTION 20-25 AND APPENDIX B – FEE SCHEDULE -3- SECTION V. All prior ordinances in conflict herewith are hereby repealed. SECTION VI. Severability. If a court of competent jurisdiction declares any provision of this ordinance invalid, the decision shall not affect the validity of the ordinance as a whole or any remaining provisions of the Leesburg Town Code. SECTION VII. This ordinance shall become effective upon adoption. PASSED this 9th day of February, 2021. ______________________________ Kelly Burk, Mayor Town of Leesburg ATTEST: ______________________________ Clerk of Council 117 Item a. TOWN OF LEESBURG NOTICE OF PUBLIC HEARING SETTING TAX RATES ON PERSONAL PROPERTY (SECTION 20-22), VEHICLE LICENSE FEE (SECTION 32-84), MOTOR VEHICLE TAX REDUCTION (SECTION 20-25), AND PERSONAL PROPERTY TAX RELIEF (SECTION 20-30) FOR TAX YEAR 2021, AND AMENDING LEESBURG TOWN CODE SECTION 20-25 AND APPENDIX B – FEE SCHEDULE In accordance with the Code of Virginia of 1950, as amended, §§ 15.2-1427, 46.2-752, 58.1-3000, 58.1-3007, 58.1-3503, 58.1-3506, 58.1-3506.1, 58.1-3515 and 58.1-3524, the Leesburg Town Council will hold a public hearing on: Tuesday, February 9, 2021, at 7:00 P.M. in the Council Chambers of Town Hall, 25 West Market Street, Leesburg, VA. at which time the public shall have the right to present oral and written testimony on the following proposed amendments to the Leesburg Town Code:  The Town Manager proposes tax rates for personal property (per $100.00 of assessed value) for tax year 2020 to remain unchanged, as follows:  Aircraft = $0.001  Motor vehicles = $1.00  Motor vehicles of eligible elderly and disabled (Town Code Sec. 20-25) = $0.50  Tangible personal property (excluding public service corporations) = $1.00  Bank capital = $.80 per $100.00 of the net capital of banks located in the Town.  The Town Manager proposes unchanged personal property tax relief for tax year 2021 under the provisions of the Virginia Personal Property Tax Relief Act and Leesburg Town Code sec. 20-30, as follows: a reduced personal property tax rate of 50%, which shall be applied solely to that portion of the value of each qualifying vehicle that is not in excess of $20,000.  The Town Manager proposes that the vehicle license fee for tax year 2021 remain unchanged at $25.00 per vehicle. Copies of the proposed ordinance are available for public examination prior to the public hearing in the office of the Clerk of Council at Town Hall, 25 West Market Street, Leesburg, VA, during normal business hours. For more information about the ordinance, please contact Clark G. Case, Director of Finance and Administrative Services at 703-771-2720. Persons requiring reasonable accommodations are requested to contact Eileen Boeing, Clerk of Council at 703-771-2733, three days in advance of the public hearing. For TTY/TTD services, use the Virginia Relay Center by dialing 711. 1/28/21; 2/4/21 118 Item a. COUNCIL ACTIONS CALENDAR Tentative/Subject to Change 2/3/202112:31 PM MeetingDate MeetingType Name SubmittedBy 02/08/2021 Town Council Work Session DISCUSSION: Airport Commission Town Code Amendments and Review and All Town Board and Commissions Belote, Tara DISCUSSION: Council Code of Ethics - Potential Amendments Smith, Carmen DISCUSSION: Discontinuance of Invocation Belote, Tara Visit Loudoun Monthly Report Turney, Elaine 02/09/2021 Town Council Meeting CONSENT: Award On Call Mechanical Contracts for Utilities Wyks, Amy CONSENT: Purchase of a Street Sweeper (Approved '21 CARP)Southerland, Danielle CONSENT: Authorizing the Town Manager to Execute a 3-Year Microsoft M365 License Agreement and Purchase M365 Licensing Callahan, John CONSENT: Battlefield Pkwy/Rte 15 Bypass Interchange – IAR Contract Award