COUA  MISS  Dale County Commission  Commission Meeting Minutes - April13,2 2021  The Dale. County Commission convened in a regular session Tuesday, April 13, 2021. The following members were present: Chairman Steve McKinnon; District One Commissioner Chris Carroll; District Two Commissioner Donald O. Grantham; District Three Commissioner Chairman McKinnon called the meeting to order at 10:00am. Commissioner Gary opened  Charles W. Gary; and District Four Commissioner Frankie Wilson.  with the Pledge of Allegiance. Commissioner Wilson followed with prayer.  APPROVED - AGENDA  Commissioner Grantham made a motion to approve the agenda with the following changes:  Delete: # 9-Motorola Solutions - Service Agreement.  Delete: #10 - Executive Session.  Add: Seek bids on finishing Pistol Range, Training Facility, and  Voting Machine Storage.  Add: Guard Rail Damage Co. Rd.33  Commissioner Carroll seconded the motion, all voted aye. Motion carried.  APPROVED = MEMORANDUM OF WARRANTS  Commissioner Carroll made a motion to approve the following Memorandum of Warrants:  Accounts Payable Check Numbers 89525-89796. Payroll Check Numbers: 154740-154747. Direct Deposit Check Numbers: 37871-38154.  Commissioner Wilson seconded the motion, all voted aye. Motion carried.    Dale County Commission  Commission Meeting Minutes April 13, 2021  Page 2of4  APPROVED - MARCH23, 2021 MINUTES  Commissioner Gary made a motion to approve the Minutes of the Commission Meeting Commissioner Grantham seconded the motion, all voted aye. Motion carried.  on March 23, 2021.  APPROVED - PERSONNEL  Commissioner Carroll made a motion to approve the following personnel changes: Commissioner Grantham seconded the motion, all voted aye. Motion carried.  Racquel Ranson = Temporary Hire - Jailer - $10.00/hr.  APPROVED - RESOLUTION, EMERGENCY CLOSING  Commissioner Gary made a motion to approve an amended Resolution - Emergency Closing  of County Buildings and Cessation of Operations. See Exhibit 1. Commissioner Carroll seconded the motion, all voted aye. Motion carried.  APPROVED - SICK LEAVE DONATION  Commissioner Wilson made a motion to approve sick leave donation for Barbara Faulk.  Commissioner Gary seconded the motion, all voted aye. Motion carried.  APPROVED -TRAVEL REQUEST  Commissioner Carroll made a motion to approve the following travel request:  Heidi DeRidder - Jail Supervisor = May 5-6, 2021 - Prattville, AL-$1,206.00  Commissioner Grantham seconded the motion, all voted aye. Motion carried.    Dale County Commission  Commission Meeting Minutes - April 13, 2021  Page 3of4  APPROVED - COUNTY ROAD PROJECT DCP 23-07-17  Commissioner Gary made a motion to approve the Construction Agreement for State Public Road and Bridge Funding and budget amendment for Fund 111 in the amount of $62,393.25.  Widen and resurface CR-29, from CR-59 to CR-18. See Exhibit2. Commissioner Wilson seconded the motion, all voted aye. Motion carried.  APPROVED - AGREEMENTS FOR TAX REMITTANCE  Commissioner Carroll made a motion to approve two agreements with AVENU Insights & Analytics, LLC for the remittance processing sales & use taxes and tobacco taxes. See Commissioner Grantham seconded the motion, all voted aye. Motion carried.  Exhibit 3.  APPROVED - EMS FUNDING DISTRIBUTION - JAN-MAR, 2021  Commissioner Gary made a motion to approve the EMS funding distribution for Commissioner Wilson seconded the motion, all voted aye. Motion carried.  vanuary-March, 2021. See Exhibit 4.  APPROVED - BID ON EQUIPMENT - ROAD & BRIDGE  After opening bids for a new or used 7.5-ton single smooth drum vibratory roller, Commissioner Carroll made a motion to approve the purchase from H&E Equipment Services  int the amount of $44,000.00  Commissioner Wilson seconded the motion, all voted aye. Motion carried.  APPROVED - SEEK BIDS FOR PISTOL RANGE  Commissioner Grantham made a motion to approve seeking bids for finishing the Pistol  Range, Training Facility and Voting Machine Storage building. Commissioner Wilson seconded the motion, all voted aye. Motion carried.    Dale County Commission  Commission Meeting Minutes April 13,2021  Page4of4  APPROVED - GUARD RAIL DAMAGE REIMBURSEMENT = ROAD & BRIDGE After an update of the status of claim for reimbursement for the guard rail damage done on County Rd. 33, Commissioner Gary made a motion to approve pursuing litigation. Commissioner Grantham seconded the motion, all voted aye. Motion carried.  ANNOUNCEMENT - NEXT REGULAR MEETING  Chairman McKinnon announced that the next regular meeting of the Dale County  Commission will be Tuesday, April 27, 2021 at 10:00am.  ADJOURNMENT: CONFIRMATORY STATEMENT  Commission Wilson made a motion to adjourn the meeting. Commissioner Gary seconded It_is hereby ordered the foregoing documents, resolutions, etc., be duly confirmed and entered into the minutes of the Dale County Commission as its official actions.  the motion. All voted aye. Motion carried.  Spbre VAfmn  Steve McKinnon, Chairman    Exhibit 1  COUNTY OFI DALE STATE OF ALABAMA  AMENDED RESOLUTION OF THE DALE COUNTY COMMISSION  EMERGENCY CLOSING OF COUNTY BUILDINGS AND  CESSATION OF OPERATIONS  WHEREAS Dale County Commission is concerned for the welfare and safety oft the citizens oft the county as well as employees working in the courthouse and county  buildings; and  WHEREAS the Dale County Commission recognizes that there are emergency situations that necessitate the closing of the courthouse and county buildings and the cessation or delay of certain county operations including, but not limited to, fire, flood, earthquake,  other natural causes; and  WHEREAS the Commission also recognizes that there may be special circumstances which arise unexpectedly, including but not limited to, insurrections, public disasters,  deaths, or pandemic, and  WHEREAS the Dale County Commission recognizes that it has the authority to close the courthouse and county buildings in accordance with the Code ofAlabama, Section 31-9-10 (b) (6) (emergencies). and Section 1-3-8 (special circumstances); and WHEREAS the Code of Alabama at Section11-3-20 allows the County Commission to delegate certain duties to the Chairman oft the commission as it determines are  appropriate by resolution, and  1    Exhibitl 1  WHEREAS the Dale County Commission recognizes that in many emergency or special situations it is not reasonably possible to convene a meeting oft the Commission and give  the appropriate public notice; and  WHEREAS the legislative body of the Dale County Commission recognizes that the Chairman ofthe County Commission should be the appropriate County official authorized to act on behalf oft the County in emergency matters or in special  circumstances;  NOW THEREFORE BE IT RESOLVED:  The County Commission Chairman, after determining from reliable sources that an imminent emergency or special circumstance exists, the chairman shall attempt to schedule an emergency meeting oft the commission with notice to the public for the purpose of considering the closing of one or more governmental buildings and the suspension or delay of county operations in accordance with Alabama law. However, if the emergency or special circumstance has already occurred or is expected to occur within 241 hours, the Commission does hereby delegate to the Chairman the sole authority to close, or delay opening, the Courthouse or other Dale County buildings and suspend or delay county operations in one or more offices or departments and to determine the duration thereof. Such unilateral action by the Chairman shall be documented to the  Commission at, or prior to, its next scheduled meeting.  Ifthe Commission Chairman is unavailable, the following is the chain of command that is authorized to take emergency action as stated above: Duly designated  Acting Chairman, County Administrator, County Engineer.  -2-    Exhibitl  This amended resolution shall supersede and amend the previous resolution  regarding the same matter adopted by the Commission on March 17, 2020.  BEI ITI FURTHER RESOLVED that the Commission Chairman or alternate shall instruct County Commission Office personnel to inform all department heads, appropriate Court Officials and the public ofs such closing, cessation, or delay.  This resolution is hereby passed and approved by Dale County Commission in official  session on this the 13th day of April.  DALE COUNTY COMMISSION:  Chis Carrol, District One pK Donald 0. Grantham, District Two SE  5  Frankie Wilson, District  Attest:  y  -3-    Exhibit 2  CONSTRUCTION AGREEMENT FORA PROJECT ANDI THE  STATE PUBLIC ROAD AND BRIDGE FUNDING  BETWEENTHE STATE OF ALABAMA DALE COUNTY COMMISSION Widen and Resurface CR-20 From CR-59 to CR-18 Project No. ST-023-888-009 County Project No. DCP23-07-17 CPMS Ref# 100066841 PART ONE (1): INTRODUCTION  This Agreement is made and entered into by and between the State of Alabama (acting by and through the Alabama Department of Transportation), hereinafter referred to as the STATE; and Dale County, Alabama (FEIN 63-6001505), hereinafter referred to as the COUNTY. WHEREAS, the STATE and the COUNTY desire to cooperate inj the widening and resurfacing of CR-20 from CR-59 to CR-18; Project# ST-023-888-009; DCP 23-07-17; NOW, THEREFORE, iti is mutually agreed between the STATE and the COUNTY as  CPMS Ref# 100066841. follows:  PART TWO (2): FUNDING PROVISIONS  A. Project Funding: The STATE will not be liable for State funds in excess of the State's share of the cost hereinafter set forth. State Public Road and Bridge Funds shall be limited to $561.539.26 for this project. Any deficiency in State funds or overrun in construction costs will be borne by the COUNTY from COUNTY funds. In the event of an underrun in construction costs, the State funds will not exceed their proportional share. B. The estimated cost and participation by the various parties is as follows:  FUNDING SOURCE State Public Roads and Bridge Funds County Funds TOTAL (Incl CE&I)  ESTIMATED COSTS $ 561,539.26 $ 62,393.25 $ 623,932.51  Itis further understood that this is a cost reimbursement program and no state funds will be provided to the COUNTY prior to accomplishment of the work for which itis requested. Furthermore, no state funds will be reimbursed for work performed prior to  project authorization.    Exhibit 2  Any cost incurred by the COUNTY relating to this project which is determined to be ineligible for reimbursement by the STATE, or in excess of the limiting amounts previously stated, will not be an eligible cost to the project and will be borne and paid by Time Limit: This project will commence upon written authorization to proceed from the  the COUNTY.  STATE directed to the COUNTY.  