Steyer, Cindy PRESENTATION: Town Manager's Presentation of Proposed Fiscal Year 2022 Budget Cournoyer, Jason PROCLAMATION: Black History Month Belote, Tara PROCLAMATION: Recognition of Reverend Deborah Parsons Alvarez, Corina PROCLAMATION: Resolution of Respect for The Honorable Frederick R. Howard Alvarez, Corina PUBLIC HEARING: 2021 Personal Property Tax Rate Cournoyer, Jason RESOLUTION: Fiscal Year 2022 Budget Development and Adoption Schedule Boeing, Eileen 02/22/2021 Town Council Work Session DISCUSSION: Broadcasting/Recording/Archiving of Commission Meetings Callahan, John DISCUSSION: BUDGET WORK SESSION- FISCAL YEAR 2022 PROPOSED BUDGET Cournoyer, Jason DISCUSSION: Council Member Goals for Next 2 Years Belote, Tara DISCUSSION: EDC Business Recovery Plan Recommendations Seymour, Russell DISCUSSION: Financial Update, Annual Financial Update Presentation and Strategic Financial Proposals Belote, Tara DISCUSSION: Sycolin Cemetery - MOU with Loudoun Freedom Center Smith, Carmen INFORMATION MEMO: Board and Commission Report - January Boeing, Eileen INFORMATION MEMO: Semi-Annual Utilities Plant Capacity Report Wyks, Amy 02/23/2021 Town Council Meeting CERTIFICATES: Recognizing Outgoing Board & Commission Members Boeing, Eileen CONSENT: Appointment to the SRTC (Cummings) - Tentative Boeing, Eileen CONSENT: Approve Encroachment Agreement of Sanitary Sewer Easement for Goose Creek Club Wyks, Amy CONSENT: Award Contract and Change Order to Synagro for WPCD Biosolids Hauling and Disposal Wyks, Amy 119 Item a. COUNCIL ACTIONS CALENDAR Tentative/Subject to Change 2/3/202112:31 PM MeetingDate MeetingType Name SubmittedBy 02/23/2021 Town Council Meeting CONSENT: Award Cornwall Street Waterline Replacement Project Wyks, Amy CONSENT: Award Sole Source Contract to Andritz for WPCD Mixer Replacement Wyks, Amy CONSENT: Award Task Order to McDean for Water Pollution Dryer Building Fire Alarm System Replacement Wyks, Amy CONSENT: Battlefield Pkwy/Rte 15 Bypass Interchange – VDOT Review Agreement Steyer, Cindy POTENTIAL CLOSED SESSION: Boundary Line Adjustment and Revenue Sharing Agreement Smith, Carmen PUBLIC HEARING: Noise Ordinance Amendments (Placeholder)Smith, Carmen PUBLIC HEARING: Sycolin Cemetery Lot Dedication to Loudoun Freedom Center Smith, Carmen RESOLUTION: Harrison Street Art Mural Kosin, Leah RESOLUTION: Ida Lee Tennis Court Air Structure Construction Contract Award Steyer, Cindy RESOLUTION: Land Acquisition Authorization for Edwards Ferry Rd Sidewalk Improvements Steyer, Cindy RESOLUTION: Land Acquisition Authorization for Morven Park Rd Sidewalk Improvements Steyer, Cindy 02/27/2021 Town Council Work Session DISCUSSION: BUDGET WORK SESSION- FISCAL YEAR 2022 PROPOSED BUDGET Cournoyer, Jason 03/08/2021 Town Council Work Session DISCUSSION: BUDGET WORK SESSION- FISCAL YEAR 2022 PROPOSED BUDGET Cournoyer, Jason INFORMATION MEMO: Cross Connection and Backflow Program Edits Wyks, Amy 03/09/2021 Town Council Meeting CONSENT: Award Task Order to Hazen for Design of Alternate Disinfection at Water Treatment Plant Wyks, Amy PROCLAMATION: Women's History Month Belote, Tara PUBLIC HEARING: At Home BLA at Compass Creek (Tentative)Smith, Carmen PUBLIC HEARING: Fiscal Year 2022 Budget Cournoyer, Jason PUBLIC HEARING: Walmart Text Amendment Cicalese, Karen 03/22/2021 Town Council Work Session DISCUSSION: BUDGET WORK SESSION- FISCAL YEAR 2022 PROPOSED BUDGET Cournoyer, Jason INFORMATION MEMO: Board and Commission Report - February Boeing, Eileen 03/23/2021 Town Council Meeting CONSENT: Richmond Dam Sanitary Sewer Encroachment Agreement Wyks, Amy ORDINANCE: ADOPTION OF FISCAL YEAR 2022 BUDGET Cournoyer, Jason PROCLAMATION: Keep Leesburg Beautiful Belote, Tara PUBLIC HEARING: 2021 Tax