PART THREE (3): PROJECT SERVICES  A. The COUNTY will furnish all Right-of-Way for the project. Associated Right-of-Way acquisition costs will not be an eligible cost as part of this Agreement. The Right-of-Way acquisition phase is hereby defined as the appraisal fees, appraisal review fees and the All work accomplished under the provisions oft this Agreement will be accomplished on property owned by or which will be acquired by the COUNTY in accordance with applicable Federal and state laws, regulations, and procedures. Any exceptions to this requirement must be approved by the STATE in writing prior to incurring, costs for which reimbursement is requested by the COUNTY. In cases where property is leased, or easements obtained, the terms oft the lease or easement will not be less than the expected Acquisition of real property by the COUNTY as a part of this project will conform to and be in accordance with the provisions of the Federal Uniform Relocation Assistance & Real Property Acquisition Policies Act (49CFR 24, Subpart B), all federal environmental Any property or property interests acquired shall be in the name oft the COUNTY with any condemnation or other legal proceedings being performed by the COUNTY. The COUNTY shall follow all Federal regulations related to the Management, Leasing, and Disposal of Right-of-Way, uneconomic remnants and excess Right-of-Way, as found in CFR 23 S 710 Subpart D. Proceeds for Leases and Disposals shall be credited to the No change in use or ownership of real property acquired or improved with funds provided under the terms ofthis Agreement will be permitted without prior written approval from the STATE or FHWA. The STATE or FHWA will be credited on aj prorata share, as provided inl Part Two, Section B, any revenues received by the COUNTY from B. The COUNTY will relocate any utilities in conflict with the project improvements in accordance with applicable Federal and State laws, regulations, and procedures. Associated Utility costs will not be an eligible cost as part ofthis Agreement. The COUNTY will make the Survey, perform the Design, complete the Plans and furnish all Preliminary Engineering for the project with COUNTY forces or with a consultant approved by the STATE. Associated Survey, Design, Plan Preparation, and Preliminary Engineering costs will not be an eligible cost as part of this Agreement. The COUNTY will undertake the project in accordance with this Agreement, plans approved by the STATE and the requirements, and provisions, including the documents relating thereto, developed by the COUNTY and approved by the STATE. The plans, including the documents relating thereto, are of record in the Alabama Department of Transportation and are hereby incorporated in and made aj part ofthis Agreement by reference. Itis understood by the COUNTY that failure of the COUNTY to carry out the project in accordance with this Agreement and approved plans, including documents related thereto, may result in the loss of federal or state funding and the refund of any Projects containing Industrial Access funds or State funds, with no Federal funds involved, shall have completed original plans furnished to the STATE in accordance with  cost of acquisition incurred.  life of the improvements.  laws, and all other applicable state and federal laws.  Project or to the Title 23 Collector Account.  the sale or lease of property.  federal or state funds previously received on the project.  2    Exhibit 2  the Guidelines for Operations for Procedures for Processing State and Industrial Access Funded County and City Projects, and attached hereto as a part of this Agreement prior D. The COUNTY will furnish all construction engineering for the project with COUNTY forces or with a consultant approved by the STATE as part of the cost of the project. Construction Engineering & Inspection cost are not to exceed 15%, without prior approval by the State. Associated Construction Engineering & Inspection costs will be an E. The STATE will furnish the necessary inspection and testing of materials when needed as part of the cost of the project. The COUNTY may request the use ofan approved third- party materials inspection and testing provider, as approved by the STATE.  to the COUNTY letting the contract.  eligible cost as part oft this Agreement.  PART FOUR (4): CONTRACT PROVISIONS  A. The COUNTY shall not proceed with any project work covered under the provisions of this Agreement until the STATE issues written authorization to the COUNTY to proceed. B. Associated Construction cost will be an eligible cost as part of this Agreement. For projects let to contract by the STATE, the STATE will be responsible for advertisement and receipt ofbids and the award ofthe Contract. Following the receipt of bids and prior to the award of the Contract, the STATE will invoice the COUNTY for its pro rata share of the estimated cost as reflected by the bid oft the successful bidder plus Engineering & Inspection and Indirect Costs (if applicable). The COUNTY shall pay this amount to the STATE no later than 30 days after the date bids are opened. Failure to do For projects let to contract by the COUNTY, the COUNTY shall comply with all Federal and State laws, rules, regulations and procedures applicable to the advertisement, receipt ofbids, and the award of the contract. The COUNTY will, when authorized by the STATE, solicit bids and make awards for construction and/or services pursuant to this Agreement. The COUNTY shall not solicit bids until the entire bid package (plans, specifications, estimates, etc.) has been reviewed and approved by the STATE. Following receipt of bids, the COUNTY will provide all bids to the STATE with a recommendation for award. The COUNTY shall not award the contract until it has The purchase of project equipment and/or services financed in whole or in part pursuant to this Agreement will be in accordance with applicable State laws, rules, regulations, and procedures, including state competitive bidding requirements applicable to counties and municipalities in the State of Alabama when the purchase is made by any such entity. Ifnecessary, the COUNTY will file an Alabama Department of Environmental Management (ADEM)National Pollutant Discharge Elimination System (NPDES) Notice of Registration (NOR)(Code Chapter 335-6-12) for this project without cost to the State or this project. The COUNTY will be the permittee of record with ADEM for the permit. The COUNTY and the contractor will be responsible for compliance with the permit and the State will have no obligation regarding the permit. The COUNTY will furnish the State (Region): a copy of the permit prior to any work being performed by the The COUNTY will secure all permits and licenses of every nature and description applicable to the project in any manner; conform to and comply with the requirements of any such permit or license; and comply with each and every requirement of any and all agencies, and ofany and all lawful authorities having jurisdiction or requirements D. The COUNTY will comply with the Alabama Department ofTransportation Standard Specifications for Highway Construction, Latest Edition, on this project and will ensure that work associated on this project meets the standards of the Alabama Department of Transportation, and the project will be built in accordance with the approved plans.  so may lead to the rejection of the bid.  received written approval from the STATE.  contractor.  applicable to the project or to the project activities.  3    Exhibit. 2  E. The COUNTY shall be responsible at all times for all oft the work performed under this Agreement and, as provided in Ala. Code $ 11-93-2 (1975), the COUNTY shall indemnify and hold harmless the State of Alabama, The Alabama Department of Transportation, its officers, officials, agents, servants, and employees. For all claims not subject to Ala. Code $ 11-93-2( (1975), the COUNTY shall indemnify and hold harmless the State of Alabama, the Alabama Department ofTransportation, its officers, officials, agents, servants, and employees from and against any and all damages, claims, loss, liabilities, attorney's fees or expense whatsoever or any amount paid in compromise thereof arising out of, connected with, or related to the (1) work performed under this Agreement, (2) the provision of any services or expenditure of funds required, authorized, or undertaken by the COUNTY pursuant to the terms of this Agreement, or (3)misuse, misappropriation, misapplication, or misexpenditure of any source of funding, compensation or reimbursement by the COUNTY, its officers, officials, agents, F. The COUNTY will be obligated for the payment of damages occasioned to private property, public utilities or the general public caused by the legal liability (in accordance with Alabama and/or Federal law) of the COUNTY, its agents, servants, employees or G. Upon completion and acceptance ofthis project by the State, the COUNTY will assume full ownership and responsibility for the portion oft the project work on COUNTY right- of-way and maintain the project in accordance with applicable State law and comply with  servants, and employees.  facilities.  the Department'sLocal Road Maintenance Certification Policy.  PART FIVE (5): ACCOUNTING PROVISIONS  A. The COUNTY will, when appropriate, submit reimbursement invoices to the STATE for work performed in çarrying out the terms of this Agreement. Requests for reimbursement will be made on forms provided by the STATE and will be submitted through the Region Engineer for payment. The COUNTY may invoice the STATE not more often than once per month for the funds due for work performed under this Agreement. Invoices for payment willl be submitted in accordance with state law and will indicate that the payment is due, true, correct, and unpaid, and the invoice will be notarized. Invoices for any work performed under the terms of this Agreement will be submitted within twelve (12) months after the completion and acceptance by the STATE oft the work. Any invoices submitted after this twelve-month period will not be eligible for payment. B. The COUNTY will not assign any portion ofthe work to be performed under this Agreement or execute: any. contract, amendment or change order thereto, or obligate itself in any manner with any third party with respect to its rights and responsibilities under this The COUNTY will establish and maintain a cost accounting system that must be adequate and acceptable to the STATE as determined by the auditor of the STATE. All charges to the Project will be supported by properly executed invoices, contracts, or vouchers, as applicable, evidencing inj proper detail the nature and propriety oft the charges in accordance with the requirements oft the STATE. All checks, invoices, contracts, vouchers, orders or other accounting documents pertaining in whole or in part to the project will be clearly identified, readily accessible and to the maximum extent The COUNTY will report to the STATE the progress of the project in such manner as the STATE may require. The COUNTY will also provide the STATE any information requested by the STATE regarding the project. The COUNTY will submit to the STATE financial statements, data, records, contracts and other documents and items of any respect related to the project as may be requested by the STATE. The COUNTY will permit the STATE, the Comptroller General of the United States, and the Secretary oft the USDOT, or either of them or their respective authorized  Agreement, without the prior written approval of the STATE.  feasible, kept separate and apart from all other such documents.  4    Exhibit2 2  representatives, to inspect, at any time, vehicles and equipment utilized or used in performance oft the project and any and all data and records which in any way relate to the project or to the accomplishment oft the project. The COUNTY will also permit the above noted persons to audit the books, records and accounts pertaining to the project at any and all times, and the COUNTY will give its full cooperation to those persons or The COUNTY will comply with all audit requirements set forth in the 2 CFR Part 200 requirements, or the most current version of those requirements under federal law. D. The COUNTY will retain all books, records, and other documents relative to this Agreement for a minimum of three (3) years after project termination, expiration of Federal interest, or close out, and the STATE, the Comptroller General of the United States, and the Secretary ofthe USDOT, or either of them or their respective authorized representatives, will have full access to and the right to examine any of said materials at E. Any user fee or charge to the public for access to any property or services provided through the funds made available under this Agreement, if not prohibited by a Federal, State or local law, must be applied for the maintenance and long-term upkeep ofthe F. An audit report must be filed with the Department of Examiners of Public Accounts, upon receipt by the COUNTY, for any audit performed on this project in accordance with  their authorized representatives, as applicable.  all reasonable times during said period. project authorized by this agreement.  Act No. 94-414.  PART SIX (6): MISCELLANEOUS PROVISIONS  A. By entering into this Agreement, the COUNTY is not an agent of the STATE, its officers, employees, agents or assigns. The COUNTY is an independent entity from the STATE, and nothing in this Agreement creates an agency relationship between the parties. B. Itis agreed that the terms and commitments contained in this Agreement shall not constitute a debt of the State of Alabama in violation of Article 11, Section 213 of the Constitution of Alabama, 1901, as amended by Amendment 26. Iti is further agreed that, ifany provision of this Agreement shall contravene any statute or Constitutional provision or amendment, either now in effect or which may be enacted during the term of this Agreement, then the conflicting provision in this agreement shall be deemed null and By signing this Agreement, the contracting parties affirm, for the duration of the Agreement, that they will not violate Federal immigration law or knowingly employ, hire for employment, or continue to employ an unauthorized alien within the State of Alabama. Furthermore, a contracting party found to be in violation of this provision shall be deemed in breach of the Agreement and shall be responsible for all damages resulting D. No member, officer, or employee of the COUNTY, during their tenure of employment and for one year thereafter, shall have any interest, direct or indirect, in this Agreement or E. The terms of this Agreement may be modified by revision of this Agreement duly F. This Agreement may be terminated by either party upon the delivery ofa a thirty (30) day G. Nothing shall be construed under the terms ofthis Agreement that shall cause any H. Exhibits A, E,H, M, and N are hereby attached to and made aj part of this Agreement.  void.  therefrom.  the proceeds, profits, or benefits therefrom. executed by the parties hereto. notice of termination.  conflict with Section 23-1-63, Code of Alabama, 1975..  5    Exhibit2 2  IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by those officers, officials and persons duly authorized to execute same, and the Agreement isd deemed to be dated and to be effective on the date hereinafter stated as the date ofits  approval by the Governor of Alabama.  ATTEST: By:  Dale County, Alabama By: Sbar  Clerk  M As Chairman (Signature) Shineta Print Name of Chairman  (Signature) fh6y Cey/bay Print Name of Clerk (AFFIX SEAL)  -  This agreement has been legally reviewed and approved as to form and content.  By:  William F. Patty, Chief Counsel  RECOMMENDED FOR APPROVAL:  Bradley B. Lindsey, P.E. State Local Transportation Engineer  Edward N. Austin, P.E. Chief Engineer  STATE OF ALABAMA, ACTING BY AND THROUGH THE ALABAMA DEPARTMENT OF TRANSPORTATION  John R. Cooper, Transportation Director  THE WITHIN AND FOREGOING AGREEMENT IS HEREBY EXECUTED AND  SIGNED BYTHE GOVERNOR ONTHIS  DAYOF  20  KAYIVEY 6  GOVERNOR, STATE OF ALABAMA    Exhibit2 2  RESOLUTION NUMBER  BE ITI RESOLVED, by the Dale County Commission as follows: Alabama Department ofTransportation relating to a project for:  That the County enter into an agreement with the State of Alabama, acting by and through the Widening and resurfacing of CR-20 from CR-59 to CR-18; Project# ST-023-888-009; Which agreement is before this Commission, and that the agreement be executed in the name of the County, by the Chairman for and on its behalfand that it be attested by the County Clerk and BE IT FURTHER RESOLVED, that upon the completion of the execution of the agreement by allj parties, that a copy of such agreement be kept on file by the County. Ithet undersigned qualified and acting Clerk ofDale County, Alabama, do hereby certify that the above and foregoing is a true copy ofa resolution lawfully passed and named therein, at a regular meeting ofsuch Commission held on the p day of Hprz 202, and that such resolution is on file in the County Clerk'sOffice.  DCP23-07-17; CPMS Ref# 100066841.  the official seal of the County be affixed thereto.  the County  ATTESTED: County Clerk /hayor the Minute Book oft  Spn M -  Chairman  ChlGy  202/ and that such resolution is of record in  Al  IN WITNESS WHEREOF, Ihave hereunto set my hand and affixed the official seal of the  County on this BK day of ffl  202/  County ler  Cplby  (AFFIX SEAL)  7    Exhibit 2  STD CONTRACT EXHIBITS  REV. 9/19/16  EXHIBIT A  PARTICIPATION BY DISADVANTAGED BUSINESS ENTERPRISES IN FEDERAL- Policy. It is the policy of the U.S. Department of Transportation that Disadvantaged Business Enterprises (DBE) as defined in 49 CFR Part 26 shall have the opportunity to participate in the performance of contracts financed in whole or in part with Federal funds under this AGREEMENT. Consequently, the DBE requirements of 49 CFR Part 26 apply to this DBE Obligation. The recipient of funds under the terms of this AGREEMENT agrees to ensure that Disadvantaged Business Enterprises as defined in 49 CFR Part 26 have the maximum opportunity to participate in the performance of contracts and subcontracts financed in whole or in part with Federal funds provided under this agreement. The recipient shall take all necessary and reasonable steps in accordance with 49 CFR Part 26 to see that Disadvantaged Business Enterprises have the opportunity to compete for and perform contracts and shall not discriminate on the basis ofrace, color, national origin, or sex in the award and performance ofU.S. Department Failure of the recipient of funds under the terms of this AGREEMENT, or failure of its subcontractor (if a subcontractor is authorized) to carry out the DBE requirements of this AGREEMENT shall constitute al breach of contract, and may result in termination ofthe contract by the STATE, or such other remedy may be undertaken by the STATE as it deems appropriate.  AID PROGRAM  AGREEMENT.  otTransportation assisted contracts.    Exhibit2  STD CONTRACTEXIIBITS  REV. 9/19/16  EXHIBIT E  TERMINATION OR ABANDONMENT  a. The STATE has the right to abandon the work or to amend its project at any time, and such action on its part shall in no event be deemed a breach of contract. b. The STATEI has the right to terminate this AGREEMENT: at its sole discretion without cause and make settlement with the COUNTY upon an equitable basis. The value of the work performed by the COUNTY prior to the termination of this AGREEMENT shall be determined. In determining the value of the work performed, the STATE 1. The ratio of the amount of work performed. by the COUNTY prior to the termination ofthe AGREEMENT to the total amount ofwork contemplated by 2. The amount of the expense to which the COUNTY is put in performing the work to be terminated in proportion to the amount of expense to which the COUNTY would have been put had he been allowed to complete the total work contemplated by the AGREEMENT, less any, payments previously made. In determining the value of the work performed by the COUNTY prior to the termination, no consideration will be given toj profit, which the COUNTY might have made on the uncompleted portion of the work. If the termination 1s brought about as a result of unsatisfactory performance on the part of the COUNTY, the value of the work performed by the COUNTY prior to termination shall be fixed solely on the ratio ofthe amount ofs such work to the  shall consider the following:  this AGREEMENT less any payments previously made.  total amount ofwork contemplated by this AGREEMENT.  CONTROVERSY  Ina any controversy concerning contract terms, or on a question of fact in connection with the work covered by this project, including compensation for such work, the decision of the Transportation Director regarding the matter in issue or dispute shall be final and conclusive of all parties.  CONTRACT BINDING ON SUCCESSORS AND ASSIGNS  a. This contract shall be binding upon the successors and assigns ofthe respective parties b. Should the AGREEMENT be terminated due to default by COUNTY, such termination shall be in accordance with applicable Federal Acquisition Regulations.  hereto.  9    Exhibit2  STD CONTRACT EXHIBITS  REV. 9/19/16  EXHIBITH Page 1  EQUAL RIGHTS PROVISIONS interest agrees as follows:  During the performance oft this contract, the COUNTY for itself, its assignees and successors in  a. Compliance with Regulations  The COUNTY will comply with the Regulations of the Department ofTransportation relative to nondiscrimination in federally-assigned programs of the Department of Transportation (Title 49, Code of Federal Regulations, Part 21, as amended by 23 CFR 710-405(b), hereinafter referred to as the Regulations), which are herein During the performance oft this contract, the contractor, for itself, its assignees, and successors. in interest (hereinafter referred to as the 'contractor") agrees to comply with the following non-discrimination statutes and authorities; including but not Title VI oft the Civil Rights Act of 1964 (42 U.S.C. $2 2000d et. seq., 78 stat. 252), (prohibits discrimination on the basis ofr race, color, national The Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1970, (42 U.S.C. $4601), (prohibits unfair treatment of persons displaced or whose property has been acquired because of Federal-Aid Highway Act of 1973, (23 U.S.C. $324 et seq.), (prohibits Section 504 oft the Rehabilitation Act of 1973, (29 U.S.C. $ 794 etseq.), as amended, (prohibits discrimination on the basis of disability); and 49 The Age Discrimination Act of 1975, as amended, (42 U.S.C. S 6101 et.seq.). (prohibits discrimination on the basis of age); Airport and Airway Improvement Act of 1982, (49USC $471, Section 47123), as amended, (prohibits discrimination based. on race, creed, The Civil Rights Restoration Act of 1987, (PL 100-209), (Broadened the scope, coverage and applicability of Title VI of the Civil Rights Actof 1964, The Age Discrimination Act of 1975 and Section 504of the Rehabilitation Act of 1973, by expanding the definition of the terms "programs or activities" to include all of the programs or activities ofthe Federal-aid recipients, sub-recipients and contractors, whether such programs or activities are Federally funded or not); Titles II and III ofthe Americans with Disabilities Act, which prohibit discrimination on the basis of disability in the operation of public entities, public and private transportation systems, places of public accommodation, and certain testing entities (42 U.S.C. SS 12131- 12189) as implemented by Department ofTransportation regulations  incorporated by reference and made a part of this contract.  