Rate and Fees Ordinance Cournoyer, Jason RESOLUTION: Airport Civil Engineering Continuing Services Contract Award Steyer, Cindy 120 Item a. COUNCIL ACTIONS CALENDAR Tentative/Subject to Change 2/3/202112:31 PM MeetingDate MeetingType Name SubmittedBy 03/23/2021 Town Council Meeting RESOLUTION: Cattail Run Extension of Utilities Request Wyks, Amy RESOLUTION: Fiscal Year 2022-2027 Capital Improvements Program Cournoyer, Jason RESOLUTION: Loudoun County Animal Shelter Encroachment Agreement of Waterline Easement Wyks, Amy RESOLUTION: Tuscarora Crossing Extension of Utilities Request Wyks, Amy 04/12/2021 Town Council Work Session DISCUSSION: Town of Round Hill Affordable Housing Ordinance - Town Manager Melissa Hynes (Tentative)Cicalese, Karen 04/13/2021 Town Council Meeting CONSENT: Award Contract to FJ Industrial for Water Pollution Control Boiler Replacement Wyks, Amy CONSENT: Village of Landbay D Sanitary Sewer Agreeement Wyks, Amy PROCLAMATION: Arbor Day Belote, Tara PROCLAMATION: Sexual Assault Awareness Month Belote, Tara RESOLUTION: Walmart BLA (Tentative)Smith, Carmen 04/26/2021 Town Council Work Session INFORMATION MEMO: Board and Commission Report - March Boeing, Eileen INFORMATION MEMO: Quarterly Budget and CIP Update Fazenbaker, Cole 04/27/2021 Town Council Meeting PROCLAMATION: National Day or Prayer Belote, Tara PROCLAMATION: World Ovarian Cancer Day Belote, Tara 05/11/2021 Town Council Meeting PROCLAMATION: Kids to Park Day Belote, Tara PROCLAMATION: Mental Health Awareness Month Belote, Tara PROCLAMATION: National Military Appreciation Month Belote, Tara PROCLAMATION: National Police Week Belote, Tara 05/24/2021 Town Council Work Session INFORMATION MEMO: Board and Commission Report - April Boeing, Eileen 05/25/2021 Town Council Meeting PROCLAMATION: National Gun Violence Awareness Day Belote, Tara PROCLAMATION: Wayne's Crossing Day Belote, Tara RESOLUTION: Town Shop Expansion – Design Contract Award Steyer, Cindy 06/08/2021 Town Council Meeting PROCLAMATION: Juneteenth Belote, Tara PROCLAMATION: LGBTQ Pride Month Belote, Tara PUBLIC HEARING: Monthly Meals Tax Filing Code Fazenbaker, Cole 06/21/2021 Town Council Work Session INFORMATION MEMO: Board and Commission Report - May Boeing, Eileen 121 Item a. COUNCIL ACTIONS CALENDAR Tentative/Subject to Change 2/3/202112:31 PM MeetingDate MeetingType Name SubmittedBy 07/13/2021 Town Council Meeting CONSENT: Award Contract for Industrial Coatings Application for Utilities Wyks, Amy RESOLUTION: Geotechnical Services Continuing Services Contract Award Steyer, Cindy RESOLUTION: Renewal and Extension of Consolidating Billing MOA with County of Loudoun Fazenbaker, Cole 07/26/2021 Town Council Work Session INFORMATION MEMO: Board and Commission Report - June Boeing, Eileen INFORMATION MEMO: Quarterly Budget and CIP Update Fazenbaker, Cole 08/10/2021 Town Council Meeting PROCLAMATION: National Payroll Week Belote, Tara PROCLAMATION: World Suicide Prevention Day Belote, Tara 09/14/2021 Town Council Meeting PROCLAMATION: Childhood Cancer Awareness Month Belote, Tara PROCLAMATION: Constitution Week Belote, Tara PROCLAMATION: Hispanic Heritage Month Belote, Tara 10/12/2021 Town Council Meeting PROCLAMATION: Bullying Prevention Month Belote, Tara PROCLAMATION: Domestic Violence Awareness Month Belote, Tara PROCLAMATION: Dysautonomia Awareness Month Belote, Tara 11/09/2021 Town Council Meeting PROCLAMATION: Diabetes Awareness Month Belote, Tara PROCLAMATION: National American Indian Heritage Month Belote, Tara PROCLAMATION: Small Business Saturday Belote, Tara PROCLAMATION: Veterans Day Belote, Tara 12/14/2021 Town Council Meeting PROCLAMATION: Recognition of Public Service of Town Employees Retiring Belote, Tara 122 Item a.