limited to:  Pertinent Non-Discrimination Authorities: origin); and 49 CFR Part 21.  Federal or Federal-aid programs and projects); discrimination on the basis ofsex);  CFR Part 27;  color, national origin, or sex);  at49C.P.R. parts 37and 38;  10    Exhibit2  STD CONTRACT EXHIBITS  REV. 9/19/16  EXHIBIT H Page 2  The Federal Aviation Administration's Non-discrimination statute (49 U.S.C. $ 47123) (prohibits discrimination on the basis of race, Executive Order 12898, Federal Actions to: Addrèss Environmental Justice in Minority Populations and Low-Income Populations, which ensures nondiscrimination against minority populations by discouraging programs, policies, and activities with disproportionately high and adverse human health or environmental effects on minority Executive Order13166, Improving Access to Services for Persons with Limited English Proficiency, and resulting agency guidance, national origin discrimination includes discrimination because of limited English proficiency (LEP). To ensure compliance with Title VI, you must take reasonable steps to ensure that LEP persons have meaningful access to) your programs (701 Fed. Reg. at 74087to 74100); Title IX oft the Education Amendments of 1972, as amended, which prohibits you from discriminating because of sex in education  color, national origin, and sex);  and low-income populations;  programs or activities (20U.S.C. 1681 ets seq).  b. Nondiserimination  In accordance with Title VI of the Civil Rights Act, as amended, 42 U.S.C. S 2000d, Section 303 of the Age Discrimination Act of 1975, as amended, 42 U.S.C. $6102, Section 202 oft the Americans with Disabilities Act of 1990, 42 U.S.C. S 12132, and Federal transit law at 49 U.S.C. S 5332, the COUNTY agrees that it will not discriminate against any employee or applicant for employment because of race, color, creed, national origin, sex, age, or disability. The COUNTY will not participate either directly or indirectly in the discrimination prohibited by Section 21.5 of the Regulations, including employment practices where the contract covers aj program set The COUNTY will comply with all provisions of Executive Order 11246 of September 24, 1965 as amended by Executive Order 11375, and of the rules, regulations (41 CFR, Part 60) and relevant orders of the Secretary ofLabor. In all: solicitations either by competitive bidding or negotiation made by the COUNTY for work to be performed undera a subcontract, including procurements ofi materials or leases of equipment, each potential subcontractor, supplier or lessor shall be notified by the COUNTY of the COUNTY'S obligation under this contract and the Regulations relative to nondiscrimination on the ground of race, color, religion, sex The COUNTY will provide all information and reports required by the Regulations, or orders and instructions issued pursuant thereto, and will permit access to its books,  forth in Appendix B of the Regulations.  :. Solicitations  or national origin. d. Information and Reports  11    Exhibit2  STD CONTRACT EXHIBITS  REV. 9/19/16  EXHIBIT H Page 3  records, accounts, other sources ofinformation and its facilities as may be determined by the STATE or the Federal Highway Administration to be pertinent to ascertain compliance with such Regulations, orders and instructions. Where any information required ofa COUNTY is in the exclusive possession of another who fails or refuses to furnish this information, the COUNTY shall SO certify to the STATE, or the Federal Highway Administration as appropriate, and shall set forth what efforts it has made In the event of the COUNTYS noncompliance with the nondiscrimination provisions provided for herein, the STATE shall impose such contract sanctions as it may 1. withholding of payments to the COUNTY under contract until 2. cancellation, termination or suspension oft the contract, in whole  to obtain the information. Sanctions for Noncompliance  determine to be appropriate, including but not limited to,  the COUNTY complies, and/or  or in part.  Incorporation of Provisions  The COUNTY will include the foregoing provisions a. through fine every subcontract, including procurements of materials and leases of equipment, unless excepted by the Regulations, orders or instructions issued pursuant thereto. The COUNTY will take such action with respect to any subcontract, procurement, or lease as the STATE may direct as a means of enforcing such provisions, including sanctions for noncompliance; provided, however, that in the event a COUNTY becomes involved in, or is threatened with, litigation with subcontractors, suppliers, or lessor as a result of such direction, the COUNTY may request the STATE to enter into such litigation Equal Employment Opportunity The following equal employment opportunity 1. Race, Color, Creed, National Origin, Sex - In accordance with Title VII of the Civil Rights Act, as amended, 42 U.S.C. S 2000e, and Federal Transit laws at 491 U.S.C. $ 5332, the COUNTY agrees to comply with all applicable equal employment requirements ofU.S. Department of Labor (U.S. DOL) regulations, "Office of Federal Contract Compliance Programs, Equal Employment Opportunity, Department of Labor," 41 C.F.R. Parts 60 et seq., (which implement Executive Order No. 11246, "Equal Employment Opportunity," as amended by Executive Order No. 11375, "Amending Executive Order11246 Relating to Equal Employment Opportunity," 42 U.S.C. S 2000e note), and with any applicable Federal statutes, executive orders, regulations, and Federal policies that may in the future affect construction activities undertaken in the course oft the Project.  toj protect the interest oft the STATE. requirements apply to the underlying contract:  12    Exhibit 2  STD CONTRACT EXHIBITS  REV. 9/19/16  EXHIBITH Page 4  The COUNTY agrees to take affirmative action to ensure that applicants are employed, and that employees are treated during employment, without regard to their race, color, creed, national origin, sex, or age. Such action shall include, but not limited to, the following: employment, upgrading, demotion or transfer, recruitment or recruitment advertising, layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. In addition, the COUNTY agrees to comply with any implementing requirements FTA may issue. 2. Age - In accordance with Section 4 of the Age Discrimination in Employment Actof1967, as amended, 29U.S.C. S 623 and Federal transit law at 49 U.S.C. S 5332, the COUNTY agrees to refrain from discrimination against present and prospective employees for reason of age. In addition, the COUNTY agrees to comply with any implementing 3. Disabilities In accordance with Section 102 of the Americans with Disabilities Act, as amended, 42U.S.C. S 12112, the COUNTY agrees that it will comply with the requirements of U.S. Equal Employment Opportunity Commission, "Regulations to Implement the Equal Employment Provisions ofthe Americans with Disabilities Act,"29C.F.R. Part 1630, pertaining to employment of persons with disabilities. In addition, the Contractor agrees to comply with any implementing  requirements FTA may issue.  requirements FTA may issue.  COST PRINCIPLES  The STATE'S cost principles for use in determining the allowability of fanyi item ofcost, both direct and indirect, in this AGREEMENT, shall be the applicable provisions of Volume , Federal Acquisition Regulations, Parts 30 and 31. The COUNTY shall maintain costs and supporting documentation in accordance with the Federal Acquisition Regulations, Parts 30 and 31 and other Regulations referenced with these Parts where applicable. The COUNTY shall gain an understanding of these documents and regulations. The appliçable provisions of the above referenced regulations documents are hereby incorporated by reference herein as if fully set forth.  EXECUTORY CLAUSE AND NON-MERIT SYSTEM STATUS  a. The COUNTY specifically agrees that this AGREEMENT shall be deemed executory only to the extent ofmoneys available, and no liability shall bei incurred by the STATE  beyond the moneys available for this purpose.  13    Exhibit2  STD CONTRACT EXHIBITS  REV. 9/19/16  EXHIBIT H Page 5  b.  The COUNTY, in accordance with the status of COUNTY as an independent contractor, covenants and agrees that the conduct of COUNTY will be consistent with such status, that COUNTY will neither hold COUNTY out as, or claim to be, an officer or employee of the STATE by reason hereof, and that COUNTY will not, by reason hereof, make any claim, demand or application to or for any right or privilege applicable to an officer or employee of the STATE under the merit system or any other law of Alabama, including but not limited to workmen's compensation coverage, or retirement membership or credit or any Federal employment law. This paragraph also applies in like manner to the employees of COUNTY.  COUNTYS' CERTIFICATIONS  The COUNTY by acceptance of this contract certifies that the rates or composition of cost noted in Article IV PAYMENTS are based on the current actual hourly rates paid to employees, estimated non- salary direct cost based onl historical prices, the latest available audited indirect cost rate, and estimated cost of reimbursements to employees for travel (mileage, per diem, and meal allowance) based on the current policy of the COUNTY. The COUNTY agrees that mileage reimbursements for use of company vehicles is based on the lesser of the approved rate allowed by the General Services Administration of the United States Government or the reimbursement policies of the COUNTY at the time of execution of the AGREEMENT. The COUNTY agrees that no mileage reimbursement will be allowed for the purpose ofcommuting to and from work or for personal use of a vehicle. The COUNTY agrees that the per diem rate will be limited to the rate allowed by the STATE at the time ofe execution oft the AGREEMENT. The COUNTY agrees that a meal allowance shall be limited to COUNTY employees while in travel status only and only The COUNTY shall submit detailed certified labor rates as requested, and in a timely manner, to the External Audits Section of the Finance and Audits Bureau of The Alabama Department of Transportation. The COUNTY agrees that material differences between rates submitted with a proposal and rates provided as certified for the same proposal are subject to adjustment and  when used in lieu ofa per diem rate.  reimbursement.  14    Exhibit 2  STD CONTRACT EXHIBITS  REV. 9/19/16  EXHIBIT M  CERTIFICATION FOR FEDERAL-AID CONTRACTS: LOBBYING  This certification is applicable to the instrument to which it is attached whether attached directly The prospective participantrecipient, by causing the signing of and the submission ofthis Federal contract, grant, loan, cooperative AGREEMENT, or other instrument as might be applicable under Section 1352, Title 31, U. S. Code, and the person signing same for and on behalf of the prospective participant/recipient each respectively certify that to the best of the knowledge and belief of the prospective participant or recipient and of the person signing for and on behalfo ofthe a. No Federal appropriated funds have been paid or will be paid, by or on behalf of the prospective participantrecipient or the person signing on behalf of the prospective participantrecipient as mentioned above, to any person for influencing or attempting to influence an officer or employee of any Federal agency, a Member of Congress, an officer or employee ofCongress, or an employee ofa Member ofCongress in connection with the awarding of any Federal contract, the making of any Federal grant, the making of any Federal loan, the entering into of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any Federal contract, grant, loan, b. Ifany funds other than Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any Federal agency, a member of Congress, an officer or employee of Congress, or an employee ofa Member ofCongress in connection with this Federal contract, grant, loan, or cooperative agreement, or other instrument as might be applicable under Section 1352, Title 31, U. S.Code, the prospective participant/recipient shall complete and submit Standard Form- LLL, "Disclosure Form to Report Lobbying," in accordance with its instructions. This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction imposed by Section 1352, Title 31, U. S. Code. Any person who fails to file the required certification shall be subject to ac civil penalty of not less than $10,000 and The prospective participantrecipient also agrees by submitting this Federal contract, grant, loan, cooperative agreement or other instrument as might be applicable under Section 1352, Title 31, U.S. Code, that the prospective participantrecipient shall require that the language of this certification be included in all lower tier subcontracts, which exceed $100,000 and that all such  ori indirectly with other attachments to such instrument.  prospective participantrecipient, that:  or cooperative agreement.  not more than $100,000 for each such failure.  subrecipients shall certify and disclose accordingly.  15    Exhibit 2  STD CONTRACT EXHIBITS  REV. 9/19/16  EXHIBIT: N  FUNDS SHALL NOT BE CONSTITUTED AS A DEBT  It is agreed that the terms and commitments contained herein shall not be constituted as a debt of the State of Alabama in violation of Article 11, Section 213 ofthe Constitution of Alabama, 1901, as amended by Amendment Number 26. It is further agreed that if any provision of this AGREEMENT shall contravene any statute or Constitutional provision ofa amendment, either now in effect or which may, during the course ofthis AGREEMENT, be enacted, then the conflicting When considering settlement of controversies arising from or related to the work covered by this AGREEMENT, the parties may agree to use appropriate forms ofnon-binding alternative dispute  provision in the AGREEMENT shall be deemed null and void.  resolution.  TERMINATION DUE TO INSUFFICIENT FUNDS  a. Ifthe agreement term is to exceed more than one fiscal year, then said agreement is subject tot termination in the event that funds should not be appropriated for the continued payment b. In the event of proration of the fund from which payment under this AGREEMENT is to  oft the agreement in subsequent fiscal years. be made, agreement will be subject to termination.  NOGOVERNMENT OBLIGATIONTOTHRD PARTY CONTRACTORS  The STATE and COUNTY acknowledge and agree that, notwithstanding any concurrence by the Federal Government in or approval oft the solicitation or award of the underlying contract, absent the express writtèn consent by the Federal Government, the Federal Government is not aj party to this contract and shall not be subject to any obligations of or liabilities to the STATE, COUNTY, or any other party (whether or not a party to that contract) pertaining to any matter resulting from The COUNTY agrees to include the above clause in each subcontract financed. in whole or in part with Federal assistance provided to FHWA. It is further agreed that the clause shall not be modified, except to identify the subcontractor who will be subject to its provisions.  the underlying contract.  16    Exhibit 2  STATE OF ALABAMA DEPARTMENTOF TRANSPORTATION GUIDELINES FOR OPERATION  SUBJECT: PROCEDURES FOR PROCESSING STATE AND INDUSTRIAL No work can be performed and no contracts can be let prior to having a fully executed project agreement, submittal of project plans to Region and notification from the Region that advertisement for bids can be made, or, in the case of force A project agreement will be prepared and furnished to the County/City upon receipt of grant award letter signed by the Director or Governor. The Region will prepare and submit al F-7A Budget Allotment request upon receipt of a project funding agreement at the time it is submitted to the County/City for their execution. The County/City will submit plans prepared and signed by a registered professional engineer showing work to be performed. Plans must match the project agreement description. Iti is not necessary for the Region to perform an in-depth review of plans. The County/City will submit a certification signed by a Registered Professional Engineer stating that the plans have been prepared so that all items included in the plans meet ALDOT specifications. The County/City will includea letter certifying that the County/City owns all right-of-way on which the project is Upon receipt of the executed agreement, the executed F-7A, final plans from the County/City, and right-of-way certification, the Region may notify the County/City to proceed with adyertising the project for letting or proceed with work in the case In the case where a County/City is using an inplace annual bid, the County/City will furnish the Region a copy of their bid and this bid price will be used for  ACCESS FUNDED COUNTY AND CITY PROJECTS  account projects, work can begin.  to be constructed.  ofa force account project.  reimbursement.  1-20  Rev. 10/2017  17    Exhibit. 2  Where the County/City is letting a contract locally, the County/City will furnish to the Region the three lowest bids with their recommendation for award. The Region will review the bids, and, ifin order, advise the County/City to proceed with award of the contract to the lowest responsible bidder. The County's/City's estimate for reimbursement will be based on the bid prices concurred in by the State and supported with documentation that the contractor has been paid for work performed (copy of cancelled check). A certification will be submitted with County/City final estimate stating that the project was constructed in accordance with final plans submitted to the State and with the specifications, supplemental specifications, and special provisions which were shown on the plans or with the State's latest specifications which were applicable at the time of plan The County/City will notify the Region when the project is complete and the Region will perform a final ride-through to determine whether the project was completed in substantial compliance with original final plans. Final acceptance will be made by the Region with a copy of the letter furnished to the Bureau ofLocal Transportation. AllI required test reports, weight tickets, material receipts and other project documentation required by the specifications, applicable supplemental specifications, and special provisions will be retained by the County/City for a period of three (3) years following receipt of final payment and made available for audit by the State upon request. If: an audit is performed and proper documentation is not available to verify quantities and compliance with specifications, the County/City will refund the project cost to the State or All County/City Industrial Access or State funded projects let to contract by the State will follow normal project procedures and comply with all current plan processing  approval.  do whateveri is necessary to correct the project at their cost.  requirements.  RECOMMENDED FOR APPROVAL:  -  S  BUREAU CHIEF/REGION ENGINEER  APPROVAL: Sill  CHIEFI ENGINEER  APPROVAL:  NONEMBER. 1 Zorl DATE  PL  1-20  Rev. 10/2017  18    Exhibit3  Tax Revenue Enhancement Agreement  Revenue Administration  This agreement made by and between AVENU Insights & Analytics, LLC and Dale County, an Alabama  COUNTY ("COUNTY"). A. Remittance Processing Services  Taxes Processed: AVENU will perform remittance processing for sales and use taxes as designated 2. Taxpayer Notification and Remittance: AVENU will send individualized tax forms to all known taxpayers. Taxpayers will remit payments to the following Address: Dale County, P.O. Box 830725, Birmingham, AL 35283-0725. Upon reasonable notice to COUNTY, AVENU may change the 3. Deposit Process: Deposits are made to the extent that funds have been received, via Automated Clearing House of the amounts and to the designated recipients as instructed by the COUNTY for 4. Posting Process: Taxpayer accounts are posted with payment information captured in the AVENU revenue system. Additional information such as net sales, deductions, credit sales, measure of tax, name change, and address change is captured and added to payment data and taxpayer master file (as determined necessary by AVENU). Late payments (postmarked by U.S. Postal Service after due date) are invoiced at penalty amounts required by State code. Under-payments are invoiced for Changes to Exhibit A: COUNTY shall notify AVENU in writing immediately of all changes in amounts to be deposited intot the accounts of designated recipients. An amended Exhibit A shall be prepared and executed by the Parties as soon as reasonably possible. In addition, AVENU shall provide documentation confirming each change under the preceding sentence with the first monthly report reflecting the applicable change. Ifthe changes reflectedi in the monthly report do not properly reflect the intended changes of the COUNTY, then the COUNTY shall immediately notify AVENU and, thereafter, AVENU shall take the steps necessary to insure, designated recipients receive the  by COUNTY.  Address for payments.  each type oft tax collected, as shown inr more detail on ExhibitA.  remainingt tax due plus any required penalties.  amounts intended by COUNTY. 5. Notification, Reporting to COUNTY:  AVENU will provide COUNTY with monthly reports including, but not limited to, payment listings showing all taxes received related to net receipts reported, a general ledger distribution that corresponds to COUNTY'S account numbers and all fees paid to AVENU. These reports COUNTY AGREES TO EXAMINE THIS REPORT IMMEDIATELY. IF NO ERROR IS REPORTED BY THE COUNTY TO AVENU WITHIN 60 DAYS, THE STATEMENT WILL BE  will be provided. by the 10th oft the month following the tax month;  DEEMED. ACCURATE;  ii. Alli items credited willl be subject to receipt of payment; and  iv. AVENU will attend Council meetings at such times as may be reasonably requested by  COUNTY.  AVENU County Contract 2021    Exhibit3  B. Compliance Services  Taxes Reviewed: AVENU will perform compliance services fors sales, use and other taxes designated by COUNTY under Remittance Processing Services. AVENU will provide delinquency notification and follow-up. This includes correspondence, calls, and collection procedures and the related documentation. Delinquency policies and procedures will be applied consistently and within applicable tax laws. Unless otherwise directed by COUNTY, AVENU will make reasonable efforts to collect taxes designated by COUNTY hereunder. Where deemed reasonably appropriate, accounts may be turned over to audit or third-parly collection. IfCOUNTY elects to have its attorney pursue collection of certain uncollected accounts, AVENU will assist COUNTY attorney as reasonably Conduct of Compliance Services: To assure that all taxpayers are treated fairly, consistently and all compliance services are performed in a similar manner, AVENU representatives who perform compliance services will use a similar compliance plan for each compliance service conducted. All funds due from compliance services willl be remitted to COUNTY ini the same manner as provided for  requested ati its normal hourly rate as reflected herein.  pursuant to Section. A, above. General Provisions  Information Provided: COUNTY represents that the information provided to AVENU in the performance of services hereunder shall be provided free and clear of the claims of third parties. COUNTY represents that it has the right to provide this information to AVENU and that said information shall not be defamatory or otherwise expose AVENU tol liability to third parties. 2. Compliance with laws: Each Party accepts responsibility for its compliance with federal, state, or 3. Taxpayer service: AVENU will provide a taxpayer assistance number for taxpayer questions. AVENU will provide informational brochures for placement in COUNTY offices, Chamber of Commerce offices, libraries and any other facilities. This information may also be available on the 4. Review and Appeal Process: AVENU has adopted and will use a review and appeals process which is based on the Alabama Taxpayers' Bill of Rights Act and Uniform Revenue Procedures Act codified . Consideration for Remittance Processing Services, Revenue Analysis Services and Compliance Services: AVENU shall be compensated for the services rendered under this agreement in  local laws and regulations.  Internet at wwwavenunsgns.com  as Title 40, Chapter 2A, Code of Alabama, 1975, as amended. accordance with the schedule off fees set forth in Exhibit' "A".  6. Audit Services:  AVENU Audit Services: Audit Services include all preparation for the performance of an audit, any research or statistical analysis performed in relation to an audit, in-house audit/collection efforts, examination of the books and records of the taxpayer, an assessment of the amount AVENU Reciprocal Agreement: To the fullest extent allowed by law, COUNTY hereby authorizes AVENU to act as at facilitator with the Alabama Department of Revenue and other I. AVENU Fee: AVENU shall be compensated for audit services rendered under this agreement att the hourly rate set forth in Exhibit' "A". There shall be no contingency fees. 1. If overnight travel or travel more than 25 miles beyond origination point is required, AVENU will pay the auditor and bill the COUNTY for its portion of travel expenses.  due (ifany), and all services related to closing an audit. applicable jurisdictions to share audit findings on its behalf.  AVENU County Contract 2021    Exhibit3  COUNTY agrees to pay the amount of these fees when due, regardless of any 2. Billing Increment: Time will be recorded in 15-minute intervals (.25 hours); 3. Shared Audit Fees: When audits for COUNTY overlap with audits for other AVENU clients or clients of AVENU Affiliates, the fees willl be shared as follows:  recovery.  a. Travel Time: travel time, expenses, and a daily per diem amount for each audit is distributed evenly among the clients reviewed for each Interview Time: time billed during thei initial interview of each audit is distributed evenly amongst the clients reviewed for each audit - during this process the auditor determines which clients will actually be audited for and billed Audit" Time as follows;  audit.  Audit Time: Time billed during the actual audit stage of each auditi is billed according to actual time spent working for each No Double Billing: In no event will the overlapping audits combined require payment for more than 100% for any one  client;  AVENU representative.  7. Company Audit: Once ay year AVENU will have an independent auditor prepare an SSAE 16, SOC 1, Type II Independent Service Auditor's Report on Controls Placed in Operation and Tests of Effective Date: The effective date for the performance of services under the terms of this agreement shall commence May 1, 2021 with collection of Apl taxes to be remitted on or before 9. Term of the Agreement: This Agreement shall be for at term of three (3) years following the date of execution or the maximum period allowed by law, whichever is shorter. Either parly shall have the right to terminate this Agreement in the event of a material breach by the other party. Any such termination may be made only by providing ninety (90) days written notice to the other party, specifically identifying the breach or breaches on which termination is based. Following receipt of such notice, the parly in breach shall have thirty (30) days to cure such breach or breaches. Inthe event that such cure is not made, this Agreement shall terminate in accordance with the initial ninety 10. Effect of Termination: Notwithstanding non-renewal or termination of this Agreement, COUNTY shall be obligated to pay AVENU for services performed through the effective date of termination for which AVENU has not been previously paid. In addition, because the services performed by AVENU prior to termination or non-renewal of this Agreement may result in the COUNTY's receipt of revenue after termination which are subject to AVENU'S fee, the COUNTY shall remain obligated after termination or non-renewal to provide to AVENU such information as is necessary for AVENU to calculate compensation due as ar result oft the receipt of revenue by the COUNTY. The COUNTY: shall remain obligated to pay AVENU'S invoices therefore in accordance with the terms of this Agreement. 11. Indemnity: To the fullest extent allowed by law, AVENU hereby agrees to indemnify and hold COUNTY harmless from any claims and against all costs, expenses, damages, claims and liabilities based upon or arising solely out of a breach of this Agreement by AVENU. Except as set forth in the preceding sentence, to thef full extent allowed by law, COUNTY hereby agrees to indemnify and hold AVENU harmless from any claims and against all costs, expenses, damages, claims and liabilities  Operating Effectiveness. This report will be made available upon request.  -May/20,202.  (90) days notice.  AVENU County Contract 2021    Exhibit3  relating in any way to sales, use and other taxes of COUNTY, including, but not limited to, determination of taxes due from taxpayers, the collection thereof and any refunding related thereto. 12. Limitation of Liability: To the maximum extent permitted by law, in no event shall AVENU, its employees, contractors, directors, affiliates and/ or agents be liable for any special, incidental or consequential damages, such as, but not limited to, delay, lost data, disruption, and loss of anticipated profits or revenue arising from or related to the services, whether liability is asserted in contract or tort, and whether or not AVENU has been advised of the possibility of any such loss or damage. In addition, AVENU'S total liability hereunder, including reasonable attorney's fees and costs, shall in no event exceed an amount equal to the fee paid by the COUNTY for the affected service to which the claim pertains. The foregoing sets forth the COUNTY'S exclusive remedy for claims arising from or out of this Agreement. The provisions of this section allocate the risks between AVENU and the COUNTY and AVENU'S pricing reflects the allocation of risk and 13. Equal Opportunity to Draft: The Parties have participated and had an equal opportunity to participate in the drafting of this Agreement. No ambiguity shall be construed against any Party 14. Assignment: This Agreement shall be binding upon and inure to the benefit of the Parties, their successors; representatives and assigns. AVENU shall not assign this Agreement, or delegate its duties or obligations under this Agreement, without the prior written consent of COUNTY, which consent shall not be unreasonably withheld, delayed or conditioned. Notwithstanding: the foregoing, AVENU may assign this Agreement, in whole or in part, without the consent of COUNTY to any corporation or entity into which or with which AVENU has merged or consolidated; any parent, subsidiary, successor or affiliated corporation of AVENU; or any corporation or entity which acquires all or substantially all of the assets of AVENU. Subject to the foregoing, this Agreement shall be binding upon and inure to thel benefit of the parties and their successors or assigns. 15. Force Majeure: AVENU shall not be in default of its obligations hereunder to the extent that its performance is delayed or prevented by causes beyond its control, including but not limited to acts of God, government, weather, fire, power or telecommunications failures, inability to obtain supplies, 16. Subcontractors: AVENU shall have the right to hire assistants as subcontractors or to use employees to provide the Services required by this Agreement. AVENU, in rendering performance under this Agreement shall be deemed an independent contractor and nothing contained herein shall constitute this arrangement to be employment, a joint venture, or a partnership. AVENU shall be solely responsible for and shall hold COUNTY harmless from any and all claims for any employee related fees and costs including without limitation employee insurance, employment taxes, 17. Intellectual Property Rights: The entire right, title and interest in and to AVENU'S database and all copyrights, patents, trade secrets, trademarks, trade names, and all other intellectual property rights associated with any and all ideas, concepts, techniques, inventions, processes, or works of authorship including, but not limited to, all materials in written or other tangible form developed or created in the course of this Agreement (collectively, the "Work Product") shall vest exclusively in AVENU. The foregoing notwithstanding, in no event shall any COUNTY-owned data provided to 18. Entire Agreement: This Agreement constitutes the entire agreement between the Parties hereto and supersedes any prior understandings or written or oral agreements between the Parties respecting the subject matter contained herein. Said Agreement shall not be amended, altered, or changed, 19. Invalidity: If any one or more of the provisions contained in this Agreement shall for any reason be held tol bei invalid, illegal, or unenforceable in any respect, suchi invalidity, illegality, or unenforceability  limitation ofl liability specified herein.  upon a claim that that party drafted the ambiguous language.  breakdown of equipment or interruption in vendor services or communications.  workman's compensation, withholding taxes or income taxes.  AVENU be deemed included within the Work Product.  except by a written Agreement signed by both Parties hereto.  AVENU County Contract 2021    Exhibit3  shall not affect any other provision thereof, and this Agreement shall be construed as if such invalid, illegal, or unenforceable provision had never been contained thereof, and this Agreement shall be construed as ifsuchi invalid, illegal, or unenforceable provision had never been contained herein. 20. Bys signing this contract, the contracting parties affirm, for the duration of the agreement, that they will not violate federal immigration law or knowingly employ, hire for employment, or continue to employ an unauthorized alien within the state of Alabama. Furthermore, a contracting party found to be in violation of this provision shall be deemed in breach of the agreement ands shall be responsible for all IN WITNESS WHEREOF, the parties hereto as of the date first above written have duly executed this  damages resulting therefrom.  Agreement. D/BIA AVENU By: Title: Date:  AVENU INSIGHTS & ANALYTICS, LLC  Dale County By:. Date:  Shhe YAR Title: Lharoaw  04121  Proposed pricing contained herein valid for 60 days from date ofi issuance. Issued 3/4/2021 (crg)  AVENU County Contract 2021    Exhibit. 3  EXHIBIT A  DISTRIBUTION, RATE CONFIRMATION and SCHEDULE OF FEES  March 4, 2021 Cheryl Ganey Dale County 202 South AL-123 Ozark, AL 36360 Dear Ms. Ganey:  Funds will be distributed int the following accounts pursuant tot this Agreement:  Agency Dale County Tax Type Sales/Use Sales/Use Sales/Use Sales/Use Sales/Use Sales/Use  Routing # 062106120  Account # Xxx8401 Rate Type General Mfg Machine Farm Auto Amusement Vending  Distribution % Tax Type/Rate Code  Sales/Use Tax: all rates Percentage 1.00% 0.50% 0.38% 0.50% 1.00% 1.00%  100%  Tax1 Types and Rate Codes willl be administered at the following percentages:  Ifat any time there are any discrepancies between the schedule set out above andy your County's records, ITIS YOUR RESPONSIBILITYTO PROVIDE NOTICE TOUS OF ANY CHANGES IN TAXI RATES ORI IN THE DISTRIBUTION OF FUNDS. NOTICE MUST BE IN WRITING AND SENT, VIA CERTIFIED MAIL, TO:  please notify us in writing immediately.  AVENU Insights & Analytics, LLC 600 Beacon Parkway West, Suite 900 Birmingham AL 35209 ATT: Daryl Savage, General Counsel  COMPENSATION  Compliance Services: AVENU willr receive an amount equal to Two Dollars and Seventy-Six Cents ($2.76) per account per transaction OR 1.85% of gross revenues collected, whichever is lower, for providing  Remittance Processing Services and Revenue Analysis Services.  AVENU County Contract 2021    Exhibit. 3  Audit Services: AVENU will receive an amount based on an hourly rate of seventy-three dollars ($73.00) for audits services. There shall be no contingent fees. Each year on the Anniversary date of the Effective Date of Thank you for your assistance. Ifyou have any questions, ori iflr may be of assistance, please let me know.  this Agreement the hourly rate willi increase by 3%.  Sincerely' Yours, Connie Taylor Client Relations Manager AVENU 205-423-4144 direct dial 205-423-4097 direct fax  Ihave reviewed the above distribution and verify that iti is correct.  AVENU INSIGHTS & ANALYTICS, LLC  Dale County  D/BIA AVENU By:. Title: Date:  By:. Shha K Title: Chaitonw  Date:  04-1-21  AVENU County Contract 2021    Exhibit3  Tax Revenue Enhancement Agreement Tobacco Tax Revenue Administration  This agreement made by and between AVENU Insights & Analytics, LLC and Dale County, an Alabama  COUNTY ("COUNTY"). A. Remittance Processing Services  1. Taxes Processed: AVENU will perform remittance processing for Tobacco taxes as designated by 2. Taxpayer Notification and Remittance: AVENU will send individualized tax forms to all known taxpayers. Taxpayers will remit payments to the following Address: Dale County, P.O. Box 830725, Birmingham, AL 35283-0725. Upon reasonable notice to COUNTY, AVENU may change the 3. Deposit Process: Deposits are made to the extent that funds have been received, via Automated Clearing House of the amounts and to the designated recipients as instructed by the COUNTY for 4. Posting Process: Taxpayer accounts are posted with payment information captured in the AVENU revenue system. Additional information such as net sales, deductions, credit sales, measure of tax, name change, and address change is captured and added to payment data and taxpayer master file (as determined necessary by AVENU). Late payments (postmarked by U.S. Postal Service after due date) are invoiced at penalty amounts required by State code. Under-payments are invoiced for Changes to Exhibit A: COUNTY shall notify AVENU in writing immediately of all changes in amounts to be deposited into the accounts of designated recipients. An amended ExhibitA shall be prepared and executed by the Parties as soon as reasonably possible. In addition, AVENU shall provide documentation confirming each change under the preceding sentence with the first monthly report reflecting the applicable change. Ifthe changes reflected int the monthly report do not properly reflect the intended changes of the COUNTY, then the COUNTY shall immediately notify AVENU and, thereafter, AVENU shall take the: steps necessary to insure, designated recipients receive the  COUNTY.  Address for payments.  each type of tax collected, as shown in more detail on ExhibitA.  remaining tax due plus any required penalties.  amounts intended by COUNTY. Notification, Reporting to COUNTY:  AVENU will provide COUNTY with monthly reports including, but not limited to, payment listings showing all taxes received related to net receipts reported, a general ledger distribution that corresponds to COUNTY'S account numbers and all fees paid to AVENU. These reports COUNTY AGREES TO EXAMINE THIS REPORT IMMEDIATELY. IF NO ERROR IS REPORTED BY THE COUNTY TO AVENU WITHIN 60 DAYS, THE STATEMENT WILL BE  will be provided by the 10th of the month following the tax month;  DEEMED ACCURATE;  iii. Alli items credited will be subject to receipt of payment; and  iv. AVENU will attend Council meetings at such times as may be reasonably requested by  COUNTY.  AVENU County Contract 2021    Exhibit3  B. Compliance Services  Taxes Reviewed: AVENU will perform compliance services for Tobacco and other taxes designated by COUNTY under Remittance Processing Services. AVENU will provide delinquency notification and follow-up. This includes correspondence, calls, and collection procedures and the related documentation. Delinquency policies and procedures will be applied consistently and within applicable tax laws. Unless otherwise directed by COUNTY,AVENU will make reasonable efforts to collect taxes designated by COUNTY hereunder. Where deemed reasonably appropriate, accounts may be turned over to audit or third-party collection. IfCOUNTY elects to have its attorney pursue collection of certain uncollected accounts, AVENU will assist COUNTY attorney as reasonably 2. Conduct of Compliance Services: To assure that all taxpayers are treated fairly, consistently and all compliance services are performed in a similar manner, AVENU representatives who perform compliance services will use a similar compliance plan for each compliance service conducted. All funds due from compliance services will be remitted to COUNTY in the same manner as provided for  requested ati its normal hourly rate as reflected herein.  pursuant to Section A, above. General Provisions  Information Provided: COUNTY represents that the information provided to AVENU in the performance of services hereunder shall be provided free and clear of the claims of third parties. COUNTY represents that it has the right to provide this information to AVENU and that said information shall not be defamatory or otherwise expose AVENU tol liability to third parties. 2. Compliance with laws: Each Party accepts responsibility for its compliance with federal, state, or 3. Taxpayer service: AVENU will provide a taxpayer assistance number for taxpayer questions. AVENU will provide informational brochures for placement in COUNTY offices, Chamber of Commerce offices, libraries and any other facilities. This information may also be available on the 4. Review and Appeal Process: AVENU has adopted and will use a review and appeals process which isb based on the Alabama Taxpayers' Bill of Rights Act and Uniform Revenue Procedures Act codified 5. Consideration for Remittance Processing Services, Revenue Analysis Services and Compliance Services: AVENU shall be compensated for the services rendered under this agreement in  local laws and regulations.  Internet aty wwavenunsighis.com,  as Title 40, Chapter 2A, Code of Alabama, 1975, as amended. accordance with the schedule off fees set forth in Exhibit "A".  6. Audit Services:  AVENU Audit Services: Audit Services include all preparation for the performance of an audit, any research or statistical analysis performed in relation to an audit, in-house auditicollection efforts, examination of the books and records of the taxpayer, an assessment of the amount ii. AVENU Reciprocal Agreement: To the fullest extent allowed by law, COUNTY hereby authorizes AVENU to act as a facilitator with the Alabama Department of Revenue and other li. AVENU Fee: AVENU shall be compensated for audit services rendered under this agreement at the hourly rate setf forth in Exhibit' "A". There shall be no contingency fees.  due (ifany). and all services related to closing an audit. applicable jurisdictions to share audit findings oni its behalf.  1. If overnight travel or travel more than 25 miles beyond origination point is required, AVENU will pay the auditor and bill the COUNTY for its portion of travel expenses.  AVENU County Contract 2021    Exhibit3  COUNTY agrees to pay the amount of these fees when due, regardless of any  recovery.  2. Billing Increment: Time will! be recordedi in 15-minute intervals (.:25 hours); 3. Shared Audit Fees: When audits for COUNTY overlap with audits for other AVENU clients or clients of AVENU Affiliates, the fees willl be shared as follows:  a. Travel Time: travel time, expenses, and a daily per diem amount for each audit is distributed evenly among the clients reviewed for each b. Interview Time: time billed during thei initial interview of each auditi is distributed evenly amongst the clients reviewed for each audit - during this process the auditor determines which clients will actually be audited for and billed Audit Time as follows;  audit.  Audit Time: Time billed during the actual audit stage of each audit is billed according to actual time spent working for each No Double Billing: In no event will the overlapping audits combined require payment for more than 100% for any one  client;  AVENU representative.  7. Company Audit: Once a year AVENU will have an independent auditor prepare an SSAE 16, SOC 1, Type II Independent Service Auditor's Report on Controls Placed in Operation and Tests of Effective Date: The effective datei for the performance of services under the terms of this agreement shall commence. MAy 1, 2021 with collection of ApL taxes to be remitted on or before Term of the Agreement: This Agreement shall be for a term of three (3) years following the date of execution or the maximum period allowed by law, whichever is shorter. Either party shall have the right to terminate this Agreement in the event of a material breach by the other parly. Any such termination may be made only by providing ninety (90) days written notice to the other party, specifically identifying the breach or breaches on which termination is based. Following receipt of such notice, the parly in breach shall have thirly (30) days to cure such breach or breaches. In the event that such cure is not made, this Agreement shall terminate in accordance with the initial ninety 10. Effect of Termination: Notwithstanding non-renewal or termination of this Agreement, COUNTY shall be obligated to pay AVENU for services performed through the effective date of termination for which AVENU has not been previously paid. In addition, because the services performed by AVENU prior tot termination or non-renewal of this Agreement may result in the COUNTY's receipt of revenue after termination which are subject to AVENU's fee, the COUNTY shall remain obligated after termination or non-renewal to provide to AVENU such information as is necessary for AVENU to calculate compensation due as a result oft the receipt of revenue by the COUNTY. The COUNTY shall remain obligated to pay AVENU's invoices therefore in accordance with the terms of this Agreement. 11. Indemnity: To the fullest extent allowed by law, AVENU hereby agrees to indemnify and hold COUNTY harmless from any claims and against all costs, expenses, damages, claims and liabilities based upon or arising solely out of al breach of this Agreement by AVENU. Except as set forth in the preceding sentence, tot the fulle extent allowed by law, COUNTY hereby agrees to indemnify and hold AVENU harmless from any claims and against all costs, expenses, damages, claims and liabilities  Operating Effectiveness. This report will be made available upon request.  MA4/20,2021.  (90) days notice.  AVENU County Contract 2021    Exhibit. 3  relating in any way to Tobacco and other taxes of COUNTY, including, but not limited to, determination oft taxes due from taxpayers, the collection thereof and any refunding related thereto. 12. Limitation of Liability: To the maximum extent permitted by law, in no event shall AVENU, its employees, contractors, directors, affiliates and/ or agents be liable for any special, incidental or consequential damages, such as, but not limited to, delay, lost data, disruption, and loss of anticipated profits or revenue arising from or related to the services, whether liability is asserted in contract or tort, and whether or not AVENU has been advised of the possibility of any such loss or damage. In addition, AVENU's total liability hereunder, including reasonable attorney's fees and costs, shall in no event exceed an amount equal to the fee paid by the COUNTY for the affected service to which the claim pertains. The foregoing sets forth the COUNTY'S exclusive remedy for claims arising from or out of this Agreement. The provisions of this section allocate the risks between AVENU and the COUNTY and AVENU's pricing reflects the allocation of risk and 13. Equal Opportunity to Draft: The Parties have participated and had an equal opportunity to participate in the drafting of this Agreement. No ambiguity shall be construed against any Party 14. Assignment: This Agreement shall be binding upon and inure to the benefit of the Parties, their successors; representatives and assigns. AVENU shall not assign this Agreement, or delegate its duties or obligations under this Agreement, without the prior written consent of COUNTY, which consent shall not be unreasonably withheld, delayed or conditioned. Notwithstanding the foregoing, AVENU may assign this Agreement, in whole or in part, without the consent of COUNTY to any corporation or entity into which or with which AVENU has merged or consolidated; any parent, subsidiary, successor or affiliated corporation of AVENU; or any corporation or entity which acquires all or substantially all of the assets of AVENU. Subject to the foregoing, this Agreement shall be binding upon and inure tot the benefit of the parties and their successors or assigns. 15. Force Majeure: AVENU shall not be in default of its obligations hereunder to the extent that its performance is delayed or prevented by causes beyond its control, including but not limited to acts of God, government, weather, fire, power or telecommunications failures, inability to obtain supplies, 16. Subcontractors: AVENU shall have the right to hire assistants as subcontractors or to use employees to provide the Services required by this Agreement. AVENU, in rendering performance under this Agreement shall be deemed an independent contractor and nothing contained herein shall constitute this arrangement to be employment, a joint venture, or a partnership. AVENU shall be solely responsible for and shall hold COUNTY harmless from any and all claims for any employee related fees and costs including without limitation employee insurance, employment taxes, 17. Intellectual Property Rights: The entire right, title and interest in and to AVENU's database and all copyrights, patents, trade secrets, trademarks, trade names, and all other intellectual property rights associated with any and all ideas, concepts, techniques, inventions, processes, or works of authorship including, but not limited to, all materials in written or other tangible form developed or created in the course of this Agreement (collectively, the "Work Product") shall vest exclusively in AVENU. The foregoing nolwithstanding, in no event shall any COUNTY-owned data provided. to 18. Entire Agreement: This Agreement constitutes the entire agreement between the Parties hereto and supersedes any prior understandings or written or oral agreements between the Parties respecting the subject matter contained herein. Said Agreement shall not be amended, altered, or changed, 19. Invalidity: If any one or more of the provisions contained in this Agreement shall for any reason be held to be invalid, illegal, or unenforceable in any respect, suchi invalidity, illegality, or unenforceability  limitation of liability specified herein.  upon a claim that that party drafted the ambiguous language.  breakdown of equipment ori interruption in vendor services or communications.  workman's compensation, withholding taxes or income taxes.  AVENU be deemed included within the Work Product.  except by a written Agreement signed by both Parties hereto.  AVENU County Contract 2021    Exhibit. 3  shall not affect any other provision thereof, and this Agreement shall be construed as if such invalid, illegal, or unenforceable provision had never been contained thereof, and this Agreement shall be construed as ifsuchi invalid, illegal, or unenforceable provision had never been contained herein. 20. Bys signing this contract, the contracting parties affirm, for the duration of the agreement, that they will not violate federal immigration law or knowingly employ, hire for employment, or continue to employ an unauthorized alien within the state of Alabama. Furthermore, a contracting party found to be in violation oft this provision shall be deemed in breach of the agreement and shall be responsible for all IN WITNESS WHEREOF, the parties hereto as of the date first above written have duly executed this  damages resulting therefrom.  Agreement. D/BIA AVENU By: Title: Date:  AVENU INSIGHTS &/ ANALYTICS, LLC  Dale County  By: Sh. - YA Title: Caloaba  Date:  04B/  Proposed pricing contained herein valid for 60 days from date of issuance. Issued 3/4/2021 (crg)  AVENU County Contract 2021    Exhibit3  EXHIBITA  DISTRIBUTION, RATE CONFIRMATION and SCHEDULE OF FEES  March 4, 2021 Cheryl Ganey Dale County 202 South AL-123 Ozark, AL 36360 Dear Ms. Ganey Agency Dale County  Funds will be distributed int the following accounts pursuant tot this Agreement:  Routing #  Account #  Distribution % Tax Type/Rate Code  100%  Tobacco; all rates  Tax Types and Rate Codes will be administered at the following percentages:  Ggarettes Chewing Tobacco Snuff Smoking Tobacco Cigars -each Little Cigars as Rolling Papers  Jurisdiction Dale County  Pack 5f  Pack 3f  Can 3f  Pack 2f  Cigar 2f  Indicated 2f/each  Pack  Ifata any time there are any discrepancies between the schedule set out above and your County's records, ITI IS YOUR RESPONSIBILITYTO PROVIDE NOTICE TOUS OF ANY CHANGES IN TAX RATES OR IN THE DISTRIBUTION OF FUNDS. NOTICE MUST BE IN WRITING AND SENT, VIA CERTIFIED MAIL, TO:  please notify us in writing immediately.  AVENU Insights & Analytics, LLC 600 Beacon Parkway West, Suite 900 Birmingham AL 35209 ATT: Daryl Savage, General Counsel  COMPENSATION  Compliance Services: AVENU will receive an amount equal to 1.85% of gross revenues collected, for  providing Remittance Processing Services and Revenue Analysis Services.  AVENU County Contract 2021    Exhibit3 3  Audit Services: AVENU will receive an amount based on an hourly rate of seventy-three dollars ($73.00) for audit services. There shall be no contingent fees. Eachy year ont the anniversary of the Effective Date ofthis Thank you for your assistance. Ifyoul have any questions, ori iflmay be of assistance, please let me know.  Agreement, the hourly rate willi increase by 3%.  Sincerely Yours, Connie Taylor Client Relations Manager AVENU 205-423-4144 direct dial 205-423-4097 directf fax  Ihave reviewed the above distribution and verify thati itis correct.  AVENU INSIGHTS & ANALYTICS, LLC  Dale County By: Date:  D/BIA AVENU By:. Title: Date:  Shhe Z Title: Chaimes  0413-2/  AVENU County Contract 2021    Exhibit 4  3  3  1